Exhibit
4.8


 


9th April 2015


 


		To:	ICL Finance B.V.

PO Box 313

1000 AH Amsterdam

The Netherlands



 


and the other Obligors under the Agreement referred
to below


 


Dear Sirs


 


US$1,705,000,000 syndicated revolving credit facility agreement
dated 23 March 2015 entered into between (1) ICL Finance B.V. as Borrower, (2) Israel Chemicals Limited and ICL Finance Inc.as
Guarantors, (3) the Original Lenders as defined therein and (4) Sumitomo Mitsui Banking Corporation Europe Limited as Agent (the
Agreement)


 


		1	Introduction



 


We refer to the Agreement. Terms defined in the Agreement
have the same meaning, when used in this letter.


 


		2	Amendments



 


We confirm that the Majority Lenders have agreed that
the existing Clause 12.1.1 (Commitment fee) in the Agreement will be deleted and replaced with the following:


 


		“12.1.1	The Borrower shall pay to the Agent (for the account of each Lender) a fee in US Dollars calculated daily at the rate of 35
per cent. of the Margin on that Lender’s Available Commitment for the Availability Period.”



 


		3	Full Force and Effect



 


The amendment listed above shall take effect from the
receipt by the Agent of your signed acknowledgement of this letter. The Agreement shall remain in full force and effect as amended
by this letter. The Agreement and this letter shall be read and construed together and be deemed to constitute one and the same
agreement.


 


		4	Rights of Third Parties



 


The parties to this letter do not intend that any term
of this letter shall be enforceable solely by virtue of the Contract (Rights of Third Parties) Act 1999 by any person who is not
a party.


 


		5	Confirmation



 


		5.1.1	The Borrower confirms to the Finance Parties that no Default has occurred or is continuing



 


		5.1.2	The Borrower makes the Repeating Representations for the benefit of the Finance Parties on the date of this letter.



 


		5.1.3	Each Guarantor confirms that, on and after the date of this letter, its guarantee , undertaking and indemnity in Clause 18
(Guarantee and indemnity) of the



 









    

    

    




Agreement will remain in full force and effect and will
extend to each Obligor’s obligations under the Finance Documents (as amended by this letter).


 


		6	Acknowledgment



 


		6.1.1	Please sign where indicated on the attached copy of this letter in acknowledgment of your agreement to the terms of this letter
and fax such acknowledgement by return to fax number: +44 (0) 20 7786 1656 attention: Loans Agency.



 


		6.1.2	This letter may be executed and delivered in counterparts (including by facsimile transmission), each of which will be deemed
an original but all the counterparts together will be one and the same instrument.



 


		7	Miscellaneous



 


Clauses 31 ( Notices) and 38 (Counterparts) of the
Agreement shall apply to this letter as if set out in full herein.


 


		8	Governing Law and Jurisdiction



 


This letter and any non-contractual obligations arising
out of or in connection with it are governed by, and construed in accordance with, English law. Clause 40 (Enforcement) of the
Agreement shall apply to this letter as if set out in full herein, mutatis mutandis.


 


 


Yours faithfully


 


/s/ illegible               /s/ illegible             


 


Sumitomo Mitsui Banking Corporation Europe Limited

as the Agent for and on behalf of itself and the other Finance Parties


 


 


We hereby agree to the above terms.


 


/s/ illegible               /s/ illegible             





for and on behalf of

ICL Finance B.V.


 


 


/s/ Michael Hazzan /s/ Herzel Bar-Niv  





for and on behalf of

Israel Chemicals Limited


 


/s/ Heather Luther       /s/
Paul Schlessman


for and on behalf of


ICL Finance Inc.