##### Table of Contents



Form 11-K
 ANNUAL REPORT PURSUANT
TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
  x
    
    ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2010
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 Commission file number 001-10351
 A.
    
    Full title of the plan and the address of the plan, if different from that of the issuer
named below:
 PCS Nitrogen 401(k) Savings Plan
 B.
    
    Name of issuer of the securities held pursuant to the plan and the address of its principal
executive office:
 Potash Corporation of Saskatchewan Inc.

122  1st Avenue South

Saskatoon, Saskatchewan, Canada S7K 7G3




---



##### Table of Contents



PCS Nitrogen
401(k) Savings Plan
 Financial Statements as of
December 31, 2010 and 2009, and for the
Year Ended December 31, 2010,
Supplemental Schedule as of December 31, 2010,
and Report of Independent Registered Public Accounting Firm




---



##### 



PCS NITROGEN 401(k) SAVINGS PLAN
 TABLE OF CONTENTS
 
  
 PageREPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
    
    1FINANCIAL STATEMENTS:Statements of Net Assets Available for Benefits as of
December 31, 2010 and 2009
    
    2Statement of Changes in Net Assets Available for Benefits for the
Year Ended December 31, 2010
    
    3Notes to Financial Statements as of December 31, 2010 and 2009, and for the
Year Ended December 31, 2010
    
    412SUPPLEMENTAL SCHEDULE:
    
    13Form 5500  Schedule H, Part IV, Line 4i  Schedule of Assets (Held at End of Year)
as of December 31, 2010
    
    14
 NOTE:
    
    All other schedules required by Section 29 CFR 2520.103 10 of the Department of
Labors Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974 have been omitted because they are not
applicable.Exhibit 23.1




---



##### Table of Contents



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM




---



##### Table of Contents



PCS NITROGEN 401(k) SAVINGS PLAN
 
 STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 2010 AND 2009
 
 2010
    
    
    2009ASSETS:Participant-directed investments  at fair value (Note 3)
    
    $
    7,461,328
    
    
    $
    6,251,371ReceivablesNotes receivable from participants
    
    
    157,430
    
    
    
    35,363Company performance contribution
    
    
    159,154
    
    
    
    76,295Unsettled trades   net
    
    
    83,428Total receivables
    
    
    400,012
    
    
    
    111,658NET ASSETS AVAILABLE FOR BENEFITS  At fair value
    
    
    7,861,340
    
    
    
    6,363,029ADJUSTMENT FROM FAIR VALUE TO CONTRACT VALUE
FOR FULLY BENEFIT-RESPONSIVE
INVESTMENT CONTRACTS
    
    
    (7,659
    )
    
    
    11,038NET ASSETS AVAILABLE FOR BENEFITS
    
    $
    7,853,681
    
    
    $
    6,374,067
  - 2 -




---



##### Table of Contents



PCS NITROGEN 401(k) SAVINGS PLAN
 
 STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 2010
 
 ADDITIONS:Company matching contributions
    
    $
    147,105Company basic contributions  Lima
    
    
    230,620Company performance contributions
    
    
    159,154Participant contributions
    
    
    476,774Rollover contributions
    
    
    14,126Total contributions
    
    
    1,027,779Investment income:Net appreciation in fair value of investments (Note 3)
    
    
    1,435,889Interest and dividends
    
    
    77,015Net investment income
    
    
    1,512,904Total additions
    
    
    2,540,683DEDUCTIONS:Benefits paid to participants
    
    
    (1,059,250
    )Administrative expenses
    
    
    (1,819
    )Total deductions
    
    
    (1,061,069
    )INCREASE IN NET ASSETS
    
    
    1,479,614NET ASSETS AVAILABLE FOR BENEFITS:Beginning of year
    
    
    6,374,067End of year
    
    $
    7,853,681
  - 3 -




---



##### Table of Contents



PCS NITROGEN 401(k) SAVINGS PLAN
 
 NOTES TO FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2010 AND 2009, AND FOR THE YEAR ENDED DECEMBER 31, 2010
 
 1.
    
    DESCRIPTION OF PLANThe following description of the PCS Nitrogen 401(k) Savings Plan (the Plan) is provided for
general information purposes only. Participants should refer to the Plan document for more
complete information.General The Plan is a defined contribution plan sponsored by PCS Administration (USA),
Inc. (the Company)
covering all eligible employees of PCS Purified Phosphates and PCS Nitrogen who
are represented by a collective bargaining agreement, as defined in the Plan. The Employee
Benefits Committee of PCS Administration (USA), Inc. controls and manages the operation and
administration of the Plan. Fidelity Management Trust Company (Fidelity) serves as the
trustee of the Plan. The Plan is subject to the provisions of the Employee Retirement Income
Security Act of 1974 (ERISA).Contributions Participants may contribute up to 50% of base compensation each year, as
defined in the Plan, subject to certain Internal Revenue Code (IRC) limitations. These
contributions may be pretax contributions and/or after-tax contributions. Participants who are
age 50 and over may also make catch-up contributions.The Company matches 100% of the first 3% of base compensation that participants contribute.
Catch-up contributions are not eligible for the Company matching contribution. Participants may
also rollover amounts representing distributions from other qualified defined benefit or
contribution plans (rollover contributions), which are not eligible for the Company matching
contribution.The Company may also make a discretionary Company performance contribution ranging from 0% to
3% of each eligible participants base pay. The 2010 and 2009 Company performance contributions
were 3.0% and 1.5%, respectively, of each eligible participants base pay.The Company will also contribute a basic contribution of 5% of base compensation on
behalf of each eligible employee of PCS Nitrogen Ohio, L.P. (Lima), as defined in the Plan.Participant Accounts Individual accounts are maintained for each Plan participant. Each
participants account is credited with the participants contribution, the Companys matching
contribution, the Company performance contribution, and the Company basic contribution, if
applicable, and allocations of Plan earnings and is charged with withdrawals, an allocation of
Plan losses, and administrative expenses. Allocations are based on participant earnings or
account balances, as defined in the Plan. The benefit to which a participant is entitled is the
benefit that can be provided from the participants vested account.Investments Participants direct the investment of their account balances and contributions
into various investment options offered by the Plan. The Plan currently offers Potash
Corporation of Saskatchewan Inc. (PCS) common stock, a selection of mutual funds, and one
pooled investment stable value fund. The U.S. Government Reserves Fund is used to maintain
dividends distributed by a participants investment in PCS common stock and is not available as
a participant-directed investment option. The PCS stock purchase account is a money market fund
that is used in the recordkeeping of the
 - 4 -




---



##### Table of Contents



purchases and sales of fractional shares of Company stocks and is not available as a
participant-directed investment option.Participants who have not made any investment elections will have their contributions and the
employer contributions invested in the Plans default fund, which has been designated as the
Fidelity Freedom Funds, specifically the Freedom Fund that has a target retirement date closest
to the year that the participant might retire, based on the participants current age and
assuming a normal retirement age of 65.Effective October 1, 2008, the investment option Legg Mason Value Trust FI Class was no
longer available for new contributions. A new investment option, T. Rowe Price Dividend Growth
Fund, was added to the Plan as of October 26, 2009. All existing balances in the Legg Mason
Value Trust F1 Class were transferred into the T. Rowe Price Dividend Growth Fund on January 4,
2010. The Fidelity Overseas Fund was removed as an investment option effective July 1, 2010,
and was replaced by the Harbor International Fund  Institutional Class. Existing balances
were transferred from the Fidelity Overseas Fund to the Harbor International Fund 
Institutional Class on August 2, 2010. The Fidelity OTC Portfolio was added as an additional
investment option on December 16, 2010.Vesting Participants are immediately vested in their own contributions and in the Company
performance contribution, as well as in the actual earnings thereon. Vesting in the Companys
matching contribution is based on years of continuous service. Participants vest 20% per year
of credited service and are 100% vested in the Companys matching contribution after five years
of credited service. Participants shall be fully vested in the Companys basic contribution
after a five-year period of service, although no partial vesting shall apply (i.e., five-year
cliff vesting). Forfeited balances of terminated participants are used to reduce future Company
contributions.Participant Loans Participants may borrow from their fund accounts up to a maximum amount
equal to the lesser of $50,000 or 50% of their vested account balance. Loan terms range from
one to five years or up to 20 years for the purchase of a primary residence. The loans are
secured by the balance in the participants account and bear interest at two percentage points
above the rate for five-year U.S. Treasury notes on the last day of the preceding calendar
quarter in which the funds are borrowed. Loans for the purchase of a primary residence bear
interest at the standard lending rate for 20-year fixed rate home mortgage loans at the time
the loan is made. Principal and interest are paid ratably through payroll deductions.Payments of Benefits On termination of service, a participant may elect to receive either a
lump-sum amount equal to the value of the participants vested interest in his or her account,
or monthly, quarterly, or annual installments over the participants estimated life span. A
participant may elect to receive payment of benefits prior to termination of service, as
defined in the Plan. Participants may elect to receive their
investment in PCS common stock in
cash or in whole shares. The Plan has a dividend payout program whereby participants may elect
to receive dividends paid on their vested shares of PCS common stock
in shares of PCS common
stock.Forfeited Accounts At December 31, 2010 and 2009, forfeited nonvested accounts totaled $0
and $17, respectively. These accounts are used to reduce future employer contributions. During
the year ended December 31, 2010, employer contributions were reduced by contributions from
forfeited nonvested account balances by $17.Plan Amendments In 2010, the Plan was amended to (1) incorporate provisions for compliance
with the requirements of the Heroes Assistance and Relief Tax Act of 2008, (2) consolidate and
clarify the provisions addressing the direct rollover of distributions from the Plan, (3)
provide for the automatic
 - 5 -




---



##### Table of Contents



enrollment of certain new hires, rehires, and Eligible Employees not enrolled in the Plan who
have not previously submitted an election to participate (or not to participate), and (4)
reflect certain clarifying changes to the Plan.In 2009, the Plan was amended to comply with the Final Code Section 415 Regulations, the
Pension Protection Act of 2006, and subsequent laws and regulations, and to make changes to the
loan provision under the Plan.2.
    
    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIESBasis of Accounting The financial statements have been prepared in accordance with
accounting principles generally accepted in the United States of America (GAAP).Use of Estimates The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires Plan management to make
estimates and assumptions that affect the reported amounts of net assets available for benefits
and changes therein. Actual results could differ from those estimates.Risks and Uncertainties The Plan utilizes various investment instruments, including mutual
funds, a pooled investment stable value fund, and common stock. Investment securities, in
general, are exposed to various risks, such as interest rate, credit, and overall market
volatility. Due to the level of risk associated with certain investment securities, it is
reasonably possible that changes in the values of investment securities will occur in the near
term and that such changes could materially affect the amounts reported in the financial
statements.Investment Valuation and Income Recognition The Plans investments are stated at fair value.
Shares of mutual funds are valued at quoted market prices, which represent the net asset value
of shares held by the Plan at year-end. The PCS common stock is valued at quoted market price.
The Fidelity Managed Income Portfolio II (the Portfolio) is stated at fair value and then
adjusted to contract value as the Portfolios investment contracts are fully
benefit-responsive. Fair value of the Portfolio is the sum of the fair value of the underlying
investments. Contract value of the Portfolio is the sum of participant and Company
contributions, plus accrued interest thereon, less withdrawals.In accordance with GAAP, the Portfolio is presented at fair value in participant-directed
investments in the statements of net assets available for benefits and an additional line item
is presented showing the adjustment from fair value to contract value. The statement of changes
in net assets available for benefits is presented on a contract value basis.Purchases and sales of securities are recorded on a trade-date basis. Interest income is
recorded on the accrual basis. Dividends are recorded on the ex-dividend date.Management fees and operating expenses charged to the Plan for investments in the mutual funds
and pooled investment stable value fund are deducted from income earned on a daily basis and
are not separately charged to an expense. Consequently, management fees and operating expenses
are reflected as a reduction of investment return for such investments.The Fidelity Managed Income Portfolio II The Portfolio is a stable value fund that is a
commingled pool of the Fidelity Group Trust for Employee Benefit Plans. The Portfolio may
invest in fixed interest insurance company investment contracts, money market funds, corporate
and government bonds, mortgage-backed securities, bond funds, and other fixed income
securities, with the objective of providing a high level of return that is consistent with also
providing stability of investment return,
 - 6 -




---



##### Table of Contents



preservation of capital and liquidity to pay plan benefits of its retirement plan investors.
Fair value of the Portfolio is the net asset value of its holdings at year-end. Underlying
securities for which quotations are readily available are valued at their most recent bid
prices or are valued on the basis of information provided by a pricing service. Fair value of
the underlying investment contracts is estimated using a discounted cash flow model.Participants may ordinarily direct the withdrawal or transfer of all or a portion of their
investment in the Portfolio at contract value. The crediting interest rates were 1.82% and
1.53% at December 31, 2010 and 2009, respectively, which were based on the interest rates of
the underlying portfolio of assets. The average yield for the year ended December 31, 2010 was
2.25%.Notes Receivable from Participants Notes receivable from participants are measured at their
unpaid principal balance plus any accrued but unpaid interest. Delinquent participant loans are
recorded as distributions based on the terms of the Plan document.Administrative Expenses Administrative expenses of the Plan are paid by the Plan or the Plan
sponsor, as provided in the Plan document.Payment of Benefits Benefit payments to participants are recorded upon distribution. There
were no amounts allocated to accounts of participants who had elected
to withdraw from the Plan,
but had not yet been paid at December 31, 2010 and 2009.New Accounting Guidance  In January 2010, the Financial Accounting Standards Board (FASB)
issued Accounting Standards Update (ASU) No. 2010-06, Fair Value Measurements and Disclosures
(Topic 820): Improving Disclosures about Fair Value Measurements, adding new requirements for
disclosures for Levels 1 and 2, separate disclosures of purchases, sales, issuances, and
settlements relating to Level 3 measurements and clarification of existing fair value
disclosures. ASU No. 2010-06 is effective for the Plans year ended December 31, 2010, except
for the requirement to provide Level 3 activity of purchases, sales, issuances, and settlements
on a gross basis, which will be effective for the Plans year ending December 31, 2011. The
Plan has adopted the provisions of ASU No. 2010-06 relating to Levels 1 and 2 disclosures for
the year ended December 31, 2010 and will adopt the provisions relating to Level 3 for the year
ending December 31, 2011. Other than requiring additional disclosures, the adoption of this new
guidance has not and will not have a material impact on the Plans financial statements.In September 2010, the FASB issued ASU No. 2010-25, Reporting Loans to Participants by Defined
Contribution Pension Plans. This ASU requires participant loans to be classified as notes
receivable from participants, which are segregated from plan investments and measured at their
unpaid principal balance plus any accrued but unpaid interest. This guidance is effective for
the Plans year ended December 31, 2010. This guidance should be applied retrospectively to all
periods presented. The Plan adopted this guidance during 2010 and reclassified participant
loans, in the amount of $35,363 as of December 31, 2009, from plan investments to a component
of receivables in the statements of net assets available for benefits.
 - 7 -




---



##### Table of Contents



3.
    
    INVESTMENTSThe Plans investments are shown below. Investments that represent 5% or more of the Plans net
assets available for benefits as of December 31, 2010 and 2009,
are marked with an asterisk as follows:
 2010
    
    
    2009Fixed Income and Bond Funds:Fidelity Managed Income Portfolio II
    
    $
    775,618
    *
    
    $
    878,534
    *Fidelity Retirement Money Market Portfolio
    
    
    289,243
    
    
    
    290,373Fidelity Institutional Short-Intermediate Government Fund
    
    
    344,563
    
    
    
    323,129
    *Fidelity U.S. Government Reserves Fund
    
    
    
    
    
    
    2Equity Funds:Davis NY Venture A
    
    
    215,813
    
    
    
    174,857Harbor International  Institutional Class
    
    
    150,401T. Rowe Price Dividend Growth Fund
    
    
    19,955
    
    
    
    784Legg Mason Value Trust FI Class
    
    
    
    
    
    
    9,957ABF Large Cap Value Inst
    
    
    47,059
    
    
    
    25,023Fidelity Puritan Fund
    
    
    404,605
    *
    
    
    333,323
    *Fidelity Growth Company
    
    
    410,441
    *
    
    
    229,748Fidelity Overseas Fund
    
    
    
    
    
    
    119,253Fidelity Mid-Cap Stock Fund
    
    
    191,988
    
    
    
    114,030Fidelity Small Cap Stock Fund
    
    
    142,471
    
    
    
    158,141Fidelity Freedom Income
    
    
    29,949
    
    
    
    20,170Fidelity Freedom 2000
    
    
    13,975
    
    
    
    18Fidelity Freedom 2010
    
    
    3,996
    
    
    
    1,375Fidelity Freedom 2015
    
    
    189,706
    
    
    
    108,648Fidelity Freedom 2020
    
    
    174,037
    
    
    
    103,970Fidelity Freedom 2025
    
    
    156,276
    
    
    
    94,287Fidelity Freedom 2030
    
    
    55,505
    
    
    
    23,916Fidelity Freedom 2035
    
    
    93,776
    
    
    
    61,706Fidelity Freedom 2040
    
    
    78,791
    
    
    
    54,242Fidelity Freedom 2045
    
    
    177,754
    
    
    
    102,598Fidelity Freedom 2050
    
    
    113,434
    
    
    
    83,000Fidelity
Spartan U.S. Equity Index Fund
    
    
    174,282
    
    
    
    148,264PCS common stock
    
    
    3,206,500
    *
    
    
    2,790,882
    *PCS stock purchase account
    
    
    1,190
    
    
    
    1,141Total at fair value
    
    $
    7,461,328
    
    
    $
    6,251,371
 - 8 -




---



##### Table of Contents



During the year ended December 31, 2010, the Plans investments (including gains and losses on
investments bought and sold, as well as held during the year) appreciated (depreciated) in
value as follows:
 Fixed Income and Bond Funds  Fidelity InstitutionalShort-Intermediate Government Fund
    
    $
    869Equity Funds:Davis NY Venture A
    
    
    19,986Harbor International  Institutional Class
    
    
    13,364T. Rowe Price Dividend Growth Fund
    
    
    1,382Legg Mason Value Trust FI Class
    
    
    192ABF Large Cap Value Inst
    
    
    3,883Fidelity Puritan Fund
    
    
    41,787Fidelity Growth Company
    
    
    62,475Fidelity Overseas Fund
    
    
    (6,080
    )Fidelity Mid-Cap Stock Fund
    
    
    29,400Fidelity Small Cap Stock Fund
    
    
    24,557Fidelity Freedom Income
    
    
    1,035Fidelity Freedom 2000
    
    
    363Fidelity Freedom 2010
    
    
    250Fidelity Freedom 2015
    
    
    13,393Fidelity Freedom 2020
    
    
    13,635Fidelity Freedom 2025
    
    
    21,674Fidelity Freedom 2030
    
    
    6,910Fidelity Freedom 2035
    
    
    19,957Fidelity Freedom 2040
    
    
    8,003Fidelity Freedom 2045
    
    
    18,419Fidelity Freedom 2050
    
    
    10,588Fidelity
Spartan U.S. Equity Index Fund
    
    
    19,444PCS common stock
    
    
    1,110,403Net appreciation of investments
    
    $
    1,435,889
 The participants in the Plan are able to redeem from the Portfolio immediately. The Portfolio
has no redemption restrictions and there is no redemption notice period required for
participants.4.
    
    EXEMPT PARTY-IN-INTEREST TRANSACTIONSCertain Plan investments are shares of investment funds managed by Fidelity. Fidelity is the
trustee as defined by the Plan, and therefore, these transactions qualify as exempt
party-in-interest transactions. Fees paid by the Plan for the investment management services
were included as a reduction of the return earned on each fund.At December 31, 2010 and 2009, the Plan held approximately 20,710 and 25,722 shares,
respectively, of PCS common stock, with a cost basis of $1,121,779 and
$1,005,109, respectively. During the year ended December 31, 2010, the Plan recorded dividend
income of $10,133.
 - 9 -




---



##### Table of Contents



5.
    
    PLAN TERMINATIONAlthough it has not expressed any intention to do so, the Company has the right under the Plan
to discontinue its contributions at any time and to terminate the Plan subject to the
provisions set forth in ERISA. In the event that the Plan is terminated, participants would
become 100% vested in their accounts.6.
    
    FAIR VALUE MEASUREMENTSFair value is defined under GAAP as the price that would be received to sell an asset or paid
to transfer a liability in an orderly transaction between market participants at the
measurement date. Depending on
the nature of the asset or liability, various techniques and assumptions can be used to
estimate fair value. Fair value measurements establish a fair value hierarchy that prioritizes
the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest
priority to unadjusted quoted prices in active markets for identical assets or liabilities
(Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).
The three levels of inputs within the fair value hierarchy are described below:Basis of Fair Value Measurement:Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement
date for identical, unrestricted assets or liabilities;Level 2 Quoted prices in markets that are not considered to be active or financial
instruments for which all significant inputs are observable, either directly or indirectly.
Level 2 inputs may also include pricing models whose inputs are observable or derived
principally from or corroborated by observable market data;Level 3 Prices or valuations that require inputs that are both significant to the fair value
measurement and unobservable.A financial instruments level within the fair value hierarchy is based on the lowest level of
any input that is significant to the fair value measurement.The following descriptions of the valuation methods and assumptions used by the Plan to
estimate the fair values of the investments apply to the investments held.Common stock  Common stocks are valued using quoted prices listed on nationally recognized
securities exchanges (Level 1 inputs).Mutual funds  The fair values of mutual fund investments are determined by obtaining quoted
prices on nationally recognized securities exchanges (Level 1 inputs).Stable value fund  The fair values of participation units in stable value funds are based upon
the net asset values of such fund, after adjustments to reflect all fund investments at fair
value, including direct and indirect interests in fully benefit-responsive contracts, as
reported in the audited financial statements of the fund (Level 2 inputs).
 - 10 -




---



##### Table of Contents



The following table sets forth by level within the fair value hierarchy the Plan investment
assets at fair value, as of December 31, 2010 and 2009.
 Investment Assetsat Fair Value as of December 31, 2010Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    TotalPCS common stock
    
    $
    3,206,500
    
    
    $
    
    
    
    $
    
    
    
    $
    3,206,500Mutual funds:Balanced funds
    
    
    1,491,804
    
    
    
    
    
    
    
    
    
    
    
    1,491,804Large cap equity funds
    
    
    867,550
    
    
    
    
    
    
    
    
    
    
    
    867,550Mid cap equity funds
    
    
    191,988
    
    
    
    
    
    
    
    
    
    
    
    191,988Small cap equity funds
    
    
    142,471
    
    
    
    
    
    
    
    
    
    
    
    142,471International equity funds
    
    
    150,401
    
    
    
    
    
    
    
    
    
    
    
    150,401Bond fund
    
    
    344,563
    
    
    
    
    
    
    
    
    
    
    
    344,563Short term funds
    
    
    290,433
    
    
    
    
    
    
    
    
    
    
    
    290,433Stable value fund
    
    
    
    
    
    
    775,618
    
    
    
    
    
    
    
    775,618Total investment assets at fair value
    
    $
    6,685,710
    
    
    $
    775,618
    
    
    $
    
    
    
    $
    7,461,328
 Investment Assetsat Fair Value as of December 31, 2009Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    TotalPCS common stock
    
    $
    2,790,882
    
    
    $
    
    
    
    $
    
    
    
    $
    2,790,882Mutual funds:Balanced funds
    
    
    987,253
    
    
    
    
    
    
    
    
    
    
    
    987,253Large cap equity funds
    
    
    588,633
    
    
    
    
    
    
    
    
    
    
    
    588,633Mid cap equity funds
    
    
    114,030
    
    
    
    
    
    
    
    
    
    
    
    114,030Small cap equity funds
    
    
    158,141
    
    
    
    
    
    
    
    
    
    
    
    158,141International equity funds
    
    
    119,253
    
    
    
    
    
    
    
    
    
    
    
    119,253Bond fund
    
    
    323,129
    
    
    
    
    
    
    
    
    
    
    
    323,129Short term funds
    
    
    291,516
    
    
    
    
    
    
    
    
    
    
    
    291,516Stable value fund
    
    
    
    
    
    
    878,534
    
    
    
    
    
    
    
    878,534Total investment assets at fair value
    
    $
    5,372,837
    
    
    $
    878,534
    
    
    $
    
    
    
    $
    6,251,371
 7.
    
    FEDERAL INCOME TAX STATUSThe Internal Revenue Service has determined and informed the Company by a letter, dated
December 19, 2008, that the Plan was designed in accordance with
applicable IRC regulations.
Although the Plan has been amended since receiving the determination
letter, the Plan administrator believes that the Plan is designed and
is currently being operated in compliance with the applicable
requirements of the IRC. Therefore, no provision for income taxes has been included in the Plans financial statements.
 - 11 -




---



##### Table of Contents



8. RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
  2010
    
    
    2009Statements of net assets available for benefits:Net assets available for benefits per the financial statements
    
    $
    7,853,681
    
    
    $
    6,374,067Company performance contribution receivable
    
    
    (159,154
    )
    
    
    (76,295
    )Adjustment from fair value to contract value for fully
benefit-responsive investment contracts
    
    
    7,659
    
    
    
    (11,038
    )Rounding
    
    
    
    
    
    
    (1
    )Net assets available for benefits per the Form 5500
    
    $
    7,702,186
    
    
    $
    6,286,733Statement of changes in net assets available for benefits:Increase in net assets per the financial statements
    
    $
    1,479,614Increase in Company performance contribution receivable
    
    
    (82,859
    )Net change in adjustment from fair value to contract value
    
    
    18,697Rounding
    
    
    1Changes in net assets available for benefits per the Form 5500
    
    $
    1,415,453
 9. SUBSEQUENT EVENTS
   - 12 -




---



##### Table of Contents



SUPPLEMENTAL SCHEDULE
 - 13 -




---



##### Table of Contents



PCS NITROGEN 401(k) SAVINGS PLAN
 
 FORM 5500  SCHEDULE H, PART IV, LINE 4i  SCHEDULE OF ASSETS (HELD AT END OF YEAR)
AS OF DECEMBER 31, 2010
 
 Description of Investment,Including Maturity Date,Identity of Issuer, Borrower,
    
    Rate of Interest, Collateral,
    
    
    
    
    
    CurrentLessor, or Similar Party
    
    Par or Maturity Value
    
    Cost**
    
    
    ValueAmerican Beacon Advisors, Inc.
    
    ABF Large Cap Value Inst
    
    
    
    
    
    $
    47,059Davis Selected Advisors, L.P.
    
    Davis NY Venture A
    
    
    
    
    
    
    215,813Harbor International
    
    Investor Class
    
    
    
    
    
    
    150,401T. Rowe Price Investment Services, Inc.
    
    T. Rowe Price Dividend Growth Fund
    
    
    
    
    
    
    19,955*   Fidelity Management Trust Company
    
    Puritan Fund
    
    
    
    
    
    
    404,605*   Fidelity Management Trust Company
    
    Growth Company
    
    
    
    
    
    
    410,441*   Fidelity Management Trust Company
    
    Retirement Money Market Portfolio
    
    
    
    
    
    
    289,243*   Fidelity Management Trust Company
    
    Mid-Cap Stock Fund
    
    
    
    
    
    
    191,988*   Fidelity Management Trust Company
    
    Small Cap Stock Fund
    
    
    
    
    
    
    142,471*   Fidelity Management Trust Company
    
    Freedom Income
    
    
    
    
    
    
    29,949*   Fidelity Management Trust Company
    
    Freedom 2000
    
    
    
    
    
    
    13,975*   Fidelity Management Trust Company
    
    Freedom 2010
    
    
    
    
    
    
    3,996*   Fidelity Management Trust Company
    
    Freedom 2015
    
    
    
    
    
    
    189,706*   Fidelity Management Trust Company
    
    Freedom 2020
    
    
    
    
    
    
    174,037*   Fidelity Management Trust Company
    
    Freedom 2025
    
    
    
    
    
    
    156,276*   Fidelity Management Trust Company
    
    Freedom 2030
    
    
    
    
    
    
    55,505*   Fidelity Management Trust Company
    
    Freedom 2035
    
    
    
    
    
    
    93,776*   Fidelity Management Trust Company
    
    Freedom 2040
    
    
    
    
    
    
    78,791*   Fidelity Management Trust Company
    
    Freedom 2045
    
    
    
    
    
    
    177,754*   Fidelity Management Trust Company
    
    Freedom 2050
    
    
    
    
    
    
    113,434*   Fidelity Management Trust Company
    
    Spartan U.S. Equity Index Fund
    
    
    
    
    
    
    174,282*   Fidelity Management Trust Company
    
    Institutional Short-Intermediate Government Fund
    
    
    
    
    
    
    344,563*   COMMINGLED POOL  Fidelity Management Trust Company
    
    Managed Income Portfolio II
    
    
    
    
    
    
    775,618*   POTASH CORPORATION OF SASKATCHEWAN, INC.
    
    PCS Common Stock, 20,709.809 shares
    
    
    
    
    
    
    3,206,500*   PCS STOCK PURCHASE ACCOUNT
    
    Money Market
    
    $
    1,190
    
    
    
    1,190PARTICIPANT- DIRECTED INVESTMENTS
    
    
    
    
    
    
    
    
    7,461,328*   PARTICIPANT LOANS
    
    Due 2011 through 2016; interest rates ranging from 3.5% to 6.83%
    
    
    
    
    
    
    157,430TOTAL ASSETS HELD FOR INVESTMENT
    
    
    
    
    
    
    
    $
    7,618,758
 
 *
    
    Party-in-interest.**
    
    Cost information is not required for participant-directed investments and, therefore, is not included. - 14 -




---



##### Table of Contents



SIGNATURES
  PCS Nitrogen 401(k) Savings Plan

(Name of Plan)Date:  June 17, 2011

/s/
David R. HaverickName:
    David R. HaverickTitle:
    Senior Director, Corporate Benifits
and HR FinancePCS Administration (USA), Inc.,
as Plan Administrator




---



##### Table of Contents



EXHIBIT INDEX
 Exhibit Number
    
    Description of Exhibit23.1
    
    
    Consent of Deloitte & Touche LLP