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                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549
                          ----------------------
                                 FORM 10-K

            X   ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                    THE SECURITIES EXCHANGE ACT OF 1934

                   For the year ended December 31, 1999
                       Commission file number 1-9164

              Phosphate Resource Partners Limited Partnership
          (Exact name of registrant as specified in its charter)

               Delaware                            72-1067072
    (State or other jurisdiction of             (I.R.S. Employer
    incorporation or organization)            Identification No.)

           2100 Sanders Road                         60062
         Northbrook, Illinois                      (Zip Code)
    (Address of principal executive
               offices)

    Registrant's telephone number, including area code: (847) 272-9200

        Securities registered pursuant to Section 12(b) of the Act:

     Title of each class      Name of each exchange on which registered
    --------------------      -----------------------------------------
      Depositary Units                 New York Stock Exchange

       Securities registered pursuant to Section 12(g) of the Act:  None

     Indicate by check mark whether the registrant (1) has filed all reports
required  to be filed by Section 13 or 15(d) of the Securities Exchange  Act
of  1934 during the preceding 12 months (or for such shorter period that the
Registrant  was required to file such reports), and (2) has been subject  to
such filing requirements for the past 90 days.

                            Yes   X          No
                               -------    --------
     Indicate  by check mark if disclosure of delinquent filers pursuant  to
Item  405  of  Regulation  S-K is not contained  herein,  and  will  not  be
contained,  to  the best of Registrant's knowledge, in definitive  proxy  or
information statements incorporated by reference in Part III of this Form 10-
K or any amendment to this Form 10-K.   X
                                      -----

     State  the  aggregate market value of the voting  units  held  by  non-
affiliates  of  the Registrant: $419,422,889 as of March 15,  2000.   Market
value  is  based  on  the March 15, 2000 closing price of  the  Registrant's
depositary  units  as  reported  on the New York  Stock  Exchange  Composite
Transactions for such date.

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              Phosphate Resource Partners Limited Partnership

                          1999 FORM 10-K CONTENTS


Item                                                               Page
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Part I:

1.   Business                                                        1
      Partnership Profile                                            1
      Business Operations Information                                1
      Factors Affecting Demand                                       5
      Other Matters                                                  5
2.   Properties                                                     10
3.   Legal Proceedings                                              10
4.   Submission of Matters to a Vote of Security Holders            11

Part II:

5.   Market for the Registrant's Partnership Units and Related
     Unitholder Matters                                             11
6.   Selected Financial Data                                        13
7.   Management's Discussion and Analysis of Financial
     Condition and Results of Operations                            14
7a.  Quantitative and Qualitative Disclosures about Market          18
     Risk
8.   Financial Statements and Supplementary Data                    19
9.   Changes in and Disagreements with Accountants on
     Accounting and Financial Disclosure                            42

Part III:

10.  Directors and Executive Officers of the Registrant             43
11.  Executive Compensation                                         43
12.  Security Ownership of Certain Beneficial Owners and            43
     Management
13.  Certain Relationships and Related Transactions                 44

Part IV:

14.  Exhibits, Financial Statement Schedules and Reports on         45
     Form 8-K

Signatures                                                         S-1

Exhibit Index                                                      E-1

Index to Financial Statements                                      F-1

PART I.

Item 1. Business.

        PARTNERSHIP PROFILE

        Phosphate Resource Partners Limited Partnership (PLP), through  its
        joint  venture  investment in IMC-Agrico Company  (IMC-Agrico),  is
        one  of  the  world's largest and lowest cost producers,  marketers
        and  distributors  of  phosphate crop  nutrients  and  animal  feed
        ingredients,  with  operations  in  central  Florida  and  on   the
        Mississippi River in Louisiana.

        IMC-Agrico's  business includes the mining and  sale  of  phosphate
        rock  and  the production, marketing and distribution of  phosphate
        crop  nutrients and animal feed ingredients.  IMC-Agrico was formed
        as  a  joint  venture partnership in July 1993  when  PLP  and  IMC
        Global  Inc.  (IMC)  contributed their  respective  phosphate  crop
        nutrients  businesses  to IMC-Agrico. IMC-Agrico  is  41.5  percent
        owned by PLP and 58.5 percent by IMC.

        In   December  1997,  Freeport-McMoRan  Inc.  (FTX),   the   former
        administrative  managing  general  partner  and  owner  of  a  51.6
        percent  interest  in  PLP,  merged  into  IMC  (FTX  Merger).   In
        connection with the FTX Merger, IMC became administrative  managing
        general partner (General Partner) of PLP.

        PLP  is  a  publicly  traded Delaware limited partnership.   As  of
        December  31,  1999,  IMC held partnership  units  representing  an
        approximate  51.6 percent interest in PLP. The remaining  interests
        are  publicly  owned  and  traded on the New  York  Stock  Exchange
        (NYSE).    See "Other Matters - Relationship Between PLP and  IMC,"
        for further detail.

        All references herein to PLP refer to PLP's business activities  as
        executed through its ownership interest in IMC-Agrico.  The  dollar
        amounts  included  throughout this Form 10-K  are  shown  at  PLP's
        41.5% ownership percentage, unless otherwise noted.

        BUSINESS OPERATIONS INFORMATION

        In   1999,  IMC  implemented  a  company-wide  rightsizing  program
        (Rightsizing Program) which was designed to simplify and focus  the
        core   businesses  through  a  facilities  optimization  and  asset
        rightsizing  program.  In 1998, IMC initiated  a  plan  to  improve
        profitability  (Project Profit). The initiative of  Project  Profit
        consisted  primarily  of  a restructuring  of  operations  at  IMC-
        Agrico.

        For  additional information on the Rightsizing Program and  Project
        Profit  see Part II, Item 7, "Management's Discussion and  Analysis
        of  Financial Condition and Results of Operations," of this  Annual
        Report on Form 10-K.

        The  following discussion of continuing business operations  should
        be  read in conjunction with the information contained in Part  II,
        Item   7,   "Management's  Discussion  and  Analysis  of  Financial
        Condition  and  Results  of Operations"  and  Note  10,  "Operating
        Segments,"  of Notes to Financial Statements included in  Part  II,
        Item  8,  "Financial Statements and Supplementary  Data,"  of  this
        Annual Report on Form 10-K.

        IMC-Agrico Company
        ------------------
        IMC  is  responsible for the operation of IMC-Agrico.   Subject  to
        the  terms  of  the  IMC-Agrico Partnership Agreement  (Partnership
        Agreement),  IMC  has the sole authority to make certain  decisions
        affecting   IMC-Agrico,  including  authorizing   certain   capital
        expenditures   for   expansion;  incurring  certain   indebtedness;
        approving   significant   acquisitions   and   dispositions;    and
        determining certain other matters.

        IMC-Agrico's  net  sales were $592.0 million,  $687.1  million  and
        $683.8  million  for the years ended December 31,  1999,  1998  and
        1997,   respectively.   IMC-Agrico's  operations  consist  of   its
        phosphate crop nutrients business (Phosphates) and its animal  feed
        ingredients business (Feed Ingredients).

        Phosphates
        Phosphates is a leading United States miner of phosphate rock,  one
        of   the   primary  raw  materials  used  in  the   production   of
        concentrated   phosphates,  with  18.0  million  tons   of   annual
        capacity.   Phosphates is also a leading United States producer  of
        concentrated  phosphates with an annual capacity  of  approximately
        four  million tons of phosphoric acid (P2O5).  P2O5 is an  industry
        term  indicating a product's phosphate content measured  chemically
        in   units  of  phosphorous  pentoxide.   Phosphates'  concentrated
        phosphate   products  are  marketed  worldwide  to  crop   nutrient
        manufacturers, distributors and retailers.

        Phosphates' facilities, which produce concentrated phosphates,  are
        located  in  central  Florida and Louisiana.  Its  annual  capacity
        represents   approximately  31  percent  of  total  United   States
        concentrated  phosphate production capacity and  approximately  ten
        percent  of  world  capacity.  The Florida  concentrated  phosphate
        facilities  consist of two plants: New Wales and South Pierce.  The
        New  Wales complex is the largest concentrated phosphate  plant  in
        the world with an estimated annual capacity of 1.9 million tons  of
        phosphoric  acid  (P2O5 equivalent).  New Wales primarily  produces
        three   forms  of  concentrated  phosphates:  diammonium  phosphate
        (DAP),  monoammonium phosphate (MAP) and merchant grade  phosphoric
        acid.   The  South  Pierce  plant  produces  phosphoric  acid   and
        granular  triple superphosphate (GTSP).  A third facility, Nichols,
        which  manufactured phosphoric acid, DAP and granular  MAP  (GMAP),
        was  permanently closed as part of the Rightsizing Program and will
        be dismantled.

        The  Louisiana concentrated phosphate facilities consist  of  three
        plants:  Uncle  Sam,  Faustina  and  Taft.   The  Uncle  Sam  plant
        produces  phosphoric acid, which is then shipped  to  the  Faustina
        and  Taft  plants where it is used to produce DAP  and  GMAP.   The
        Faustina   plant  manufactures  phosphoric  acid,  DAP,  GMAP   and
        ammonia.    The   Taft   facility  manufactures   DAP   and   GMAP.
        Concentrated phosphate operations are managed in order  to  balance
        Phosphates'  output  with  customer  needs.   Phosphates  suspended
        phosphoric  acid  production at its Faustina facility  in  November
        1999,  and  suspended production at its Taft facility in July  1999
        in response to reduced market demands.

        Summarized  below are descriptions of the principal  raw  materials
        used  in the production of concentrated phosphates: phosphate rock,
        sulphur and ammonia.

        Phosphate Rock
        All  of  the  phosphate  mines and related  mining  operations  are
        located  in  central  Florida. Phosphates  extracts  phosphate  ore
        through  surface mining after removal of a ten to 50 foot layer  of
        sandy  overburden  and  then  processes  the  ore  at  one  of  its
        beneficiation   plants   where  the  ore  goes   through   washing,
        screening, sizing and flotation procedures designed to separate  it
        from  sands,  clays  and other foreign materials.   In  conjunction
        with   the  Rightsizing  Program  and  Project  Profit,  Phosphates
        permanently  closed two phosphate mines during  1999,  Payne  Creek
        and  Noralyn,  respectively.  As a result  of  the  permanent  mine
        closures,  Phosphates currently maintains four  operational  mines.
        The  Rightsizing Program and Project Profit, as they pertain to the
        facilities  optimization program and strategic  mining  plan,  were
        developed  to  maximize  available resources,  lower  the  cost  of
        producing  rock  and  enhance  the  management  of  phosphate  rock
        inventory.

        Phosphates'  rock production volume was 16.4 million tons  for  the
        year ended December 31, 1999 and 20.0 million tons for each of  the
        years ended December 31, 1998 and 1997.  Anticipated production  in
        2000  will  be  less  than the average of the  prior  three  years.
        Although  Phosphates  sells phosphate rock to other  crop  nutrient
        and   animal  feed  ingredient  manufacturers,  it  primarily  uses
        phosphate   rock  internally  in  the  production  of  concentrated
        phosphates.  Tons used internally, primarily in the manufacture  of
        concentrated  phosphates, totaled 13.4 million,  14.8  million  and
        14.1  million for the years ended December 31, 1999, 1998 and 1997,
        respectively, representing 82 percent, 74 percent and  70  percent,
        respectively, of total tons produced. Rock shipments  to  customers
        totaled  4.8  million,  5.0 million and 4.6 million  tons  for  the
        years ended December 31, 1999, 1998 and 1997, respectively.

        Phosphates  estimates its proven reserves to be 493.3 million  tons
        of  phosphate  rock  as of December 31, 1999.  Phosphates  controls
        these  reserves  through  ownership, long-term  lease,  royalty  or
        purchase  option agreements. Reserve grades range from  58  percent
        to  78  percent bone phosphate of lime (BPL), with an average grade
        of  66  percent  BPL.  BPL is the standard industry  term  used  to
        grade  the quality of phosphate rock.  The phosphate rock mined  by
        Phosphates  in the last three years averaged 65 percent BPL,  which
        management believes is typical for phosphate rock mined in  Florida
        during  this period.  Phosphates estimates its reserves based  upon
        the  performance of exploration core drilling as well as  technical
        and  economic analyses to determine that reserves so classified can
        be  economically mined at market prices estimated to prevail during
        the next five years.

        Phosphates  also owns or controls phosphate rock resources  in  the
        southern  extension  of  the  central  Florida  phosphate  district
        (Resources).   Resources  are  mineralized  deposits  that  may  be
        economically   recoverable;   however,  additional   geostatistical
        analyses,  including  further explorations, permitting  and  mining
        feasibility  studies,  are required before  such  deposits  may  be
        classified  as  reserves.  Based upon its preliminary  analyses  of
        these   Resources,  Phosphates  believes  that  these   mineralized
        deposits  differ  in  physical  and chemical  characteristics  from
        those  historically mined by Phosphates but are similar to  certain
        of   the  reserves  being  mined  in  current  operations.    These
        Resources   contain   estimated  recoverable  phosphate   rock   of
        approximately  113.0  million tons. Some  of  these  Resources  are
        located  in what may be classified as preservational wetland  areas
        under  standards  set forth in current county,  state  and  federal
        environmental  protection laws and regulations,  and  consequently,
        Phosphates' ability to mine these Resources may be restricted.

        Sulphur
        A  significant  portion  of  Phosphates'  sulphur  requirements  is
        provided  by the sulphur subsidiary of McMoRan Exploration  Company
        (MMR)  under  a  supply  agreement with IMC. Phosphates'  remaining
        sulphur    requirements   are   provided   by   market   contracts.
        Additionally,  in late 1999, IMC, CF Industries, Inc.  and  Cargill
        Fertilizer  executed  a letter of intent to form  a  joint  venture
        that  will  remelt  sulphur  for use at  their  respective  Florida
        phosphate fertilizer operations.

        Ammonia
        Phosphates'  ammonia  needs are supplied by  its  Faustina  ammonia
        production facility and by world suppliers, primarily under  annual
        and  multi-year  contracts.  Production from  the  Faustina  plant,
        which  has  an  estimated  annual  capacity  of  560,000  tons   of
        anhydrous   ammonia,   is  used  internally  to   produce   certain
        concentrated phosphates.

        Sales and Marketing
        Domestically, Phosphates sells its concentrated phosphates to  crop
        nutrient  manufacturers,  distributors and  retailers.   IMC-Agrico
        also uses concentrated phosphates internally for the production  of
        animal  feed ingredients (see Feed Ingredients).  Virtually all  of
        Phosphates'  export sales of phosphate crop nutrients are  marketed
        through  the  Phosphate Chemicals Export Association (PhosChem),  a
        Webb-Pomerene Act organization, which IMC administers on behalf  of
        itself  and  three other member companies.  PhosChem believes  that
        its  sales  represent  approximately 51  percent  of  total  United
        States  exports  of  concentrated phosphates.  The  countries  that
        account  for the largest amount of PhosChem's sales of concentrated
        phosphates  include China, Australia, India, Japan and Brazil.   In
        1999,  Phosphates'  exports  to  Asia  were  44  percent  of  total
        shipments, with China representing 29 percent of those shipments.

        The   table  below  shows  Phosphates'  shipments  of  concentrated
        phosphates in thousands of dry product tons, primarily DAP:
        <TABLE>
        <CAPTION>

                                            1999        1998       1997
                                         Tons   %    Tons   %   Tons   %
                                         ----  ---   ----  ---  ----  ---
        <S>                              <C>   <C>   <C>  <C>   <C>   <C>
        Domestic
        Customers                        2,552   38   2,373   32  2,065   29
        Captive, to other business units    92    1     563    8    615    9
                                         -----  ---   -----  ---  -----  ---
                                         2,644   39   2,936   40  2,680   38

        Export                           4,055    61   4,377   60  4,425  62
                                         -----  ---   -----  ---  -----  ---
        Total shipments                  6,699  100   7,313  100  7,105  100
                                         =====  ===   =====  ===  =====  ===

        </TABLE>

        As  of  December  31, 1999, Phosphates had contractual  commitments
        from  non-affiliated  customers for the  shipment  of  concentrated
        phosphates  and  phosphate  rock  amounting  to  approximately  2.7
        million  tons and 4.7 million tons, respectively, in 2000.  Captive
        sales  have  decreased in 1999 as a result of the sale of  the  IMC
        AgriBusiness business unit (AgriBusiness) in April 1999.   However,
        since  April  1999,  sales to AgriBusiness have been  reflected  as
        sales to customers.

        Competition
        Phosphates  operates in a highly competitive global market.   Among
        the  competitors in the global phosphate crop nutrient  market  are
        domestic  and  foreign  companies, as well as  foreign  government-
        supported  producers.   Phosphate crop nutrient  producers  compete
        primarily  based on price and, to a lesser extent, product  quality
        and innovation.

        Feed Ingredients
        ----------------
        Feed  Ingredients  is  one of the world's  foremost  producers  and
        marketers of phosphate-based animal feed ingredients with  a  total
        annual  capacity approaching 800,000 tons.  In the  fourth  quarter
        of  1999,  Feed Ingredients completed construction of an  expansion
        of  its  deflourinated  phosphate (Multifos(Registered  Trademark))
        capacity.      The     expansion     increases     capacity     for
        Multifos(Registered Trademark) to 200,000 tons annually,  which  is
        approximately   25  percent  of  total  capacity.   The   principal
        production facilities of Feed Ingredients are located adjacent  to,
        and  utilize raw materials from, Phosphates' concentrated phosphate
        complex at New Wales.

        Sales and Marketing
        Feed   Ingredients  supplies  phosphate  and  potassium-based  feed
        ingredients for poultry and livestock to markets in North  America,
        Latin  America  and  Asia. Feed Ingredients sources  phosphate  and
        potassium  raw  materials from IMC's production  facilities.   Feed
        Ingredients  has a strong brand position in a $1.0  billion  global
        market   with   products  such  as  Biofos(Registered   Trademark),
        Dynafos(Registered   Trademark),  Multifos(Registered   Trademark),
        Dyna-K(Registered Trademark) and Dynamate(Registered Trademark).

        The  table below shows Feed Ingredients' shipments of phosphate and
        potassium-based feed ingredients in thousands of tons:

        <TABLE>
        <CAPTION>

                                    1999          1998        1997
                                 Tons    %    Tons    %    Tons    %
                                 ----   ---   ----   ---   ----   ---
          <S>                    <C>   <C>    <C>   <C>    <C>   <C>
          Domestic               767     84   724     85   708     86
          Export                 147     16   129     15   116     14
                                 ---    ---   ---    ---   ---    ---
          Total shipments        914    100   853    100   824    100

        </TABLE>

        As   of   December  31,  1999,  Feed  Ingredients  had  contractual
        commitments  from  non-affiliated customers  for  the  shipment  of
        phosphate  feed  and  feed grade potassium  products  amounting  to
        approximately 0.6 million tons in 2000.

        Competition
        Feed  Ingredients operates in a competitive global  market.   Major
        integrated  producers of feed phosphates and feed  grade  potassium
        are  located  in  the  United  States  and  Europe.   Many  smaller
        producers  are located in emerging markets around the world.   Many
        of  these  smaller  producers are not manufacturers  of  phosphoric
        acid  and  are required to purchase this raw material on  the  open
        market.   Competition  in this global market is  driven  by  price,
        quality and service.

        FACTORS AFFECTING DEMAND

        PLP's  results  of  operations  historically  have  reflected   the
        effects  of  several external factors which are beyond its  control
        and  have  in  the  past produced significant downward  and  upward
        swings  in  operating results. Revenues are highly  dependent  upon
        conditions  in the North American agriculture industry and  can  be
        affected  by  crop  failure,  changes  in  agricultural  production
        practices,  government  policies and  weather.  Furthermore,  PLP's
        business  is  seasonal  to the extent North  American  farmers  and
        agricultural  enterprises  purchase  more  crop  nutrient  products
        during the spring and fall.

        PLP's  export  sales to foreign customers are subject  to  numerous
        risks,  including fluctuations in foreign currency  exchange  rates
        and  controls;  expropriation  and other  economic,  political  and
        regulatory  policies of local governments; and  laws  and  policies
        affecting  foreign  trade  and investment.   Due  to  economic  and
        political  factors,  customer needs can  change  dramatically  from
        year to year.

        OTHER MATTERS

        Environmental Health and Safety Matters
        ---------------------------------------

        PLP's Program

        IMC-Agrico  has  adopted  the following Environmental,  Health  and
        Safety (EHS) Policy (Policy):

              As  a  key  to  IMC-Agrico's success, IMC-Agrico  is
              committed to the pursuit of excellence in health and
              safety,   and   environmental  stewardship.    Every
              employee  will strive to continuously  improve  IMC-
              Agrico's   performance  and  to   minimize   adverse
              environmental, health and safety impacts. IMC-Agrico
              will  proactively  comply  with  all  environmental,
              health and safety laws and regulations.

        This  Policy  is the cornerstone of IMC-Agrico's comprehensive  EHS
        plan  (EHS  Plan)  to achieve sustainable, predictable,  measurable
        and  verifiable EHS performance.  Integral elements of the EHS Plan
        include:  (i) improving IMC-Agrico's EHS procedures and  protocols;
        (ii)  upgrading its related facilities and staff; (iii) formulating
        improvement plans in response to EHS audits conducted  by  the  IMC
        Global    Inc.   audit   team;   and   (iv)   assuring   management
        accountability.   Each  facility is in a different  stage  of  plan
        integration.  IMC-Agrico uses its own internal audits  as  well  as
        the  results  of  audits  conducted by IMC  to  confirm  that  each
        facility  has implemented the EHS Plan and has achieved  regulatory
        compliance,  continuous  EHS improvement  and  integration  of  EHS
        management systems into day-to-day business functions.

        Through  IMC-Agrico, PLP produces and distributes crop  and  animal
        nutrients.  These activities subject IMC-Agrico to an ever-evolving
        myriad  of international, federal, state, provincial and local  EHS
        laws,  which regulate, or propose to regulate: (i) product content;
        (ii)  use  of products by both IMC-Agrico and its customers;  (iii)
        conduct  of  mining  and  production operations,  including  safety
        procedures used by employees; (iv) management and handling  of  raw
        materials;  (v)  air and water quality impacts by facilities;  (vi)
        disposal of hazardous and solid wastes; and (vii) post-mining  land
        reclamation.   For  new regulatory programs,  it  is  difficult  to
        ascertain  future compliance obligations or estimate  future  costs
        until  implementing regulations have been finalized and  definitive
        regulatory  interpretations have been adopted.  IMC-Agrico  intends
        to  respond  to  these regulatory requirements at  the  appropriate
        time    by    implementing   necessary   physical   or   procedural
        modifications.

        PLP  has expended, and anticipates that it will continue to expend,
        substantial  resources, both financial and  managerial,  to  comply
        with   EHS   standards.   In  2000,  PLP's  share  of  IMC-Agrico's
        environmental  capital expenditures will total approximately  $22.3
        million, primarily related to: (i) modification or construction  of
        wastewater  treatment  areas  in  Florida;  (ii)  modification  and
        construction projects associated with phosphogypsum stacks  at  the
        concentrates   plants   in  Florida  and   Louisiana;   and   (iii)
        remediation  of  contamination  at current  or  former  operations.
        PLP's   share  of  additional  expenditures  for  land  reclamation
        activities  will total approximately $6.4 million.   In  2001,  PLP
        expects   its   share   of   IMC-Agrico's   environmental   capital
        expenditures  will be approximately $36.1 million and  expenditures
        for  land  reclamation activities to be approximately $5.6 million.
        No   assurance  can  be  given  that  greater-than-anticipated  EHS
        capital  expenditures  will  not be required  in  2000  or  in  the
        future.   Based  on  current information,  it  is  the  opinion  of
        management  that  PLP's  contingent  liability  arising  from   EHS
        matters, taking into account established reserves, will not have  a
        material  adverse effect on PLP's financial position or results  of
        operations.

        Product Requirements and Impacts

        IMC-Agrico's primary businesses include the production and sale  of
        crop  and  animal  nutrients.  International,  federal,  state  and
        provincial  standards:  (i) require registration of many IMC-Agrico
        products  before  those products can be sold; (ii) impose  labeling
        requirements  on  those products; and (iii)  require  producers  to
        manufacture  the products to formulations set forth on the  labels.
        Various  environmental, natural resource and public health agencies
        at  all regulatory levels have begun evaluating alleged health  and
        environmental  impacts that might arise from the handling  and  use
        of  products  such  as those manufactured by IMC-Agrico.   Most  of
        these  evaluations  are  in the initial stages.  During  1999,  the
        United  States Environmental Protection Agency (EPA), the state  of
        California,   and   The   Fertilizer   Institute   each   completed
        independent  assessments of potential risks posed by crop  nutrient
        materials.   These assessments concluded that, based  on  available
        data,  crop nutrient materials generally do not pose harm to  human
        health   or  the  environment.  Despite  these  conclusions,   some
        agencies  have implemented or are still considering standards  that
        may  modify customers' use of IMC-Agrico's products because of  the
        alleged  impacts.   It  is unclear whether any further  evaluations
        that   may  be  conducted  will  result  in  additional  regulatory
        requirements for the producing industries, including IMC-Agrico  or
        its  customers.  At this preliminary stage, PLP cannot estimate the
        potential  impact of these standards on the market  for  IMC-Agrico
        products  or  on the expenditures by PLP that may be  necessary  to
        meet new requirements.

        Operating Requirements and Impacts

        Permitting
        IMC-Agrico holds numerous environmental, mining, and other  permits
        or  approvals  authorizing operation at each of its facilities.   A
        decision  by  a  government  agency to deny  or  delay  issuing  an
        application for a new or renewed permit or approval, or  to  revoke
        or  substantially modify an existing permit or approval, could have
        a  material  adverse  effect on IMC-Agrico's  ability  to  continue
        operations  at  the affected facility.  Expansion  of  IMC-Agrico's
        operations   also  is  predicated  upon  securing   the   necessary
        environmental or other permits or approvals. Recently, a number  of
        organizations  and community groups in a variety of locations  have
        relied  upon guidance and materials issued by the EPA to  challenge
        federally  authorized permits that these groups believe might  have
        a  disproportionate  impact on minority or low-income  communities.
        A  challenge  of this type at one of IMC-Agrico's facilities,  even
        though  unfounded,  could impact the ability of  that  facility  to
        obtain timely permits.

        In  addition,  over the next two to six years, IMC-Agrico  will  be
        continuing  its  efforts  to  obtain  permits  in  support  of  its
        anticipated  Florida mining operations at the Ona  and  Pine  Level
        properties.   These properties contain in excess of  100.0  million
        tons  of  phosphate  rock  reserves.   For  years,  IMC-Agrico  has
        successfully   permitted   mining   properties   in   Florida   and
        anticipates  that  it  will  be able to  permit  these  properties.
        Nevertheless, a denial of these permits or the issuance of  permits
        with  cost-prohibitive conditions would adversely impact IMC-Agrico
        by preventing it from mining at Ona or Pine Level.

        Management of Residual Materials
        Mining   and  processing  of  phosphate  rock  generates   residual
        materials that must be managed.  Overburden and sand tailings  from
        rock   mining  are  used  in  reclamation.   Phosphate   processing
        generates  phosphogypsum  that  is stored  in  phosphogypsum  stack
        systems.  IMC-Agrico  has  incurred  and  will  continue  to  incur
        significant  costs  to manage its phosphate residual  materials  in
        accordance   with  environmental  laws,  regulations   and   permit
        requirements.

        Florida  law  may require IMC-Agrico to close one or  more  of  its
        unlined phosphogypsum stacks and/or associated cooling ponds  after
        March  25,  2001  if  the stack system or pond is  demonstrated  to
        cause  an  exceedance of Florida's groundwater  quality  standards.
        IMC-Agrico  has  already begun closure activities  at  its  unlined
        gypsum  stack  at its New Wales facility in central  Florida.  IMC-
        Agrico  cannot  predict  at  this time  whether  Florida  law  will
        require  closure of any of its other stack systems.  The  costs  of
        such   closure  and  decommissioning  could  be  significant.    In
        addition, IMC-Agrico currently operates an unlined cooling pond  at
        New  Wales.  Monitoring indicates that discharges from the  unlined
        cooling  pond are within Florida groundwater standards.  IMC-Agrico
        received  a permit in August 1999 to continue operating  this  pond
        through  March  25, 2001.  Over the past several years,  IMC-Agrico
        has  successfully permitted this pond and anticipates that it  will
        be  able to obtain future permits.  However, if IMC-Agrico does not
        receive  the  permit, it will need to line or relocate the  cooling
        pond,  which  is estimated to cost approximately $45.0 million,  of
        which PLP's share would be $18.7 million.

        Restructuring Charges

        In  connection  with  IMC's  Rightsizing  Program,  IMC-Agrico  has
        discontinued  mining or processing operations at a  number  of  its
        facilities  including  the Payne Creek and Noralyn  mines  and  the
        Nichols  concentrates  plant.   Such discontinuation  will  trigger
        decommissioning,  closure  and  reclamation  requirements  under  a
        number  of Florida regulations and IMC-Agrico permits. PLP's  share
        of  these activities is estimated to cost $17.0 million, for  which
        reserves have been established.  Although IMC-Agrico believes  that
        it  has  reasonably estimated these costs, additional  expenditures
        could   be   required   to   address  unanticipated   environmental
        conditions  as they arise.  PLP's share of additional  expenditures
        can not currently be estimated.

        Remedial Activities

        Remediation at PLP Facilities
        Many  of  IMC-Agrico's  facilities have been  in  operation  for  a
        number  of  years.  The  historical use and handling  of  regulated
        chemical  substances, crop and animal nutrients and  additives,  or
        process  tailings at these facilities by IMC-Agrico and predecessor
        operators have resulted in soil and groundwater contamination.   In
        addition,  through its own prior but discontinued  operations,  PLP
        assumed  responsibility for contamination at some crop nutrient  or
        oil  and  gas facilities.  At many of these facilities,  spills  or
        other  unintended  releases of regulated substances  have  occurred
        previously  and  potentially could occur in  the  future,  possibly
        requiring PLP to undertake or fund cleanup efforts.

        In  some instances, PLP has agreed, pursuant to consent orders with
        the   appropriate  governmental  agencies,  to  undertake   certain
        investigations,  which  currently are  in  progress,  to  determine
        whether  remedial action may be required to address  contamination.
        At  other  locations,  PLP  has entered into  consent  orders  with
        appropriate  governmental  agencies to  perform  required  remedial
        activities   that   will   address  identified   site   conditions.
        Expenditures for these known conditions currently are not  expected
        to  be  material.  However, material expenditures by PLP  could  be
        required  in the future to remediate the contamination at these  or
        at other current or former sites.

        PLP  believes that, pursuant to several indemnification agreements,
        it  is  entitled  to  at  least  partial,  and  in  many  instances
        complete,  indemnification for the costs that they  may  expend  to
        remedy   environmental   issues  at  certain   facilities.    These
        agreements  address issues that resulted from activities  occurring
        prior  to  PLP's  acquisition  of  facilities  or  businesses  from
        parties  including ARCO; Conoco; The Williams Companies; Kerr-McGee
        Inc.;  and certain other private parties. PLP has already  received
        and  anticipates  receiving amounts pursuant to the indemnification
        agreements for certain of its expenses incurred to date as well  as
        future anticipated expenditures.

        Remediation at Third-Party Facilities
        Along  with impacting the sites at which PLP has operated,  parties
        have  alleged  that historic operations at PLP or IMC-Agrico  sites
        have  resulted  in contamination to neighboring off-site  areas  or
        third-party  facilities. In some instances, PLP or IMC-Agrico  have
        agreed,  pursuant  to consent orders with appropriate  governmental
        agencies,  to  undertake  investigations, which  currently  are  in
        progress,  to determine whether remedial action may be required  to
        address  contamination.  Remedial liability at these sites,  either
        alone  or  in  the  aggregate, currently  is  not  expected  to  be
        material  to PLP.  As more information is obtained regarding  these
        sites, this expectation could change.

        In  September 1999, four plaintiffs filed Moore et al.  vs.  Agrico
        Chemical  Company  et  al., a class-action  lawsuit  naming  Agrico
        Chemical  Company,  FTX, PLP and a number of unrelated  defendants.
        The  suit  seeks  unspecified  compensation  for  alleged  property
        damage,  medical  monitoring,  remediation  of  an  alleged  public
        health  hazard  and  other appropriate damages purportedly  arising
        from  operation  of the neighboring fertilizer and crop  protection
        chemical facilities in Lakeland, Florida.  Agrico Chemical  Company
        owned  the Landia portion of these facilities for approximately  18
        months  during  the  mid-1970s. Because the litigation  is  in  its
        early  stages,  management cannot determine the  magnitude  of  any
        exposure  to  Agrico Chemical Company or PLP; however,  Agrico  and
        PLP  intend  to  vigorously contest this action  and  to  seek  any
        indemnification  to  which they may be entitled.   Concurrent  with
        this  litigation,  the  EPA  has undertaken  on-site  and  off-site
        investigations  of  these  facilities  to  determine  whether   any
        remediation  of existing contamination may be necessary.   Pursuant
        to  an  indemnification agreement with Agrico Chemical Company  and
        PLP,  The  Williams Companies have assumed responsibility  for  any
        costs  that Agrico Chemical Company might incur for remediation  as
        a result of the EPA's actions.

        Superfund

        The   Comprehensive   Environmental   Response   Compensation   and
        Liability  Act  (Superfund) imposes liability,  without  regard  to
        fault  or  to  the  legality  of  a  party's  conduct,  on  certain
        categories  of  persons that are considered to have contributed  to
        the   release  of  "hazardous  substances"  into  the  environment.
        Currently, PLP is involved or concluding involvement at  less  than
        ten  Superfund or equivalent state sites.  PLP's remedial liability
        at  these sites, either alone or in the aggregate, is not currently
        expected   to  be  material.   As  more  information  is   obtained
        regarding  these  sites  and  the potentially  responsible  parties
        involved, this expectation could change.

        Employees
        ---------
        PLP  has  no employees.  Substantially all individuals who  perform
        services  for  IMC-Agrico are employed by IMC-Agrico MP,  Inc.  (MP
        Co.).   This  includes former employees of PLP  and  IMC  who  were
        transferred  to MP Co. when IMC-Agrico was formed.  As of  December
        31,   1999,  IMC-Agrico  had  3,788  employees.   The  work   force
        consisted  of  877 salaried employees, 2,909 hourly  employees  and
        two temporary or part-time employees.

        Labor Relations
        ---------------
        IMC-Agrico  has  three collective bargaining  agreements  with  the
        affiliated local chapters of the same international union.   As  of
        December  31,  1999, approximately 89 percent of  the  hourly  work
        force  were  covered  under collective bargaining  agreements.   No
        agreements  were  negotiated during 1999.  One  agreement  covering
        approximately  59  percent  of the union  hourly  work  force  will
        expire in 2000.  IMC-Agrico has not experienced a significant  work
        stoppage  in  recent years and considers its employee relations  to
        be good.

        Relationship Between PLP and IMC
        --------------------------------
        Management and Ownership
        IMC  serves  as  General  Partner of PLP  and  the  management  and
        officers of IMC perform all PLP management functions and carry  out
        the  activities  of  PLP.   As  of  December  31,  1999,  IMC  held
        partnership interests that represented an approximate 51.6  percent
        interest in PLP.  As a result of IMC's position as General  Partner
        and  of its ownership interest, IMC has the ability to control  all
        matters   relating  to  the  management  of  PLP,   including   any
        determination  with respect to the acquisition  or  disposition  of
        PLP  assets, future issuance of additional debt or other securities
        of   PLP  and  any  distributions  payable  in  respect  of   PLP's
        partnership  interests.  In addition to such other  obligations  as
        it  may assume, IMC has a general duty to act in good faith and  to
        exercise  its  rights  of  control in a manner  that  is  fair  and
        reasonable to the public unitholders of partnership interests.

        During   1999,  PLP  distributed  $0.43  per  unit  to  the  public
        unitholders.   On  February 1, 2000, PLP announced  that  it  would
        make  a  cash  distribution of $0.09 per unit to public unitholders
        for  the  quarter  ended  December 31,  1999.   Total  unpaid  cash
        distributions due to IMC of $431.3 million existed as  of  December
        31,  1999.   PLP's  distributable cash is shared ratably  by  PLP's
        public  unitholders and IMC, except that IMC is entitled to recover
        its  unpaid cash distributions on a quarterly basis from  one  half
        of  any  excess of future quarterly distributions over $0.60  cents
        per unit for all units.

        Financing Arrangements
        Reference  is  made  to  the  information  set  forth  in  Note  7,
        "Financing Arrangements," of Notes to Financial Statements in  Part
        II,  Item 8, "Financial Statements and Supplementary Data," of this
        Annual Report on Form 10-K.

        Conflicts of Interest
        The  nature  of the respective businesses of PLP and  IMC  and  its
        affiliates may give rise to conflicts of interest between  PLP  and
        IMC.    Conflicts  could  arise,  for  example,  with  respect   to
        transactions  involving  potential acquisitions  of  businesses  or
        mineral   properties,   the  issuance  of  additional   partnership
        interests,  the determination of distributions to be made  by  PLP,
        the  allocation of general and administrative expenses between  IMC
        and  PLP  and other business dealings between PLP and IMC  and  its
        affiliates.  Except in cases where a different  standard  may  have
        been provided for, IMC has a general duty to act in good faith  and
        to  exercise  rights  of  control in a  manner  that  is  fair  and
        reasonable  to the public unitholders.  In resolving  conflicts  of
        interest,  PLP's  limited  partnership  agreement  (PLP  Agreement)
        permits  IMC to consider the relative interest of each party  to  a
        potential  conflict  situation which, under certain  circumstances,
        could include the interest of IMC and its other affiliates.

Item 2. Properties.

        Information  regarding the plant and properties of PLP is  included
        in Part I, Item 1, "Business," of this Annual Report on Form 10-K.

Item 3. Legal Proceedings.

        FTX Merger Litigation
        ---------------------
        In  August 1997, five identical class action lawsuits were filed in
        Chancery  Court in Delaware (Court) by unitholders  of  PLP.   Each
        case  named  the same defendants and broadly alleged that  FTX  and
        FMRP  Inc. (FMRP) had breached fiduciary duties owed to the  public
        unitholders  of  PLP.  IMC was alleged to have  aided  and  abetted
        these  breaches  of fiduciary duty. In November  1997,  an  amended
        class  action complaint was filed with respect to all  cases.   The
        amended  complaint named the same defendants and  raised  the  same
        broad  allegations.  The defendants moved the Court to dismiss  the
        amended  complaint in November 1998, and the cases  were  dismissed
        in May 1999.

        In  May  1998,  IMC  and  PLP (collectively,  Plaintiffs)  filed  a
        lawsuit  (IMC Action) in Court against certain former directors  of
        FTX  (Director Defendants) and MMR, a former affiliate of FTX.  The
        Plaintiffs  alleged that the Director Defendants, as the  directors
        of  PLP's former General Partner FTX, owed duties of loyalty to PLP
        and  its  limited partnership unitholders.  The Plaintiffs  further
        alleged  that  the  Director Defendants breached  their  duties  by
        causing  PLP  to  enter  into a series of  interrelated  non-arm's-
        length  transactions with MMR.  The Plaintiffs  also  alleged  that
        MMR  knowingly  aided and abetted and conspired with  the  Director
        Defendants to breach their fiduciary duties.  On behalf of the  PLP
        public unitholders, the Plaintiffs sought to reform or rescind  the
        contracts  that PLP entered into with MMR and to recoup the  monies
        expended  as  a result of PLP's participation in those  agreements.
        On   November  10,  1999,  the  Plaintiffs  and  MMR  announced   a
        settlement  of  the  IMC Action pursuant to  which  MMR  agreed  to
        purchase  PLP's 47.0 percent interest in PLP's multi-year  oil  and
        natural  gas  exploration program with MMR  (Exploration  Program),
        which  includes  three  producing  oil  and  gas  fields  plus   an
        inventory  of  exploration prospects and leases,  for  a  total  of
        $32.0 million.

        In  May  1998, Jacob Gottlieb filed an action (Gottlieb Action)  on
        behalf  of  himself  and  all  other PLP  unitholders  against  the
        Director  Defendants, MMR and IMC asserting the  same  claims  that
        IMC  asserted in the IMC Action.  Because IMC and PLP  had  already
        asserted these claims, in July 1998, IMC filed a motion to  dismiss
        the  Gottlieb  Action.  The Court has not set a  briefing  schedule
        for  IMC's  motion  to  dismiss, and  the  plaintiff  has  made  no
        substantial  activity in this case within the past year.   IMC  and
        PLP  have  recently  been  advised that the  plaintiff  intends  to
        withdraw the complaint without prejudice.

        For   information  on  environmental  proceedings,  see   Note   9,
        "Commitments  and Contingencies," of Notes to Financial  Statements
        included   in   Part   II,  Item  8,  "Financial   Statements   and
        Supplementary Data," of this Annual Report on Form 10-K.

        Other
        -----
        In  the  ordinary course of business, PLP is and will from time  to
        time  be  involved  in  other  legal  proceedings  of  a  character
        normally  incident  to  its  businesses.   PLP  believes  that  its
        potential  liability in any such pending or threatened  proceedings
        will  not have a material adverse effect on the financial condition
        or  results of operations of PLP.  PLP, through IMC and IMC-Agrico,
        maintains  liability  insurance  to  cover  some,  but   not   all,
        potential  liabilities normally incident to the ordinary course  of
        its  businesses  with  such coverage limits as  management  of  IMC
        deems prudent.

Item 4. Submission of Matters to a Vote of Security Holders.

        Not applicable.

PART II.

Item 5. Market  for  Registrant's Partnership Units and Related  Unitholder
        Matters.

        PLP's  partnership units trade on the NYSE under  the  symbol  PLP.
        The  PLP unit price is reported daily in the financial press  under
        "PLP"  in most listings of NYSE securities.  At March 15, 2000  the
        number  of holders of record of the partnership's units was  7,749.
        Under  federal  law, ownership of PLP units is limited  to  "United
        States  citizens."  A United States citizen is defined as a  person
        who  is eligible to own interests in federal mineral leases,  which
        generally  includes:  (i)  United States  citizens;  (ii)  domestic
        entities  owned  by  United  States citizens;  and  (iii)  domestic
        corporations  owned  by  United  States  citizens  and/or   certain
        foreign  persons. The following table sets forth, for  the  periods
        indicated,  the  range  of  high and low  sales  prices,  from  the
        composite tape for NYSE issues.

        <TABLE>
        <CAPTION>
                                      1999               1998
                                  -------------      ------------
                                  High     Low        High    Low
                                  ----     ---        ----    ---
            <S>                 <C>       <C>        <C>      <C>
            First Quarter      $ 12.06   $ 10.63   $  8.75  $ 6.63
            Second Quarter     $ 11.94   $ 10.50   $  7.38  $ 5.44
            Third Quarter      $ 10.81   $  9.75   $  9.25  $ 6.25
            Fourth Quarter     $ 10.69   $  9.75   $ 10.81  $ 7.88

        </TABLE>

        Ownership at December 31, 1999 was as follows:

        <TABLE>
        <CAPTION>
                                         Units       Percent
                                      -----------   ---------
                 <S>                   <C>            <C>
                 Public unitholders     50,080,645     48.4
                 IMC                    53,385,133(a)  51.6
                                       -----------    -----
                                       103,465,778    100.0
                                       ===========    =====

        (a) Includes  1,036,983 of partnership interests beneficially  owned
            by IMC.

        </TABLE>

        Cash  distributions declared and paid to public unitholders  during
        1999   totaled  $0.43  per  unit.  Cash  distributions  to   public
        unitholders   are   determined  by  available  distributable   cash
        resulting from operations of the partnership and the terms  of  the
        PLP  Agreement.  Distributable cash  is  shared  ratably  by  PLP's
        public  unitholders and IMC, except that IMC will  be  entitled  to
        receive  the unpaid cash distributions, totaling $431.3 million  as
        of  December 31, 1999, from one-half of the quarterly distributable
        cash  after the payment of $0.60 per unit to all unitholders.  Cash
        and  property  distributions paid during 1999 and  1998  are  shown
        below:

        <TABLE>
        <CAPTION>


                                       1999
           -------------------------------------------------------------
           Distribution Per Unit    Record Date         Payment Date
           ---------------------    -----------         ------------
                 <S>               <C>                  <C>
                 $0.10             Feb. 8, 1999         Feb. 12, 1999
                  0.03             May 10, 1999          May 14, 1999
                  0.30             Aug. 6, 1999         Aug. 13, 1999

                                       1998
           -------------------------------------------------------------
           Distribution Per Unit    Record Date         Payment Date
           ---------------------    -----------         ------------
                 $0.13             Aug. 7, 1998         Aug. 14, 1998
                  0.09             Nov. 5, 1998         Nov. 13, 1998

</TABLE>

Item 6.   Selected Financial Data.

<TABLE>
                           Five Year Comparison
              (Dollars in millions, except per unit amounts)
<CAPTION>
                                          Years ended December 31
                                1999(a)  1998(b)  1997(c)  1996(d) 1995(e)
                                -------  -------  -------  ------- -------
Statement of Operations Data:
<S>                             <C>      <C>      <C>      <C>     <C>
Net sales                       $ 592.0  $ 687.1  $ 842.5  $ 957.0 $ 995.1
Gross margins                   $ 117.2  $ 171.8  $(207.5) $ 257.6 $ 262.7
Operating earnings(loss)        $  39.1  $  90.7  $(283.3) $ 211.8 $ 194.6

Earnings(loss) from continuing
 operations                     $   6.3  $  53.5  $(323.5) $ 177.3 $ 161.4
Total loss from discontinued
 operations                       (27.4)   (21.2)   (17.1)       -       -
Extraordinary charge - debt
 retirement                           -        -    (14.5)       -       -
Cumulative effect of a change
 in accounting principle           (2.6)       -        -        -       -
                                -------  -------  -------  ------- -------
Earnings(loss)                  $ (23.7) $  32.3  $(355.1) $ 177.3 $ 161.4
                                =======  =======  =======  ======= =======

Earnings (loss) per unit:
Earnings (loss) from continuing
 operations                     $  0.06  $  0.51  $ (3.12) $  1.71 $  1.56
Total loss from discontinued
 operations                       (0.27)   (0.20)   (0.17)       -       -
Extraordinary charge - debt
 retirement                           -        -    (0.14)       -       -
Cumulative effect of a change
 in accounting principle          (0.02)       -        -        -       -
                                -------  -------  -------  ------- -------
Earnings(loss) per unit         $ (0.23) $  0.31  $ (3.43) $  1.71 $  1.56
                                =======  =======  =======  ======= =======

Distributions per publicly held unit:
  Cash                          $  0.43  $  0.22  $  1.34 $   2.44 $  2.42
  Property                            -        -     1.21        -       -

Average units outstanding         103.5    103.5    103.5    103.5   103.5

Balance Sheet Data (at end of period):
Property, plant and equipment,
 net                            $ 434.0  $ 477.5  $ 432.5 $  919.2 $  949.1
Total assets                    $ 611.8  $ 719.8  $ 665.5 $1,199.8 $1,229.1
Long-term debt, including
 current portion                $ 547.3  $ 561.3  $ 519.8 $  403.4 $  384.6
Partners' capital(deficit)      $(227.4) $(159.0) $(168.4)$  359.7 $  404.5

(a)Includes  special  charges  of $55.4 million,  or  $0.54  per  unit.   See
  "Special  Charges,"  in  Part  II, Item 7, "Management's  Discussion  and
  Analysis  of  Financial  Condition and Results of  Operations,"  of  this
  Annual Report on Form 10-K for detail of the charges.
(b)Includes  special  charges  of  $62.6 million,  or  $0.61  per  unit.  See
  "Special  Charges,"  in  Part  II, Item 7, "Management's  Discussion  and
  Analysis  of  Financial  Condition and Results of  Operations,"  of  this
  Annual Report on Form 10-K for detail of the charges.
(c)Includes  special  charges totaling $406.0  million,  or  $3.92  per
  unit.   See   "Special  Charges,"  in  Part  II,  Item  7,  "Management's
  Discussion   and   Analysis  of  Financial  Condition  and   Results   of
  Operations,"  of  this  Annual Report on Form  10-K  for  detail  of  the
  charges.  Also includes a $14.5 million extraordinary loss, or $0.14  per
  unit, relating to early extinguishment of debt.
(d)Includes  a gain of $11.9 million, or $0.12 per unit, resulting  from  the
  increase  in PLP's ownership of IMC-Agrico and  special charges  of  $3.0
  million, or $0.03 per unit, for asset valuations at IMC-Agrico.
(e)Includes special charges totaling $18.1 million, or $0.18 per  unit,
  primarily  related  to  costs associated with stock  appreciation  rights
  resulting  from the significant rise in FTX's common stock  price  during
  the year.

</TABLE>

Item 7. Management's  Discussion  and Analysis of Financial  Condition  and
        Results of Operations.

        INTRODUCTION

        Management's  Discussion  and Analysis of Financial  Condition  and
        Results  of  Operations  should be read in conjunction  with  PLP's
        financial  statements and the accompanying notes. PLP's  continuing
        business  operations  consist of its  41.5  percent  joint  venture
        ownership  interest  in IMC-Agrico. All amounts  included  in  this
        discussion are shown at PLP's ownership interest.

        Management's  Discussion  and Analysis of Financial  Condition  and
        Results  of  Operations  highlights the primary  factors  affecting
        changes  in  the  operating results of PLP's continuing  operations
        during  the  three  year period, excluding the  impact  of  certain
        special  charges,  discussed below.  In 1999, PLP incurred  special
        charges  from continuing operations of $55.4 million, or $0.54  per
        unit,  comprised  of:  (i)  a $52.3 million,  or  $0.51  per  unit,
        restructuring charge related to the Rightsizing Program;  and  (ii)
        a  $3.1  million, or $0.03 per unit, charge related  to  additional
        asset  write-offs.  As a result of the special charges recorded  in
        1999,  PLP  expects  to  increase  future  annual  earnings  by  an
        estimated  $20.0  million, or $0.20 per  unit.    The  increase  in
        earnings  is  anticipated  to  result  from  rightsizing  and  cost
        reduction  initiatives including headcount  reductions.   In  1998,
        PLP  incurred special charges from continuing operations  of  $62.6
        million,  or $0.61 per unit, comprised of: (i) a $61.8 million,  or
        $0.60  per  unit,  restructuring charge related to Project  Profit;
        and  (ii) $0.8 million, or $0.01 per unit, of other charges.  As  a
        result  of  Project Profit, PLP is on target to achieve a reduction
        in  operating  costs in excess of $41.5 million over  the  two-year
        period  ending  December 31, 2000, with $27.0 million  realized  in
        1999.   The reduction in costs resulted from the simplification  of
        the  business,  shut down of high-cost operations, exit  from  low-
        margin  businesses and headcount reductions.  In 1997, PLP incurred
        special  charges from continuing operations of $406.0  million,  or
        $3.92  per unit, related to: (i) $384.5 million, or $3.71 per unit,
        for  an  impairment assessment of sulphur assets;  and  (ii)  $21.5
        million, or $0.21 per unit, related to the FTX Merger.

        All of these special charges significantly impacted the results  of
        continuing  operations  of  PLP  and  are  referred  to  throughout
        Management's  Discussion  and Analysis of Financial  Condition  and
        Results  of  Operations.  For additional detail on  these  charges,
        see Note 4, "Restructuring and Other Charges," in Part II, Item  8,
        "Financial  Statements  and Supplementary  Data,"  of  this  Annual
        Report on Form 10-K.

        RESULTS OF OPERATIONS

        Overview

        1999 Compared to 1998
        Net sales of $592.0 million decreased 14 percent from net sales  of
        $687.1  million in 1998. Gross margins for 1999 of $121.9  million,
        excluding   special  charges  of  $4.7  million,   decreased   from
        comparable  1998  margins  of  $179.8  million,  excluding  special
        charges of $8.0 million.

        Earnings from continuing operations in 1999 were $61.7 million,  or
        $0.60 per unit, excluding the special charges of $55.4 million,  or
        $0.54   per  unit,  discussed  above.    Earnings  from  continuing
        operations  in  1998  were  $116.1  million,  or  $1.12  per  unit,
        excluding the special charges of $62.6 million, or $0.61 per  unit,
        discussed above.

        Sales  and  earnings from continuing operations for 1999  reflected
        significantly   reduced  phosphate  pricing  and  lower   phosphate
        volumes. Partially offsetting the phosphate reductions were  higher
        sales  and  earnings,  driven  by  higher  volumes  and  lower  raw
        material costs, for Feed Ingredients.

        PLP  incurred a loss in 1999 of $23.7 million, or $0.23  per  unit,
        including: (i) the special charges of $55.4 million, or  $0.54  per
        unit, discussed above; (ii) a loss from discontinued operations  of
        $27.4  million, or $0.27 per unit; and (iii) a $2.6 million charge,
        or  $0.02  per  unit,  for the cumulative effect  of  a  change  in
        accounting  principle.  PLP generated earnings  in  1998  of  $32.3
        million,  or $0.31 per unit, including: (i) the special charges  of
        $62.6 million, or $0.61 per unit, discussed above; and (ii) a  loss
        from discontinued operations of $21.2 million, or $0.20 per unit.

        1998 Compared to 1997
        Net sales of $687.1 million decreased 18 percent from net sales  of
        $842.5  million in 1997.  Gross margins for 1998 of $179.8 million,
        excluding   special  charges  of  $8.0  million,   increased   from
        comparable  1997  margins of $177.0 million,  excluding  a  special
        charge of $384.5 million.

        Earnings  from  continuing operations in 1998 were $116.1  million,
        or  $1.12 per unit, excluding the special charges of $62.6 million,
        or  $0.61  per  unit,  discussed above.  Earnings  from  continuing
        operations  in  1997  were  $82.5  million,  or  $0.80  per   unit,
        excluding  special charges of $406.0 million, or  $3.92  per  unit,
        discussed above.

        The  decrease in sales relative to 1997 was primarily driven by the
        absence of PLP's sulphur business and its 58.3 percent interest  in
        Main  Pass 299 oil & gas operations (Main Pass), both of which were
        transferred to Freeport Sulphur Co. (FSC) as a result  of  the  FTX
        Merger  in December 1997.  The increase in earnings from continuing
        operations,  excluding special charges, was primarily a  result  of
        the  absence  of certain general and administrative expenses  as  a
        result of the FTX Merger.

        PLP  generated  earnings in 1998 of $32.3  million,  or  $0.31  per
        unit,  including:  (i)  the special charges of  $62.6  million,  or
        $0.61  per unit, discussed above; and (ii) a loss from discontinued
        operations  of  $21.2 million, or $0.20 per unit.  PLP  incurred  a
        loss  in 1997 of $355.1 million, or $3.43 per unit, including:  (i)
        the   special  charges  of  $406.0  million,  or  $3.92  per  unit,
        discussed above; (ii) losses from discontinued operations of  $17.1
        million,  or $0.17 per unit; and (iii) an extraordinary  charge  of
        $14.5   million,  or  $0.14  per  unit,  related   to   the   early
        extinguishment of high-cost debt.

        IMC-Agrico

        1999 Compared to 1998
        IMC-Agrico's  net  sales of $592.0 million  in  1999  decreased  14
        percent   from  $687.1  million  in  1998.   Lower  average   sales
        realizations   of   concentrated  phosphates,   particularly   DAP,
        unfavorably  impacted  net  sales by  $51.9  million.   DAP  prices
        decreased  throughout 1999 to a low, as of December  31,  1999,  of
        approximately  $130  per  short ton as a result  of  the  depressed
        agricultural   economy.    Decreased  shipments   of   concentrated
        phosphates  unfavorably impacted net sales by an  additional  $45.5
        million.   The  majority  of  the  volume  decline  resulted   from
        decreased shipments of DAP and GTSP.  The decrease in domestic  DAP
        and  GTSP  volumes  was  a  result of lower agricultural  commodity
        prices  and  the  depressed agricultural economy.  Internationally,
        decreased  DAP volumes primarily resulted from reduced demand  from
        lower  crop  purchases as a result of low grain prices  and  higher
        customer  inventories.  Partially offsetting  these  declines  were
        improved volumes of animal feed ingredients.

        Gross  margins in 1999 of $110.3 million, excluding special charges
        of  $4.7  million,  fell 34 percent from $168.2  million  in  1998,
        excluding  special  charges  of $8.0  million.   The  decrease  was
        primarily  a  result of the decreased prices and volumes  discussed
        above,  partially  offset  by  favorable  raw  material  costs  and
        savings realized from Project Profit.

        1998 Compared to 1997
        IMC-Agrico's   net  sales  of  $687.1  million  in  1998   remained
        virtually   unchanged  from  $683.8  million  in  1997.   Increased
        shipments  of  concentrated  phosphates contributed  an  additional
        $23.9  million  to  net sales.  The majority of the  volume  growth
        came  from  increased domestic shipments of DAP and GMAP, partially
        offset  by  decreased GTSP volumes.  The increase in DAP  and  GMAP
        was  primarily a result of a strong spring season, an  increase  in
        the number of supply contracts and spot sales to certain larger co-
        ops.   The  volume decrease in GTSP was primarily a result  of  the
        availability  in  the marketplace of aggressively  priced  imports.
        International  sales  volumes rose slightly  compared  to  1997  as
        increased  shipments  of  GMAP  and merchant  acid  were  partially
        offset by decreased shipments of DAP.   In addition, average  sales
        realizations   of   concentrated  phosphates,   particularly   DAP,
        favorably impacted net sales by $8.5 million.  Net sales were  also
        favorably   impacted  by  $2.7  million  due  to  higher   domestic
        phosphate rock sales volumes.

        Gross  margins of $168.2 million in 1998, excluding special charges
        of  $8.0  million, climbed 18 percent from $142.1 million in  1997,
        primarily  as  a  result  of  the  increased  volumes  and   prices
        discussed above as well as favorable raw material costs.

        Sulphur

        There  were  no  sulphur sales in 1999 or 1998 as a result  of  the
        contribution  of  PLP's sulphur businesses to  FSC  in  conjunction
        with  the  FTX  Merger.  Sulphur sales in 1997 were $129.1  million
        with  negative  margins of $4.4 million, excluding special  charges
        of $384.5 million.

        Selling, General and Administrative Expenses

        Selling,  general and administrative expenses were  $27.4  million,
        $26.5   million  and  $53.2  million  in  1999,  1998   and   1997,
        respectively, excluding special charges of $22.6 million  in  1997.
        The decrease in 1998 as compared to 1997 was primarily a result  of
        the  absence  of the sulphur operations and allocated  FTX  general
        and  administrative expenses which were eliminated as a  result  of
        the  FTX  Merger.   See  Note 2, "Mergers," in  Part  II,  Item  8,
        "Financial  Statements  and Supplementary  Data,"  of  this  Annual
        Report on Form 10-K.

        Special Charges

        Restructuring Charges
        During  the fourth quarter of 1999, PLP implemented the Rightsizing
        Program  which  was  designed  to simplify  and  focus  PLP's  core
        businesses.   The  key components of the Rightsizing  Program  are:
        (i)  the  shutdown and permanent closure of the Nichols  and  Payne
        Creek  facilities  at  IMC-Agrico resulting  from  an  optimization
        program  that  will  reduce rock and concentrate  production  costs
        through  higher  utilization rates at the  lowest-cost  facilities;
        and   (ii)   headcount   reductions.   In  conjunction   with   the
        Rightsizing  Program,  PLP  recorded  a  special  charge  of  $52.3
        million,  or  $0.51 per unit, in the fourth quarter of  1999.   For
        more  detail  related  to  the Rightsizing  Program,  see  Note  4,
        "Restructuring and Other Charges," in Part II, Item  8,  "Financial
        Statements and Supplementary Data," of this Annual Report  on  Form
        10-K.

        During  the  fourth  quarter  of  1998,  PLP  developed  and  began
        execution of Project Profit.  Project Profit was comprised of  four
        major  initiatives:  (i)  the  combination  of  certain  activities
        within  IMC's potash and phosphates business units in an effort  to
        realize  certain  operating  and  staff  function  synergies;  (ii)
        restructuring  of  the  phosphate  rock  mining  and   concentrated
        phosphate  production/distribution operations and processes  in  an
        effort  to  reduce costs; (iii) simplification of current  business
        activities by eliminating businesses not deemed part of PLP's  core
        competencies;  and  (iv)  reduction of  operational  and  corporate
        headcount.   In  conjunction with Project Profit,  PLP  recorded  a
        special  charge of $61.8 million, or $0.60 per unit, in the  fourth
        quarter  of  1998.  For more detail related to Project Profit,  see
        Note  4,  "Restructuring and Other Charges," in Part  II,  Item  8,
        "Financial  Statements  and Supplementary  Data,"  of  this  Annual
        Report on Form 10-K.

        Other Charges
        During  the  fourth  quarter of 1999, and in  connection  with  the
        Rightsizing  Program,  PLP  undertook  a  detailed  review  of  its
        accounting   records   and  valuation   of   various   assets   and
        liabilities.   As a result, PLP recorded a special charge  of  $3.1
        million,  or  $0.03  per unit, related to asset  write-offs.   This
        entire charge was included in Cost of goods sold.

        As  a  result  of a review of its sulphur assets at  September  30,
        1997,  PLP  concluded  that the carrying value  of  its  Main  Pass
        sulphur mine assets exceeded the undiscounted estimated future  net
        cash  flows, such that an impairment write-down of $375.5  million,
        or  $3.63  per  unit,  was  required. A  similar  analysis  of  the
        Culberson,  Texas sulphur mine assets, based on a  reassessment  of
        recoverable  reserves  utilizing recent  production  history,  also
        indicated  an impairment write-down of $9.0 million, or  $0.08  per
        unit,  was required.  Also, in connection with the FTX Merger,  PLP
        recorded special charges of $21.5 million, or $0.21 per unit.

        Interest Expense

        The  increase in interest expense in 1998 as compared to  1997  was
        due  to  higher  average borrowings for 1998 as compared  to  1997.
        These  funds  were  utilized  to  fund  oil  and  gas  expenditures
        primarily related to the Exploration Program.

        CAPITAL RESOURCES AND LIQUIDITY

        PLP  generates  cash through distributions from its  joint  venture
        investment  in IMC-Agrico and has sufficient borrowing capacity  to
        meet  its  operating and discretionary spending  requirements.  Net
        cash  provided by operating activities remained virtually unchanged
        as 1999 totaled $81.3 million versus $79.5 million for 1998.

        Net  cash provided by investing activities for 1999 of $9.2 million
        increased  from net cash used in investing activities for  1998  by
        $90.1  million.  Capital expenditures decreased $42.4 million  from
        the  prior  year  primarily due to the exiting of  the  Exploration
        Program  during the year.  The dispositions of both the Exploration
        Program  and PLP's investment in MMR resulted in proceeds of  $44.8
        million.

        Net  cash  used in financing activities for 1999 was $60.1  million
        which  increased $54.9 million as compared to 1998.  This  increase
        was   primarily  the  result  of  a  $21.8  million   increase   in
        distributions to unitholders and higher net debt payments of  $33.1
        million.    Both   of  these  were  primarily  due   to   decreased
        Exploration  Program  funding  requirements  and  the  receipt   of
        proceeds from the dispositions of both the Exploration Program  and
        PLP's investment in MMR.

        CONTINGENCIES

        Reference  is  made to Note 9, "Commitments and Contingencies,"  of
        Notes  to  Financial  Statements in Part  II,  Item  8,  "Financial
        Statements and Supplementary Data," of this Annual Report  on  Form
        10-K.

        ENVIRONMENTAL

        Reference is made to "Other Matters - Environmental, Health and
        Safety Matters," in Part I, Item 1, of this Annual Report on Form
        10-K.

        YEAR 2000 DISCLOSURE

        PLP  completed  its  Year 2000 readiness initiatives  and  did  not
        experience  any significant problems.  PLP does not anticipate  any
        significant  adverse business effects related to this issue.  PLP's
        share  of  cumulative costs of projects dedicated  solely  to  Year
        2000 remediation was approximately $1.0 million.

        RECENTLY ISSUED ACCOUNTING GUIDANCE

        PLP  does  not  believe  that  Statement  of  Financial  Accounting
        Standards  (SFAS)  No. 133, "Accounting for Derivative  Instruments
        and  Hedging Activities," which PLP is required to adopt on January
        1,   2001,   will  have  a  material  impact  on  PLP's   financial
        statements.

        FORWARD-LOOKING STATEMENTS

        All  statements, other than statements of historical fact contained
        within  this  Form  10-K  constitute  "forward-looking  statements"
        within the meaning of the Private Securities Litigation Reform  Act
        of 1995.

        Factors  that could cause actual results to differ materially  from
        those  expressed  or  implied  by  the  forward-looking  statements
        include,  but  are not limited to, the following: general  business
        and  economic  conditions and governmental policies  affecting  the
        agricultural  industry in localities where  PLP  or  its  customers
        operate;  weather  conditions; the impact of competitive  products;
        pressure  on  prices realized by PLP for its products;  constraints
        on  supplies  of  raw  materials used in manufacturing  certain  of
        PLP's  products;  capacity constraints limiting the  production  of
        certain  products;  difficulties  or  delays  in  the  development,
        production,  testing  and  marketing of products;  difficulties  or
        delays   in   receiving   required  governmental   and   regulatory
        approvals;  market  acceptance issues,  including  the  failure  of
        products  to  generate  anticipated sales levels;  difficulties  in
        integrating  acquired  businesses and  in  realizing  related  cost
        savings  and  other benefits; the effects of and change  in  trade,
        monetary,  environmental and fiscal policies, laws and regulations;
        foreign  exchange rates and fluctuations in those rates; the  costs
        and  effects  of  legal proceedings, including  environmental,  and
        administrative  proceedings involving PLP; and other  risk  factors
        reported  from  time  to  time  in PLP's  Securities  and  Exchange
        Commission (SEC) reports.

Item 7a. Quantitative and Qualitative Disclosures about Market Risk.

        PLP  is  exposed  to  the  impact  of  interest  rate  changes   on
        borrowings and the impact of fluctuations in the purchase price  of
        natural  gas, ammonia and sulphur consumed in operations,  as  well
        as  changes in the market value of its financial instruments.   PLP
        periodically  enters  into natural gas forward  purchase  contracts
        with  maturities of typically one year or less in order  to  reduce
        the  effects  of changing raw material prices, but not for  trading
        purposes.   Gains and losses on these contracts are deferred  until
        settlement  and  recorded  as a component of  underlying  inventory
        costs  when  settled.   The notional value  of  PLP's  natural  gas
        forward purchase contracts was $4.3 million and $3.3 million as  of
        December  31,  1999 and 1998, respectively.  The  market  value  of
        these  contracts is estimated based on the amount  that  PLP  would
        receive   or   pay  to  terminate  the  contracts,  and   was   not
        significantly  different from the notional value  at  December  31,
        1999  and  1998.   The impact of the settlement of these  contracts
        was immaterial to PLP in 1999, 1998 and 1997.

        PLP  conducted  sensitivity analyses of its derivatives  and  other
        financial  instruments assuming the following: (i) a one percentage
        point  adverse  change in interest rates; and (ii)  a  ten  percent
        adverse  change in the purchase price of natural gas,  ammonia  and
        sulphur  all  from their levels at December 31, 1999.  Holding  all
        other  variables constant, the hypothetical adverse  changes  would
        not  materially  affect PLP's financial position.   These  analyses
        did  not  consider  the effects of the reduced  level  of  economic
        activity that could exist in such an environment and certain  other
        factors.    Further,  in the event of a change of  such  magnitude,
        management  would  likely  take actions  to  further  mitigate  its
        exposure  to possible changes.  However, due to the uncertainty  of
        the  specific  actions  that  would be  taken  and  their  possible
        effects,  the  sensitivity  analyses assume  no  changes  in  PLP's
        financial structure.

Item 8.  Financial Statements and Supplementary Data.

                                                    Page

        Report of Independent Auditors               20

        Statement of Operations                      21

        Balance Sheet                                22

        Statement of Cash Flows                      23

        Statement of Partners' Capital (Deficit)     24

        Notes to Financial Statements                25



                      REPORT OF INDEPENDENT AUDITORS


To the Partners of Phosphate Resource Partners Limited Partnership:

We  have  audited  the  accompanying balance sheet  of  Phosphate  Resource
Partners Limited Partnership (Partnership), a Delaware Limited Partnership,
as  of December 31, 1999 and 1998 and the related statements of operations,
cash  flows and partners' capital for each of the three years in the period
ended  December 31, 1999.  Our audits also included the financial statement
schedules  listed  in the Index at Item 14(a).  These financial  statements
and  schedules are the responsibility of the General Partner's  management.
Our  responsibility is to express an opinion on these financial  statements
and schedules based on our audits.

We  conducted  our  audits in accordance with auditing standards  generally
accepted  in the United States.  Those standards require that we  plan  and
perform  the  audit  to  obtain  reasonable  assurance  about  whether  the
financial statements are free of material misstatement.  An audit  includes
examining, on a test basis, evidence supporting the amounts and disclosures
in  the  financial  statements.   An  audit  also  includes  assessing  the
accounting principles used and significant estimates made by management, as
well  as  evaluating  the  overall financial  statement  presentation.   We
believe that our audits provide a reasonable basis for our opinion.

In  our opinion, the financial statements referred to above present fairly,
in  all material respects, the financial position of the Partnership as  of
December  31, 1999 and 1998 and the results of its operations and its  cash
flows for each of the three years in the period ended December 31, 1999, in
conformity  with  accounting principles generally accepted  in  the  United
States.   Also, in our opinion, the related financial statement  schedules,
when  considered in relation to the basic financial statements taken  as  a
whole,  present fairly in all material respects the information  set  forth
therein.

As discussed in Note 1 to the financial statements, the Partnership changed
its  method  of accounting for start-up activities in 1999 to conform  with
SOP 98-5, "Reporting on the Costs of Start-Up Activities."



Ernst & Young LLP
Chicago, Illinois
January 31, 2000




<TABLE>
              PHOSPHATE RESOURCE PARTNERS LIMITED PARTNERSHIP
                          Statement of Operations
                  (In millions, except per unit amounts)
<CAPTION>

                                                 Years Ended December 31
                                             ------------------------------
                                                1999      1998      1997
                                                ----      ----      ----
<S>                                           <C>      <C>        <C>
Net sales                                     $ 592.0  $  687.1   $  842.5
Cost of goods sold                              474.8     515.3    1,050.0
                                              -------  --------   --------
Gross margins                                   117.2     171.8     (207.5)
Selling, general and administrative expenses     27.4      26.5       75.8
Restructuring charges                            50.7      54.6          -
                                              -------  --------   --------
Operating earnings (loss)                        39.1      90.7     (283.3)
Interest expense                                 40.1      40.2       35.7
Other (income) expense, net                      (7.3)     (3.0)       4.5
                                              -------  --------   --------
Earnings (loss) from continuing operations        6.3      53.5     (323.5)
Discontinued operations:
Loss from discontinued operations                (5.0)    (21.2)     (17.1)
Loss on disposal                                (22.4)        -          -
                                              -------  --------   --------
Total loss from discontinued operations       $ (27.4) $  (21.2)  $  (17.1)
                                              =======  ========   ========
Earnings (loss) before extraordinary item and
 cumulative effect of a change in accounting
 principle                                    $ (21.1) $   32.3   $ (340.6)
Extraordinary charge - debt retirement              -         -      (14.5)
Cumulative effect of a change in accounting
 principle                                       (2.6)        -          -
                                              -------  --------   --------
Earnings (loss)                               $ (23.7) $   32.3   $ (355.1)
                                              =======  ========   ========
Earnings (loss) per unit:
Earnings (loss) from continuing operations    $  0.06  $   0.51   $  (3.12)
Total loss from discontinued operations         (0.27)    (0.20)     (0.17)
Extraordinary charge - debt retirement              -         -      (0.14)
Cumulative effect of a change in accounting
 principle                                      (0.02)        -          -
                                              -------  --------   --------
Earnings (loss)                               $ (0.23) $   0.31   $  (3.43)
                                              =======  ========   ========
Average units outstanding                       103.5     103.5      103.5

Distribution paid per publicly held unit:
  Cash                                       $   0.43  $   0.22   $   1.34
  Property                                   $      -  $      -   $   1.21

                     See Notes to Financial Statements
</TABLE>


<TABLE>

              PHOSPHATE RESOURCE PARTNERS LIMITED PARTNERSHIP
                               Balance Sheet
                               (In millions)
<CAPTION>
                                                          December 31
                                                     ----------------------
                                                      1999          1998
                                                      ----          ----
  <S>                                               <C>            <C>
  Assets
  Current assets:
  Cash and cash equivalents                         $  41.2        $  10.8
  Receivables, net                                     23.8           65.0
  Inventories, net                                     92.4          122.2
  Other current assets                                  0.3            0.9
                                                    -------        -------
  Total current assets                                157.7          198.9

  Property, plant and equipment, net                  434.0          477.5
  Other assets                                         20.1           43.4
                                                    -------        -------
  Total assets                                      $ 611.8        $ 719.8
                                                    =======        =======

  Liabilities and Partners' Deficit
  Current liabilities:
  Accounts payable and accrued liabilities          $  89.1        $  59.5
  Short-term debt and current maturities of
   long-term debt                                       4.3            4.4
                                                    -------        -------
  Total current liabilities                            93.4           63.9

  Long-term debt, less current maturities             543.0          556.9
  Other noncurrent liabilities                        202.8          258.0
  Partners' deficit                                  (227.4)        (159.0)
                                                    -------        -------
  Total liabilities and partners' deficit           $ 611.8        $ 719.8
                                                    =======        =======


                     See Notes to Financial Statements
</TABLE>

<TABLE>
              PHOSPHATE RESOURCE PARTNERS LIMITED PARTNERSHIP
                          Statement of Cash Flows
                               (In millions)
<CAPTION>
                                                  Years Ended December 31
                                               ----------------------------
                                               1999         1998       1997
                                               ----         ----       ----
<S>                                         <C>          <C>       <C>
Cash flows from operating activities:
Earnings (loss)                             $ (23.7)     $   32.3   $(355.1)
Adjustments to reconcile earnings (loss) to
 net cash provided by operating activities:
  Restructuring charges                        52.2          61.4         -
  Sulphur asset impairment charge                 -             -     384.5
  Depreciation, depletion and amortization     20.5          25.2      43.1
  Loss on sale of business                     22.4             -         -
  Oil and gas exploration expenses                -          14.7      15.8
  Cash distributions from IMC-Agrico in excess
   of interest in capital                         -             -      34.3
  Other                                       (66.0)         (2.4)     15.7
  Changes in:
    Receivables                                41.5         (17.7)    (14.8)
    Inventories                                23.5          (6.9)    (16.9)
    Other current assets                        0.6           1.5       1.2
    Accounts payable and accrued liabilities   10.3         (28.6)     (4.4)
                                            -------       -------    -------
Net cash provided by operating activities      81.3          79.5      103.4
                                            -------       -------    -------
Cash flows from investing activities:
Capital expenditures                          (40.9)        (83.3)     (72.4)
Proceeds from sale of business                 32.0             -          -
Other                                          18.1           2.4       (8.2)
                                            -------       -------    -------
Net cash provided by (used in) investing
 activities                                     9.2         (80.9)     (80.6)
                                            =======       =======    =======
Cash flows from financing activities:
Cash distributions to unitholders             (44.7)        (22.9)    (119.6)
Proceeds from issuance of long-term debt, net   0.4          53.5      560.5
Payments of long-term debt                    (15.8)        (21.9)    (442.4)
Change in short-term debt, net                    -         (13.9)         -
Cash transferred to FSC                           -             -      (23.3)
                                            -------       -------    -------
Net cash used in financing activities         (60.1)         (5.2)     (24.8)
                                            -------       -------    -------
Net change in cash and cash equivalents        30.4          (6.6)      (2.0)
Cash and cash equivalents at beginning of year 10.8          17.4       19.4
                                            -------       -------    -------
Cash and cash equivalents at end of year    $  41.2       $  10.8    $  17.4
                                            =======       =======    =======
Supplemental cash flow disclosure:
Interest paid                               $  39.8       $  41.0    $  38.8
                                            =======       =======    =======

                     See Notes to Financial Statements
</TABLE>

<TABLE>
              PHOSPHATE RESOURCE PARTNERS LIMITED PARTNERSHIP
                 Statement of Partners' Capital (Deficit)
                               (In millions)
<CAPTION>
                               Units Outstanding    Partners' Capital(Deficit)
                            ----------------------  --------------------------
                           General  Limited  Total   General  Limited   Total
                           -------  -------  -----   -------  -------   -----
<S>                         <C>      <C>     <C>     <C>      <C>       <C>
Balance at
 December 31, 1996          53.4      50.1   103. 5  $ 185.6  $ 174.1  $ 359.7
Loss                           -         -        -   (183.2)  (171.9)  (355.1)
Unitholder distributions       -         -        -    (52.5)   (67.1)  (119.6)
Distribution of FSC shares     -         -        -    (30.1)   (28.3)   (58.4)
Other                          -         -        -      2.5      2.5      5.0
Reallocation caused by disproportionate
 distributions                 -         -        -     (9.2)     9.2        -
                            ----      ----   ------  -------  -------  -------

Balance at
 December 31, 1997          53.4      50.1    103.5    (86.9)   (81.5)  (168.4)
Earnings                       -         -        -     16.7     15.6     32.3
Unitholder distributions       -         -        -    (11.9)   (11.0)   (22.9)
                            ----      ----    -----  -------  -------  -------

Balance at
 December 31, 1998          53.4      50.1    103.5    (82.1)   (76.9)  (159.0)
Loss                           -         -        -    (12.2)   (11.5)   (23.7)
Unitholder distributions       -         -        -    (23.1)   (21.6)   (44.7)
                            ----      ----    -----  -------  -------  -------

Balance at
 December 31, 1999          53.4      50.1    103.5  $(117.4) $(110.0) $(227.4)
                            ====      ====    =====  =======  =======  =======


                     See Notes to Financial Statements

</TABLE>
              PHOSPHATE RESOURCE PARTNERS LIMITED PARTNERSHIP
                       Notes to Financial Statements
              (Dollars in millions, except per unit amounts)

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

   Basis of Presentation and Ownership
   The  financial  statements  of  PLP,  a  Delaware  limited  partnership,
   include  all  majority-owned subsidiaries. The investment in  IMC-Agrico
   is   reflected  using  the  proportionate  consolidation   method.   The
   activities  of IMC-Agrico, 41.5 percent owned by PLP, include:  (i)  the
   mining   and   sale   of  phosphate  rock;  and  (ii)  the   production,
   distribution   and   sale  of  concentrated  phosphates,   animal   feed
   ingredients,  and  related products. Prior to  its  disposition  in  the
   fourth  quarter of 1999, PLP's interest in the Exploration  Program  was
   proportionately  consolidated  at  a  rate  of  56.4  percent   of   the
   exploration costs and 47.0 percent of the profits derived from  oil  and
   gas   producing  properties.  Certain  prior  year  amounts  have   been
   reclassified to conform to the current year presentation.

   As  discussed  in more detail in Note 5, "Discontinued Operations,"  the
   oil and gas operations have been presented as discontinued operations.

   Use of Estimates
   Management  is  required to make estimates and assumptions  that  affect
   the  amounts  reported  in  the  financial statements  and  accompanying
   notes. Actual results could differ from those estimates.

   Revenue Recognition
   Revenue  is  recognized  by  PLP  upon the  transfer  of  title  to  the
   customer,  which  is  generally at the time  product  is  shipped.   For
   certain  export  shipments,  transfer of title  occurs  outside  of  the
   United States.

   Cash and Cash Equivalents
   PLP  considers  all highly liquid investments with an original  maturity
   of  three  months or less to be cash equivalents which are reflected  at
   their  approximate fair value.  IMC-Agrico's cash and  cash  equivalents
   are not available to PLP until a distribution is paid by IMC-Agrico.

   Concentration of Credit Risk
   Domestically,   IMC-Agrico   sells  its   products   to   manufacturers,
   distributors  and retailers primarily in the midwestern and southeastern
   United   States.   Internationally,  IMC-Agrico's  products   are   sold
   primarily  through  a  United  States  export  association.   No  single
   customer  or group of affiliated customers accounted for more  than  ten
   percent of PLP's net sales.

   Inventories
   Inventories  are  valued at the lower-of-cost-or-market (net  realizable
   value).   Cost  for  substantially all inventories is  calculated  on  a
   cumulative annual-average basis.

   Property, Plant and Equipment
   Property  (including mineral deposits), plant and equipment are  carried
   at  cost.   Cost  of  significant assets includes  capitalized  interest
   incurred  during  the construction and development period.  Expenditures
   for  replacements  and  improvements are  capitalized;  maintenance  and
   repair   expenditures,  except  for  repair  and  maintenance  overhauls
   (Turnarounds),  are  charged to operations when incurred.   Expenditures
   for  Turnarounds are deferred when incurred and amortized into  cost  of
   goods  sold on a straight-line basis, generally over an 18-month period.
   Turnarounds  are  large-scale maintenance projects  that  are  performed
   regularly,  usually every 18 to 24 months. Turnarounds are necessary  to
   maintain  the operating capacity and efficiency rates of the  production
   plants.   The deferred portion of Turnaround expenditures is  classified
   in Other assets.

   Depreciation  and  depletion expenses for mining  operations,  including
   mineral  deposits,  are determined using the units-of-production  method
   based  on  estimates of recoverable reserves.  Other  asset  classes  or
   groups are depreciated or amortized on a straight-line basis over  their
   estimated  useful lives as follows: buildings, 17 to 32 years; machinery
   and  equipment, five to 32 years; and leasehold improvements,  over  the
   lesser  of the remaining useful life of the asset or the remaining  term
   of  the  lease.    Using the methodology prescribed  in  SFAS  No.  121,
   "Accounting  for the Impairment of Long-Lived Assets and for  Long-Lived
   Assets  to  be  Disposed  Of," PLP reviews  long-lived  assets  and  any
   related  intangible assets for impairment whenever events or changes  in
   circumstances indicate the carrying amounts of such assets  may  not  be
   recoverable.   Once  an  indication of a  potential  impairment  exists,
   recoverability of the respective assets is determined by  comparing  the
   forecasted  undiscounted net cash flows of the operation  to  which  the
   assets  relate, to the carrying amount, including associated  intangible
   assets, of such operation.  If the operation is determined to be  unable
   to  recover  the  carrying amount of its assets, then intangible  assets
   are  written down first, followed by the other long-lived assets of  the
   operation,  to fair value.  Fair value is determined based on discounted
   cash  flows  or  appraised values, depending  upon  the  nature  of  the
   assets.

   Accrued Environmental Costs
   Through IMC-Agrico PLP   produces  and  distributes  crop   and   animal
   nutrients.  These activities  subject  IMC-Agrico  to   an ever-evolving
   myriad  of  international,   federal,  state,  provincial and  local EHS
   laws, which  regulate,  or  propose  to   regulate: (i) product content;
   (ii) use of products by both PLP and  its   customers;  (iii) conduct of
   mining and production operations, including   safety  procedures used by
   employees; (iv) management  and  handling  of   raw  materials;  (v) air
   and water quality impacts by PLP's facilities; (vi) disposal of hazardous
   and solid wastes; and (vii) post-mining land   reclamation.   Compliance
   with these laws often requires  PLP to  incur costs.  PLP has contingent
   environmental  liabilities   arising  from  three   sources:  facilities
   currently   or   formerly   owned   by   PLP   or   its    predecessors;
   facilities  adjacent  to  currently  or  formerly   owned    facilities;
   and  third-party Superfund sites.  At facilities  currently or  formerly
   owned by PLP or its corporate  predecessors,  the  historical   use  and
   handling  of regulated chemical substances,  crop  and  animal nutrients
   and   additives  have  resulted  in  soil and groundwater contamination,
   sometimes  requiring PLP to undertake  or  fund  cleanup efforts.

   Of  the environmental costs discussed above, the following environmental
   costs  are  charged to operating expense: fines, penalties  and  certain
   remedial  actions  to  address violations of  the  law;  remediation  of
   properties  that  are currently or were formerly owned  or  operated  by
   PLP,  or  its  predecessors, when those properties do not contribute  to
   current  or future revenue generation; and liability for remediation  of
   facilities  adjacent to currently or formerly owned  facilities  or  for
   third-party  Superfund sites. Contingent environmental  liabilities  are
   recorded  for  environmental investigatory and  non-capital  remediation
   costs  at  identified sites when litigation has commenced or a claim  or
   assessment  has  been asserted or is imminent and the likelihood  of  an
   unfavorable outcome is probable.  PLP cannot determine the cost  of  any
   remedial action that ultimately may be required at unknown sites,  sites
   currently under investigation, sites for which investigations  have  not
   been   performed,  or  sites  at  which  unanticipated  conditions   are
   discovered.

   Income Taxes
   PLP is not a taxable entity; therefore, no income taxes are reported  in
   its financial statements.

   Derivatives
   PLP  is exposed to the impact of interest rate changes on borrowings and
   the  impact  of  fluctuations  in the purchase  price  of  natural  gas,
   ammonia  and sulphur consumed in operations, as well as changes  in  the
   market  value  of  its  financial instruments.  PLP periodically  enters
   into   natural  gas  forward  purchase  contracts  with  maturities   of
   typically  one year or less in order to reduce the effects  of  changing
   raw  materials prices, but not for trading purposes.  Gains  and  losses
   on  these  contracts are deferred until settlement  and  recorded  as  a
   component  of  underlying inventory costs when  settled.   The  notional
   value  of PLP's natural gas forward purchase contracts was $4.3  million
   and  $3.3  million as of December 31, 1999 and 1998, respectively.   The
   market  value of these contracts is estimated based on the  amount  that
   PLP  would  receive  or  pay to terminate the  contracts,  and  was  not
   significatly different from the notional amount as of December 31,  1999
   and   1998,  respectively.   The  impact  of  the  settlement  of  these
   contracts was immaterial to PLP in 1999, 1998 and 1997.

   Adoption of SOP 98-5
   In  April  1998, the American Institute of Certified Public  Accountants
   issued  Statement of Position (SOP) 98-5, "Reporting  on  the  Costs  of
   Start-Up  Activities,"  which mandated that costs  related  to  start-up
   activities  be expensed as incurred, effective January 1,  1999.   Prior
   to  the  adoption of SOP 98-5, PLP capitalized its start-up costs (i.e.,
   pre-operating  costs).  PLP adopted the provisions of SOP  98-5  in  its
   financial   statements  beginning  January  1,  1999  and,  accordingly,
   recorded  a charge for the cumulative effect of an accounting change  of
   $2.6  million,  or  $0.02 per unit, in order to expense  start-up  costs
   that had been previously capitalized.  The future impact of SOP 98-5  is
   not expected to be material to PLP's operating results.

   Recently issued Accounting Standards
   PLP  does not believe that SFAS No. 133, which PLP is required to  adopt
   effective  January  1,  2001,  will have  a  material  impact  on  PLP's
   financial statements.

2. MERGERS

   FTX
   In  December 1997, FTX, the General Partner and owner of a 51.6  percent
   interest  in PLP, merged into IMC, PLP's joint venture partner  in  IMC-
   Agrico.   The  FTX Merger resulted in the dissolution of  FTX  with  IMC
   becoming  the  General  Partner of PLP.   In  connection  with  the  FTX
   Merger,  PLP's  sulphur  business and certain oil  and  gas  operations,
   including  its 58.3 percent interest in Main Pass, together  with  IMC's
   25.0  percent  interest in Main Pass, were transferred to FSC,  a  newly
   formed  public  entity whose common stock was distributed  pro  rata  to
   PLP's unitholders, including FTX.

   MMR
   In  November  1998,  McMoRan Oil & Gas Co. (MOXY)  and  FSC  merged  and
   became wholly-owned subsidiaries of a newly formed holding company,  MMR
   (MMR  Merger). MOXY stockholders received 0.2 MMR shares for each common
   share  of MOXY held at the time of the MMR Merger which resulted in  PLP
   owning  0.8 million shares, or approximately six percent, of outstanding
   MMR  common  stock.  Subsequently, in the second quarter  of  1999,  PLP
   sold  its  entire investment in MMR stock. In connection with the  sale,
   PLP  received  proceeds of $12.8 million and recorded  a  loss  of  $0.7
   million.

3. DISTRIBUTIONS

   IMC-Agrico  makes cash distributions to each partner based  on  formulas
   and  sharing  ratios as defined in the Partnership Agreement.   For  the
   year  ended  December 31, 1999, the total amount of cash  generated  for
   distribution  by IMC-Agrico was $171.2 million, of which  $56.8  million
   was  distributed  to  PLP  during the year and  $14.0  million  will  be
   distributed to PLP in 2000.  PLP's distributable cash is shared  ratably
   by  PLP's  public unitholders and IMC, except that IMC will be  entitled
   to  receive  unpaid  cash distributions from previous  quarters  ($431.3
   million  unpaid as of December 31, 1999) from one-half of the  quarterly
   distributable cash after the payment of $0.60 cents per unit to all  PLP
   unitholders.

4. RESTRUCTURING AND OTHER CHARGES

   1999 Restructuring Plan
   During  the fourth quarter of 1999, PLP announced and began implementing
   the  Rightsizing Program which was designed to simplify and focus  PLP's
   core  businesses.   The key components of the Rightsizing  Program  are:
   (i)  the  shutdown and permanent closure of the Nichols and Payne  Creek
   facilities  of  IMC-Agrico resulting from an optimization  program  that
   will  reduce  rock  and  concentrate  production  costs  through  higher
   utilization  rates  at the lowest-cost facilities;  and  (ii)  headcount
   reductions.   In conjunction with the Rightsizing Program, PLP  recorded
   a  special  charge of $52.3 million, or $0.51 per unit,  in  the  fourth
   quarter of 1999.

   The  Rightsizing  Program  (shown below  in  tabular  format)  primarily
   related to the following:

   Asset Impairments
   The  Rightsizing  Program included the disposal of property,  plant  and
   equipment,  as  well  as the write-down to fair value  of  assets  as  a
   result  of  the  decision  to close certain  facilities.   In  order  to
   determine the write-down of assets affected by the Rightsizing  Program,
   and  in  accordance with SFAS No. 121, PLP performed  an  assessment  of
   future  cash  flows  and,  accordingly, adjusted  the  assets  to  their
   appropriate fair values.

   The  majority  of  the impairment occurred at PLP's  Florida  production
   facilities  where  property, plant and equipment  was  written  down  by
   approximately  $16.1 million to reflect fair value.  The phosphate  mine
   and  plant closures resulted from a facilities optimization program that
   will  reduce  rock  and  concentrate  production  costs  through  higher
   utilization  rates  at the lowest-cost facilities.   The  write-down  of
   impaired   assets   primarily  consisted  of  certain   facilities   and
   associated production equipment.

   Non-Employee Exit Costs
   As  a result of the decision to permanently close certain PLP facilities
   described  above,  PLP recorded a charge of $18.7  million  for  closure
   costs.   The  closure  costs included approximately  $16.8  million  for
   incremental environmental land reclamation of the surrounding  mined-out
   areas  with  the  remainder  for  demolition  costs.   PLP  expects  the
   demolition  and  closure activities to be essentially completed  by  the
   end  of  2005.   Other  various non-employee  exit  costs  totaled  $0.5
   million.

   Employee Headcount Reductions
   As   part   of  the  Rightsizing  Program,  headcount  reductions   were
   implemented  throughout IMC-Agrico.  The majority  of  these  reductions
   were  a  result of the closing and/or exiting of production  operations,
   as  discussed  above.   Certain involuntary eliminations  of  positions,
   which  were  communicated prior to December 31, 1999, were necessary  in
   order to achieve desired staffing levels. A total of 533 employees  were
   terminated  and  had  left IMC-Agrico by the end of December  31,  1999.
   PLP recorded a charge of $6.4 million for severance benefits related  to
   these  employee  headcount reductions. Virtually all severance  payments
   will be disbursed subsequent to December 31, 1999.

   As   a   result  of  the  employee  terminations  necessitated  by   the
   Rightsizing  Program,  settlement, curtailment and  special  termination
   charges  of $3.9 million were recorded in accordance with SFAS  No.  88,
   "Employers'  Accounting  for  Settlements and  Curtailments  of  Defined
   Benefit  Pension  Plans  and  for Termination  Benefits."   The  related
   liabilities  have been classified in Other noncurrent liabilities.   See
   Note 8, "Pensions and Other Postretirement Benefits."

   Inventories and Spare Parts of Exited Facilities
   The  Rightsizing  Program  included  a  major  reduction  in  production
   assets.   This reduction was accomplished through the permanent shutdown
   of  two phosphate facilities.  Given the reduction in facilities and the
   resulting  decrease  in  production, historical levels  of  spare  parts
   inventory  that had been maintained at these facilities were  no  longer
   necessary  or  warranted.   Therefore, PLP recorded  a  charge  of  $5.1
   million  for the write-down of excess spare parts inventory  which  will
   be disposed.

   PLP  recorded  charges  of  approximately $1.6  million  to  reduce  the
   carrying  value of finished goods inventories on-hand to net  realizable
   value  at  December  31,  1999, as a result of the  facilities  closures
   discussed above.

   Details of the restructuring charges were as follows:

   <TABLE>
   <CAPTION>

                                       1999                         Remaining
                                  Restructuring                     Accrual at
                                     Charges     Cash Paid Non-Cash  12/31/99
                                  -------------  --------- -------- ----------
     <S>                             <C>           <C>      <C>       <C>
     Asset impairments:
     Facilities closed prior to
      December 31, 1999              $ 16.1        $   -    $ 16.1    $    -

     Non-employee exit costs:
     Demolition and closure costs      18.7          0.2         -      18.5
     Other                              0.5            -         -       0.5

     Employee headcount reductions:
     Severance benefits                 6.4          0.2         -       6.2
     Settlement, curtailment and
      special termination benefits      3.9            -       3.9         -

     Inventories and spare parts of exited businesses:
     Spare parts inventories            5.1            -       5.1         -
     Finished goods inventories         1.6            -       1.6         -
                                     ------       ------    ------    ------
     Total                           $ 52.3       $  0.4    $ 26.7    $ 25.2
                                     ======       ======    ======    ======
   </TABLE>

   All restructuring charges have been recorded as a separate line item  on
   the  Statement  of Operations, except for the finished  goods  inventory
   write-down of $1.6 million which was recorded in Cost of goods sold.

   1998 Restructuring Charge
   During the fourth quarter of 1998, PLP developed and began execution  of
   Project   Profit.    Project  Profit  was  comprised   of   four   major
   initiatives:  (i)  the  combination of certain activities  within  IMC's
   potash  and  phosphate business units in an effort  to  realize  certain
   operating  and  staff  function synergies;  (ii)  restructuring  of  the
   phosphate      rock      mining      and     concentrated      phosphate
   production/distribution operations and processes in an effort to  reduce
   costs;  (iii)  simplification  of  the current  business  activities  by
   eliminating  businesses not deemed part of PLP's core competencies;  and
   (iv)   reduction  of  operational  and  administrative  headcount.    In
   conjunction with Project Profit, PLP recorded a special charge of  $61.8
   million, or $0.60 per unit, in the fourth quarter of 1998.

   Project Profit (shown below in tabular format) primarily related to  the
   following:

   Asset impairments
   Project  Profit  included the removal of property, plant and  equipment,
   as  well  as  the  write-down to fair value  of  those  assets  rendered
   unusable  due to the decision to close certain facilities and  forgo  or
   abandon  certain mineral properties.  In order to determine  the  write-
   down  of assets affected by Project Profit, and in accordance with  SFAS
   No.  121,  PLP  performed  an  assessment  of  future  cash  flows  and,
   accordingly, adjusted the assets to their appropriate fair values.

   The  majority  of  the impairment occurred at PLP's  Florida  production
   facilities  where  property, plant and equipment  was  written  down  by
   approximately  $20.3  million  to  fair  value.  PLP  developed  a   new
   strategic  mine  plan  (Mine  Plan) which identified  asset  reductions,
   lower  operating  costs  and optimal phosphate rock  management  as  key
   drivers  in the restructuring of operations.  The write-down of impaired
   assets  in  connection  with  the  Mine  Plan  primarily  consisted   of
   facilities,  production equipment, operating supplies, land and  mineral
   reserves.

   The  $20.3  million  in asset impairment charges included  $5.5  million
   pertaining   to  assets  which  were  utilized  until  their  respective
   disposal  dates, primarily within the first nine months  of  1999.   The
   estimated  fair value of these assets, which was depreciated over  their
   respective  remaining periods of service, reflected estimated  operating
   net  cash  flows  until disposition.  As of December 31,  1999,  all  of
   these assets have been sold or abandoned.

   Non-employee exit costs
   In  accordance  with  the  objective  of  the  Mine  Plan,  to  optimize
   phosphate  rock management, PLP decided to permanently close a high-cost
   phosphate  rock  mine.  As  a result of this decision,  PLP  recorded  a
   charge  of  $7.6 million for the demolition and other incremental  costs
   of  closure of the mine.  The closure costs included approximately  $6.4
   million   for   incremental  environmental  land  reclamation   of   the
   surrounding mined-out areas. The demolition and closure activities  were
   still  in  process  at  the end of 1999 with an estimate  of  completion
   during 2001.

   PLP  also  decided to close certain production operations in  connection
   with  Project  Profit, principally the uranium and  urea  operations  of
   PLP.   This decision was based on an analysis of the future outlook  for
   these  products,  taking into consideration whether the operations  were
   part  of PLP's core businesses.  These operations were determined to  be
   non-core  businesses  and  PLP recorded charges  of  approximately  $5.3
   million  for  demolition and/or closure, including environmental  costs,
   of  the  uranium  and  urea  production  facilities.   PLP  expects  the
   demolition and closure activities to be completed by the end of 2000.

   In  connection  with  Project  Profit, PLP decided  to  discontinue  its
   transportation of ammonia from Louisiana to its phosphate operations  in
   Florida.   This  decision was based on current market  conditions  which
   secured  the availability of ammonia to PLP and which made the high-cost
   transportation of ammonia from Louisiana to Florida unnecessary.   As  a
   result, PLP recorded a charge of $5.5 million for the net present  value
   of  costs  associated with permanently idling leased equipment  used  in
   the  transportation of ammonia from Louisiana. Other various exit  costs
   totaled $2.7 million.

   Employee headcount reductions
   As  part of Project Profit, IMC-Agrico implemented headcount reductions.
   Certain  of these reductions were a result of the closing and/or exiting
   of  production  operations, as discussed above. To facilitate  headcount
   reductions,  IMC-Agrico  offered  a  voluntary  retirement  program  for
   eligible  employees.  In addition, certain involuntary  eliminations  of
   positions,  which  were communicated prior to December  31,  1998,  were
   necessary in order to achieve desired staffing levels.  A total  of  168
   employees  accepted the voluntary retirement plan by December 31,  1998,
   with  106  of those employees having left as of that date.  At  December
   31,   1999,   no   voluntarily   severed   employees   were   remaining.
   Additionally,  a  total  of 396 employees were involuntarily  terminated
   and  left  PLP by the end of February 1999.  PLP recorded  a  charge  of
   $6.0   million  for  severance  benefits  related  to  these   headcount
   reductions.   Virtually all severance payments were disbursed  prior  to
   December  31,  1999 with the remaining payments to be  disbursed  during
   the first quarter of 2000.

   As  a  result  of  the  employee terminations  necessitated  by  Project
   Profit, settlement, curtailment and special termination charges of  $3.6
   million  were  recorded in accordance with SFAS  No.  88.   The  related
   liabilities were classified in Other noncurrent liabilities.   See  Note
   8, "Pensions and Other Postretirement Benefits."

   Inventories and spare parts of exited businesses
   PLP  recorded  charges  of  approximately $7.2  million  to  reduce  the
   carrying  value of finished goods inventories on-hand to net  realizable
   value  at December 31, 1998, as a result of the decision to exit certain
   businesses.

   Project  Profit  included a major reduction in production  assets.   The
   reduction  was  accomplished through the permanent shut-down  of  select
   mining  facilities  as  well  as a cut-back in  concentrate  facilities.
   Given  the  reduction  in  facilities  and  the  resulting  decrease  in
   production,  historical levels of spare parts inventory  that  had  been
   maintained  by  PLP  were no longer necessary or warranted.   Therefore,
   PLP  recorded a charge of $3.6 million for the write-off of spare  parts
   inventory.

   Activity related to accruals for Project Profit in 1999 was as follows:
   <TABLE>
   <CAPTION>

                                        Accrual at               Accrual at
                                       Jan. 1, 1999  Cash Paid  Dec. 31, 1999
                                       ------------  ---------  -------------
     <S>                                 <C>          <C>          <C>
     Non-employee exit costs:
     Demolition and closure costs        $  12.9     $   2.7      $  10.2
     Idled leased transportation
      equipment                              5.5         1.8          3.7
     Other                                   1.9         1.3          0.6

     Employee headcount reductions:
     Severance benefits                      5.9         5.8          0.1
                                         -------     -------      -------
     Total                               $  26.2     $  11.6      $  14.6
                                         =======     =======      =======

   </TABLE>

   All  restructuring charges were recorded as a separate line item on  the
   1998  Statement  of Operations, except for the finished goods  inventory
   write-down of $7.2 million which was recorded in Cost of goods sold.

   Other Charges
   During  the  fourth  quarter  of  1999,  and  in  connection  with   the
   Rightsizing  Program, PLP undertook a detailed review of its  accounting
   records  and valuation of various assets and liabilities.  As a  result,
   PLP  recorded  a  special charge of $3.1 million,  or  $0.03  per  unit,
   related  to asset write-offs. The entire charge was included in Cost  of
   goods sold.

   1997 Sulphur Assets Write-Down
   As  a  result of a review of its sulphur assets at September  30,  1997,
   PLP  concluded  that the carrying value of its Main  Pass  sulphur  mine
   assets  exceeded the undiscounted estimated future net cash flows,  such
   that  an  impairment  write-down  of $375.5  million  was  required.   A
   similar  analysis of the Culberson, Texas sulphur mine assets, based  on
   a  reassessment  of  recoverable reserves  utilizing  recent  production
   history,  also  indicated an impairment write-down of $9.0  million  was
   required.

5. DISCONTINUED OPERATIONS

   In the fourth quarter of 1999, PLP decided to discontinue its oil and gas
   business  which primarily consisted of its interests in the  Exploration
   Program.   PLP sold its interest in the Exploration Program for proceeds
   of  $32.0  million. A loss on disposal of $22.4 million was recorded  in
   the  fourth  quarter  of  1999.  The Statement of  Operations  has  been
   restated to report the operating results of the oil and gas business  as
   discontinued  operations in accordance with Accounting Principles  Board
   Opinion  No.  30, "Reporting the Results of Operations."  For  1999  and
   1998,  the  revenues from oil and gas operations were $7.0  million  and
   $1.3  million, respectively.  The exploration and development costs were
   accounted for using the successful efforts method of accounting.

6. DETAIL OF CERTAIN BALANCE SHEET ACCOUNTS

<TABLE>
<CAPTION>

  Receivables:
                                            1999       1998
                                            ----       ----
     <S>                                  <C>        <C>
     Trade                                $   22.4    $   57.7
     Non-trade                                 3.5         8.7
                                              25.9        66.4
     Less: Allowances                          2.1         1.4
                                          --------    --------
     Receivables, net                     $   23.8    $   65.0
                                          ========    ========

  The  carrying  value of accounts receivable was equal  to  the  estimated
  fair value of such assets due to their short maturity.

  Inventories:
                                            1999        1998
                                            ----        ----

     Products (principally finished)      $   74.1    $  100.2
     Operating materials and supplies         19.7        24.4
                                          --------    --------
                                              93.8       124.6
     Less: Inventories allowances              1.4         2.4
                                          --------    --------
     Inventories, net                     $   92.4    $  122.2
                                          ========    ========

  Property, plant and equipment:
                                            1999        1998
                                            ----        ----

    Land                                  $   27.5    $   25.7
    Mineral properties and rights            180.7       227.9
    Buildings                                 63.4        76.4
    Machinery and equipment                  636.9       652.6
    Construction in progress                  39.4        19.8
                                          --------    --------
                                             947.9     1,002.4
    Accumulated depreciation, depletion
    and amortization                        (513.9)     (524.9)
                                          --------    --------
    Property, plant and equipment, net    $  434.0    $  477.5
                                          ========    ========

  As   of   December  31,  1999,  idle  facilities  of  PLP  included   two
  concentrated  phosphate  plants, which  will  remain  closed  subject  to
  improved  market conditions.  PLP's share of the net book value of  these
  facilities totaled $23.7 million. In the opinion of management,  the  net
  book  value  of PLP's idle facilities is not in excess of net  realizable
  value.

  Accounts payable and accrued liabilities:
                                            1999        1998
                                            ----        ----

   Accounts payable                       $   51.2    $   21.6
   Restructuring                              26.7        12.2
   Interest                                    4.7         4.4
   Taxes other than income taxes               4.2         5.6
   Other                                       2.3        15.7
                                          --------    --------
   Accounts payable and accrued
    liabilities                           $   89.1    $   59.5
                                          ========    ========

  Other noncurrent liabilities:
                                            1999        1998
                                            ----        ----

   Employee and retiree benefits          $  141.3    $  131.0
   Environmental                              41.5        37.9
   Restructuring                              13.1        14.0
   Other                                       6.9        75.1
                                          --------    --------
   Other noncurrent liabilities           $  202.8    $  258.0
                                          ========    ========

</TABLE>

7.FINANCING ARRANGEMENTS

  Long-term debt as of December 31 consisted of the following:

  <TABLE>
  <CAPTION>

                                            1999       1998
                                            ----       ----

 <S>                                       <C>        <C>
 Notes payable to IMC                      $300.7     $305.5
 7.0% Senior notes due 2008                 150.0      150.0
 8.75% Senior subordinated notes due 2004     5.7        5.7
 7.7% Industrial revenue bonds, due 2022     11.2       11.2
 IMC-Agrico debt                             79.7       88.9
                                           ------     ------
                                            547.3      561.3
 Less: Current maturities                     4.3        4.4
                                           ------     ------
   Total long-term debt, less current
    maturities                             $543.0     $556.9
                                           ======     ======

</TABLE>

   In  connection  with  the  FTX Merger, PLP  entered  into  two  separate
   agreements  with  IMC  (IMC Agreements).  One agreement  is  a  variable
   rate,  based on LIBOR, 6.125% as of December 31, 1999, plus one percent,
   demand  note for up to $200.0 million, while the other agreement  is  an
   8.75  percent demand note for up to $150.0 million.  Interest under  the
   IMC  Agreements is payable quarterly.  IMC has no present  intention  of
   demanding  payment  on the IMC Agreements, therefore  these  notes  have
   been classified as long-term.

   In  June  and  August  1998, PLP, through its  interest  in  IMC-Agrico,
   entered  into two promissory notes payable to IMC for borrowings  up  to
   $27.0  million  (Note  Payable)  and $21.7  million  (Promissory  Note),
   respectively.  The Note Payable bears interest primarily  based  on  the
   LIBOR rate. The Promissory Note bears a fixed rate of 6.75 percent  with
   quarterly principal payments through December 2003.

   On  December  31,  1999,  the estimated fair  value  of  long-term  debt
   described  above was approximately $15.0 million less than the  carrying
   amount  of such debt.  The fair value was calculated in accordance  with
   the  requirements of SFAS No. 107, "Disclosures About the Fair Value  of
   Financial  Instruments,"  and was estimated by  discounting  the  future
   cash  flows  using rates currently available to PLP for debt instruments
   with similar terms and remaining maturities.

   Scheduled maturities, excluding the IMC Agreements, are as follows:

                        2000            $    4.3
                        2001            $    4.4
                        2002            $    4.2
                        2003            $    3.9
                        2004            $    5.7
                        Thereafter      $  224.1

8. PENSIONS AND OTHER POSTRETIREMENT BENEFITS

   Substantially  all individuals who perform services for  IMC-Agrico  are
   employed  by MP Co.  This includes former employees of PLP and  IMC  who
   were transferred to MP Co. when IMC-Agrico was formed.  As a result,  on
   July  1, 1993, MP Co. established non-contributory pension plans (Plans)
   that  cover substantially all of its employees who perform services  for
   IMC-Agrico.   Benefits are based on a combination of  years  of  service
   and   compensation   levels,  depending   on   the   plan.    Generally,
   contributions   to   the  Plans  are  made  to  meet   minimum   funding
   requirements  of the Employee Retirement Income Security  Act  of  1974.
   The  expense  related to such Plans is charged by MP Co. to  IMC-Agrico.
   Certain employees whose pension benefits exceeded Internal Revenue  Code
   limitations   are  covered  by  supplementary  non-qualified,   unfunded
   pension  plans.  The Plans' assets consist mainly of managed equity  and
   fixed income security accounts.

   During  1997,  MP  Co. employees and certain IMC employees  who  provide
   services to IMC-Agrico and PLP, were given the option to remain  in  the
   current   pension   plan  or  transfer  to  a  newly   created   defined
   contribution  plan, effective January 1, 1998.  As a result,  under  the
   provisions  of  SFAS  No. 88, PLP recognized a $4.4 million  curtailment
   loss for the year ended December 31, 1997.

   PLP  provides  certain  health care benefit plans  for  certain  retired
   employees.   Prior  to  the  FTX Merger, FTX  and  FM  Services  Company
   provided  these  benefits for retired employees.  MP Co.  also  provides
   certain health care benefit plans for retired employees.  Certain  plans
   are  contributory  whereas certain other plans are non-contributory  and
   contain  certain  other cost sharing features such  as  deductibles  and
   coinsurance.  The plans are unfunded. Employees are not vested and  such
   benefits  are  subject  to  change.  For  those  employees  who  provide
   services  to  IMC-Agrico but were included in health care benefit  plans
   of  IMC,  the cost of providing such benefits is charged by  IMC  to  MP
   Co., and in turn, to IMC-Agrico.

   Certain  IMC  employees  also provide services to  IMC-Agrico  and  PLP.
   Until  January  1,  1999,  such employees were covered  by  pension  and
   postretirement health care benefit plans sponsored by IMC. The  cost  of
   providing  such  services, as well as the related pension  expense,  was
   charged  to  MP Co. and, in turn, to IMC-Agrico.  Effective  January  1,
   1999,  these employees are covered by pension and postretirement  health
   care  benefit  plans sponsored by MP Co. PLP's share of pension  expense
   for  such employees totaled $2.3 million for 1999 of which $0.7  million
   represents  curtailment and settlement loss; $2.3 million  for  1998  of
   which $0.7 million represents curtailment and settlement loss; and  $4.3
   million for 1997 of which $2.3 million represents a curtailment loss.

   The  following  table sets forth pension and postretirement  obligations
   for  defined benefit plans, plan assets and benefit cost as of  and  for
   the years ended December 31 based on a September 30 measurement date:

   <TABLE>
   <CAPTION>
                                          Pension Plans     Other Benefits
                                          --------------    --------------
                                          1999      1998     1999     1998
                                          ----      ----     ----     ----
   <S>                                  <C>       <C>     <C>      <C>
   Change in benefit obligation
   Benefit obligation as of January 1   $  35.4   $  40.4 $  66.4  $  63.9
   Service cost                             2.9       1.9     0.6      0.6
   Interest cost                            4.3       2.3     5.8      3.4
   Plan amendment                             -       1.1       -        -
   Effect of settlements                   (2.5)     (2.9)      -        -
   Actuarial (gain) loss                   (4.7)      3.8    (2.8)     8.5
   Benefits paid                           (1.3)    (10.4)   (5.7)    (5.4)
   Liability transfer                      27.1         -     2.8        -
   Other                                    1.0         -     1.8     (4.6)
   Curtailments                            (4.6)    (0.8)       -        -
                                        -------   ------- -------  -------
   Benefit obligation as of December 31 $  57.6   $  35.4 $  68.9  $  66.4
                                        =======   ======= =======  =======
   Change in plan assets
   Fair value as of January 1           $  15.3   $  15.9 $     -  $     -
   Actual return                            3.8       0.9       -        -
   Partnership contribution                 2.7      13.4     5.7      5.4
   Effect of settlements                   (3.6)     (5.2)      -        -
   Asset transfer                          23.0       0.7       -        -
   Benefits paid                           (1.3)    (10.4)   (5.7)    (5.4)
                                        -------   ------- -------  -------
   Fair value as of December 31         $  39.9   $  15.3 $     -  $     -
                                        =======   ======= =======  =======
   Funded status of the plan            $ (17.7) $ (20.1) $ (68.9)  $ (66.4)
   Unrecognized net (gain) loss            (0.1)     6.5    (50.8)   (47.9)
   Unrecognized transition asset           (0.1)       -     (0.6)    (0.7)
   Unrecognized prior service cost          5.2      4.2     (1.0)     0.1
                                        -------  -------  -------   -------
   Accrued benefit cost                 $ (12.7) $  (9.4) $(121.3)  $(114.9)
                                        =======  =======  =======   =======
   Amounts  recognized in  the  balance sheet
   Prepaid benefit cost                 $   1.6   $   0.6 $     -  $     -
   Accrued benefit liability              (14.3)    (13.0) (121.3)  (114.9)
   Intangible asset                           -       3.0       -        -
                                        -------   ------- -------  -------
   Total recognized                     $ (12.7)  $ (9.4) $(121.3) $(114.9)
                                        =======   ======= =======  =======

   The  curtailment  and settlement amounts included in  the  tables  above
   were  primarily recorded as part of the Rightsizing Program in 1999  and
   Project Profit in 1998.  See Note 4, "Restructuring and Other Charges."

   Actuarial assumptions
   Discount rate                           7.8%      7.0%     7.8%    7.0%
   Expected return on plan assets          9.5%      8.8%       -       -
   Rate of compensation increase           5.0%      5.0%       -       -

</TABLE>

   For  measurement purposes, a 6.8 percent annual rate of increase in  the
   per  capita cost of covered pre-65 health care benefits was assumed  for
   1999  decreasing gradually to 4.7 percent in 2004 and thereafter; and  a
   7.1  percent annual rate of increase in the per capita cost  of  covered
   post-65  health care benefits was assumed for 1999 decreasing  gradually
   to 5.0 percent in 2004 and thereafter.

   Amounts  applicable  to  the  pension  plans  with  accumulated  benefit
   obligations in excess of plan assets are as follows:

   <TABLE>
   <CAPTION>

                                                    1999      1998
                                                    ----      ----
        <S>                                       <C>        <C>
        Projected benefit obligation              $  57.6    $  24.7
        Accumulated benefit obligation            $  43.0    $  18.5
        Fair value of plan assets                 $  39.9    $  10.7

   </TABLE>

   The components of net pension and other benefits expense were:

   <TABLE>
   <CAPTION>
                                   Pension Benefits     Other Benefits
                                 -------------------  -------------------
                                  1999   1998   1997   1999   1998   1997
                                  ----   ----   ----   ----   ----   ----
   <S>                           <C>     <C>   <C>    <C>    <C>    <C>
  Service cost for benefits
   earned during the year       $ 2.9   $ 1.9  $ 2.5  $ 0.6  $ 0.6  $ 1.2
  Interest cost on projected
   benefit obligation             4.3     2.3    1.4    5.8    3.4    4.0
  Return on plan assets          (3.3)   (1.4)  (0.6)     -      -      -
  Net amortization and deferral   1.4     0.5    0.7      -      -      -
  Curtailments and settlements    2.2     2.0    2.2    1.8      -      -
                                -----   -----  -----   ----- -----  -----
  Net pension and other
   benefits expense             $ 7.5   $ 5.3  $ 6.2   $ 8.2 $ 4.0  $ 5.2
                                =====   =====  =====   ===== =====  =====
</TABLE>

   The  assumed health care cost trend rate has a significant effect on the
   amounts  reported.  A one-percentage-point change in the assumed  health
   care cost trend rate would have the following effects:

   <TABLE>
   <CAPTION>

                                       One Percentage  One Percentage
                                       Point Increase  Point Decrease
                                       --------------  --------------
  <S>                                      <C>            <C>
  Effect on total service and interest
   cost components                         $  0.4         $  (0.3)
  Effect on postretirement benefit
   obligation                              $  0.9         $  (0.9)

</TABLE>

   MP  Co.  has  defined contribution and pre-tax savings plans (MP  Plans)
   for  certain of its employees.  The expense related to such MP Plans  is
   charged  by  MP  Co.  to IMC-Agrico. PLP's expense  for  such  MP  Plans
   totaled $2.5 million, $2.9 million and $1.6 million for the years  ended
   December 31, 1999, 1998 and 1997.

   In  addition, MP Co. provides benefits such as workers' compensation and
   disability to certain former or inactive employees after employment  but
   before  retirement.  The plans are unfunded. Employees  are  not  vested
   and the plan benefits are subject to change.

9. COMMITMENTS AND CONTINGENCIES

   PLP   purchases  natural  gas  and  ammonia  from  third  parties  under
   contracts extending in some cases, for multiple years.  Purchases  under
   these  contracts are generally based on prevailing market prices.  These
   contracts  generally  range from one to three years.   PLP  has  entered
   into  a  third-party sulphur purchase commitment, the term of  which  is
   indefinite.  Therefore, the dollar value of the sulphur commitments  has
   been excluded from the schedule below after the year 2004.

   PLP   leases  various  types  of  properties,  including  buildings  and
   structures,  railcars and various types of equipment  through  operating
   leases.   Lease terms generally range from three to five years, although
   some have longer terms.

   Summarized  below  is  a  schedule  of PLP's  future  minimum  long-term
   purchase  commitments and lease payments under non-cancelable  operating
   leases as of December 31, 1999:

   <TABLE>
   <CAPTION>

                                       Purchase        Lease
                                      Commitments   Commitments
                                      -----------   ------------
              <S>                      <C>           <C>
              2000                     $  116.7      $    6.2
              2001                         59.5           5.6
              2002                         59.5           4.1
              2003                         59.5           2.6
              2004                         59.5           1.3
              Subsequent years              5.1           2.0
                                       --------       -------
                                       $  359.8       $  21.8
                                       ========       =======

</TABLE>

   PLP's  rental  expense for 1999, 1998 and 1997 was $9.2  million,  $11.3
   million and $9.5 million, respectively.

   PLP  also  sells phosphate rock and concentrated phosphates to customers
   and  IMC  under  contracts extending in some cases for  multiple  years.
   Sales  under  these contracts, except for certain phosphate  rock  sales
   which are at prices based on PLP's cost of production, are generally  at
   prevailing market prices.

   In   November   1998,  Phosphate  Chemicals  Export  Association,   Inc.
   (PhosChem),  of  which  IMC-Agrico  is  a  member,  reached  a  two-year
   agreement  through  the year 2000 to supply DAP to  the  China  National
   Chemicals  Import  and  Export Corporation (Sinochem).   This  agreement
   provides  Sinochem  with an option to extend the agreement  to  December
   31,  2002.   Sinochem is a state company with government  authority  for
   the  import  of  fertilizers into China.  Under  the  contract's  terms,
   Sinochem will receive monthly shipments at prices reflecting the  market
   at the time of shipment.

   In  November 1999, IMC-Agrico amended its phosphate rock sales agreement
   with  U.S.  Agri-Chemicals Corp., a wholly owned subsidiary of Sinochem.
   The new agreement provides for the sale of phosphate rock until 2024.

   FTX Merger Litigation
   In  August  1997,  five identical class action lawsuits  were  filed  in
   Court  by  unitholders of PLP.  Each case named the same defendants  and
   broadly alleged that FTX and FMRP had breached fiduciary duties owed  to
   the  public  unitholders  of PLP.  IMC was alleged  to  have  aided  and
   abetted  these breaches of fiduciary duty. In November 1997, an  amended
   class  action  complaint  was filed with  respect  to  all  cases.   The
   amended  complaint named the same defendants and raised the  same  broad
   allegations.   The  defendants moved the Court to  dismiss  the  amended
   complaint in November 1998, and the cases were dismissed in May 1999.

   In  May  1998, the Plaintiffs filed the IMC Action in Court against  the
   Director   Defendants,  and  MMR,  a  former  affiliate  of  FTX.    The
   Plaintiffs  alleged that the Director Defendants, as  the  directors  of
   PLP's former General Partner FTX, owed duties of loyalty to PLP and  its
   limited  partnership unitholders.  The Plaintiffs further  alleged  that
   the  Director Defendants breached their duties by causing PLP  to  enter
   into  a  series of interrelated non-arm's-length transactions with  MMR.
   The  Plaintiffs  also alleged that MMR knowingly aided and  abetted  and
   conspired  with  the  Director  Defendants  to  breach  their  fiduciary
   duties.  On behalf of the PLP public unitholders, the Plaintiffs  sought
   to  reform or rescind the contracts that PLP entered into with  MMR  and
   to  recoup  the  monies expended as a result of PLP's  participation  in
   those  agreements.  On  November  10,  1999,  the  Plaintiffs  and   MMR
   announced  a settlement of the IMC Action pursuant to which  MMR  agreed
   to  purchase  PLP's  47.0 percent interest in the  Exploration  Program,
   which  includes three producing oil and gas fields plus an inventory  of
   exploration prospects and leases, for a total of $32.0 million.

   In  May  1998,  Jacob Gottlieb filed the Gottlieb Action  on  behalf  of
   himself  and  all other PLP unitholders against the Director Defendants,
   MMR  and  IMC  asserting the same claims that IMC asserted  in  the  IMC
   Action.  Because IMC and PLP had already asserted these claims, in  July
   1998  IMC filed a motion to dismiss the Gottlieb Action.  The Court  has
   not  set  a  briefing  schedule for IMC's motion  to  dismiss,  and  the
   plaintiff has made no substantial activity in this case within the  past
   year.   IMC  and  PLP  have  recently been advised  that  the  plaintiff
   intends to withdraw the complaint without prejudice.

   Pine Level Property Reserves
   In  October  1996,  PLP signed an agreement with Consolidated  Minerals,
   Inc.  (CMI)  for  the purchase of real property, Pine Level,  containing
   approximately  100.0  million  tons  of  phosphate  rock  reserves.   In
   connection   with   the  purchase,  PLP  has  agreed   to   obtain   all
   environmental,  regulatory  and related permits  necessary  to  commence
   mining on the property.

   Within  five  years from the date of this agreement, PLP is required  to
   provide  notice  to CMI regarding one of the following: (i)  whether  it
   has  obtained the permits necessary to commence mining any part  of  the
   property; (ii) whether it wishes to extend the permitting period for  an
   additional  three years (Extension Option); or (iii) whether  it  wishes
   to  decline to extend the permitting period.  When the permits necessary
   to  commence mining the property have been obtained, PLP is obligated to
   pay  CMI  its  share of an initial royalty payment (Initial Royalty)  of
   $28.9  million.  In addition to the Initial Royalty, PLP is required  to
   pay  CMI  a mining royalty on phosphate rock mined from the property  to
   the extent the permits are obtained.

   PLP  anticipates  submitting permit applications by  mid-2001.   In  the
   event  that the permits are not obtained by October 2001, PLP  presently
   intends  to  exercise the Extension Option, at a cost  to  PLP  of  $3.0
   million  (Extension Fee).  This Extension Fee would  be  applied  toward
   the Initial Royalty.

   Environmental Matters
   PLP's  contingent  environmental liability arises  from  three  sources:
   facilities   currently   or   formerly  owned by PLP  or  its  corporate
   predecessors;   facilities  adjacent  to  currently  or  formerly  owned
   facilities; and third-party Superfund sites.

   At  facilities  currently  or formerly owned by  PLP  or  its  corporate
   predecessors,  the  historical use and handling  of  regulated  chemical
   substances,   crop  and  animal  nutrients  and  additives,  or  process
   tailings,  have  resulted  in   soil   and   groundwater  contamination.
   Spills  or  other  unintended   releases  of  regulated  substances have
   occurred  previously  at  these   facilities,   and   potentially  could
   occur  in  the  future,   possibly   requiring  PLP to undertake or fund
   cleanup efforts.  At  some  locations,   PLP  has  agreed,  pursuant  to
   consent   orders   with  the   appropriate   governmental  agencies,  to
   undertake certain investigations, which  currently   are in progress, to
   determine   whether   remedial   action   may   be   required to address
   contamination.   At other locations, PLP has entered into consent orders
   with   appropriate   governmental  agencies to perform required remedial
   activities that  will address identified site conditions.

   In  a  limited number of cases, PLP's current or former operations  also
   allegedly  resulted in soil or groundwater contamination to  neighboring
   off-site  areas  or third-party facilities. In some instances,  PLP  has
   agreed,   pursuant  to  consent  orders  with  appropriate  governmental
   agencies,  to undertake investigations, which currently are in progress,
   to  determine  whether  remedial  action  may  be  required  to  address
   contamination.  Four plaintiffs filed a class action lawsuit,  Moore  et
   al.  vs.  Agrico  Chemical Company et al., which names  Agrico  Chemical
   Company, FTX, PLP and a number of unrelated defendants.  The suit  seeks
   unspecified   compensation   for  alleged   property   damage,   medical
   monitoring,  remediation of an alleged public health  hazard  and  other
   appropriate   damages  purportedly  arising  from   operation   of   the
   neighboring  fertilizer  and  crop  protection  chemical  facilities  in
   Lakeland, Florida.  Agrico Chemical Company owned the Landia portion  of
   these  facilities  for  approximately 18 months  during  the  mid-1970s.
   Because  the  litigation  is in  its  early  stages,  management  cannot
   determine the magnitude of any exposure to Agrico  Chemical  Company  or
   PLP;      however,  Agrico   Chemical   Company  and   PLP   intend   to
   vigorously contest this action and to seek any indemnification to  which
   it  may  be  entitled.  Concurrent with this  litigation,  the  EPA  has
   undertaken  on-site and off-site investigations of these  facilities  to
   determine  whether  any  remediation of existing  contamination  may  be
   necessary.  Pursuant  to  an   indemnification   agreement  with  Agrico
   Chemical  Company  and  PLP,   The   Williams   Companies  have  assumed
   responsibility  for  any  costs  that   Agrico  Chemical  Company  might
   incur for remediation as a result of  the EPA's actions.

   Superfund,  and  equivalent  state statutes,  impose  liability  without
   regard  to  fault  or to the legality of a party's conduct,  on  certain
   categories  of  persons that are considered to have contributed  to  the
   release of "hazardous substances" into the environment.  Currently,  PLP
   is  involved  or  concluding involvement at less than ten  Superfund  or
   equivalent state sites.

   PLP  believes  that, pursuant to several indemnification agreements,  it
   is  entitled  to  at  least  partial, and in  many  instances  complete,
   indemnification  for the costs that may be expended  by  PLP  to  remedy
   environmental  issues at certain facilities.  These  agreements  address
   issues   that  resulted  from  activities  occurring  prior   to   PLP's
   acquisition  of  facilities or businesses from parties including:  ARCO;
   Conoco;  The  Williams  Companies; Kerr-McGee Inc.;  and  certain  other
   private  parties.   PLP  has already received and anticipates  receiving
   amounts  pursuant to the indemnification agreements for certain  of  its
   expenses incurred to date as well as any future anticipated expenses.

   Other
   Most  of  PLP's  export sales of phosphate crop nutrients  are  marketed
   through  a  North American export association, PhosChem.  As  a  member,
   PLP  is,  subject  to  certain  conditions, contractually  obligated  to
   reimburse  the export association for its pro rata share of  any  losses
   or  other liabilities incurred.  There were no such operating losses  or
   other liabilities in 1999, 1998 and 1997.

   PLP  also  has  certain  other contingent liabilities  with  respect  to
   litigation,  claims and guarantees of debt obligations to third  parties
   arising  in the ordinary course of business.  PLP does not believe  that
   any  of these contingent liabilities will have a material adverse impact
   on PLP's financial position, results of operations or liquidity.

10.OPERATING SEGMENTS

   PLP  has one reportable segment, IMC-Agrico.  In 1997, PLP had a  second
   reportable segment, Sulphur, but this segment was spun off as  a  result
   of the FTX Merger.

   The  accounting policies of the segments are the same as those described
   in  the  summary  of  significant  accounting  policies.  PLP  evaluates
   performance based on operating earnings of the respective segments.

   The   Notes   to   Financial  Statements  include  detail   related   to
   discontinued  operations and special charges and should be  referred  to
   when viewing the segment information herein.

   Segment information for the years 1999, 1998 and 1997 was as followsa:
   <TABLE>
   <CAPTION>

                                                        1999
                                      --------------------------------------
                                      IMC-Agrico  Sulphur   Other(b)   Total
                                      ----------  -------   --------   -----
   <S>                                 <C>       <C>        <C>       <C>
   Net sales from external customers   $592.0     $    -     $    -   $592.0
   Gross margins(c)                     105.6          -       11.6    117.2
   Operating earnings(d)                 36.7          -        2.4     39.1
   Depreciation, depletion and
    amortization                         32.1          -      (11.6)    20.5
   Total assets                         704.1          -      (92.3)   611.8
   Capital expenditures                  40.9          -          -     40.9

                                                        1998
                                      --------------------------------------
                                      IMC-Agrico  Sulphur   Other(b)   Total
                                      ----------  -------   --------   -----
   Net sales from external customers    $687.1    $    -     $    -   $687.1
   Gross margins(e)                      160.2         -       11.6    171.8
   Operating earnings(f)                  87.1         -        3.6     90.7
   Depreciation, depletion and
    amortization                          36.6         -      (11.6)    25.0
   Total assets                          778.8         -      (59.0)   719.8
   Capital expenditures                   38.8         -          -     38.8

                                                        1997
                                      ---------------------------------------
                                      IMC-Agrico  Sulphur   Other(b)   Total
                                      ----------  -------   --------   -----
   Net sales from external customers    $683.8    $129.1     $ 29.6   $842.5
   Intersegment net sales                    -      47.5          -     47.5
   Gross marginsg                        142.1    (388.9)      39.3   (207.5)
   Operating earningsh                   121.5    (392.5)     (12.3)  (283.3)
   Depreciation, depletion and
    amortization                          54.0      21.8      (32.7)    43.1
   Total assets                          766.1         -     (100.6)   665.5
   Capital expenditures                   35.0       2.3        1.7     39.0

(a)  The  operating  results  of  the oil and gas  business,  including  the
     Exploration Program, have not been included in the segment information
     above as this business has been classified as discontinued operations.
     However, the oil and gas business' assets have been included  as  part
     of total assets in the Other column.
(b)  Segment  information below the quantitative thresholds are attributable
     PLP  corporate headquarters for each year and Main Pass  oil  and  gas
     activities   in  1997.   PLP  corporate  headquarters   includes   the
     elimination of intersegment transactions.
(c)  Includes special charges of $4.7 million.
(d)  Includes special charges of $55.4 million.
(e)  Includes special charges of $8.0 million.
(f)  Includes special charges of $62.6 million.
(g)  Includes a special charge of $384.5 million.
(h)  Includes special charges of $407.1 million.

</TABLE>

   Financial  information relating to PLP's operations by  geographic  area
   was as follows:

<TABLE>
<CAPTION>

                                       Net Sales(i)
                         --------------------------------------
                             1999         1998          1997
                             ----         ----          ----
           <S>               <C>        <C>           <C>
           United States   $ 291.4      $ 330.7       $ 485.9
           China             133.0        146.7         169.0
           Other             167.6        209.7         187.6
                           -------      -------       -------
           Consolidated    $ 592.0      $ 687.1       $ 842.5
                           =======      =======       =======

(i) Net sales are attributed to countries based on location of customer.

</TABLE>

<TABLE>
                QUARTERLY FINANCIAL INFORMATION (UNAUDITED)
              (Dollars in millions, except per unit amounts)
<CAPTION>
                                                    Quarter
                                   ------------------------------------------
                                    First    Second   Third  Fourth(b)  Year(b)
                                    -----    ------   -----  ---------  -------
  <S>                             <C>       <C>      <C>      <C>      <C>
  1999(a)
  Net sales                        $ 165.8  $ 170.6  $ 134.8  $ 120.8  $ 592.0
  Gross margins                       42.7     39.7     23.7     11.1    117.2
  Operating income (loss)             35.2     33.0     16.9    (46.0)    39.1

  Earnings (loss) from continuing
   operations                         27.8     23.4      7.6    (52.5)     6.3
  Total earnings (loss) from
   discontinued operations            (0.4)     0.8     (3.1)   (24.7)   (27.4)
  Cumulative effect of a change in
   accounting principle               (2.6)       -        -        -     (2.6)
                                   -------  -------  -------  -------  -------
  Earnings (loss)                  $  24.8  $  24.2  $   4.5  $ (77.2) $ (23.7)
                                   =======  =======  =======  =======  =======
  Earnings (loss) per unit:
  Earnings (loss)from continuing
   operations                      $  0.26  $  0.23  $  0.07  $ (0.51  $  0.06
  Total loss from discontinued
   operations                            -        -    (0.03)   (0.24)   (0.27)
  Cumulative effect of a change in
   accounting principle              (0.02)       -        -        -    (0.02)
                                   -------  -------  -------  -------  -------
  Earnings (loss) per unit         $  0.24  $  0.23  $  0.04  $ (0.75) $ (0.23)
                                   =======  =======  =======  =======  =======

                                    First    Second   Third  Fourth(c)  Year(c)
  1998(a)                           -----    ------   -----  ---------  -------
  Net sales                        $ 158.8  $ 195.9  $ 156.3  $ 176.1  $ 687.1
  Gross margins                       35.4     53.4     42.1     40.9    171.8
  Operating income (loss)             27.2     45.7     37.6    (19.8)    90.7

  Earnings (loss) from continuing
   operations                         18.3     36.3     27.9    (29.1)    53.5
  Total loss from discontinued
   operations                         (9.5)    (9.4)    (0.6)    (1.7)   (21.2)
                                   -------  -------  -------  -------  -------
  Earnings (loss)                  $  8.8   $  26.9  $  27.3  $ (30.8) $  32.3
                                   =======  =======  =======  =======  =======
  Earnings (loss) per unit:
  Earnings (loss) from continuing
   operations                      $ 0.18   $  0.35  $  0.27  $ (0.29) $  0.51
  Total loss from discontinued
   operations                       (0.09)    (0.09)   (0.01)   (0.01)   (0.20)
                                   -------  -------  -------   -------  -------
  Earnings (loss) per unit         $ 0.09   $  0.26  $  0.26   $ (0.30) $  0.31
                                   ======   =======  =======   =======  =======
                                           =

(a) All  quarterly amounts have been restated to reflect the oil and  gas
    operations as discontinued operations.
(b) 1999  operating  results from continuing operations  include  special
    charges of $55.4 million, $0.54 per unit.
(c) 1998  operating  results from continuing operations  include  special
    charges of $62.6 million, $0.61 per unit.

</TABLE>

Item 9.Changes  in  and  Disagreements with Accountants on  Accounting  and
      Financial Disclosure.

      None.

PART III.

Item 10.Directors and Executive Officers of the Registrant.

      As  a  limited  partnership, PLP has no directors. IMC,  the  General
      Partner  of PLP, performs comparable functions for PLP. PLP does  not
      employ  any executive officers; however, certain management functions
      are  provided  to  PLP by executive officers and other  employees  of
      IMC.


      Section 16(a) Beneficial Ownership Reporting Compliance

      Because  IMC is the General Partner of PLP, the directors of IMC  and
      certain  officers of IMC who perform policy-making functions for  PLP
      are  subject  to  the reporting requirements of  Section  16  of  the
      Exchange  Act of 1934, as amended.   Based solely upon  a  review  of
      reports filed by such persons with the SEC pursuant to Section  16(a)
      and  furnished to PLP, PLP believes that all such persons  filed  all
      reports  required pursuant to Section 16(a) on a timely basis  during
      1999.

Item 11.Executive Compensation.

      PLP  does  not employ any executive officers and no compensation  was
      provided  by  PLP to any executive officer for services  rendered  in
      any  capacity  in  1999.  Prior to the FTX Merger,  the  services  of
      executive officers of PLP were provided to PLP by FTX as provided  in
      the  PLP  Agreement,  for  which PLP  reimbursed  FTX  at  its  cost,
      including  allocated  overhead. Subsequent to  the  FTX  Merger,  IMC
      provides services to PLP as provided in the PLP Agreement, for  which
      PLP  reimburses  IMC  at  its  cost,  including  allocated  overhead.
      Certain  services  provided by the General Partner  are  provided  by
      executive  officers and other employees of IMC.  In  accordance  with
      the  PLP Agreement, IMC is reimbursed on a monthly basis for expenses
      incurred on behalf of PLP.  Reference is made to the information  set
      forth  in  Part  I, Item 1, "Business - Other Matters -  Relationship
      between PLP and IMC," of this Annual Report on Form 10-K.

Item 12.Security Ownership of Certain Beneficial Owners and Management

      The  following  table  contains certain  information  concerning  the
      beneficial  ownership of PLP units as of December 31,  1999  by  each
      person  known  by PLP to be the beneficial owner of  more  than  five
      percent   of  any  class  of  PLP  equity  security,  determined   in
      accordance  with  Rule  13d-3 of the SEC  and  based  on  information
      furnished  to  PLP by each such person.  Unless otherwise  indicated,
      the securities shown are held with sole voting and investment power.

<TABLE>
<CAPTION>

                                           Number of PLP Units   Percent of
      Name and Address of Beneficial Owner Beneficially Owned      Class
      ------------------------------------ ------------------    ----------
      <S>                                       <C>                 <C>
      IMC Global Inc.                           53,385,133(a)       51.6%
      2100 Sanders Road
      Northbrook, Illinois 60062-6146

      Alpine Capital, L.P.                      28,005,500(b)       27.1%
      Robert W. Bruce III
      Algenpar, Inc.
      J. Taylor Crandall
      Susan C. Bruce
      Keystone, Inc.
      The   Anne  T.  and  Robert  M.   Bass
      Foundation
      Anne T. Bass
      Robert M. Bass
      201 Main Street  Suite 3100
      Fort Worth, Texas  76102

      Wellington Management Company, LLP         5,386,800(c)        5.2%
      75 State Street
      Boston, Massachusetts 02109

(a) Consists  of  198,234  PLP  Depositary Units,  52,149,916  PLP  Unit
    Equivalents and 1,036,983 of partnership interests.
(b) Based  solely  on  Amendment No.  18  to  Schedule  13D  dated
    February 15, 2000 filed by such persons with the SEC:
    -    Alpine Capital, L.P. has sole voting power and dispositive power with
         respect to 25,114,300 units.  Algenpar, Inc. and Robert W. Bruce III are
         the general partners of Alpine Capital, L.P.  J. Taylor Crandall is
         President and sole stockholder of Algenpar, Inc.
    -    The Anne T. and Robert M. Bass Foundation has sole voting  and
         dispositive power with respect to 588,800 units.  J. Taylor Crandall, Anne
         T. Bass and Robert M. Bass are the directors of the Anne T. and Robert M.
         Bass Foundation.  The Robert Bruce Management Co., Inc. has shared
         investment discretion with respect to these units.  Robert W. Bruce III is
         a principal of The Robert Bruce Management Co.
    -    Keystone, Inc. has sole voting and dispositive power with respect to
         2,210,300 units.  Robert M. Bass is President and the sole director of
         Keystone, Inc.
    -    Robert W. Bruce III has sole voting and dispositive power with respect
         to 83,100 units.
    -    Susan C. Bruce has sole voting and dispositive power with respect to
         9,000 units.
(c) Based  solely  on  the  Schedule 13G dated  February  9,  2000  that
    Wellington Management Company, LLP (Wellington) filed with the  SEC,
    Wellington  has  shared dispositive power and no voting  power  with
    respect  to  the  5,386,800 units.  Wellington is a  parent  holding
    company which together with its affiliates, holds the units  in  its
    capacity   as  investment  adviser  to  various  clients,  including
    Vanguard/Windsor  Fund, Inc.  Vanguard Windsor Fund,  Inc.  reported
    on  a  Schedule 13G dated February 8, 2000 that it has  sole  voting
    power  and  shared dispositive power with respect to these 5,386,800
    units.

</TABLE>

Item 13.Certain Relationships and Related Transactions.

      Reference  is made to the information set forth in Part  I,  Item  1,
      "Business  -  Other Matters - Relationship between PLP and  IMC"  and
      Item 11, "Executive Compensation," of this Annual Report on Form  10-
      K.

PART IV.

Item 14.Exhibits, Financial Statement Schedules and Reports on Form 8-K.

      (a)(1)   Financial Statements.

               Reference  is  made  to  the Index to  Financial  Statements
               appearing  in  Part  II, Item 8, "Financial  Statements  and
               Supplementary Data," of this Annual Report on Form 10-K.

         (2)   Financial Statement Schedules.

               Reference  is  made  to  the Index to  Financial  Statements
               Schedules appearing on page F-1 hereof.

         (3)   Exhibits.

               Reference  is  made to the Exhibit Index beginning  on  page
               E-1 hereof.

      (b)      Reports on Form 8-K.

               PLP filed a Current Report on Form 8-K for December 7,
               1999, to report, under "Item 5, Other Events," the issuance
               of a press release on December 7, 1999.



                                SIGNATURES


Pursuant  to  the  requirements of Section 13 or 15(d)  of  the  Securities
Exchange  Act  of 1934, the Registrant has duly caused this  report  to  be
signed on its behalf by the undersigned, thereunto duly authorized.

                                PHOSPHATE RESOURCE PARTNERS
                                LIMITED PARTNERSHIP

                                By:  IMC GLOBAL INC.
                                     Its Administrative Managing
                                     General Partner

                                By:  /s/ Douglas A. Pertz
                                     -----------------------------
                                     Douglas A. Pertz
                                     Chief  Executive Officer  and
                                     President of IMC Global Inc.



Date:  March 30, 2000

Pursuant  to the requirements of the Securities Exchange Act of 1934,  this
report  has  been signed below by the following persons on  behalf  of  the
Registrant and in the capacities and on the dates indicated:

Signature             Title                                   Date


         *            Chairman and Director of IMC Global     March 30, 2000
--------------------- Inc.
Joseph P. Sullivan

/s/ Douglas A. Pertz  Chief Executive Officer (principal      March 30, 2000
--------------------- executive officer), President
Douglas A. Pertz      (principal operating officer) and
                      Director of IMC Global Inc.

/s/ J.Bradford James  Executive Vice President and Chief      March 30, 2000
--------------------- Financial Officer of IMC Global  Inc.
J.Bradford James      (principal financial officer)

/s/ Anne M. Scavone   Vice President and Controller of  IMC   March 30, 2000
--------------------- Global Inc. (principal accounting
Anne M. Scavone       officer)

         *            Director of IMC Global Inc.             March 30, 2000
---------------------
Raymond F. Bentele

         *            Director of IMC Global Inc.             March 30, 2000
---------------------
Rod F. Dammeyer

         *            Director of IMC Global Inc.             March 30, 2000
---------------------
James M. Davidson

         *            Director of IMC Global Inc.             March 30, 2000
---------------------
Harold H. MacKay

         *            Director of IMC Global Inc.             March 30, 2000
---------------------
David B. Mathis

         *            Director of IMC Global Inc.             March 30, 2000
---------------------
Donald F. Mazankowski

         *            Director of IMC Global Inc.             March 30, 2000
---------------------
Richard L. Thomas

         *            Director of IMC Global Inc.             March 30, 2000
---------------------
Pamela B. Strobel


*By:      /s/   Rose Marie Williams
         ---------------------------
             Rose Marie Williams
             Attorney-in-fact


              PHOSPHATE RESOURCE PARTNERS LIMITED PARTNERSHIP
                               Exhibit Index

                                                                     Filed
                                                    Incorporated     with
                                                    Herein by        Electronic
Exhibit No. Description                             Reference to     Submission
-------------------------------------------------------------------------------
3.i.(a)     Amended  and  Restated  Agreement  of   Exhibit B to the
            Limited  Partnership of PLP dated  as   Prospectus dated
            of  May  29,  1987  (PLP  Partnership   May 29, 1987
            Agreement)   among   FTX,    Freeport   included in
            Phosphate  Rock Company  and  Geysers   Registration
            Geothermal   Company,   as    general   Statement No. 33-
            partners,   and   Freeport   Minerals   13513, as amended
            Company (FMC), as general partner and
            attorney-in-fact  for   the   limited
            partners, of PLP

3.i.(b)     Amendment   to  the  PLP  Partnership   Exhibit 3.2 to
            Agreement  dated as of  December  16,   the Annual Report
            1988    effected    by    FMC,     as   on Form 10-K for
            Administrative    Managing    General   the Year Ended
            Partner, and FTX, as General  Partner   December 31, 1994*
            of PLP

3.i.(c)     Amendment   to  the  PLP  Partnership   Exhibit 19.2 to
            Agreement dated as of March 29,  1990   the Quarterly
            effected  by  FMC, as  Administrative   Report on  Form
            Managing General Partner, and FTX, as   10-Q for the
            Managing General Partner, and FTX, as   Quarterly Period
            Managing General Partner, of PLP        Ended March 31,
                                                    1990*

3.i.(d)     Amendment   to  the  PLP  Partnership   Exhibit 19.3 to
            Agreement dated as of April  6,  1990   the Quarterly
            effected  by  FTX, as  Administrative   Report on Form 10-
            Managing General Partner of PLP         Q for the
                                                    Quarterly Period
                                                    Ended March 31,
                                                    1990*

3.i.(e)     Amendment   to  the  PLP  Partnership   Exhibit 3.3 to
            Agreement  dated as  of  January  27,   the Annual Report
            1992  between  FTX, as Administrative   on Form 10-K  for
            Managing  General Partner, and  FMRP,   the Year Ended
            as Managing General Partner, of PLP     December 31, 1991*

3.i.(f)     Amendment   to  the  PLP  Partnership   Exhibit 3.4 to
            Agreement  dated as  of  October  14,   the  Annual
            1992  between  FTX, as Administrative   Report on Form
            Managing  General Partner, and  FMRP,   10-K for the Year
            as Managing General Partner, of PLP     Ended December
                                                    31, 1992*

3.i.(g)     Amended  and Restated Certificate  of   Exhibit 3.3 to
            Limited Partnership of PLP dated June   Registration
            12,     1986     (PLP     Partnership   Statement  No. 33-
            Certificate)                            5561

3.i.(h)     Amendment dated as of January 9, 1998   Exhibit 3.8 to
            effected  by  IMC, as  Administrative   the  Annual
            Managing  General Partner, and  FMRP,   Report on Form
            as Managing General Partner of PLP      10-K for the
                                                    Year Ended
                                                    December 31,
                                                    1997*

3.i.(i)     Certificate of Amendment to  the  PLP   Exhibit 3.6 to
            Partnership Certificate dated  as  of   the  Annual
            January 12, 1989                        Report on Form
                                                    10-K for the
                                                    Year Ended
                                                    December 31,
                                                    1997*

3.i.(j)     Certificate of Amendment to  the  PLP   Exhibit 19.1 to
            Partnership Certificate dated  as  of   the Quarterly
            December 29, 1989                       Report on Form 10-
                                                    Q for the
                                                    Quarterly Period
                                                    Ended March 31,
                                                    1990*

3.i.(k)     Certificate of Amendment to  the  PLP   Exhibit 19.4 to
            Partnership Certificate dated  as  of   the Quarterly
            April 12, 1990                          Report on  Form
                                                    10-Q for the
                                                    Quarterly Period
                                                    Ended March 31,
                                                    1990*

3.i.(l)     Certificate of Amendment to  the  PLP   Exhibit 3.12 to
            Partnership Certificate dated  as  of   the Annual Report
            January 9, 1998                         on Form 10-K for
                                                    the Year Ended
                                                    December 31, 1998*

3.i.(m)     Deposit  Agreement dated as  of  June   Exhibit 28.4 to
            27,  1986  (Deposit Agreement)  among   the Current
            PLP,  The Chase Manhattan Bank,  N.A.   Report on Form 8-
            (Chase) and Freeport Minerals Company   K dated July 11,
            as  attorney-in-fact of those limited   1986*
            partners   and   assignees    holding
            depositary  receipts  for  units   of
            limited partnership interest in PLP

3.i.(n)     Resignation dated December  26,  1991   Exhibit 4.5 to
            of  Chase  as  Depositary  under  the   the Annual Report
            Deposit   Agreement  and  appointment   on Form 10-K for
            dated  December  27, 1991  of  Mellon   the Year Ended
            Bank,   N.A.  (Mellon)  as  successor   December 31, 1991*
            Depositary, effective January 1, 1992

3.i.(o)     Service Agreement dated as of January   Exhibit 4.6 to
            1,   1992  between  PLP  and   Mellon   the Annual Report
            pursuant  to which Mellon  serves  as   on Form 10-K for
            Depositary    under    the    Deposit   the Year Ended
            Agreement  and  Custodian  under  the   December 31, 1991*
            Custodial Agreement

3.i.(p)     Amendment  to  the Deposit  Agreement   Exhibit 4.4 to
            dated as of November 18, 1992 between   the Annual Report
            PLP and Mellon                          on Form 10-K for
                                                    the Year Ended
                                                    December 31, 1992*

3.i.(q)     Form of Depositary Receipt              Exhibit 4.5 to
                                                    the Annual Report
                                                    on Form 10-K for
                                                    the Year Ended
                                                    December 31, 1992*

4.ii.(a)    Form   of  Senior  Indenture  (Senior   Exhibit 4.1 to
            Indenture) from PLP to Chemical Bank,   the Current
            as Trustee.                             Report on Form 8-
                                                    K dated February
                                                    13, 1996*

4.ii.(b)    Form  of Supplemental Indenture dated   Exhibit 4.1 to
            February   14,  1996  from   PLP   to   the Current
            Chemical  Bank,  as Trustee,  to  the   Report on Form 8-
            Senior  Indenture providing  for  the   K dated February
            issuance  of  $150,000,000  aggregate   16, 1996*
            principal   amount   of   7%   Senior
            Debentures due 2008

10.ii.(a)   Amended   and   Restated  Partnership   Exhibit 10.3 to
            Agreement  dated as of May  26,  1995   the Annual Report
            among  IMC-Agrico GP Company, Agrico,   on Form 10-K for
            Limited Partnership and IMC-Agrico MP   the Year Ended
            Inc (Amended and Restated Partnership   December 31, 1995*
            Agreement)

10.ii.(b)   Amendment and Agreement dated  as  of   Exhibit 10.1 to
            January  23, 1996 to the Amended  and   the Current
            Restated Partnership Agreement  dated   Report on Form 8-K
            May  26, 1995 by and among IMC-Agrico   dated February
            MP, Inc., IMC Global Operations, Inc.   13, 1996*
            and IMC-Agrico Company

10.ii.(c)   Amendment and Agreement dated  as  of   Exhibit 10.5 to
            December 22, 1997 to the Amended  and   the Annual Report
            Restated Partnership Agreement  dated   on Form 10-K for
            May  26, 1995 by and among IMC-Agrico   the Year Ended
            MP,   Inc.;  IMC  Global  Operations,   December 31, 1998*
            Inc.; and IMC-Agrico Company

10.ii.(d)   Amended and Restated Parent Agreement   Exhibit 10.5 to
            dated  as  of May 26, 1995 among  IMC   the  Annual
            Global  Operations, Inc.;  PLP;  FTX;   Report on Form
            and IMC-Agrico                          10-K for the
                                                    Year Ended
                                                    December 31,
                                                    1995*

10.ii.(e)   Promissory  Demand Note between  PLP,   Exhibit 10.9 to
            as  borrower,  and  IMC,  as  lender,   the Annual Report
            dated   December  22,  1997  in   the   on Form 10-K for
            principal sum of $200,000,000           the Year Ended
                                                    December 31, 1997*

10.ii.(f)   Promissory  Demand Note between  PLP,   Exhibit 10.10 to
            as  borrower,  and  IMC,  as  lender,   the Annual Report
            dated   December  22,  1997  in   the   on Form 10-K for
            principal sum of $150,000,000           the Year Ended
                                                    December 31, 1997

21          Subsidiaries of the Registrant                              X

23          Consent   of   Ernst  &  Young   LLP,                       X
            Independent Auditors

24          Powers of Attorney pursuant to  which                       X
            this report has been signed on behalf
            of  certain  directors of IMC  Global
            Inc.

27          PLP Financial Data Schedule                                 X

*SEC File No. 1-9164


                  INDEX TO FINANCIAL STATEMENT SCHEDULES

The   financial  statement  schedules  listed  below  should  be  read   in
conjunction  with such financial statements contained in PLP's 1999  Annual
Report on Form 10-K.

                                                         Page
                                                       --------
   I   Condensed Financial Information of Registrant   F-2 - F-4
   II  Valuation and Qualifying Accounts                  F-5

Schedules  other than those listed above have been omitted since  they  are
either not required, not applicable or the required information is included
in the financial statements or notes thereto.



<TABLE>

              PHOSPHATE RESOURCE PARTNERS LIMITED PARTNERSHIP
        SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF REGISTRANT
                          STATEMENT OF OPERATIONS
                               (In millions)
<CAPTION>
                                               Years Ended December 31
                                             ---------------------------
                                               1999      1998      1997
                                               ----      ----      ----
 <S>                                         <C>       <C>       <C>
 Net sales                                   $     -   $     -   $ 158.7
 Cost of goods sold                                -         -     545.0
                                             -------   -------   -------
 Gross margins                                     -         -    (386.3)
 Selling, general and administrative
  expenses                                       9.2       7.9      56.1
                                             -------   -------   -------
 Operating loss                                 (9.2)     (7.9)   (442.4)
 Interest expense                               34.4      35.3      32.7
 Equity in earnings of IMC-Agrico               47.0      95.5     154.7
 Other (income) expense, net                    (0.3)     (1.2)      3.1
                                             -------   -------   -------
 Earnings (loss) from continuing operations      3.7      53.5    (323.5)
 Loss from discontinued operations             (27.4)    (21.2)    (17.1)
 Earnings before extraordinary charge          (23.7)     32.3    (340.6)
                                             -------   -------   -------
 Extraordinary charge - debt retirement            -         -     (14.5)
                                             -------   -------   -------
 Earnings (loss)                             $ (23.7)  $  32.3   $(355.1)
                                             =======   =======   =======

See Notes to Financial Statements in PLP's Form 10-K for the year ended
                             December 31, 1999

</TABLE>


<TABLE>

              PHOSPHATE RESOURCE PARTNERS LIMITED PARTNERSHIP
        SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF REGISTRANT
                               BALANCE SHEET
                               (In millions)
<CAPTION>
                                                         December 31
                                                      ------------------
                                                       1999        1998
                                                       ----        ----
 <S>                                                 <C>         <C>
 Assets
 Current assets:
   Cash and cash equivalents                         $   39.4    $   12.4
   Receivables, net                                      12.0         3.9
   Other current assets                                   0.1         0.5
                                                     --------    --------
   Total current assets                                  51.5        16.8

 Property, plant and equipment, net                         -        50.7
 Investment in IMC-Agrico                               292.4       347.2
 Investment in MOXY                                         -        13.5
 Other assets                                             1.2         1.2
                                                     --------    --------
 Total assets                                        $  345.1    $  429.4
                                                     ========    ========
 Liabilities and Partners' Deficit
 Accounts payable and accrued liabilities            $    5.3    $   10.3
 Long-term debt                                         456.4       461.2
 Other noncurrent liabilities                           110.8       116.9
 Partners' deficit                                     (227.4)     (159.0)
                                                     --------    --------
 Total liabilities and partners' deficit             $  345.1    $  429.4
                                                     ========    ========



  See Notes to Financial Statements in PLP's Form 10-K for the year ended
                             December 31, 1999

</TABLE>


<TABLE>
              PHOSPHATE RESOURCE PARTNERS LIMITED PARTNERSHIP
        SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF REGISTRANT
                          STATEMENT OF CASH FLOWS
                               (In millions)
<CAPTION>
                                                 Years Ended December 31
                                               --------------------------
                                                1999      1998      1997
                                                ----      ----      ----
<S>                                          <C>        <C>       <C>
Cash flow from operating activities:
Earnings (loss)                              $ (23.7)   $  32.3   $(355.1)
Adjustments to reconcile earnings (loss)
 to net cash provided by operating activities:
  Sulphur asset impairment charge                  -          -     384.5
  Loss on sale of business                      22.4          -         -
  Depreciation and amortization                    -        0.2      33.9
  Oil and gas exploration expenses                 -       14.7      15.8
  Equity in earnings of IMC-Agrico             (47.0)     (95.5)   (154.7)
  Cash distributions received from IMC-Agrico  101.8      127.1     187.0
  Other                                         (9.1)       2.5     (10.3)
  Changes in:
   Receivables                                  (8.1)       1.5       1.4
   Inventories                                     -          -       2.9
   Other current assets                          0.4        0.6       0.7
   Accounts payable and accrued liabilities     (5.0)     (18.6)     (8.2)
                                            --------   --------   -------
Net cash provided by operating activities
                                                31.7       64.8      97.9
                                            --------   --------   -------
Cash flow from investing activities:
Capital expenditures                               -      (44.4)    (37.8)
Investment in IMC-Agrico                           -           -    (11.0)
Investment in MOXY                                 -          -      (8.2)
Proceeds from sale of business                  32.0          -         -
Other                                           12.8          -         -
                                            --------   --------   -------
Net cash provided by (used in) investing
 activities                                     44.8      (44.4)    (57.0)
                                            --------   --------   -------
Cash flow from financing activities:
Cash distributions to partners                 (44.7)     (22.9)   (119.6)
Proceeds from (repayment of) debt, net          (4.8)       5.4     105.1
Cash transferred to FSC                            -          -     (23.3)
                                            --------   --------   -------
Net cash used in financing activities          (49.5)     (17.5)    (37.8)
                                            --------   --------   -------
Net increase in cash and cash equivalents       27.0        2.9       3.1
Cash and cash equivalents at beginning of
 year                                           12.4        9.5       6.4
                                            --------   --------   -------
Cash and cash equivalents at end of year    $   39.4   $   12.4   $   9.5
                                             ========  ========   =======



  See Notes to Financial Statements in PLP's Form 10-K for the year ended
                             December 31, 1999

</TABLE>

<TABLE>

              PHOSPHATE RESOURCE PARTNERS LIMITED PARTNERSHIP
              SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
           FOR THE YEARS ENDED DECEMBER 31, 1999, 1998 AND 1997
                               (In millions)

<CAPTION>
      Col. A          Col. B            Col. C          Col. D      Col. E
 -----------------  ----------- ---------------------  --------    ---------
                                      Additions
                                ---------------------
                    Balance at  Charged to  Charged to            Balance at
                     Beginning   Costs and    Other    Other-Add    End of
 Description         of Period   Expenses    Accounts   (Deduct)    Period
 -----------------  ----------  ----------  ---------- ---------  ----------
 <S>                 <C>          <C>        <C>        <C>         <C>

 Reclamation and mine shutdown reserves:

 1999:
 Phosphates          $  37.9      $   8.1    $   2.9    $ (7.4)(a)  $  41.5

 1998:
 Phosphates          $  38.3      $   6.8    $     -    $ (7.2)(b)  $  37.9


 1997:
 Sulphur             $  47.6      $   9.4    $   4.8(c) $ (61.8)(d) $     -
 Phosphates             42.3          9.5          -      (13.5)(e)    38.3
 Oil & Gas               6.2          2.5        3.7(c)   (12.4)(d)       -
                     -------      -------    -------    -------     -------
                     $  96.1      $  21.4    $   8.5    $ (87.7)(f) $  38.3
                     =======      =======    =======    =======     =======

(a) Includes a reclassification to short-term payables of $6.1 million.
(b) Includes a reclassification to short-term payables of $7.2 million.
(c) Relates to the transfer of IMC's 25.0 percent interest in Main  Pass
    to PLP.
(d) Includes  a  reduction of $63.2 million for sulphur  and  oil  &  gas
    reserves included in  the net assets distributed to FSC.
(e) Includes a reclassification to short-term payables of $12.0 million.
(f) Includes expenditures of $26.6 million in 1997.



</TABLE>