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                                                               EXHIBIT 10.9
                          PROMISSORY DEMAND NOTE


U.S. $200,000,000.00                               December 22, 1997
                                                   Chicago, Illinois

FOR   VALUE  RECEIVED,  PHOSPHATE  RESOURCE  PARTNERS  LIMITED  PARTNERSHIP
(formerly known as Freeport-McMoRan Resource Partners, Limited Partnership,
the "Borrower") promises to pay to the order of IMC GLOBAL INC. ("IMC")  on
demand at the principal office of IMC at 2100 Sanders Road, Northbrook,  IL
60062-6146, or at such other place as the holder of this Note may from time
to  time  designate in writing, the principal sum of up to U.S. TWO HUNDRED
MILLION  and NO/100 dollars (U.S. $200,000,000.00) or, if less, the  amount
advanced  by IMC to the Borrower under this Note together with interest  on
the  principal  amount of this Note from time to time  outstanding  at  the
rates  and in the manner specified hereinbelow.  All payments on this  Note
shall  be  made  in  lawful money of the United States and  in  immediately
available  and freely transferable funds at the place of payment and  shall
be  paid  no  later  than 2:00 p.m. (Chicago time) on the  date  when  due,
without set-off or deduction of any kind.

IMC  shall  record  on its books or records the principal  amount  of  each
advance  made,  all  payments of principal and interest and  the  principal
balances  from  time  to time outstanding.  IMC's books  and  records  with
respect  to  the  principal amount due and the amount of  interest  payable
thereon shall be deemed correct absent manifest error.

Interest shall be computed on the basis of a year of 360 (or 365 or 366, as
the case may be) days and actual days elapsed at a per annum rate equal  to
(i)  the  LIBOR  Rate  for  the  Interest Reset  Date  next  preceding  the
applicable Interest Payment Date plus (ii) 1.00%, or at such other rate  as
prescribed by statute.  For purposes of this Note:

          "Interest   Reset  Date"  shall  mean  December  22,  1997,   and
     thereafter  the  first day of each January, April, July  and  October,
     commencing with April 1, 1998.

          "LIBOR  Rate" shall mean the rate per annum as determined by  IMC
     (rounded  upwards, if necessary, to the nearest 1/16th of one percent)
     based  on the rates at which U.S. Dollar deposits for a period closest
     in  approximation to ninety (90) days are displayed on page "LIBOR-USD
     FIX  3 MONTH" screen of the Bloomburg L.P. service or such other  page
     as  may replace the LIBOR-USD FIX 3 MONTH page on that service for the
     purpose  of  displaying the London interbank offered  rates  of  major
     banks  as  of 11:00 a.m. (London time) two (2) business days prior  to
     the first day of such interest period (it being understood that if  at
     least  two  (2) such rates appear on such page, the rate  of  interest
     will be the arithmetic mean of such displayed rates); provided that in
     the  event no such rate is shown, the LIBOR Rate shall be the rate per
     annum  (rounded upwards, if necessary, to the nearest  1/16th  of  one
     percent) based on the rates at which U.S. Dollar deposits for a period
     closest in approximation to such interest period are displayed on page
     "LIBOR" of the Reuters Monitor Money Rates
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     Service  or  such  other page as may replace the LIBOR  page  on  that
     service  for the purpose of displaying London interbank offered  rates
     of  major  banks as of 11:00 a.m. (London time) two (2) Business  Days
     prior  to  the first day of such interest period (it being  understood
     that if at least two (2) such rates appear on such page, the rate will
     be the arithmetic mean of such displayed rates); provided further that
     in  the  event fewer than two (2) such rates are displayed, or  if  no
     such  rate is relevant, the rate shall be the arithmetic mean  of  the
     rates  quoted  by major banks in New York City, selected  by  IMC,  at
     approximately 11:00 a.m. (New York City time) on the first day of such
     interest period to leading European banks for U.S. Dollar deposits for
     a period closely approximating such interest period.

Accrued  interest shall be payable quarterly on the last day  of  December,
March,  June  and September and at maturity, commencing with the  first  of
such  dates  to occur after the date hereof, or as the parties  hereto  may
otherwise agree (each such date, an "Interest Payment Date").  The Borrower
shall,  on demand, pay interest (calculated on the basis of a 360-day  year
for  the actual number of days elapsed) on any overdue principle and on any
other  amounts  overdue hereunder for each day from  the  date  of  payment
thereon was due to the date of actual payment, at a rate per annum equal to
the lesser of (i) the maximum permissible amount under applicable state and
federal  usury laws and (ii) 2% above the interest rate applicable to  such
amounts immediately prior to the date such overdue amount became due.

Should  any payment of principal or interest become due and payable on  any
day  other  than a business day (business day being any day not a Saturday,
Sunday  or legal holiday in Chicago, Illinois), the maturity thereof  shall
be extended to the next succeeding business day and interest shall continue
to  accrue at the applicable rate until such payment is made.  The Borrower
hereby expressly waives presentment, demand, protest or notice of any  kind
with respect to this Note.

The Borrower represents and warrants that the obligation of the Borrower to
pay  principal, interest and all other sums payable under this  Note  ranks
(and  so  long  as any such obligation remains outstanding hereunder,  will
continue  to  rank)  at  least pari-passu in all respects  with  all  other
unsecured and unsubordinated loans, debts, guaranties and other obligations
incurred, created, assumed or guaranteed by the Borrower.

The indebtedness evidenced hereby may be prepaid in whole or in part at any
time and from time to time without premium or penalty.

The  failure  of  IMC  to exercise any of its rights,  powers  or  remedies
hereunder in any instance shall not constitute a waiver thereof in that  or
any  other  instance and no single or partial exercise by the Bank  of  any
right, power or remedy shall preclude other or further exercise thereof  or
any exercise of any other rights, powers or remedies.

This  Note shall be governed and construed in accordance with the  laws  of
the State of Illinois.

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PHOSPHATE RESOURCE PARTNERS
LIMITED PARTNERSHIP
By:  IMC Global Inc., its administrative
     managing general partner


By:  Eric T. Martinez
   Name:  Eric T. Martinez
   Title: Assistant Treasurer

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                          Schedule to
         Promissory Demand Note Dated December 22, 1997

              PHOSPHATE RESOURCE PARTNERS LIMITED PARTNERSHIP
                                    to
                              IMC GLOBAL INC.



              Amount of                        Unpaid
      Amount  Principal  Interest   Maturity  Principal
Date    of      Paid       Rate       Date     Balance   Initial
       Loan

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