Exhibit 10(u)
 POTASH CORPORATION OF SASKATCHEWAN INC.
 AMENDMENT TO THE AGREEMENT
    1.
    
    Paragraph 1 of the Plan is hereby amended by adding the following definitions
at the end thereof to read as follows:The term Codemeans the Internal Revenue Code of 1986, as
amended.The term 409A Guidancemeans Code section 409A and any guidance
issued thereunder, including, without limitation, any proposed,
temporary or final regulations or any other guidance issued by the
Secretary of the U.S. Treasury or the Internal Revenue Service with
respect thereto.For purposes of this Agreement, the term Pension Planmeans the
PCS Inc. Pension Plan and the PCS U.S. Employees Savings Plan, from
which the Executive is entitled to benefits by reason of his service
with the Corporation. For purposes of paragraph 4(c) hereof, (a)
the annual retirement benefit which can be provided to the Executive
under the PCS Inc. Pension Plan shall be determined based on the
Executives account balance under such plan as of the payment date
under paragraph 5(b) hereof, determined as if the Executives
account had been invested in the Over 25 Years Conservative Fund,
and (b) the annual retirement benefit which can be provided to the
Executive under the PCS U.S. Employees Savings Plan shall be
determined as of the payment date under paragraph 5(b) hereof as if
503,040.07 had been invested in the Fidelity Freedom 2015 Fund after
December 31, 2004.The term Separation from Servicemeans any termination of
employment with the Corporation and all Affiliates for any reason;
provided, however, that no Separation from Service is deemed to
occur while the Executive is on military leave, sick leave or other
bona fide leave of absence that does not exceed six (6) months, or
if longer, the period during which the Executives right to
reemployment with the Corporation is provided either by statute or
by contract. For purposes of determining whether a Separation from
Service from the Corporation has occurred, Affiliate(s) means any
entity whose employees, together with the employees of the
Corporation, are required by Code section 414(b) or (c) to be
treated as if employed by a single employer, except that in applying
Code section 1563(a)(1), (2), and (3) for purposes of Code section
414(b) or in applying Treas. Reg. §1.414(c)-2 for purposes of Code
section 414(c), the language at least 50 percent shall be used




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instead of the language at least 80 percent each place it appears
in such Code and regulations sections. Whenever this Agreement
refers to a termination of employment or retirement or to the
Executives terminating employment or retiring, such references
shall mean Separation from Service or to Separate from Service
(provided that in the case of retirement, the Executives
Separation from Service must occur after the Executive has attained
age 55 and completed at least five (5) years of Continuous Service).
Whether the Executive has incurred a Separation from Service shall
be determined in accordance with the 409A Guidance.2.
    
    The first paragraph of section (b) of paragraph 5 of the Agreement is hereby
amended, in its entirety, to read as follows:The lump sum payment described in section (a) above shall be made
to the Executive on the date that is six months following the date
the Executive retires from the Corporation. Should the Executive die
after retirement, but prior to receiving payment, such lump sum
payment shall be made to the Executives Spouse or other beneficiary
designated by the Executive, or otherwise to the Executives estate
ninety (90) days after the Executives death.3.
    
    Paragraph 5 of the Agreement is hereby amended by adding, immediately after
section (b) thereof, a new section (c) to read as follows:
 (c)
    
    Code Section 409A Distributions
  4.
    
    The Agreement is hereby amended by adding, immediately after paragraph 7
thereof, a new paragraph 8 to read as follows:
 8.
    
    Section 409A




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5.
    
    In all other respects the Agreement remains unchanged.
 th
 POTASH CORPORATION OF
SASKATCHEWAN INC.By:
    /s/ John W. Estey
    William J. Doyle
    
/s/ William J. Doyle SIGNED SEALED AND DELIVERED
 Barbara Jane IrwinName of Witness/s/ Barbara Jane IrwinSignature of Witness