Exhibit 10.iii.(m)


IMC GLOBAL INC.
1998 SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN
(Effective as of January 1, 1998)



Contents                                                      Page

Article 1.  Introduction                                        1
Article 2.  Definitions                                         1
Article 3.  Eligibility                                         2
Article 4.  Participant Accounts                                2
Article 5.  Additions to Participant Accounts                   3
Article 6.  Vesting in Participant Accounts                     4
Article 7.  Establishment of Trust                              4
Article 8.  Distributions                                       4
Article 9.  Administration of the Plan                          6
Article 10. Amendment and Termination                           6
Article 11. General Provisions                                  7
IMC GLOBAL INC.
1998 SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN

Article 1. Introduction
1.1.   Title.   The title of this Plan shall be the "IMC Global  Inc.  1998
Supplemental Executive Retirement Plan."

1.2.   Purpose.   This  Plan  shall  constitute  an  unfunded  nonqualified
deferred  compensation arrangement established for the purpose of providing
deferred compensation to a select group of management or highly compensated
employees (as defined for purposes of Title I of ERISA) of the Company  and
adopting   Affiliates.   The  Plan  is  intended  to  be   maintained   and
administered  in  connection with the "IMC Global Inc. Profit  Sharing  and
Savings  Plan"  and  the "IMC Global Inc. 1998 Restoration  Plan"  for  the
benefit  of  employees of the Company and adopting Affiliates  who  are  in
salary grade 27 or above or who are designated as participants in the  Plan
by the Chief Executive Officer of the Company.

Article 2. Definitions
"Account" means the account maintained on behalf of each Participant  which
will represent the amount of the Retirement Contributions made on behalf of
such  Participant  pursuant to Section 5.1 of  the  Plan,  as  adjusted  by
Section 5.2 of the Plan.

"Affiliate" means an entity that, together with the Company, is  considered
as a single employer under Section 414(b) or (c) of the Code.

"Code" means the Internal Revenue Code of 1986, as amended.

"Committee" means the committee described in Section 10.1 of the  Qualified
Plan  which  is a named fiduciary of and responsible for the administration
of the Qualified Plan.

"Company" means IMC Global Inc., a Delaware corporation.

"Effective Date" means January 1, 1998.

"Employer" means, both collectively and individually as determined  by  the
context  of  the applicable provision, the Company and any Affiliate  which
adopts this Plan with the approval of the Company.

"ERISA"  means  the Employee Retirement Income Security  Act  of  1974,  as
amended.

"Participant"   means  any  eligible  employee  of  an  Employer   who   is
participating under the Plan pursuant to Article 3.

"Plan"  means this "IMC Global Inc. 1998 Supplemental Executive  Retirement
Plan".

"Plan Year" means the calendar year.

"Retirement  Contributions" means the contributions made  on  behalf  of  a
Participant pursuant to Section 5.1 of this Plan.

"Qualified  Plan"  means the "IMC Global  Inc. Profit Sharing  and  Savings
Plan," as amended from time to time.

"Restoration  Plan" means the "IMC Global Inc. 1998 Restoration  Plan,"  as
amended from time to time.

Article 3. Eligibility
Each  employee of an Employer (other than the Chief Executive  Officer  and
the  Chairman of the Company) who as of the beginning of a Plan Year is  in
salary grade 27 or above or who is designated as a Participant for the Plan
Year  by  the Chief Executive Officer of the Company shall be a Participant
in  the Plan for the Plan Year; provided, that only those employees  of  an
Employer  who are in a select group of management or are highly compensated
(within  the meaning of Title I of ERISA) may be designated as participants
in this Plan.

Article 4. Participant Accounts
4.1.   Account.  The Committee shall establish and maintain an Account  for
each Participant.  The Participant's Account shall be a bookkeeping account
maintained  by  the Company and shall reflect the amount of the  Retirement
Contributions  and  other  amounts credited  hereunder  on  behalf  of  the
Participant.   Interest on the amounts reflected in a Participant's Account
shall be credited to his Account in accordance with Article 5.
4.2.   Opening Account Balances.  Each Participant as of the Effective Date
shall have an opening balance credited to such Participant's Account as  of
the  Effective  Date equal to (i) the applicable percentage (as  determined
from  the  table  in  Section 5.1 below based on the Participant's  age  on
December  31, 1997) of the Participant's 1997 base salary plus  1997  bonus
(the  annual  bonus payable to the Participant in 1997 under the  Company's
Management   Incentive   Compensation  Plan)   multiplied   by   (ii)   the
Participant's  years  (including fractional  years)  of  service  with  the
Company  or an Affiliate as of December 31, 1997 that were completed  after
the  Participant's 40th birthday, reduced by (iii) the lump  sum  actuarial
equivalent  value of the Participant's accrued benefit as of  December  31,
1997  (assuming  payments  begin at age 65 and  calculated  using  a  5.25%
immediate  annuity  interest  rate  assumption  and  the  deferred  annuity
interest  rate  assumptions  which would be used  by  the  Pension  Benefit
Guaranty  Corporation to calculate benefits upon plan termination  and  the
other  actuarial  assumptions  that were in  effect  under  such  plans  on
December  31,  1997) earned for the period of service used  in  (ii)  above
under  all qualified and nonqualified (excluding the Company's Supplemental
Executive  Retirement Plan) defined benefit plans and  the  profit  sharing
component of defined contribution plans maintained by the Company  and  all
Affiliates  and  further  reduced by (iv) FICA withholding  on  the  vested
portion of the amount so determined after application of (iii) above.

Article 5. Additions to Participant Accounts
5.1.   Retirement  Contributions.  As of the  end  of  each  Plan  Year,  a
Retirement  Contribution  shall  be  credited  to  the  Account   of   each
Participant  in  an  amount  equal to (i)  the  applicable  percentage  (as
determined  from  the  table  set  forth  below)  multiplied  by  (ii)  the
Participant's  base salary for the Plan Year plus bonus (the  annual  bonus
payable  to the Participant in the Plan Year under the Company's Management
Incentive   Compensation  Plan),  reduced  by  (iii)  the  profit   sharing
contributions  made for the Participant for the Plan Year  (or  that  would
have been so made if the Participant had not elected to continuing accruing
benefits  after the Effective Date under a qualified defined  benefit  plan
maintained  by the Company or an Affiliate) to the Qualified Plan  and  the
Restoration Plan and further reduced by (iv) FICA withholding on the vested
portion of the amount so determined after application of (iii) above and on
any  previously made Retirement Contribution amounts (and deemed investment
earnings thereon) that have become vested during the Plan Year.

The  applicable percentage for a Participant for a Plan Year is based  upon
the Participant's age as of the end of the Plan Year as follows:

Age                 Applicable Percentage
<40                           0%
40-49                        13%
50-59                        15%
60+                          17%

5.2.   Interest  Additions.  As of the end of each calendar  quarter  there
shall  be  added  to  each Participant's Account interest  on  the  Account
balance as of the beginning of the calendar quarter at a rate equal to  the
prime  rate published in The Wall Street Journal on the first business  day
of the calendar quarter plus 2 percent.

Article 6. Vesting in Participant Accounts
The  balance  in a Participant's Account shall be 100% vested at  any  time
after the Participant has both attained age 55 and completed at least  five
years  of  Service  (as  defined  in  the  Qualified  Plan).   Prior  to  a
Participant's  attaining age 55 the vested percentage of the  Participant's
Account shall be determined based on the Participant's years of Service (as
defined in the Qualified Plan) as follows:

Years of Service             Vested Percentage
<5                                   0%
 5                                  50%
 6                                  60%
 7                                  70%
 8                                  80%
 9                                  90%
 10 or more                        100%

Article 7.  Establishment of Trust
7.1.   Establishment  of Trust.  The Company may, in its  sole  discretion,
establish a grantor trust (as described in Section 671 of the Code) for the
purpose  of  accumulating assets to provide for the obligations  hereunder.
The  assets and income of such trust shall be subject to the claims of  the
general  creditors of an Employer hereunder, but only to  the  extent  that
such  assets  and  income  are attributable to the  contributions  of  that
individual  Employer.  The establishment of such a trust shall  not  affect
the  Employers' liability to pay benefits hereunder except  that  any  such
liability  shall be offset by any payments actually made to  a  Participant
under  such a trust.  In the event such a trust is established, the  amount
to  be  contributed  thereto shall be determined by  the  Company  and  the
investment  of  such  assets  shall be made in accordance  with  the  trust
document.

7.2.   Status of Trust.  Participants shall have no direct or secured claim
in  any asset of the trust or in specific assets of their Employer and will
have  the status of general unsecured creditors of their Employer  for  any
amounts  due under this Plan.  The assets and income of the trust  will  be
subject  to the claims of any Employer's creditors, but only to the  extent
that  such assets and income are attributable to the contributions of  that
individual Employer.

Article 8.  Distributions
8.1.   Distribution  of Accounts.  If a Participant's employment  with  his
Employer  and  all  Affiliates is terminated by reason of  his  death,  the
balance  in the Participant's Account (determined as of the date  on  which
the  distribution  is  processed)  shall be  distributed  to  Participant's
beneficiary as soon as administratively practicable after the  end  of  the
calendar  quarter  in which the Participant's death occurs.   Such  payment
shall  be  made in the form of a lump sum payment.  If such Participant  is
entitled to a Retirement Contribution for the Plan Year in which his  death
occurs  that is not reflected in the Account balance so distributed to  the
Participant's beneficiary, the amount of such Retirement Contribution shall
be distributed to the Participant's beneficiary as soon as administratively
practicable after the end of the Plan Year in which the Participant's death
occurs.

If  a  Participant's  employment with his Employer and  all  Affiliates  is
terminated  for a reason other than his death, after he has completed  five
years of Service (as defined in the Qualified Plan), the vested portion  of
the  balance  in the Participant's Account (determined as of  the  date  on
which   the  distribution  is  processed)  shall  be  distributed  to   the
Participant  (or,  in  the  event  of  the  Participant's  death,  to   his
beneficiary) as soon as administratively practicable after the end  of  the
calendar  quarter  in  which  the Participant's termination  of  employment
occurs and the unvested portion shall be forfeited.  Such payment shall  be
made in the form of a lump sum payment.  If such Participant is entitled to
a  Retirement  Contribution  for the Plan  Year  in  which  his  employment
terminates  that is not reflected in the Account balance so distributed  to
the  Participant,  the  amount of the vested  portion  of  such  Retirement
Contribution  shall  be  distributed  to  the  Participant   as   soon   as
administratively practicable after the end of the Plan Year  in  which  the
Participant's   termination  of  employment  occurs.   If  a  Participant's
employment  with his Employer and all Affiliates is terminated  before  the
Participant  has  completed  five years  of  Service  (as  defined  in  the
Qualified  Plan)  for a reason other than his death,  the  balance  in  the
Participant's Account shall be forfeited.

8.2.  Involuntary Distributions.   Notwithstanding the foregoing provisions
of  this  Article 8, the Committee may on its own initiative authorize  the
Company to distribute to any Participant (or to a designated beneficiary in
the   event  of  the  Participant's  death)  all  or  any  portion  of  the
Participant's  Account.  Such payment would be specifically  authorized  in
the  event that there is a change in tax law, a published ruling or similar
announcement issued by the Internal Revenue Service, a regulation issued by
the  Secretary  of  the  Treasury,  a decision  by  a  court  of  competent
jurisdiction  involving  a  Participant or  a  beneficiary,  or  a  closing
agreement  made  under Section 7121 of the Code that  is  approved  by  the
Internal  Revenue  Service and involves a Participant,  and  the  Committee
determines  that  a  Participant has or will recognize income  for  federal
income tax purposes with respect to amounts deferred under this Plan  prior
to the time such amounts are paid to the Participant.

8.3.   Designation of Beneficiaries.  Each Participant may name any  person
(who  may be named concurrently, contingently or successively) to whom  the
Participant's Account under the Plan is to be paid if the Participant  dies
before   such   Account  is  fully  distributed.   Each  such   beneficiary
designation  will  revoke all prior designations by the Participant,  shall
not require the consent of any previously named beneficiary, shall be in  a
form prescribed by the Committee and will be effective only when filed with
the Committee during the Participant's lifetime. If a Participant fails  to
designate  a  beneficiary before his death, as provided above,  or  if  the
beneficiary  designated  by  a Participant dies  before  the  date  of  the
Participant's  death  or before payment of the Participant's  Account,  the
Committee, in its discretion, may pay the Participant's Account (a) to  the
surviving  spouse of such deceased Participant, if any,  or  (b)  if  there
shall  be  no  surviving spouse, the surviving children  of  such  deceased
Participant, if any, in equal shares, or (c) if there shall be no surviving
spouse  or  children, to the executors or administrators of the  estate  of
such  deceased  Participant, or (d) if no executor or  administrator  shall
have been appointed for the estate of such deceased Participant within  six
months  from the date of the Participant's death, to the person or  persons
who  would be entitled under the intestate succession laws of the state  of
the Participant's domicile to receive the Participant's personal estate.

Article 9.  Administration of the Plan
The  Plan shall be administered by the Committee.  The duties and authority
of the Committee under the Plan shall include (a) the interpretation of the
provisions of the Plan, (b) the adoption of any rules and regulations which
may  become  necessary or advisable in the operation of the Plan,  (c)  the
making  of such determinations as may be permitted or required pursuant  to
the  Plan, and (d) the taking of such other actions as may be required  for
the  proper  administration of the Plan in accordance with its terms.   Any
decision  of the Committee with respect to any matter within the  authority
of  the  Committee shall be final, binding and conclusive upon the  Company
and  each Participant, former Participant, designated beneficiary, and each
person claiming under or through any Participant or designated beneficiary;
and  no  additional authorization or ratification by the board of directors
of  the Company shall be required.  Any action taken by the Committee  with
respect  to  any  one  or more Participants shall not  be  binding  on  the
Committee  as  to  any  action  to  be taken  with  respect  to  any  other
Participant.  A member of the Committee may be a Participant, but no member
of  the  Committee may participate in any decision directly  affecting  his
rights   or  the  computation  of  his  benefits  under  the  Plan.    Each
determination  required or permitted under the Plan shall be  made  by  the
Committee in the sole and absolute discretion of the Committee.

Article 10.  Amendment and Termination
10.1.   Amendment.  The Company shall have the right to amend the  Plan  by
action  of  the  board  of directors of the Company (or  a  duly  appointed
delegate  thereof) from time to time, except that no such amendment  shall,
without  the  consent of the Participant to whom deferred compensation  has
been credited to his Account under this Plan, adversely affect the right of
the  Participant (or his beneficiary) to receive payments of such  deferred
compensation under the terms of this Plan.

10.2.   Plan Termination.  The Plan may be terminated with respect  to  the
Company or any Employer at any time by action of the board of directors  of
the  Company (or a duly appointed delegate thereof) in its sole discretion.
The  Plan  shall be automatically terminated with respect to  any  Employer
upon  the  termination of the Qualified Plan with respect to such  Employer
pursuant  to  Section  15.3  of the Qualified  Plan.   Notwithstanding  the
foregoing,  no  termination  of  this Plan  shall  alter  the  right  of  a
Participant (or his beneficiary) to payments of amounts previously credited
to such Participant's Account under the Plan.

Article 11.  General Provisions
11.1.  Non-Alienation of Benefits.  A Participant's rights to  the  amounts
credited to his Accounts under the Plan shall not be salable, transferable,
pledgeable  or otherwise assignable, in whole or in part, by the  voluntary
or involuntary acts of any person, or by operation of law, and shall not be
liable  or  taken  for any obligation of such person.  Any  such  attempted
grant,  transfer, pledge or assignment shall be null and void  and  without
any legal effect.

11.2.   Withholding for Taxes.  Notwithstanding anything contained in  this
Plan  to  the  contrary, each Employer shall withhold from any distribution
made  under the Plan such amount or amounts as may be required for purposes
of  complying  with  the tax withholding provisions  of  the  Code  or  any
applicable  State  law for purposes of paying any tax attributable  to  any
amounts distributable or creditable under the Plan.

11.3.   Immunity  of Committee Members.  The members of the  Committee  may
rely  upon  any  information, report or opinion supplied  to  them  by  any
officer  of an Employer or any legal counsel, independent public accountant
or  actuary,  and  shall  be  fully protected  in  relying  upon  any  such
information, report or opinion.  No member of the Committee shall have  any
liability to the Company or any Participant, former Participant, designated
beneficiary, person claiming under or through any Participant or designated
beneficiary or other person interested or concerned in connection with  any
decision  made by such member of the Committee pursuant to the  Plan  which
was  based  upon any such information, report or opinion if such member  of
the Committee relied thereon in good faith.

11.4.  Plan Not to Affect Employment Relationship.  Neither the adoption of
the  Plan nor its operation shall in any way affect the right and power  of
an  Employer to dismiss or otherwise terminate the employment or change the
terms of the employment or amount of compensation of any Participant at any
time  for any reason or without cause.  By accepting any payment under this
Plan, each Participant, former Participant, designated beneficiary and each
person  claiming under or through such person, shall be conclusively  bound
by any action or decision taken or made under the Plan by the Committee.

11.5.   Notices.   Any notice required to be given by the  Company  or  the
Committee hereunder shall be in writing and shall be delivered in person or
by  registered  mail,  return  receipt  requested.   Any  notice  given  by
registered  mail  shall  be deemed to have been  given  upon  the  date  of
delivery,  correctly addressed to the last known address of the  person  to
whom such notice is to be given.

11.6.  Gender and Number; Headings.  Wherever any words are used herein  in
the masculine gender they shall be  construed as though they were also used
in the feminine gender in all cases where they would so apply; and wherever
any  words are used herein in the singular form they shall be construed  as
though they were also used in the plural form in all cases where they would
so  apply.   Headings of sections and subsections of the Plan are  inserted
for convenience of reference and are not part of the Plan and are not to be
considered in the construction thereof.

11.7.  Controlling Law.  The Plan shall be construed in accordance with the
internal laws of the State of Illinois, to the extent not preempted by  any
applicable federal law.

11.8.  Successors.  The Plan is binding on all persons entitled to benefits
hereunder  and  their  respective heirs and legal representatives,  on  the
Committee and its successor and on any Employer and its successor,  whether
by way of merger, consolidation, purchase or otherwise.

11.9.  Severability.  If any provision of the Plan shall be held illegal or
invalid for any reason, such illegality or invalidity shall not affect  the
remaining provisions of the Plan, and the Plan shall be enforced as if  the
invalid provisions had never been set forth therein.

IN  WITNESS  WHEREOF, IMC Global Inc. has caused its corporate seal  to  be
hereunto affixed by its officers thereunto duly authorized this ______  day
of ____________, 1999.
IMC GLOBAL INC.


By:


(Corporate Seal)


ATTEST: