Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  McLellan Richard N
2. Date of Event Requiring Statement (Month/Day/Year)
04/19/2007
3. Issuer Name and Ticker or Trading Symbol
MOSAIC CO [MOS]
(Last)
(First)
(Middle)
3033 CAMPUS DRIVE, SUITE E490
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Sr Vice President-Commercial
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

PLYMOUTH, MN 55441
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 0
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) 10/29/2007 10/29/2014 Common Stock 21,593 $ 15.04 D  
Restricted Stock Units 10/29/2008   (1) Common Stock 8,312 $ 0 (2) D  
Stock Option (right to Buy) 08/01/2006(3) 08/01/2015 Common Stock 13,915 $ 17.29 D  
Restricted Stock Units 08/01/2008   (1) Common Stock 1,546 $ 0 (2) D  
Stock Option (Right to Buy) 08/04/2007(4) 08/04/2016 Common Stock 16,562 $ 15.45 D  
Restricted Stock Units 08/04/2009   (1) Common Stock 1,840 $ 0 (2) D  
Restricted Stock Units 10/06/2009   (1) Common Stock 393 $ 0 (2) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
McLellan Richard N
3033 CAMPUS DRIVE
SUITE E490
PLYMOUTH, MN 55441
      Sr Vice President-Commercial  

Signatures

/s/ Philip E. Bauer, Attorney in Fact for Richard N. McLellan 04/27/2007
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Not applicable
(2) One-for-one
(3) Vests 33.33% on 8/1/2006, 8/1/2007 and 8/1/2008.
(4) Vests 33.33% on 8/4/2007, 8/4/2008 and 8/4/2009
 
Remarks:
EXHIBIT 24:  Power of Attorney attached

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