FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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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1. Name and Address of Reporting Person * McLellan Richard N   2. Issuer Name and Ticker or Trading Symbol MOSAIC CO [MOS] 5. 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 (Last) (First) (Middle) C/O THE MOSAIC COMPANY, 3033 CAMPUS DRIVE, SUITE E490 3. Date of Earliest Transaction (Month/Day/Year) 07/27/2013 (Street) PLYMOUTH, MN 55441 4. If Amendment, Date Original Filed(Month/Day/Year) 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 Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 07/27/2013   M   5,564 A $ 0 21,031 D   Common Stock 07/27/2013   F(7)   1,870 D $ 0 19,161 D

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Underlying Securities (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$ 15.04							(1)	10/29/2014	Common Stock	21,593		21,593	D
Stock Option (right to Buy)	$ 17.29							(1)	08/01/2015	Common Stock	13,915		13,915	D
Stock Option (Right to Buy)	$ 15.45							(1)	08/04/2016	Common Stock	16,562		16,562	D
Stock Option (Right to Buy)	$ 40.03							(1)	08/02/2017	Common Stock	12,574		12,574	D
Stock Option (Right to Buy)	$ 127.21							(1)	07/31/2018	Common Stock	2,926		2,926	D
Stock Option (Right to Buy)	$ 52.72							(1)	07/27/2019	Common Stock	6,611		6,611	D
Stock Option (Right to Buy)	$ 44.93							(1)	07/27/2020	Common Stock	10,130		10,130	D
Restricted Stock Units	$ 0 (2)	07/27/2013		M			5,564	07/27/2013	(3)	Common Stock	5,564	$ 0	0	D
Stock Option (Right to Buy)	$ 70.62							(4)	07/21/2021	Common Stock	6,460		6,460	D
Restricted Stock Units	$ 0 (2)							07/21/2014	(3)	Common Stock	2,832		2,832	D
Stock Option (Right to Buy)	$ 57.62							(5)	07/19/2022	Common Stock	11,655		11,655	D
Restricted Stock Units	$ 0 (2)							07/19/2015	(3)	Common Stock	4,628		4,628	D
Stock Option (Right to Buy)	$ 54.03							(6)	07/18/2023	Common Stock	15,783		15,783	D
Restricted Stock Units	$ 0 (2)							07/18/2016	(3)	Common Stock	6,169		6,169	D

Reporting Owners

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

Signatures

/s/ Richard L. Mack, Attorney in Fact for Richard N. McLellan		07/30/2013
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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)	This Stock Option is 100% exercisable.
(2)	One-for-One
(3)	Not Applicable
(4)	Grant Date 07/21/2011; option becomes exercisable in three equal installments commencing on the first anniversary of the grant date and on each anniversary thereafter.
(5)	Grant Date 07/19/2012; option becomes exercisable in three equal installments commencing on the first anniversary of the grant date and on each anniversary thereafter.
(6)	Grant Date 07/18/2013; option becomes exercisable in three equal installments commencing on the first anniversary of the grant date and on each anniversary thereafter.
(7)	Shares withheld to cover tax liability incurred as a result of vesting of Restricted Stock Units.

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