FORM T-1

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

STATEMENT OF ELIGIBILITY UNDER

THE TRUST INDENTURE ACT OF 1939 OF A

CORPORATION DESIGNATED TO ACT AS TRUSTEE

Check if an Application to Determine Eligibility of

a Trustee Pursuant to Section 305(b)(2)

U.S. BANK NATIONAL ASSOCIATION

(Exact name of Trustee as specified in its charter)

31-0841368

(I.R.S. Employer Identification No.)

180 East Fifth Street St. Paul, Minnesota	55101
(Address of principal executive offices)	(Zip Code)

Richard Prokosch

U.S. Bank National Association

180 East Fifth Street

St. Paul, MN 55101

(651) 244-8677

(Name, address and telephone number of agent for service)

TERRA CAPITAL, INC.

(Exact name of obligor as specified in its charter)

Delaware	42-1431650
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

Terra Centre 600 Fourth Street, P.O. Box 6000 Sioux City, Iowa	51102
(Address of Principal Executive Offices)	(Zip Code)

11 ¹/2% Second Priority Senior Secured Notes due 2010

(Title of the Indenture Securities)

FORM T-1

Item 1.    GENERAL INFORMATION. Furnish the following information as to the Trustee.

a) Name and address of each examining or supervising authority to which it is subject.

Comptroller of the Currency

Washington, D.C.

b) Whether it is authorized to exercise corporate trust powers.

Yes

Item 2.    AFFILIATIONS WITH OBLIGOR. If the obligor is an affiliate of the Trustee, describe each such

                affiliation.

None

Items 3-15.    Items 3-15 are not applicable because to the best of the Trustee’s knowledge, the obligor is not in

                       default under any Indenture for which the Trustee acts as Trustee.

Item 16.    LIST OF EXHIBITS: List below all exhibits filed as a part of this statement of eligibility and

                  qualification.

1. A copy of the Articles of Association of the Trustee.*

2. A copy of the certificate of authority of the Trustee to commence business.*

3. A copy of the certificate of authority of the Trustee to exercise corporate trust powers.*

4. A copy of the existing bylaws of the Trustee.*

5. A copy of each Indenture referred to in Item 4. Not applicable.

6. The consent of the Trustee required by Section 321(b) of the Trust Indenture Act of 1939, attached as Exhibit 6.

7. Report of Condition of the Trustee as of December 31, 2002, published pursuant to law or the requirements of its supervising or examining authority, attached as Exhibit 7.

* Incorporated by reference to Registration Number 333-67188.

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NOTE

The answers to this statement insofar as such answers relate to what persons have been underwriters for any securities of the obligors within three years prior to the date of filing this statement, or what persons are owners of 10% or more of the voting securities of the obligors, or affiliates, are based upon information furnished to the Trustee by the obligors. While the Trustee has no reason to doubt the accuracy of any such information, it cannot accept any responsibility therefor.

SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the Trustee, U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, has duly caused this statement of eligibility and qualification to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of St. Paul, State of Minnesota on the 2nd day of June, 2003.

U.S. BANK NATIONAL ASSOCIATION
By:	/S/    RICHARD H. PROKOSCH
	Richard H. Prokosch Vice President
By:	/S/    LORI-ANNE ROSENBERG
	Lori-Anne Rosenberg Assistant Vice President

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Exhibit 6

CONSENT

In accordance with Section 321(b) of the Trust Indenture Act of 1939, the undersigned, U.S. BANK NATIONAL ASSOCIATION hereby consents that reports of examination of the undersigned by Federal, State, Territorial or District authorities may be furnished by such authorities to the Securities and Exchange Commission upon its request therefor.

U.S. BANK NATIONAL ASSOCIATION
By:	/S/    RICHARD H. PROKOSCH
	Richard H. Prokosch Vice President
By:	/S/    LORI-ANNE ROSENBERG                         Lori-Anne Rosenberg Assistant Vice President

Dated: June 2, 2003

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Exhibit 7

U.S. Bank National Association

Statement of Financial Condition

As of 3/31/2003

($000’s)

	3/31/2003
Assets
Cash and Due From Depository Institutions	$	9,084,839
Federal Reserve Stock		0
Securities		30,038,992
Federal Funds		833,567
Loans & Lease Financing Receivables		115,894,797
Fixed Assets		1,462,006
Intangible Assets		9,080,815
Other Assets		11,583,795
Total Assets	$	177,978,811
Liabilities
Deposits	$	121,508,878
Fed Funds		3,820,981
Treasury Demand Notes		0
Trading Liabilities		454,575
Other Borrowed Money		21,082,000
Acceptances		139,821
Subordinated Notes and Debentures		5,694,952
Other Liabilities		5,164,656
Total Liabilities	$	157,865,863
Equity
Minority Interest in Subsidiaries	$	993,907
Common and Preferred Stock		18,200
Surplus		11,015,123
Undivided Profits		8,085,718
Total Equity Capital	$	20,112,948
Total Liabilities and Equity Capital	$	177,978,811

To the best of the undersigned’s determination, as of the date hereof, the above financial information is true and correct.

U.S. Bank National Association
By:	/s/    Richard H. Prokosch
	Vice President

Date: June 2, 2003

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