8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of report (Date of earliest event reported): November 21, 2005

TERRA INDUSTRIES INC.

(Exact name of registrant as specified in its charter)

Maryland	1-8520	52-1145429
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Terra Centre

600 Fourth Street, P.O. Box 6000

Sioux City, Iowa 51102-6000

(712) 277-1340

(Address of Principal Executive Offices, including Zip Code)

(Registrant’s Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 8.01 OTHER EVENTS

On November 21, 2005, Terra Industries Inc. (“Terra”) announced that it plans to suspend indefinitely all production at its Woodward, Oklahoma facility on December 1, 2005. A copy of the press release is filed herewith as Exhibit 99.1.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(c) Exhibits

99.1 Press Release issued November 21, 2005.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

TERRA INDUSTRIES INC.

/s/ Mark A. Kalafut

Mark A. Kalafut

Vice President, General Counsel and

Corporate Secretary

Date: November 21, 2005

EX-99.1

Exhibit 99.1

Terra Industries Inc. 600 Fourth Street P.O. Box 6000 Sioux City, IA 51102-6000 Telephone: (712) 277-1340 Telefax: (712) 277-7383 www.terraindustries.com

NEWS

For immediate release	Contact: Joe Ewing
	(712) 277-7305
	jewing@terraindustries.com

Terra suspends production at Woodward facility

Sioux City, Iowa (November 21, 2005)—Terra Industries Inc. (NYSE symbol: TRA) announced today that it has indefinitely suspended all production at its Woodward, Okla., facility. The shutdown is due to mechanical repairs and catalyst changes. Terra will not resume production at the facility in the near term due to high natural gas costs which have not been offset by increases in nitrogen products and methanol selling prices, the seasonal lull in nitrogen fertilizer demand and uncertainty over how much nitrogen fertilizer is likely to be used in 2006.

The Woodward facility’s management and staff will make repairs, inspect equipment and change out some process catalysts through the first half of December. This will permit the facility to resume more efficient production in the second half of December or at a later date when ammonia and UAN demand and selling prices increase and/or natural gas costs decrease to the point where the facility can operate with positive cash flow. Terra expects to fulfill its Woodward sales commitments during the shutdown from inventories at Woodward and other Terra locations.

Said Terra’s President and CEO Michael L. Bennett, “Continuing high natural gas costs make it imprudent to build nitrogen product inventories that are not covered by firm sales orders. While we cannot predict when market changes will permit us to restart the Woodward facility, we are confident that we have the product supply and logistics capabilities to fulfill all Terra sales commitments during the shutdown and to meet our customers’ future needs.”

Terra Industries Inc., with pro forma 2004 revenues of $1.9 billion including the Mississippi Chemical acquisition, is a leading international producer of nitrogen products.

This news release may contain forward-looking statements, which involve inherent risks and uncertainties. Statements that are not historical facts, including statements about Terra Industries Inc.’s beliefs, plans or expectations, are forward-looking statements. These statements are based on current plans, estimates and expectations. Actual results may differ materially from those projected in such forward-looking statements and therefore you should not place undue reliance on them. A non-exclusive list of the important factors that could cause actual results to differ materially from those in such forward-looking statements is set forth in Terra Industries Inc.’s most recent report on Form 10-K and Terra Industries Inc.’s other documents on file with the Securities and Exchange Commission. Terra Industries Inc. undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.

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Note: Terra Industries’ news announcements are also available on its website, www.terraindustries.com.