[Alexander & Simon Letterhead]

                                Curacao, May 5th, 2003


IMC GLOBAL INC.
and each of the Guarantors
of the Exchange Notes
100 South Saunders Road
Suite 300
Lake Forest, IL 60045


Re:  Registration Statement on Amendment No. 1 to Form S-4,
     Registration No. 333-103362
     -------------------------------------------------------


Ladies and Gentlemen:

We are issuing this opinion in our capacity as special legal counsel to IMC
Potash Colonsay N.V. and IMC Global Potash Holdings N.V., jointly referred to
as "Guarantor", Netherlands Antilles corporations and together with the other
Guarantors referred to as "Guarantors", while the Guarantors and the Issuer
are hereinafter jointly referred to as the "Registrants", in connection with
the proposed registration by the Issuer of $117,500,000 in aggregate
principal amount of the Issuer's 11.250% Senior Notes due 2011, (the
"Exchange Notes") pursuant to a Registration Statement on Form S-4
(Registration No. 333-103362) filed with the Securities and Exchange
Commission (the "Commission") on February 21, 2003, under the Securities Act
of 1933, as amended (the "Act") hereinafter referred to as the "Registration
Statement"). The obligations of the Issuer under the Exchange Notes will be
guaranteed by the Guarantor together with the other Guarantors (the
"Guaranty").



The Exchange Notes and the Guaranty are to be issued pursuant to indentures
(as amended and supplemented from time to time, collectively the
"Indenture"), dated as of May 17, 2001, between the Issuer, the Guarantors
and the Bank of New York, as trustee. The Exchange Notes and the Guaranty are
to be issued in exchange for and in replacement of the Issuer's 11.250%
Senior Notes due 2011 (the "Old Notes"), of which $117,500,000 in aggregate
principal amount.

     In that connection, we have examined originals, or copies certified or
otherwise identified to our satisfaction, of such documents, corporate records
and other instruments as we have deemed necessary for the purposes of this
opinion, including (i) the Articles of Incorporation of the Guarantor, (ii)
minutes and records of the corporate proceedings of the Guarantor with respect
to the issuance of the Exchange Notes and the Guaranty, (iii) the Indenture, and
(iv) the Registration Statement.

     For purposes of this opinion, we have assumed the authenticity of all
documents submitted to us as originals, the conformity to the originals of all
documents submitted to us as copies and the authenticity of all documents
submitted to us as copies. We have also assumed the genuineness of the
signatures of persons signing all documents in connection with which this
opinion is rendered, the authority of such persons signing on behalf of the
parties thereto other than the Guarantor and the due authorization, execution
and delivery of all documents by the parties thereto other than the Guarantor.
As to any facts material to the opinion expressed herein which we have not
independently established or verified, we have relied upon statements and
representations of officers and other representatives of the Guarantor and
others.

     The opinion expressed below is subject to the validity of the Form S-4 and
the Indenture are valid and binding under applicable law.

     Our opinion expressed below is subject to the qualifications that we
express no opinion as to the applicability of, compliance with, or effect of (i)
any bankruptcy, insolvency, reorganization, fraudulent conveyance, moratorium or
other similar law affecting the enforcement of creditor's rights generally, (ii)
general principles of equity (regardless of whether enforcement is considered in
a proceeding in equity or at law), and (iii)



public policy considerations which may limit the rights of parties to obtain
certain remedies.

     Based upon and subject to the assumptions, qualifications and limitations
and the further limitations set forth below, we are of the opinion that when (i)
the Registration Statement becomes effective, (ii) the Indenture has been duly
qualified under the Trust Indenture Act of 1939, as amended, and (iii) the
Exchange Notes have been duly executed and authenticates in accordance with the
provisions of the Indenture and duly delivered to the holders thereof in
exchange for the Old Notes, the Exchange Notes and the Guarantees will be
validly issued and binding obligations of the Issuer and Guarantors,
respectively.

     We hereby consent to the filing of this opinion with the commission as
Exhibit 5.1 to the Registration Statement. We also consent to the reference to
our firm under the heading "Validity of the New Securities" in the Registration
Statement, In giving this consent, we do not thereby admit that we are in the
category of persons whose consent is required under Section 7 of the Act of the
rules and regulations of the Commission.

We express no opinion on any matters except insofar as they are governed by the
laws of the Netherlands Antilles.

     This opinion is limited to the specific issues addressed herein, and no
opinion may be inferred or implied beyond that expressly stated herein. We
assume no obligation to revise or supplement this opinion should be present laws
of the States of New York or Delaware or the federal law of the United States be
changed by legislative action, judicial decision or otherwise.

    This opinion is furnished to you in connection with the filing of the
Registration Statement and is not to be used, circulated, quoted or otherwise
relied upon for any other purpose.

Sincerely,
Alexander & Simon

/s/Miguel L. Alexander
---------------------------
By:  Miguel L. Alexander, LL.M.
     Civil Law Notary