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- S-4/A Registration of securities issued in business combination transactions
- 3.3 Certificate of Formation of Cargill Fertilizer, LLC
- 3.4 Amended and Restated Limited Liability Company Agreement of Mosaic Fertilizer
- 3.5 Certificate of Formation of GNS III (U.s.), LLC and Certificate of Amendment ...
- 3.6 Second Amended & Restated Limited Liability Company Agreement of Mosaic Crop...
- 4.25 Form of Supplemental Indenture Relating to 9.45% Senior Debentures Due 2011
- 4.26 Form of Supplemental Indenture Relating to 7% Senior Notes Due 2008
- 4.27 Form of Supplemental Indenture Relating to 6.875% Senior Debentures Due 2007...
- 4.28 Form of Supplemental Indenture Relating to 7.625% Note Due 2005 and 7.375%...
- 4.29 Form of Supplemental Indenture Relating to 10.875% Senior Notes Due 2008
- 4.30 Form of Supplemental Indenture Relating to 11.250% Senior Notes Due 2011
- 4.31 Form of Supplemental Indenture Relating to 10.875% Senior Notes Due 2013
- 5 Opinion of Dorsey & Whitney LLP Re: Legality
- 10.3 Credit Agreement Dated As of October 22, 2004
- 12.1 Statement Re: Computation of Cargill Fertilizer Businesses Ratios of Earnings
- 12.2 Statement Re Imc Global's Computation of Ratio of Earnings to Fixed Charges
- 23.1 Consent of Ernst & Young LLP, for Imc and PLP
- 23.2 Consent of KPMG LLP, Auditors for the Cargill Fertilizer Businesses
- 23.3 Consent of KPMG LLP, Auditors for the Mosaic Company
- 23.4 Consent of Deloitte Touche Tohmatsu Auditores Independentes, for Fertifos
- 23.5 Consent of Deloitte & Touche LLP, Auditors for Sasferco Products
- 24.1 Powers of Attorney for the Mosaic Company
- 24.2 Powers of Attorney for Mosaic Fertilizer, LLC
- 24.3 Powers of Attorney for Mosaic Crop Nutrition, LLC
- 99.1 Form of Letter of Consent
- 99.2 Form of Letter to Registered Holders & the Depository Trust Company Participants
- 99.3 Form of Letter to Clients
- 99.4 Form of Letter to Beneficial Owners
Exhibit 23.1
Consent of Independent Registered Public Accounting Firm
We consent to the reference to our firm under the caption “Experts” in Amendment No. 1 to the Registration Statement (Form S-4) and related Prospectus of The Mosaic Company, Mosaic Fertilizer, LLC and Mosaic Crop Nutrition, LLC for the solicitation of consents and registration of guarantees of certain debt securities issued by IMC Global Inc. (now known as Mosaic Global Holdings Inc.) and Phosphate Resource Partners Limited Partnership (which merged with and into Phosphate Acquisition Partners L.P. and no longer exists as a separate company), and to the incorporation by reference therein of (1) our report, dated January 30, 2004, except for Notes 17 and 19, as to which the date is March 1, 2004, with respect to the consolidated financial statements of IMC Global Inc. included in its Annual Report (Form 10-K/A) for the year ended December 31, 2003, and (2) our report, dated January 30, 2004, except for Notes 6 and 7, as to which the date is March 1, 2004, with respect to the consolidated financial statements, as amended, of Phosphate Resource Partners Limited Partnership included in its Annual Report (Form 10-K/A) for the year ended December 31, 2003 filed with the Securities and Exchange Commission.
/s/ Ernst & Young LLP
Chicago, Illinois
November10, 2004