PotashCorp Prices Offering of US$500 Million 5-Year Notes and US$500 Million 10-Year Notes

    Listed:  TSX, NYSE                                        Symbol: POT

    SASKATOON, April 28 /CNW/ - Potash Corporation of Saskatchewan Inc.
(PotashCorp) today announced that it has priced an offering of US $500 million
aggregate principal amount of 5.25 percent notes due May 15, 2014 and US $500
million aggregate principal amount of 6.5 percent notes due May 15, 2019.
    Banc of America Securities LLC, HSBC and RBC Capital Markets are acting
as joint book-running managers of the offering, and Scotia Capital, BMO
Capital Markets, Mitsubishi UFJ Securities, Canadian Imperial Bank of
Commerce, Rabo Securities USA, Inc., Comerica Securities, SOCIETE GENERALE,
Goldman Sachs & Co. and UBS Investment Bank are acting as co-managers of the
    PotashCorp intends to use the net proceeds from the offering to repay
outstanding indebtedness under its revolving credit facilities and for general
corporate purposes.
    The offering is expected to close on May 1, 2009, subject to customary
closing conditions.
    The offering is being made under an automatic shelf registration
statement filed with the Securities and Exchange Commission on December 12,
2007. This announcement is neither an offer to sell nor a solicitation of an
offer to buy any securities and shall not constitute an offer, solicitation or
sale in any jurisdiction in which such offer, solicitation or sale would be
unlawful. Any offers of the notes will be made exclusively by means of a
prospectus and prospectus supplement.
    Copies of the preliminary and final prospectus supplements relating to
the offering may be obtained by contacting Banc of America Securities LLC,
Prospectus Department, 100 W. 33rd St., 3rd Floor, New York, New York, 10001,
email dg.prospectus_distribution@bofasecurities.com; HSBC, Transactions
Management Group, 452 Fifth Avenue, New York 10018, 212-525-0238; or RBC
Capital Markets, Prospectus Department, Three World Financial Centre, 200
Vesey Street, 8th Floor, New York, New York 10281, 212-858-7321.

    Potash Corporation of Saskatchewan Inc. is the world's largest fertilizer
enterprise by capacity producing the three primary plant nutrients and a
leading supplier to three distinct market categories: agriculture, with the
largest capacity in the world in potash and third largest in phosphate and
nitrogen; animal nutrition, with the world's largest capacity in phosphate
feed ingredients; and industrial chemicals, as the largest global producer of
industrial nitrogen products and the world's largest capacity for production
of purified industrial phosphoric acid.

    This release contains forward-looking statements. These statements are
based on certain factors and assumptions including foreign exchange rates,
expected growth, results of operations, performance, business prospects and
opportunities and effective income tax rates. While the company considers
these factors and assumptions to be reasonable based on information currently
available, they may prove to be incorrect. Several factors could cause actual
results to differ materially from those in the forward-looking statements,
including, but not limited to: fluctuations in supply and demand in
fertilizer, sulfur, transportation and petrochemical markets; changes in
competitive pressures, including pricing pressures; the current global
financial crisis and conditions and changes in credit markets; the results of
negotiations with China and India; timing and amount of capital expenditures;
risks associated with natural gas and other hedging activities; changes in
capital markets and corresponding effects on the company's investments;
changes in currency and exchange rates; unexpected geological or environmental
conditions, including water inflow; strikes and other forms of work stoppage
or slowdowns; changes in and the effects of, government policy and
regulations; and earnings, exchange rates and the decisions of taxing
authorities, all of which could affect the company's effective tax rates.
Additional risks and uncertainties can be found in the company's Form 10-K for
the fiscal year ended December 31, 2008 under captions "Forward-Looking
Statements" and "Item 1A - Risk Factors" and in the company's other filings
with the US Securities and Exchange Commission and Canadian provincial
securities commissions. Forward-looking statements are given only as at the
date of this release and the company disclaims any obligation to update or
revise the forward-looking statements, whether as a result of new information,
future events or otherwise, except as required by law.

    %SEDAR: 00001608EF

For further information:

For further information: Investors: Denita Stann, Senior Director,
Investor Relations, Phone: (847) 849-4277, Fax: (847) 849-4691, Email:
ir@potashcorp.com, Web Site: www.potashcorp.com; Media: Bill Johnson,
Director, Public Affairs, Phone: (306) 933-8849, Fax: (306) 933-8844, Email:

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