Item 8.01 Other Events.

The board of directors of CF Industries Holdings, Inc. (the "Company") made an affirmative determination that, effective as of September 1, 2012, directors William Davisson and John D. Johnson meet the applicable requirements for "independence" set forth in the corporate governance standards of the New York Stock Exchange (the "NYSE"). Following the determination, the Company's eight member board of directors includes seven directors that meet the independence requirements under the NYSE's corporate governance rules.

The Company's board of directors also determined that Mr. Davisson meets all applicable requirements for service on the Company's audit and corporate governance and nominating committees and appointed Mr. Davisson to each of those committees. The Company's board of directors further determined that Mr. Johnson meets all applicable requirements for service on the Company's compensation and corporate governance and nominating committees and appointed Mr. Johnson to each of those committees. Following these committee appointments, the Company's three standing committees consist of the following directors:

Audit Committee. The audit committee consists of Robert G. Kuhbach (chairman), Robert C. Arzbaecher, Stephen J. Hagge, and William Davisson.

Compensation Committee. The compensation committee consists of Robert C. Arzbaecher (chairman), Stephen A. Furbacher, Stephen J. Hagge, John D. Johnson, and Edward A. Schmitt.

Corporate Governance and Nominating Committee. The corporate governance and nominating committee consists of Edward A. Schmitt (chairman), William Davisson, Stephen A. Furbacher, John D. Johnson and Robert G. Kuhbach.

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