Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 4, 2013, the Compensation Committee of the Board of Directors (the "Committee") of Bunge Limited ("Bunge") awarded Andrew J. Burke, Chief Financial Officer and Global Operational Excellence Officer, a supplemental cash bonus of $500,000 in recognition of his contributions in connection with the sale of Bunge's interest in the Solae joint venture and Bunge's fertilizer business in Brazil. The bonus is payable in two installments: (i) $250,000 payable on March 15, 2013 and (ii) $250,000 payable upon the completion of the sale of the Brazilian fertilizer business, subject to Mr. Burke's continued employment on such date.

In addition, the Committee awarded Mr. Burke 13,500 time-based restricted stock units ("RSUs") under Bunge's 2009 Equity Incentive Plan. Subject to Mr. Burke's continued employment, the RSUs will vest in two annual installments commencing on March 5, 2014, provided that the vesting of the second installment is also subject to the completion of the sale of the Brazilian fertilizer business.