Exhibit 10.8.e
FIFTH AMENDMENT TO TRUST AGREEMENT BETWEEN
FIDELITY MANAGEMENT TRUST COMPANY
AND
FMC CORPORATION
THIS FIFTH AMENDMENT, dated and effective as of the twenty-third day of April, 2008, unless otherwise stated herein,
by and between Fidelity Management Trust Company (the “Trustee”) and FMC Corporation (the “Sponsor”);
WITNESSETH:
WHEREAS, the Trustee and the Sponsor heretofore entered into a Trust Agreement dated and restated September 28,
2001, with regard to the FMC Corporation Nonqualified Savings and Investment Plan (the “Plan”); and
WHEREAS, the Sponsor has informed the Trustee that, as a result of the conversion of the FMC Stock Fund from a
unitized fund to a real-time traded fund, all transactions in the FMC Stock Fund (unitized) will be frozen as of the close of
business on April 23, 2008; and
WHEREAS, the Sponsor desires and directs the Trustee, in accordance with Section 8(b) of the Agreement, to commence
liquidating all Participant balances held in the FMC Stock Fund (unitized) on April 24, 2008, in accordance with Fidelity’s best
practices in the marketplace. The Sponsor is aware that market conditions may dictate that the trading occurs until April 30,
2008. The Sponsor directs that upon completion of the liquidation and settlement of the last trade, expected to be by April 30,
2008, the Trustee shall invest the proceeds in the new FMC Stock Fund (real-time). The parties hereto agree that the Trustee
shall have no discretionary authority with respect to this sale and transfer directed by the Sponsor. Any variation from the
procedure described herein may be instituted only at the express written direction of the Sponsor; and
WHEREAS, the Trustee and the Sponsor now desire to amend said Trust Agreement as provided for in Section 16 thereof;
NOW THEREFORE, in consideration of the above premises, the Trustee and the Sponsor hereby amend the Trust
Agreement by:
(1) Effective at the close of business on April 23, 2008, amending Schedule “A” by removing the refe