UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)

TERRA INDUSTRIES INC.

(Name of Issuer)

Common Stock, without par value

(Title of Class of Securities)

880915103

(CUSIP Number)

December 31, 2005

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o	Rule 13d-1(b)

x	Rule 13d-1(c)

o	Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures previously provided in a prior cover page.

_________________________

The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP NO.

880915103

1	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Seneca Capital, L.P. Seneca Capital Advisors, LLC Seneca Capital International, Ltd. Seneca Capital Investments, LLC Douglas A. Hirsch
2	Check the Appropriate Box if a Member of a Group (See Instructions)
	(a) o
	(b) o
3	SEC Use Only
4	Citizenship or Place of Organization. Seneca Capital, L.P. - Delaware Seneca Capital Advisors, LLC - Delaware Seneca Capital International, Ltd. - Cayman Islands, British West Indies Seneca Capital Investments, LLC - Delaware Douglas A. Hirsch - United States

CUSIP NO.

880915103

Number of Shares Beneficially Owned by Each Reporting Person With		5 Sole Voting Power Seneca Capital, L.P. - 0 shares Seneca Capital Advisors, LLC - 0 shares Seneca Capital International, Ltd. - 0 shares Seneca Capital Investments, LLC - 0 shares Douglas A. Hirsch - 0 shares
		6 Shared Voting Power Seneca Capital, L.P. – 303,700 shares Seneca Capital Advisors, LLC – 0 shares Seneca Capital International, Ltd. – 639,300 shares Seneca Capital Investments, LLC – 948,200 shares Douglas A. Hirsch – 1,000,000 shares Refer to Item 4 below.
		7 Sole Dispositive Power Seneca Capital, L.P. - 0 shares Seneca Capital Advisors, LLC - 0 shares Seneca Capital International, Ltd. - 0 shares Seneca Capital Investments, LLC - 0 shares Douglas A. Hirsch - 0 shares
		8 Shared Dispositive Power Seneca Capital, L.P. – 303,700 shares Seneca Capital Advisors, LLC – 0 shares Seneca Capital International, Ltd. – 639,300 shares Seneca Capital Investments, LLC – 948,200 shares Douglas A. Hirsch – 1,000,000 shares Refer to Item 4 below.
9	Aggregate Amount Beneficially Owned by Each Reporting Person Seneca Capital, L.P. – 303,700 shares Seneca Capital Advisors, LLC – 0 shares Seneca Capital International, Ltd. – 639,300 shares Seneca Capital Investments, LLC – 948,200 shares Douglas A. Hirsch – 1,000,000 shares Refer to Item 4 below.
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o N/A
11	Percent of Class Represented by Amount in Row (9)* Seneca Capital, L.P. – 0.3% Seneca Capital Advisors, LLC – 0% Seneca Capital International, Ltd. – 0.7% Seneca Capital Investments, LLC – 1.0% Douglas A. Hirsch – 1.1% Refer to Item 4 below.
12	Type of Reporting Person (See Instructions) Seneca Capital, L.P. - PN Seneca Capital Advisors, LLC - OO (Limited Liability Company) Seneca Capital International, Ltd. - CO Seneca Capital Investments, LLC - OO (Limited Liability Company) Douglas A. Hirsch - IN

* All percentage ownership reported in this Schedule 13G is based on 95,172,174 shares of Common Stock issued and outstanding as of October 31, 2005, as reported by the issuer in its Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2005, filed with the Securities and Exchange Commission on November 9, 2005. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest therein.

Item 1.

(a)	Name of Issuer
	Terra Industries Inc.
(b)	Address of Issuer’s Principal Executive Offices
	Terra Centre, P.O. Box 6000, 600 Fourth Street, Sioux City, Iowa 51102-6000

Item 2.

(a)	Name of Person Filing

CUSIP NO.

880915103

	Seneca Capital, L.P. Seneca Capital Advisors, LLC Seneca Capital International, Ltd. Seneca Capital Investments, LLC Douglas A. Hirsch
(b)	Address of Principal Business Office or, if none, Residence
	Seneca Capital, L.P. Seneca Capital Advisors, LLC Seneca Capital Investments, LLC 950 Third Avenue, 29th Floor New York, NY 10022 Seneca Capital International, Ltd. P.O. Box HM 2257 Par La Ville Place 14 Par La Ville Road Hamilton HM JX, Bermuda (Cayman Islands, British West Indies) Douglas A. Hirsch c/o Seneca Capital Investments, LLC 950 Third Avenue, 29th Floor New York, NY 10022
(c)	Citizenship
	Seneca Capital, L.P. - Delaware Seneca Capital Advisors, LLC - Delaware Seneca Capital International, Ltd. - Cayman Islands, British West Indies Seneca Capital Investments, LLC - Delaware Douglas A. Hirsch - United States
(d)	Title of Class of Securities
	Common Stock, without par value
(e)	CUSIP Number
	880915103

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)	o	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
(b)	o	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c)	o	Insurance Company as defined in Section 3(a)(19) of the Act
(d)	o	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

CUSIP NO.

880915103

(e)	o	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
(f)	o	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
(g)	o	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	o	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	o	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	o	Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)	Amount Beneficially Owned**
	Seneca Capital, L.P. – 303,700 shares Seneca Capital Advisors, LLC – 0 shares Seneca Capital International, Ltd. – 639,300 shares Seneca Capital Investments, LLC – 948,200 shares Douglas A. Hirsch – 1,000,000 shares
(b)	Percent of Class
	Seneca Capital, L.P. – 0.3% Seneca Capital Advisors, LLC – 0% Seneca Capital International, Ltd. – 0.7% Seneca Capital Investments, LLC – 1.0% Douglas A. Hirsch – 1.1%
(c)	Number of shares as to which such person has:
	(i)	sole power to vote or to direct the vote
		Seneca Capital, L.P. - 0 shares Seneca Capital Advisors, LLC - 0 shares Seneca Capital International, Ltd. - 0 shares Seneca Capital Investments, LLC - 0 shares Douglas A. Hirsch - 0 shares
	(ii)	shared power to vote or to direct the vote
		Seneca Capital, L.P. – 303,700 shares Seneca Capital Advisors, LLC – 0 shares Seneca Capital International, Ltd. – 639,300 shares Seneca Capital Investments, LLC – 948,200 shares Douglas A. Hirsch – 1,000,000 shares

CUSIP NO.

880915103

	(iii)	sole power to dispose or to direct the disposition of
		Seneca Capital, L.P. - 0 shares Seneca Capital Advisors, LLC - 0 shares Seneca Capital International, Ltd. - 0 shares Seneca Capital Investments, LLC - 0 shares Douglas A. Hirsch - 0 shares
	(iv)	shared power to dispose or to direct the disposition of
		Seneca Capital, L.P. – 303,700 shares Seneca Capital Advisors, LLC – 0 shares Seneca Capital International, Ltd. – 639,300 shares Seneca Capital Investments, LLC – 948,200 shares Douglas A. Hirsch – 1,000,000 shares

** Shares reported for Seneca Capital Investments, LLC represent shares held of record by Seneca Capital, L.P, Seneca Capital II, L.P., Seneca Capital International, Ltd. and Acorn Overseas Security Company. Seneca Capital Investments, LLC has voting and investment control over such shares. Shares reported for Douglas A. Hirsch represent shares held of record by Seneca Capital L.P., Seneca Capital II, L.P., Seneca Capital International, Ltd., Acorn Overseas Security Company and a limited liability company of which Mr. Hirsch is a managing member of the investment advisor (which investment advisor has voting and investment control over the shares held by such limited liability company). Mr. Hirsch is the managing member of Seneca Capital Investments, LLC (which has voting and investment control over the shares held by Seneca Capital, L.P., Seneca Capital II, L.P. Seneca Capital International, Ltd. and Acorn Overseas Security Company).

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ X ].

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not applicable.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

Not applicable.

Item 8.

Identification and Classification of Members of the Group

Not applicable.

Item 9.

Notice of Dissolution of Group

Not applicable.

CUSIP NO.

880915103

Item 10.

Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.

February 13, 2006

SENECA CAPITAL, L.P.

By: Seneca Capital Advisors, LLC, its General Partner

By:/s/ Douglas A. Hirsch

	Douglas A. Hirsch
		Managing Member

SENECA CAPITAL ADVISORS, LLC

By: /s/ Douglas A. Hirsch

Douglas A. Hirsch

Managing Member

SENECA CAPITAL INTERNATIONAL, LTD.

By: Seneca Capital Investments, LLC, its Investment Advisor

By: /s/ Douglas A. Hirsch

	Douglas A. Hirsch
		Managing Member

SENECA CAPITAL INVESTMENTS, LLC

By: /s/ Douglas A. Hirsch

Douglas A. Hirsch

Managing Member

DOUGLAS A. HIRSCH

/s/ Douglas A. Hirsch

Douglas A. Hirsch, individually