CLEVELAND-CLIFFS INC. — Director's Dealing 2010

Jan 5, 2010

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: CLIFFS NATURAL RESOURCES INC. (CLF)
CIK: 0000764065
Period of Report: 2009-12-31

Reporting Person: IRELAND JAMES D III (Director)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	25690	Direct
Common Stock	349592	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Units	$		Common Shares (23261.2502)	23261.2511	Direct

Footnotes

F1: The shares represented are held in five trusts for the benefit of siblings and the Reporting Person who is a co-trustee of the trusts. The Reporting Person disclaims beneficial ownership of 255,894 of these shares. The Reporting Person has an interest in the income or corpus with respect to 93,698 shares.

F2: Convertible into Common Shares on a 1-for-1 basis.

F3: Reflects number of Common Shares of underlying deferred compensation credited to the account of the Reporting Person pursuant to the Cliffs Natural Resources Inc. Nonemployee Directors' Compensation Plan ("Plan"). Each Stock Unit is generally distributable following termination of service as a Director.

F4: Balance shown reflects 37.8433, 28.663, and 44.0768 shares acquired June 30, September 30, and December 31, 2009, respectively, pursuant to the dividend reinvestment feature of the Plan. The number of deferred dividend reinvestment equivalent shares earned in the Plan is calculated using the closing market price at the end of each quarter for shares held in the Plan as of the record date with dividends earned as of June 1, September 1, and December 1, 2009.