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CLEVELAND-CLIFFS INC. Director's Dealing 2011

Feb 23, 2011

30881_dirs_2011-02-23_5f7cf441-4f4e-404b-9fe9-9ee010a196dd.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CLIFFS NATURAL RESOURCES INC. (CLF)
CIK: 0000764065
Period of Report: 2011-02-23

Reporting Person: Raguz Steven M (SVP, Corp. Strategy & Treas.)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2011-02-23 Common Stock A 3375 $0.00 Acquired 9490 Direct
2011-02-23 Common Stock F 1353 $92.67 Disposed 8137 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 200 Indirect
Common Stock 4015 Indirect

Footnotes

F1: Reflects a payout of performance shares for the 2008-2010 performance period earned under the Issuer's 2007 Incentive Equity Plan.

F2: Reflects the surrender of 1,082 performance shares and 271 restricted share units from the 2008-2010 performance period in payment of the related tax liability incurred by the Reporting Person as a result of the award.

F3: Total includes 2,000 shares held in the Reporting Owner's individual IRA.

F4: Balance shown reflects 8 shares acquired December 1, 2010 pursuant to the dividend reinvestment feature of the Issuer's 2005 Voluntary Non-Qualified Deferred Compensation Plan ("VNQDC").