CLEVELAND-CLIFFS INC. — Director's Dealing 2012

Feb 14, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CLIFFS NATURAL RESOURCES INC. (CLF)
CIK: 0000764065
Period of Report: 2012-02-13

Reporting Person: Boor William C (SVP, Global Ferroalloys.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-13	Common Stock	A	21038	$71.89	Acquired	41989.4363	Direct
2012-02-13	Common Stock	F	9435	$71.89	Disposed	32554.4363	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	16891	Indirect

Footnotes

F1: Reflects a payout of performance shares for the 2009-2011 performance period earned under the Issuer's 2007 Incentive Equity Plan.

F2: Reflects the surrender of 7,474 performance shares and 1,961 restricted share units from the 2009-2011 performance period in payment of the related tax liability incurred by the Reporting Person as a result of the award.

F3: The amount shown reflects 13.5078, 10.1217, 22.4855, 43.6417 and 49.3305 shares credited on December 2, 2010, March 2, 2011, June 2, 2011, September 2, 2011 and December 2, 2011, respectively, to the Reporting Person pursuant to the Dividend Reinvestment and Stock Purchase Plan.

F4: Balance shown reflects 58 and 69 shares acquired September 1, 2011 and December 1, 2011, respectively, pursuant to the dividend reinvestment feature of the Issuer's 2005 Voluntary Non-Qualified Deferred Compensation Plan ("VNQDC").