CLEVELAND-CLIFFS INC. — Director's Dealing 2012

Feb 15, 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: BLAKE DAVID B (SVP, Oper. N. Amer. Iron Ore)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-13	Common Stock	A	9788	$71.89	Acquired	22524	Direct
2012-02-13	Common Stock	F	3861	$71.89	Disposed	18663	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	720	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 3,167 performance shares and 694 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: Balance shown reflects 2, 2 and 4 shares acquired June 1, 2011, 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").

F4: Held for the benefit of the Reporting Person by the VNQDC.