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CLEVELAND-CLIFFS INC. Director's Dealing 2014

Nov 13, 2014

30881_dirs_2014-11-13_63d42d7d-584a-4846-9c47-55d3353e8e2f.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: 2014-08-06

Reporting Person: Smith Clifford T (EVP, Seaborne Iron Ore)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-08-06 Common Shares J 15979.93 $17.15 Disposed 0 Indirect
2014-08-06 Common Shares J 15979.93 $17.15 Acquired 55628.93 Direct
2014-08-06 Common Shares F 1206.93 $17.15 Disposed 54422 Direct

Footnotes

F1: Reflects an immediate distribution of the deferred shares from direct ownership to indirect ownership pursuant to a trigger of the change in control provision of the Issuer's 2005 Voluntary Non-Qualified Deferred Compensation Plan ("VNQDC").

F2: Held for the benefit of the Reporting Person by the VNQDC.

F3: Reflects the surrender of shares in payment of the related tax liability incurred by the Reporting Person as a result of the immediate distribution of deferred shares triggered by the change in control provision of the VNQDC.