Obligation Cliffside Cliffs 5.9% ( US18683KAA97 ) en USD

Cliffside Cliffs

100 % ▼

Etas-Unis

US18683KAA97 ( en USD )

5.9% par an ( paiement semestriel )

15/03/2020 - Obligation échue

Prospectus brochure de l'obligation Cleveland-Cliffs US18683KAA97 en USD 5.9%, échue

2 000 USD

400 000 000 USD

18683KAA9

N/A

Cleveland-Cliffs Inc. est une société américaine intégrée de production de fer et d'acier, opérant des mines de fer, des aciéries et des installations de transformation.

L'Obligation émise par Cliffside Cliffs ( Etas-Unis ) , en USD, avec le code ISIN US18683KAA97, paye un coupon de 5.9% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 15/03/2020

Final Prospectus Supplement
Page 1 of 55
424B5 1 d424b5.htm FINAL PROSPECTUS SUPPLEMENT
Table of Contents
Filed Pursuant to Rule 424(b)(5)
Registration No. 333-165376
CALCULATION OF REGISTRATION FEE

Title of Each Class
Amount To Be
Proposed Maximum
Proposed Maximum
Amount of
of Security To Be
Registered
Offering Price Per
Aggregate Offering
Registration Fee (1)
Registered
Unit
Price

5.900% Senior
$400,000,000
99.427%
$397,708,000
$28,356.58
Notes due 2020

(1) The filing fee of $28,356.58 is calculated in accordance with Rule 457(r) of the Securities Act of 1933, as amended.
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Prospectus Supplement
To Prospectus dated March 10, 2010

Cliffs Natural Resources Inc.
$400,000,000
5.900% Senior Notes due 2020
Issue price: 99.427%
Interest payable March 15 and September 15
We are offering $400,000,000 aggregate principal amount of 5.900% senior notes due 2020 (the "notes").
We will pay interest on the notes on March 15 and September 15 of each year, beginning on September 15, 2010. The
notes will mature on March 15, 2020 and will be issued only in denominations of $2,000 and integral multiples of $1,000
above that amount.
We have the option to redeem some or all of the notes at any time and from time to time, as described under the heading
"Description of the Notes--Optional Redemption." If a change of control triggering event occurs, we will be required to offer
to purchase the notes at a purchase price equal to 101% of their principal amount, plus accrued and unpaid interest, if any, to
the date of purchase. See "Description of the Notes--Change of Control Triggering Event."
The notes will be our senior unsecured obligations and will rank equally with all of our other existing and future senior
unsecured and unsubordinated indebtedness, but will be effectively junior to any secured indebtedness which we may incur in
the future. The notes will not be the obligation of any of our subsidiaries. For a more detailed description of the notes, see
"Description of the Notes."
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of
the notes or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any
representation to the contrary is a criminal offense.
See "Risk Factors" beginning on page S-7 of this prospectus supplement and the risk factors
contained in our annual report on Form 10-K for the fiscal year ended December 31, 2009, which
is incorporated by reference herein, for a discussion of certain risks that you should consider in
connection with an investment in the notes.

Underwriting discounts
Proceeds, before

Price to public(1)
and commissions

expenses
Per note

99.427%
0.650%
98.777%
Total

$397,708,000
$
2,600,000
$395,108,000
(1) Plus accrued interest, if any, from March 17, 2010.
The notes will not be listed on any securities exchange. Currently, there is no public market for the notes.
The underwriters expect to deliver the notes to purchasers through the book-entry delivery system of The Depository
Trust Company for the benefit of its participants, including Euroclear Bank S.A./N.V. and Clearstream Banking, société
anonyme, on or about March 17, 2010.
Joint Book-Running Managers

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BofA Merrill Lynch

J.P. Morgan
Co-Managers

Fifth Third Securities, Inc.

KeyBanc Capital Markets
PNC Capital Markets LLC

RBS
March 10, 2010
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TABLE OF CONTENTS
Prospectus Supplement

Page
About This Prospectus Supplement

ii
Where You Can Find More Information

ii
Information We Incorporate By Reference

ii
Disclosure Regarding Forward-Looking Statements

iii
Summary

S-1
Risk Factors

S-7
Use of Proceeds

S-9
Capitalization
S-10
Description of the Notes
S-11
Material U.S. Federal Tax Considerations
S-19
Certain ERISA Considerations
S-23
Underwriting (Conflicts of Interest)
S-25
Legal Matters
S-28
Experts
S-28
Prospectus

About this prospectus

1
Where You Can Find More Information

1
Information We Incorporate By Reference

1
Disclosure Regarding Forward-Looking Statements

3
Our Business

4
Risk Factors

4
Use of Proceeds

5
Ratio of Earnings to Fixed Charges

5
Description of Debt Securities

6
Plan of Distribution

15
Legal Matters

17
Experts

17

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About This Prospectus Supplement
We provide information to you about this offering in two separate documents. The accompanying prospectus provides
general information about us and the securities we may offer from time to time, some of which may not apply to this offering.
This prospectus supplement describes the specific details regarding this offering. Generally, when we refer to the
"prospectus," we are referring to both documents combined. Additional information is incorporated by reference in this
prospectus supplement. If information in this prospectus supplement is inconsistent with the accompanying prospectus, you
should rely on this prospectus supplement.
You should rely only on the information contained or incorporated by reference in this prospectus supplement, in the
accompanying prospectus or in any free writing prospectus that we may provide to you. We have not, and the underwriters
have not, authorized anyone to provide you with different information. You should not assume that the information contained
in this prospectus supplement, the accompanying prospectus or any document incorporated by reference is accurate as of any
date other than the date mentioned on the cover page of these documents. We are not, and the underwriters are not, making
offers to sell the securities in any jurisdiction in which an offer or solicitation is not authorized or in which the person making
such offer or solicitation is not qualified to do so or to anyone to whom it is unlawful to make an offer or solicitation.
References in this prospectus supplement to the terms "we," "us," "the Company" or "Cliffs" or other similar terms
mean Cliffs Natural Resources Inc. and its consolidated subsidiaries, unless we state otherwise or the context indicates
otherwise. As used in this prospectus supplement, the term "ton" means a long ton (equal to 2,240 pounds) when referring to
our North American Iron Ore business segment, the term "ton" means a short ton (equal to 2,000 pounds) when referring to
our North American Coal business segment and the term "tonne" means a metric ton (equal to 1,000 kilograms or 2,205
pounds).
Where You Can Find More Information
We are subject to the informational reporting requirements of the Securities Exchange Act of 1934. We file annual,
quarterly and current reports, proxy statements and other information with the SEC. Our SEC filings are available over the
Internet at the SEC's website at www.sec.gov. You may read and copy any reports, statements and other information filed by
us at the SEC's Public Reference Room at 100 F Street, N.E., Washington, D.C. 20549. Please call 1-800-SEC-0330 for
further information on the Public Reference Room. You may also inspect our SEC reports and other information at the New
York Stock Exchange, 20 Broad Street, New York, New York 10005, or at our website at www.cliffsnaturalresources.com.
The information contained on or accessible through our website is not part of this prospectus supplement, other than the
documents that we file with the SEC that are incorporated by reference in this prospectus supplement or the accompanying
prospectus.
Information We Incorporate By Reference
The SEC allows us to "incorporate by reference" into this prospectus supplement the information in documents we file
with it, which means that we can disclose important information to you by referring you to those documents. The information
incorporated by reference is considered to be a part of this prospectus supplement and information that we file later with the
SEC will automatically update and supersede this information. Any statement contained in any document incorporated or
deemed to be incorporated by reference herein shall be deemed to be modified or superseded for purposes of this prospectus
supplement to the extent that a statement contained in or omitted from this prospectus supplement, or in any other
subsequently filed document which also is or is deemed to be incorporated by reference herein, modifies or supersedes such
statement. Any such statement so modified or superseded shall not be deemed, except as so modified or superseded, to
constitute a part of this prospectus supplement.

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We incorporate by reference the documents listed below and any future filings we make with the SEC under Sections 13
(a), 13(c), 14 or 15(d) of the Exchange Act until the completion of the offering of securities described in this prospectus
supplement:

· our Annual Report on Form 10-K for the year ended December 31, 2009;

· our Current Reports on Form 8-K, as filed with the SEC on January 13, 2010, January 25, 2010, February 3, 2010

and March 10, 2010; and

· our Definitive Proxy Statement on Schedule 14A, as filed with the SEC on March 23, 2009.
We will not, however, incorporate by reference in this prospectus supplement any documents or portions thereof that are
not deemed "filed" with the SEC, including any information furnished pursuant to Item 2.02 or Item 7.01 of our current
reports on Form 8-K unless, and except to the extent, specified in such current reports.
You may obtain copies of these filings without charge by requesting the filings in writing or by telephone at the
following address.
Cliffs Natural Resources Inc.
Investor Relations
200 Public Square
Suite 3300
Cleveland, Ohio 44114
Telephone Number: (216) 694-5700
Disclosure Regarding Forward-Looking Statements
This prospectus supplement and the accompanying prospectus, including the documents incorporated by reference,
contain statements that constitute "forward-looking statements" within the meaning of the Private Securities Litigation
Reform Act of 1995. These forward-looking statements may be identified by the use of predictive, future-tense or forward-
looking terminology, such as "believes," "anticipates," "expects," "estimates," "intends," "may," "will" or similar terms.
These statements speak only as of the date of this prospectus supplement or the date of the document incorporated by
reference, as applicable, and we undertake no ongoing obligation, other than that imposed by law, to update these statements.
These statements appear in a number of places in this prospectus supplement, including the documents incorporated by
reference, and relate to, among other things, our intent, belief or current expectations of our directors or our officers with
respect to: our future financial condition, results of operations or prospects; estimates of our economic iron ore and coal
reserves; our business and growth strategies; and our financing plans and forecasts. You are cautioned that any such forward-
looking statements are not guarantees of future performance and involve significant risks and uncertainties, and that actual
results may differ materially from those contained in or implied by the forward-looking statements as a result of various
factors, some of which are unknown, including, without limitation:

· the impact of the current global economic crisis, including downward pressure on prices;

· trends affecting our financial condition, results of operations or future prospects;

· the outcome of any contractual disputes with our customers;

· the ability of our customers to meet their obligations to us on a timely basis or at all;

· our actual economic iron ore and coal reserves;

· the success of our business and growth strategies;

· our ability to successfully identify and consummate any strategic investments;

· adverse changes in currency values;

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· the outcome of any contractual disputes with our significant energy, material or service providers;

· the success of our cost-savings efforts;

· our ability to maintain adequate liquidity and successfully implement our financing plans;

· our ability to maintain appropriate relations with unions and employees;

· uncertainties associated with unanticipated geological conditions related to underground mining;

· the potential existence of significant deficiencies or material weakness in our internal control over financial

reporting; and

· the risk factors referred to in the "Risk Factors" section of this prospectus supplement.
These factors and the other risk factors described in this prospectus supplement and the accompanying prospectus,
including the documents incorporated by reference, are not necessarily all of the important factors that could cause actual
results to differ materially from those expressed in any of our forward-looking statements. Other unknown or unpredictable
factors also could harm our results. Consequently, there can be no assurance that the actual results or developments
anticipated by us will be realized or, even if substantially realized, that they will have the expected consequences to or effects
on us. Given these uncertainties, prospective investors are cautioned not to place undue reliance on such forward-looking
statements.

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Summary
This summary highlights information about us and the notes being offered by this prospectus supplement. This
summary is not complete and may not contain all of the information that you should consider prior to investing in our
notes. For a more complete understanding of our company, we encourage you to read this entire document, including the
information incorporated by reference in this document and the other documents to which we have referred.
Our Company
Cliffs Natural Resources Inc. is an international mining and natural resources company serving the global steel
industry. We are the largest producer of iron ore pellets in North America, a major supplier of direct-shipping lump and
fines iron ore out of Australia and a significant producer of metallurgical coal. With core values of environmental and
capital stewardship, our colleagues across the globe endeavor to provide all stakeholders operating and financial
transparency as embodied in the Global Reporting Initiative framework. Our company's operations are organized
according to product category and geographic location: North American Iron Ore; North American Coal; Asia Pacific
Iron Ore; Asia Pacific Coal; and Latin American Iron Ore.
The North American business unit is comprised of six iron ore mines owned or managed in Michigan, Minnesota
and Canada and two coking coal mining complexes located in West Virginia and Alabama. The Asia Pacific business
unit is comprised of two iron ore mining complexes in Western Australia and a 45% economic interest in a coking and
thermal coal mine in Queensland, Australia. The Latin American business unit includes a 30% interest in the Amapá
Project, an iron ore project in the state of Amapá in Brazil.
The following map shows the locations of our operations:

S-1
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North American Iron Ore
We are the largest producer of iron ore pellets in North America and primarily sell our production to integrated steel
companies in the United States and Canada. We manage and operate six North American iron ore mines located in
Michigan, Minnesota and Eastern Canada that currently have an annual rated capacity of 38.1 million tons of iron ore
pellet production, representing 45.1% of total North American pellet production capacity.1 Based on our equity
ownership in the North American mines we currently operate, our share of the annual rated pellet production capacity is
currently 25.6 million tons, representing 30.3% of total North American annual pellet capacity.2
Our North American Iron Ore revenues are primarily derived from sales of iron ore pellets to the North American
integrated steel industry, consisting of seven major customers. Generally, we have multi-year supply agreements with
our customers. Sales volume under these agreements is largely dependent on customer requirements, and in many cases,
we are the sole supplier of iron ore pellets to the customer. Each agreement has a base price that is adjusted annually
using one or more adjustment factors. Factors that could result in a price adjustment include international pellet prices,
measures of general industrial inflation and steel prices. Additionally, certain of our supply agreements have a provision
that limits the amount of price increase or decrease in any given year.
Each of our North American Iron Ore mines is located near the Great Lakes or, in the case of Wabush, near the St.
Lawrence Seaway, which is connected to the Great Lakes. The majority of our iron ore pellets are transported via
railroads to loading ports for shipment via vessel to steelmakers in the United States or Canada.
For the year ended December 31, 2009, we produced a total of 19.6 million tons of iron ore pellets, including
17.1 million tons for our account and 2.5 million tons on behalf of steel company owners of the mines.
At the end of 2009, our North American Iron Ore mines had proven and probable mineral reserves totaling
approximately 932 million tons.
We expect to maintain our leadership position in North American iron ore through continued capital investments
and by increasing the productivity and efficiency of our operations. We have been a leader in iron ore mining technology
for more than 160 years. We pioneered early open-pit and underground mining methods. From the first application of
electrical power in Michigan's underground mines to the use of today's sophisticated computer networks and global
positioning satellite systems, we have been a leader in the application of new technology to the centuries-old business of
mineral extraction.
We will continue to leverage our strong technical competencies in the mining, processing and concentrating of
lower-grade ores into high quality products that are critical inputs depended on by North American integrated steel
producers.
North American Coal
We are a leading supplier of metallurgical coal in North America. We own and operate two North American coking
coal mining complexes located in West Virginia and Alabama that currently have a rated capacity of 5.5 million short
tons of production annually. Each mine produces high-quality, low-volatility metallurgical coal,
1 North American pellet capacity as reported here includes plants in the United States and Canada but excludes Mexico.
2 In October 2009, Cliffs exercised its rights to purchase the remaining equity shares in Wabush Mines that it did not
already own from U.S. Steel Canada and ArcelorMittal Dofasco. The figure presented here includes Cliffs' pre-
exercise ownership share in Wabush Mines at 26.8%. Cliffs obtained full ownership of Wabush effective February 1,
2010.

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which is used to make coke, a key component in the steelmaking process. Metallurgical coal generally sells at a premium
over the more prevalent and mined, steam coal, which is generally used to generate electricity. Metallurgical coal
receives this premium because of its coking characteristics, which include expansion and contraction when heated, and
volatility, which refers to the loss in mass when coal is heated in the absence of air. Coals with lower volatility produce
more efficient coke for steelmaking and are more highly valued than coals with a higher volatility, all else equal. At the
end of 2009, Cliffs had approximately 222.5 million tons of high-quality, low-volatility in-place proven and probable
reserves. For the year ended December 31, 2009, we sold a total of 1.9 million tons, compared with 3.2 million tons for
the year ended December 31, 2008. Each of our North American coal mines are positioned near rail or barge lines
providing access to international shipping ports, which allows for export of our coal production. Exports and domestic
sales represented 65% and 35%, respectively, of our North American Coal sales in 2009.
Asia Pacific Iron Ore
Our Asia Pacific Iron Ore operations are located in Western Australia and include our 100% owned Koolyanobbing
complex and our 50% equity interest in Cockatoo Island. We serve the Asian iron ore markets with direct-shipping fines
and lump ore. Production in 2009 was 8.3 million tonnes, compared with 7.7 million tonnes in 2008.
At the end of 2009, Cliffs had approximately 87.5 million tonnes of proven and probable reserves in our Asia
Pacific Iron Ore business. In recent years, through a near-mine drilling program our reserve base has remained relatively
constant, despite annual production of approximately eight million tonnes of iron ore.
We have five-year term supply agreements with steel producers in China and Japan that account for approximately
85% and 15% respectively, of sales. Sales volume under the agreements is partially dependent on customer
requirements. Each agreement is priced based on benchmark pricing established for Australian producers. During 2009,
2008 and 2007, we sold 8.5 million, 7.8 million and 8.1 million tonnes of iron ore, respectively, from our Western
Australia mines.
Corporate Information
Our principal executive offices are located at 200 Public Square, Suite 3300, Cleveland, Ohio 44114. Our main
telephone number is (216) 694-5700, and our website address is www.cliffsnaturalresources.com. The information
contained on or accessible through our website is not part of this prospectus supplement, other than the documents that
we file with the SEC that are incorporated by reference in this prospectus supplement or the accompanying prospectus.

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