CLEVELAND-CLIFFS INC. DEFA14A

SCHEDULE 14A

(RULE 14A-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

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CLEVELAND-CLIFFS INC

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September 17, 2008

Fellow Cliffs Colleagues:

By now you may have received materials in the mail and possibly telephone calls concerning Harbinger Capital Partners’ request to increase its ownership to over 20%, but less than 33 1/3%, of Cliffs’ common shares and the special shareholders meeting to be held on October 3 in response to their request. As I have explained in earlier correspondence, Cliffs Board of Directors unanimously recommends that Cliffs shareholders vote AGAINST the authorization of the control share acquisition.

If you are a shareholder in the company, you will receive from Cliffs proxy materials requesting your support in voting down the control share acquisition. These proxy materials include a WHITE proxy card.

PLEASE VOTE THE WHITE PROXY CARD TODAY!

Your vote is extremely important. We urge you to vote AGAINST the control share acquisition proposal today by completing, signing, dating and returning the WHITE proxy card and accompanying certification provided to you by Cliffs. You must complete the following steps to have your vote counted.

	1)		On the white proxy card, mark your vote “AGAINST” by checking the corresponding box.
	2)		Sign and date your white proxy card.
	3)		On the accompanying “Certification As To Eligibility to Vote”, if your shares are “NOT INTERESTED SHARES” then check the corresponding box (or your shares will not be fully counted).
	4)		Return both materials to the address supplied.

Only the latest dated proxy card you vote will be counted. We urge you to simply disregard any proxy card sent to you by Harbinger or its affiliates.

Many of you may have already received multiple mailings from Harbinger, including multiple green proxy cards. We urge you NOT to sign any green proxy cards sent to you by Harbinger. If you have already done so, you have every legal right to change your vote by sending in the WHITE proxy card and accompanying certification.

Complete information on the Control Share Acquisition Proxy, including detailed information on how to vote AGAINST the control share acquisition proposal, can be found at www.cleveland-cliffs.com/proxyfacts/pages/voteyourshares. In the meantime, if you have any questions, please contact Innisfree M&A Incorporated toll-free at (877) 456-3507

Sincerely,

Joseph A. Carrabba
President, Chairman and CEO
Cleveland-Cliffs Inc

Cleveland-Cliffs Inc
1100 Superior Avenue East
Suite 1500
Cleveland, Ohio 44114-2544

216.694.5700 PH
216.694.4880 Fax