FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Eldridge Barry J
  2. Issuer Name and Ticker or Trading Symbol
CLEVELAND CLIFFS INC [CLF]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
1100 SUPERIOR AVENUE, 15TH FLOOR
3. Date of Earliest Transaction (Month/Day/Year)
07/03/2006
(Street)

CLEVELAND, OH 44114
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/03/2006   A(1)   143.4607 A $ 39.645 2,158.7747 (2) D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Eldridge Barry J
1100 SUPERIOR AVENUE
15TH FLOOR
CLEVELAND, OH 44114
  X      

Signatures

 George W. Hawk, Jr. by Power of Attorney   07/06/2006
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Reflects number of Common Shares credited to the account of the Reporting Person in payment of the Reporting Person's Quarterly Retainer for the third quarter of 2006 under the Cleveland-Cliffs Inc Nonemployee Directors Compensation Plan. Full shares earned in 2006 will be issued effective the first business day in 2007.
(2) On January 11, 2006, Cleveland-Cliffs Inc (the "Company") declared a dividend of $.20 per share, payable to all holders of record as of February 15, 2006 of common stock payable on March 1, 2005. The amount shown reflects .019 shares acquired pursuant to a Dividend Reinvestment and Stock Purchase Plan for the Company's Common Stock ("Reinvestment Plan"). On May 9, 2006, the Company declared a dividend of $.25 per share, payable to all holders of record as of May 19, 2006 of common stock payable on June 1, 2006. The amount shown reflects .293 shares acquired pursuant to the Reinvestment Plan. The total beneficial ownership also reflects the Company's 2-for-1 stock split on June 30, 2006, which resulted in the reporting person's receiving 1007.657 additional shares.

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