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 *
GALLAGHER DONALD J
   2. Issuer Name and Ticker or Trading Symbol
CLEVELAND CLIFFS INC [CLF] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Pres. N. Am. Iron Ore
(Last)
(First)
(Middle)
1100 SUPERIOR AVENUE		 3. Date of Earliest Transaction (Month/Day/Year)
05/19/2008
(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 05/19/2008   S   444 D $ 100.48 40,318.048 (1) D  
Common Stock 05/19/2008   S   300 D $ 100.54 40,018.048 D  
Common Stock 05/19/2008   S   400 D $ 100.55 39,618.048 D  
Common Stock 05/19/2008   S   300 D $ 100.49 39,318.048 D  
Common Stock 05/19/2008   S   200 D $ 100.41 39,118.048 D  
Common Stock               96,458 (2) I By VNQDC

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
Retention Units 2006-2008 (3)               (4)   (4) Common Shares 2,520   2,520 (5) D  
Retention Units 2007-2009 (3)               (6)   (6) Common Shares 3,750   3,750 (7) D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
GALLAGHER DONALD J
1100 SUPERIOR AVENUE
CLEVELAND, OH 44114		       Pres. N. Am. Iron Ore  

Signatures

 Traci L. Forrester by Power Of Attorney   05/21/2008
**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) Total amount shown reflects the 2-for-1 stock split on May 15, 2008, which resulted in the reporting person's acquiring 18,606.024 additional common shares and 1,775 Restricted Stock Units.
(2) Held for the benefit of the Reporting Person by the Cleveland-Cliffs Inc Voluntary Non-Qualified Deferred Compensation Plan (VNQDC). Total amount shown reflects the 2-for-1 stock split on May 15, 2008, which resulted in the reporting person's receiving 48,229 additional shares.
(3) Each Retention Unit represents the value of one Common Share of the Company.
(4) Represents a grant of Retention Units to the Reporting Person from the Cleveland-Cliffs Inc 1992 Incentive Equity Plan (as Amended and Restated as of May 13, 1997). The Performance Period is for January 1, 2006 through December 31, 2008 (Incentive Period). Payment of the Retention Units will be made in cash after the completion of the Incentive Period based upon the employment by the Company of the Reporting Person and the market value of a Common Share of the Company on the last day of the Incentive Period.
(5) Total amount shown reflects the 2-for-1 stock split on May 15, 2008, which resulted in the reporting person's acquiring 1,260 additional retention units.
(6) Represents a grant of Retention Units to the Reporting Person from the Cleveland-Cliffs Inc 2007 Incentive Equity Plan. The Performance Period is for January 1, 2007 through December 31, 2009 (Incentive Period). Payment of the Retention Units will be made in cash after the completion of the Incentive Period based upon the employment by the Company of the Reporting Person and the market value of a Common Share of the Company on the last day of the Incentive Period.
(7) Total amount shown reflects the 2-for-1 stock split on May 15, 2008, which resulted in the reporting person's receiving 1,875 additional retention units.

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