Cleveland-Cliffs Inc. Annual report pursuant to Section 13 and 15(d)

Annual report pursuant to Section 13 and 15(d)

Stock Compensation Plans (Tables)

Stock Compensation Plans (Tables)

12 Months Ended

Dec. 31, 2011


Performance Share Plan Year	Performance Shares Outstanding			Forfeitures (1)		Grant Date		Performance Period
2011		169,632			18,848		March 8, 2011		1/1/2011-12/31/2013
2011		2,090			—		April 14, 2011		1/1/2011-12/31/2013
2011		1,290			—		May 2, 2011		1/1/2011-12/31/2013
2010		209,853			23,317		March 8, 2010		1/1/2010-12/31/2012
2010		12,480	(2)		—		March 8, 2010		1/1/2010-12/31/2012
2010		480			—		April 6, 2010		1/1/2010-12/31/2012
2010		590			—		April 12, 2010		1/1/2010-12/31/2012
2010		2,130			—		April 26, 2010		1/1/2010-12/31/2012
2010		12,080			—		May 3, 2010		1/1/2010-12/31/2012
2010		550			—		June 14, 2010		1/1/2010-12/31/2012
2010		670			—		August 16, 2010		1/1/2010-12/31/2012
2009		372,881			22,089		March 9, 2009		1/1/2009-12/31/2011
2009		3,825			—		August 31, 2009		1/1/2009-12/31/2011
2009		44,673	(2)		—		December 17, 2009		1/1/2009-12/31/2011

Equity Grant Shares Outstanding


Year of Grant	Unrestricted Equity Grant Shares		Restricted Equity Grant Shares		Deferred Equity Grant Shares
2009		7,788		15,118		2,596
2010		3,963		7,926		1,321
2011		1,850		6,475		1,850

Disclosure Of Share-based Compensation Arrangements By Share-based Payment Award


	(In Millions, except per share amount)
	2011			2010			2009
Cost of goods sold and operating expenses	$	2.7		$	2.8		$	1.2
Selling, general and administrative expenses		13.2			12.7			11.0
Reduction of operating income from continuing operations before income taxes and equity income (loss) from ventures		15.9			15.5			12.2
Income tax benefit		(5.6	)		(5.4	)		(4.3	)

Reduction of net income attributable to Cliffs shareholders	$	10.3		$	10.1		$	7.9

Reduction of earnings per share attributable to Cliffs shareholders:
Basic	$	0.07		$	0.07		$	0.06

Diluted	$	0.07		$	0.07		$	0.06

Schedule of Share-based Payment Award, Employee Stock Purchase Plan, Valuation Assumptions


Period (1)	Grant Date Market Price	Average Expected Term (Years)		Expected Volatility			Risk-Free Interest Rate			Dividend Yield			Fair Value	Fair Value (Percent of Grant Date Market Price)
First Quarter	$96.70		2.81		94.4	%		1.17	%		0.58	%	$77.90		80.60	%
Second Quarter	$93.85		2.81		94.4	%		1.17	%		0.58	%	$75.64		80.60	%

Disclosure of Share-based Compensation Arrangement by Share-based Payment Award


	2011					2010					2009
	Shares			Weighted- Average Exercise Price		Shares			Weighted- Average Exercise Price		Shares			Weighted- Average Exercise Price
Stock options:
Options outstanding at beginning of year		—			—		—			—		2,500		$	5.42
Granted during the year		—					—					—
Exercised		—			—		—			—		(2,500	)		5.42
Cancelled or expired		—					—					—

Options outstanding at end of year		—			—		—			—		—			—
Options exercisable at end of year		—			—		—			—		—			—
Restricted awards:
Outstanding and restricted at beginning of year		371,712					290,702					315,684
Granted during the year		125,059					133,666					184,904
Vested		(61,330	)				(50,156	)				(201,486	)
Cancelled		(10,275	)				(2,500	)				(8,400	)

Outstanding and restricted at end of year		425,166					371,712					290,702
Performance shares:
Outstanding at beginning of year		843,238					823,393					594,115
Granted during the year (1)		263,816					376,524					555,046
Issued (2)		(215,870	)				(343,321	)				(312,336	)
Forfeited/cancelled		(13,749	)				(13,358	)				(13,432	)

Outstanding at end of year		877,435					843,238					823,393
Vested or expected to vest as of December 31, 2011		833,224
Directors' retainer and voluntary shares:
Outstanding at beginning of year		2,509					4,596					2,183
Granted during the year		1,815					2,075					4,602
Vested		(1,713	)				(4,162	)				(2,189	)

Outstanding at end of year		2,611					2,509					4,596
Reserved for future grants or awards at end of year:
Employee plans		6,760,871
Directors' plans		115,189

Total		6,876,060

Employee Stock Awards Outstanding


	Shares			Weighted Average Grant Date Fair Value
Outstanding, beginning of year		1,217,459		$	26.03
Granted		390,690		$	88.60
Vested		(278,913	)	$	42.73
Forfeited/expired		(24,024	)	$	61.61

Outstanding, end of year		1,305,212		$	43.19

- Definition

Tabular disclosure of components of a stock option or other award plan under which equity-based compensation is awarded to employees, typically comprised of the amount of unearned compensation (deferred compensation cost), compensation expense, and changes in the quantity and fair value of the shares (or other type of equity) granted, exercised, forfeited, and issued and outstanding pertaining to that plan. Disclosure may also include nature and general terms of such arrangements that existed during the period and potential effects of those arrangements on shareholders, effect of compensation cost arising from equity-based payment arrangements on the income statement, method of estimating the fair value of the goods or services received, or the fair value of the equity instruments granted, during the period, cash flow effects resulting from equity-based payment arrangements and, for registrants that accelerate vesting of out of the money share options, reasons for the decision to accelerate.

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