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Cleveland-Cliffs
Annual Report 2000

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FY2000 Annual Report · Cleveland-Cliffs
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C l e v e l a n d - C l

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2 0 0 0   A n n u a l

  R e p o r

t

CLEVELAND-CLIFFS  INC

PRODUCING AN ESSENTIAL RAW MATERIAL FOR NORTH AMERICA’S CRITICAL INDUSTRIAL BASE

1100 SUPERIOR AVENUE

CLEVELAND, OH 44114-2589

www.cleveland-cliffs.com

CORE VALUES

In support of the

Company’s objective 

to be the most admired

minerals company, 

we are building on 

a framework of strong

corporate values.  

SAFE PRODUCTION -  record production with: lack of injuries....good housekeeping and orderly work areas.... 

well-maintained equipment....proper training and procedures....looking out for and correcting 

each other....safe conditions, safe behavior....Sentinel of Safety award winner.

CUSTOMER FOCUS -  listening to the customer....being responsive and on time....meeting quality 

expectations....helping the customer succeed.

CREATING ECONOMIC VALUE -  doing the right things right the first time....elimination of waste and 

inefficiency....breakthroughs in productivity and technology.

BIAS FOR ACTION  -  getting things done....reduced red tape....barrierless....call anybody you want....

management by fact....plan the work – work the plan.

TRUST, RESPECT AND OPEN COMMUNICATION  -  open access to information....constructive conflict....

delegation to the appropriate level....toleration of failure in pursuit of business success....

encouraging and accepting different views....feeling an obligation to explain your actions to 

those it affects....gender and racial diversity.

GROUP AND INDIVIDUAL ACCOUNTABILITY  -  behaving in line with our core values....being responsible 

for our actions....providing plans/standards/expectations....holding yourself and/or the group to 

a high standard of performance....walk the talk.

INTEGRITY -  doing what you say you’re going to do....no hidden agendas....doing the right thing....being 

truthful....zero tolerance – not walking away from a situation....be credible.

TEAMWORK -  actively involve others in decision making....know when to take a leadership role and 

when to be an active member....recognize the value of teamwork and the synergy it creates.

RECOGNIZE AND REWARD ACHIEVEMENT  -  celebrating successes....stress training and 

development....an effective appraisal of performance....giving a simple thank you.

T H E S E   C O R E   VA L U E S   A R E   I M P O R T A N T   T O   O U R   F U T U R E .    

E V E R Y O N E   W I L L   B E   J U D G E D   O N   T H E I R   S U P P O R T   O F   A N D  

C O M M I T M E N T   T O   T H E M .

D I R E C TO R S  

O R G A N I Z AT I O N   C H A N G E S  

At the Annual Meeting of Shareholders in May 2000, Robert S.
Coleman did not stand for re-election to the Board of Directors due
to the demands of his business.  Mr. Coleman’s wise counsel over
the nine years he served on the Board is missed.

A. Stanley West, who was Senior Vice President-Sales and Commercial
Planning, retired after 33 years with Cliffs and a 41-year career in the
iron and steel industry.  Mr. West’s in-depth knowledge of the steel
industry in the United States and Canada was instrumental 
in Cliffs being the leading producer and merchant of iron ore in North
America.

George N. Chandler, II, Vice President-Reduced Iron, and Richard F.
Novak, Vice President-Labor Relations, retired after 38 and 31 years
of service, respectively. They made many contributions to Cliffs.

Richard L. Shultz, formerly Director of Iron Making Technology, was
named Vice President-Reduced Iron Sales and Business Development.

Randy L. Kummer joined Cliffs as Vice President-Human Resources.
Mr. Kummer was formerly Vice President-Human Resources,
Government and Public Affairs of Kennecott Energy Company.  

Director
Since
1997

1996

John S. Brinzo (4,6,7)
Chairman and Chief Executive 

Officer of the Company
Ronald C. Cambre (1,3,4,6)
Chairman of the Board
Newmont Mining Corporation 

International mining company

1999

Ranko Cucuz (1,5,6)
Chairman and Chief Executive Officer
Hayes Lemmerz International, Inc.

International supplier of wheels to the auto industry

1986

James D. Ireland III (2,4,5,6,7)
Managing Director/Capital One Partners, Inc.

1994

1991

1999

1996

1995

1991

Private merchant banking firm

G. Frank Joklik (2,6) 
Chairman and Chief Executive Officer
MK Gold Company

International mining company, and

Retired President and Chief Executive Officer
Kennecott Corporation

International mining company

Leslie L. Kanuk (2,4,5,6)
Professor Emeritus
Zicklin School of Business

Baruch College, City University of New York

Anthony A. Massaro (1,6,7)
Chairman and Chief Executive Officer
Lincoln Electric Holdings, Inc.

Global manufacturer of welding and
cutting products and consumables

Francis R. McAllister (3,4,5,6,7)
Chairman and Chief Executive Officer
Stillwater Mining Company

Palladium and platinum producer

John C. Morley (2,3,4,6,7) 
President/Evergreen Ventures, Ltd.

Private investment firm, and

Retired President and Chief Executive Officer
Reliance Electric Company

Major industrial manufacturer
Stephen B. Oresman (3,5,6,7)
President/Saltash Ltd.

Management consultants

1991

Alan Schwartz (1,2,6)
Professor, Yale Law School 

and Yale School of Management

COMMITTEES:
(1) Audit
(2) Board Affairs
(3) Compensation and Organization
(4) Executive 
(5) Finance
(6) Long Range Planning
(7) Strategic Advisory

Recycled Paper

41

COMPARATIVE HIGHLIGHTS  

Financial (In Millions Except Per Share Amounts)

For the Year:

Operating Revenues:

Product Sales and Services
Royalties and Management Fees

Total

Income Before Special Items:

Amount
Per Diluted Share

Net Income:
Amount
Per Diluted Share

At December 31:

Cash and Cash Equivalents
Long-Term Debt
Shareholders’ Equity
Book Value Per Common Share
Market Value Per Common Share

Iron Ore Production and Sales (Millions of Gross Tons)

Production At Mines Managed by Cliffs:

Total
Cliffs’ Share

Cliffs’ Sales

2000

1999

Increase 
(Decrease)

$379.4
50.7
430.1

10.1
.97

18.1
1.73

29.9
70.0
402.0
39.73
21.56

41.0
11.8
10.4

$316.1
48.5
364.6

.4
.04

4.8
.43

67.9
70.0
407.3
38.27
31.13

36.2
8.8
8.9

$63.3
2.2
65.5

9.7
.93

13.3
1.30

(38.0)

(5.3)
1.46
(9.57)

4.8
3.0
1.5

COMPANY PROFILE

Cleveland-Cliffs Inc is the largest supplier of iron ore products to the North

American steel industry. Iron ore is the fundamental raw material for integrat-

ed  steel  companies  that  make  steel  in  blast  furnaces.  Subsidiaries  of  the

Company manage and hold equity interests in five iron ore mines in Michigan,

Minnesota  and  Eastern  Canada.  Nearly  all  the  integrated  steel  companies  in

North America are partners or customers. Cliffs has a major iron ore reserve

postition in the United States and is a substantial iron ore merchant.

Cliffs  is  developing  a  significant  ferrous  metallics  business  to  primarily

serve steel companies that make steel in electric arc furnaces. The Company’s

first project is the hot briquetted iron (HBI) plant in Trinidad and Tobago.

Cliffs is in its 154th year of service to the steel industry.

1

LETTER TO OUR SHAREHOLDERS

Dear Fellow Shareholder:

A year ago, we told you that we were glad to put

capacity levels. However, the large steel consumers

1999  behind  us.  That  statement  was,  of  course,  a

also  began  to  import  increasingly  large  amounts  of

reaction to the very difficult year our Company had in

steel.  As  the  import  volumes  rose,  North  American

1999 when we had to cope with an unexpected dip

steel operating rates fell and prices collapsed. At the

in pellet sales. We also told you we were anticipating

same time, energy prices surged and the once strong

a significant improvement in year 2000 earnings that

economies in the United States and Canada began to

would  be  driven  by  higher  sales  volume  and  better

rapidly weaken.

sales margins due to higher production volumes and

By  the  fourth  quarter  of  2000,  deteriorating

cost reduction. At that time, our biggest uncertainty

business conditions in the steel industry had reached

was  the  ramp-up  of  production  at  the  Cliffs  and

catastrophic  dimensions,  and  most  of  our  partners

Associates  Limited  (CAL)  reduced  iron  plant  in

and  customers  reported  substantial  losses  for  the

Trinidad.

quarter. A growing list of steel company bankruptcy

Unfortunately,  the  strength  of  the  U.S.  and

filings demonstrated the severity of the crisis. Two fil-

Canadian economies in the first half of 2000 proved

ings  in  the  fourth  quarter  were  of  particular  signifi-

to be a double-edged sword for the steel and iron ore

cance  to  Cliffs  –  the  November  16th  filing  by

business. Accelerating demand from the automotive,

Wheeling-Pittsburgh  Steel  Corporation  and  the

appliance and construction industries pushed operat-

December 29th filing by LTV Corporation.

ing  rates  at  North  American  steel  plants  to  near 

2

Despite  the  rapid  deterioration  of  the  North

to  significant  production  curtailments  in  1999  and

American steel business in the second half of 2000,

higher  pellet  sales  volume  in  2000.  The  margin  on

Cliffs-managed  mines  operated  at  near-capacity  lev-

pellet  sales  in  2000  was  a  major  disappointment,

els  and  produced  a  record  41.0  million  tons.  Cliffs'

even as we operated at full production and eliminat-

share of production was 11.8 million tons versus 8.8

ed  the  high  fixed  cost  penalties  incurred  in  1999

million tons in 1999. The Company sold 10.4 million

when  we  curtailed  production  by  3.0  million  tons.

tons  of  iron  ore  pellets  in  2000.  This  was  a  major

While we made progress in pursuing productivity and

improvement from the 8.9 million tons sold in 1999,

cost reduction objectives, our successes were over-

but less than our original sales expectation. While

whelmed by higher energy costs, notably natural gas

we planned to build inventory in 2000 to meet pro-

and  diesel  fuels,  and  cost  inflation  in  other  areas

jected  demand  in  future  years,  a  steep  decline  in

such as medical costs. Operating difficulties, partic-

fourth  quarter  shipments  caused  our  year-end

ularly  at  the  Empire  and  Wabush  Mines,  also  con-

inventory  to  increase  to  3.3  million  tons,  well

tributed to the poor cost performance.

beyond the planned level. 

Disappointments  in  2000  were  not  restricted 

Net  income  was  $18.1  million  in  2000  versus

to  our  core  iron  ore  business.  After  struggling  with

$4.8  million  in  1999.  Excluding  special  items,  net

the  start-up  of  its  plant  in  Trinidad  for  more  than  a

income  was  $10.1  million,  a  $9.7  million  increase

year,  CAL  decided  in  mid-May  to  suspend  start-up 

from the $.4 million recorded in 1999, primarily due 

3

Millions
40

TOTAL STEEL IMPORTS TO THE
UNITED STATES – NET TONS

30

20

10

0

4

'80    '81    '82    '83    '84    '85    '86    '87    '88     '89    '90    '91    '92    '93    '94    '95    '96    '97    '98    '99   2000

“Unfairly  dumped  steel  imports, including  steel  slabs,  totaled  38.0  million

tons in 2000, the second highest amount in history”

activities  in  order  to  evaluate  plant  reliability  and

make  modifications  to  portions  of  the  plant.  After

several key modifications were completed, the plant

was restarted and operated for a month to test the

modifications  and  gain  additional  operating  experi-

ence.  The  results  of  this  test  were  very  positive.

Plant operations improved significantly, and we pro-

duced several thousand tons of high quality commer-

cial HBI, despite the known flaws in a portion of the

flowsheet.

At the end of July, the plant was shut down again

to evaluate on-going economics and decide whether or

not  to  complete  the  remaining  modifications.  In  the

third  quarter,  LTV  withdrew  its  financial  support  of

CAL,  and  Cliffs  and  Lurgi  decided  to  complete  the

plant  modifications  and  acquire  LTV's  46.5  percent

share of CAL for a nominal upfront payment. For the

balance of the year, the plant remained idle while mod-

ifications  were  undertaken.  The  decision  to  proceed

was  based  on  the  successful  July  test,  a  favorable 

beginning  in  2001,  the  LTV  bankruptcy  filing  has

made  this  expectation  more  problematic.  The

increase in our ownership of Empire has raised Cliffs'

total  sales  capacity  from  11.8  million  tons  to  12.8

million tons.

The LTV bankruptcy filing resulted in a relatively

modest  charge  to  fourth  quarter  results.  However,

there  are  substantial  contractual  obligations  and

management  relationships  between  Cliffs  and  LTV,

and non-performance by LTV could have a significant 

impact on Cliffs and/or the Empire Mine. The closure

of LTV's wholly-owned mine in Minnesota on January

5th  is  expected  to  make  LTV  a  major  iron  ore  cus-

tomer of Cliffs in 2001 and beyond, under a multi-year

sales  contract  executed  in  2000.  LTV  is  also  a  25

percent partner in the Empire Mine. 

Since  its  filing,  LTV  has  continued  to  meet  its

obligations  as  a  partner  of  Empire,  and  we  expect

LTV  will  purchase  its  iron  ore  pellet  requirements

from  Cliffs.  However,  LTV  has  neither  affirmed  nor

rejected its ownership in Empire or its ore purchase

contract with Cliffs. In addition, there is much uncer-

tainty relating to the level at which LTV's steelmak-

ing facilities will operate. Bill Calfee, Cliffs' executive

vice  president-commercial,  is  chairman  of  the  LTV

Unsecured  Creditors  Committee,  and  we  are  com-

mitted to achieving a satisfactory outcome.

The steel and iron ore business in North America

is  going  through  a  painful  process  of  restructuring

whereby  only  the  strongest  facilities  are  likely  to 

survive. This will ultimately produce a stronger, more

financial arrangement on the buyout of the LTV inter-

est,  and  a  comprehensive  evaluation  of  the  project

economics.

CLIFFS TODAY

Given  the  business  outlook,  the  recent  bank-

ruptcies  of  Wheeling-Pittsburgh  and  LTV  and  the

weak  financial  position  of  other  partners  and  cus-

tomers, Cliffs has significant challenges ahead.

Prior to the Wheeling filing, which did not have a

significant adverse impact on Cliffs' results in 2000,

the  Company  exercised  its  right  to  acquire

Wheeling's  12.5  percent  indirect  interest  in  the

Empire Mine. No cash was paid to Wheeling for the

interest,  only  assumption  of  additional  mine  liabili-

ties. The acquisition of Wheeling's interest increased

Cliffs' ownership in Empire to 35 percent and raised

Cliffs'  share  of  the  mine's  8-million-ton-production

capacity  from  1.8  million  tons  to  2.8  million  tons.

While we expect to sell the additional tonnage to LTV 

5

competitive industry, but the path in the near term is

fraught with difficulty and uncertainty. We are man-

aging our iron ore business with the expectation that

integrated steel and iron ore production capacity will

continue  to  shrink,  and  foreign  competition  will

remain intense.

We  believe  Cliffs  can  be  a  stronger  factor  in  a

consolidating North American pellet market. Most of

our pellet capacity is competitive, on both a cost and

quality basis, but all of our mines can improve their

position. While we have always focused on cost and

quality,  we  need  to  make  dramatic  changes  in  the

way we operate to serve a "new" steel industry. Our

objective is to be the most admired minerals compa-

ny, and we are not going to let any barriers to improve-

ment get in our way.

Cost reduction is a key element of our corporate-

wide  initiative  called  ForCE  21  (For  Competitive

Excellence  in  the  21st  Century).  ForCE  21  is  de-

Millions
10

SEMI-FINISHED STEEL IMPORTS TO
THE UNITED STATES – NET TONS

8

6

4

2

0

6

'80    '81    '82    '83    '84    '85    '86    '87    '88     '89    '90    '91    '92    '93    '94    '95    '96    '97    '98    '99   2000

“The steel import problem that is particularly troubling to Cliffs is the dump-

ing of semi-finished steel slabs, which totaled 8.6 million tons in 2000.”

signed  to  produce  organizational  and  operational

larger  volumes  and  longer-term  contracts.  We  have

excellence through employee involvement and cultural

achieved  significant  cost  savings  utilizing  the

change. It promotes accelerated change with a focus

"reverse auction" process available with our e-com-

on  improvements  in  cost,  quality  and  safety.

merce software platform and expect to realize addi-

Employee  teams,  including  hourly  employees  at  all

tional savings with this technology.

facilities,  are  challenging  existing  practices  in  a

• Labor contracts negotiated in 1999 resulted

search for better, more cost effective ways of improv-

in  a  strategic  alliance  with 

the  United

ing operating performance. On the inside front cover

Steelworkers'  Union,  which  is  providing  a  unique

of  this  report  are  Cliffs'  core  values  that  provide  a

opportunity to cooperatively pursue objectives that

framework  for  ForCE  21.  Although  this  initiative  is

are  focused  on  cost  reduction,  improved  labor  pro-

just beginning, we have achieved impressive results

ductivity and safety.

in  a  number  of  areas  and  are  optimistic  about  its

• All operations are taking actions to minimize

potential. 

energy costs. Energy costs represent almost 25 per-

We  recognize  that  we  must  do  more  and  are

cent of mine operating costs depending on the mine,

challenging  all  areas  of  our  organization  to  ensure

so  actions  taken  in  this  area  are  vitally  important.

that we are being as cost efficient as possible:

The  increase  in  energy  costs  from  1999  to  2000

• Productivity improvements will result in lower

penalized Cliffs' operating earnings in 2000 by about

employment  levels  at  most  locations,  and  the  out-

$14 million. The adverse impact of high energy costs

sourcing of various support services is being imple-

is expected to continue in 2001.

mented.  The  cost  savings  of  these  actions  when

While our business plans are not dependent on

complete will be significant.

reducing imports of steel and iron ore, Cliffs and its 

•  We  are  working  with  suppliers  of  purchased

materials and equipment to reduce prices. Over the

last two years, we have entered into alliance agree-

ments  with  a  number  of  suppliers.  These  suppliers

have  made  major  price  reductions  in  exchange  for

7

steel company partners and customers need a level

getting  the  U.S.  Commerce  Department  to  com-

playing  field  to  deal  with  foreign  trade.  Unfairly 

mence an investigation of whether imports of iron ore

dumped  foreign  steel  imports  are  systematically

and steel slabs are jeopardizing the national security.

eliminating  North  American  steel  capacity,  and

OUTLOOK

unfairly imported steel slabs are cutting into the iron

Business conditions in the iron and steel indus-

ore market. U.S. steel imports, including steel slabs,

try  are  as  bad  as  they  have  been  in  many  decades

totaled 38.0 million tons in 2000, the second high-

and are expected to remain difficult through at least

est amount in history.

the  first  half  of  2001.  Given  the  harsh  environment

There is significant excess steelmaking capaci-

confronting  our  steel  company  partners  and  cus-

ty in the world, and the United States is a magnet for

tomers,  there  is  significant  uncertainty  regarding

the surplus due to our weak enforcement of existing

Cliffs' pellet sales volume in 2001 and production lev-

trade laws and a strong dollar. Foreign steel compa-

els  at  managed  mines.  We  expect  the  financial

nies are selling steel in the United States at prices

results of our core iron ore business will be severely

that are below what it costs to produce, and that is

impacted by production curtailments.

a violation of U.S. trade laws. We are hopeful that the

If  the  generally  anticipated  increase  in  the

Bush  Administration  and  the  107th  Congress  will

international pellet prices occurs, we would expect

work  together,  on  an  urgent  basis,  to  address  our

to realize a modest increase in price realizations in

country's steel emergency. This is also a vital issue

2001 because the pricing formulas in our multi-year

in Canada, and the Canadian government has a steel

sales contracts allow us to realize about half of any

anti-dumping investigation in progress following com-

change  in  the  international  price.  Prices  in  our

plaints by steel producers in Canada.

multi-year contracts increase or decrease over the

The import problem that is particularly troubling

contract  term  using  a  number  of  factors  including

to Cliffs is the dumping of semi-finished steel slabs.

the  international  pellet  price,  energy  costs,  labor

Companies that import slabs in lieu of producing their

costs and steel prices.

hot metal requirements reduce or eliminate their iron

Losses from CAL are expected to be somewhat

ore  requirements.  When  foreign  producers  dump

lower  in  2001,  but  first  half  losses  will  be  greater

slabs  into  this  country,  domestic  steelmakers  can

than  first-half  2000.  Modifications  to  the  Trinidad

buy slabs at a cost that is lower than the cost to pro-

plant were completed on schedule and on budget,

duce raw steel in their primary steel operations. The

and  the  plant  will  begin  briquette  production  in

unchecked availability of semi-finished steel imports

March. CIRCALTM briquettes were trial tested in two

could result in the premature closure of certain blast

U.S.  electric  furnaces  in  November  and  December

furnaces. Congressmen James Oberstar of Minnesota

and  Bart  Stupak  of  Michigan  were  instrumental  in

8

2000 with positive results. We are receiving numer-

We cannot control the demand for iron ore and

ous  inquiries  regarding  trial  shipments  and  tests  at

other  ferrous  metallics  products,  but  we  can  mini-

other electric furnace operations and at some blast

mize  the  impact  by  producing  the  highest  quality

furnace  operations  as  soon  as  additional  briquettes

products  at  the  lowest  possible  cost.  We  also  can 

are  available.  The  pricing  for  all  metallics  in  the

be proactive in pursuing business opportunities that

United States is still very weak, but we expect some

are  created  by  the  adversities  in  our  business.  We

improvement  as  the  year  develops.  In  today's  high-

intend  to  be  relentless  in  pursuing  the  goals  and

energy-cost environment that has forced the closure

objectives that will allow Cliffs to steer the uncertain

of  all  reduced  iron  plants  located  in  the  United

road that is ahead and restore Cliffs value. We appre-

States, CAL is exceptionally well positioned with low-

ciate your support. 

cost,  stable  gas  prices  in  Trinidad.  We  continue  to

expect  an  increase  in  global  electric-arc-furnace

steel production, and consequently an improving mar-

ket for our CIRCALTM briquettes.

On January 9th, your Board of Directors reduced

the  quarterly  dividend  from  37.5  cents  per  share 

to  10  cents  per  share.  Based  on  the  10.1  million

shares currently outstanding, this action will reduce

the  annual  cash  outlay  for  dividends  by  more  than

$11  million.  While  the  Board  regretted  the  action, 

we  believe  it  was  appropriate  during  this  period 

of  extreme  uncertainty  in  the  North  American 

steel industry. 

We are also making a significant reduction in our

capital spending in 2001. Excluding expenditures at

CAL, we spent over $23 million on capital in 2000,

which was slightly less than depreciation of $26 mil-

lion.  We  would  expect  comparable  spending  to  be

only  $14  million  in  2001,  again  excluding  CAL.  We

will also be reducing our pellet inventory by at least

1.3 million tons during the year, which will generate

cash flow of $35 million. 

We fully expect our cash flow in 2001 will allow

us to repay by year-end the $65 million borrowed in

January under our revolving credit facility. We believe

our  strong  balance  sheet,  and  the  actions  we  have

taken with respect to the dividend, capital spending

and cost reductions will provide the liquidity we need

to  meet  the  challenges  and  take  advantage  of  the

John S. Brinzo

Chairman and

Chief Executive Officer

Thomas J. O'Neil

President and

Chief Operating Officer

opportunities that are ahead of us in 2001.

February 28, 2001

9

MANAGEMENT’S DISCUSSION & ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

In  2000, Cleveland-Cliffs  Inc  (“Company”)  had  net
income  of  $18.1  million,  or  $1.73  per  share  (references  to
per  share  earnings  are  “diluted  earnings  per  share”)  versus
net  income  for  the  year  1999  of  $4.8  million,  or  $.43  per
share. Following is a summary of results for the years 2000,
1999 and 1998:

( I N   M I L L I O N S   E X C E P T
P E R   S H A R E   A M O U N T S )

2000

$10.1

$18.0

$18.1
$1.74
$1.73

1999

$57.4

$54.4

$54.8
$5.43
$5.43

1998

$53.9

$53.5

$57.4
$5.10
$5.06

10,393
10,439

11,076
11,124

11,248
11,336

Net income before special items

Special items

Net income
– Amount
– Per share (basic)
– Per share (diluted)

Average number of shares

(in thousands)
– Basic
– Diluted

2000 VERSUS  1999

Net income for the year 2000 of $18.1 million, or $1.73

per share, included three special items:

• a $9.9 million after-tax recovery on an insurance claim

related to lost 1999 sales;

• a $5.2 million tax credit reflecting a reassessment of
income tax obligations based on current audits of prior
years’ federal tax returns; and

• a  $7.1  million  after-tax  charge  to  recognize  the
decrease in value of the Company’s investment in LTV
common stock.
Year  1999  net  income  included  favorable  after-tax
income adjustments of $4.4 million that related primarily to
prior years’ state tax refunds. Excluding special items in both
years, net income in 2000 of $10.1 million was $9.7 million
higher than 1999 net income of $.4 million. The $9.7 million
improvement in 2000 net income before special items reflected
higher  income  before  income  taxes,  $14.4  million,  partially
offset by higher income taxes, $4.7 million. The increase in
pre-tax income before special items was primarily due to:

• An improvement of $19.2 million in pellet sales margin
from  the  1999  negative  margin  of  $20.0  million.

Following is a summary comparison of sales margin for
2000 and 1999:

( I N   M I L L I O N S )

Increase (Decrease)

2000

1999

Amount Percent

Sales (Tons)

10.4

8.9

1.5

17%

Revenue from product sales

and services

$379.4

$316.1

$ 63.3

20%

Cost of goods sold and
operating expenses

380.2

336.1

44.1

Sales margin (loss)

$     (.8) $ (20.0) $  19.2

13%

96%

Revenue  from  product  sales  and  services  increased
$63.3 million primarily due to the 1.5 million ton sales
volume  increase  along  with  a  modest  improvement  in
average sales price realization. The increase in cost of
goods  sold  and  operating  expenses  reflected  the
increase  in  volume,  production  curtailments  in  1999
and significant increases in energy rates, which added
almost $14 million to cost in 2000.

• Royalty and management fees, including amounts paid
by the Company as a participant in the mining ventures,
of $50.7 million in 2000 versus $48.5 million in 1999,
an increase of $2.2 million, primarily due to increased
production at Tilden Mine.

• Higher other income, $3.3 million, including insurance
company  demutualization  proceeds,  favorable  settle-
ment  of  a  legal  dispute,  and  gains  from  sales  of  non-
strategic lands.
Partially offsetting were:

• Higher  Cliffs  and  Associates  Limited  (“CAL”)  pre-
operating  losses,  $4.5  million,  reflecting  continuing
plant  start-up  difficulties,  holding  costs  during  plant
modifications, and the Company’s increased ownership
in the venture as of November 20, 2000. (See Ferrous
Metallics.)

• Increased administrative, selling and general expense,
$2.6  million,  due  to  higher  active  and  retiree  medical
costs and pensions, and increased management incen-
tive compensation expense.

• Higher other expenses, $2.0 million, largely reflecting
the  reserving  of  amounts  related  to  administrative
services and management fees from LTV’s wholly-owned
LTV  Steel  Mining  Company  (“LTVSMC”)  as  a  result  of

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the  LTV  filing  for  protection  under  Chapter  11  of  the
U.S. Bankruptcy Code on December 29, 2000.

• Higher  interest  expense,  $1.2  million,  resulting  from
the cessation of interest capitalization in April, 1999 on
the  construction  of  CAL’s  hot  briquetted  iron  (“HBI”)
facility in Trinidad and Tobago.
The $4.7 million increase in income taxes before special

items was principally due to higher pre-tax income.

1999 VERSUS  1998

Net  income  for  1999  was  $4.8  million,  or  $.43  per
share,  compared  to  1998  net  income  of  $57.4  million,  or
$5.06  per  share.  Year  1999  net  income  included  favorable
after-tax  income  adjustments  of  $4.4  million  that  related
primarily  to  prior  years’  state  tax  refunds  (recorded  as  a
reduction  to  cost  of  goods  sold).  Year  1998  net  income
included  a  $3.5  million  favorable  income  tax  adjustment
related to audits of prior years’ federal tax returns. Excluding
special  items  in  both  years,  net  income  was  $.4  million  in
1999, a decrease of $53.5 million from 1998.

The  $53.5  million  decrease  in  net  income  before
special items reflected lower income before income taxes of
$73.9 million, partially offset by a $20.4 million decrease in
income taxes. The decrease in pre-tax income before special
items was primarily due to:

• Negative pellet sales margin of $20.0 million in 1999
compared  to  a  margin  of  $46.1  million  in  1998,  a
decrease of $66.1 million summarized as follows:

( I N   M I L L I O N S )

Increase (Decrease)

1999

1998

Amount Percent

Sales (Tons)

8.9

12.1

(3.2)

(26)%

Revenue from product sales

and services

$316.1

$465.7 $(149.6)

(32)%

Cost of goods sold and
operating expenses

336.1

419.6

(83.5)

(20)%

Sales margin (loss)

$ (20.0) $  46.1 $ (66.1)

(143)%

Revenue from product sales and services decreased by
$149.6 million, primarily due to decreased sales volume
due to blast furnace outages, and lower average sales
price realization, reflecting lower pellet pricing and the
mix  of  contracts.  The  decrease  in  cost  of  goods  sold
and  operating  expenses  was  not  proportional  to  the
decrease  in  sales  volume  due  to  fixed  costs  incurred
during  production  curtailments  to  balance  production
with the lower sales volume.

• Higher  pre-operating  losses  from  CAL,  $6.8  million,
reflecting  start-up  and  commissioning  costs  on  CAL’s
HBI project in Trinidad and Tobago.

• Higher  interest  expense,  $3.3  million,  resulting  from
the cessation of interest capitalization when construc-
tion of the HBI facility was completed in April, 1999.
• Lower interest income, $2.1 million, due to lower aver-

age cash balances throughout the year.

• Lower royalty and management fees in 1999, including
amounts paid by the Company as a participant in the
mining  ventures,  $1.2  million,  mainly  due  to  lower
production.

• Partially  offsetting  was  lower  administrative,  selling
and general expense, $2.6 million, including lower man-
agement incentive compensation, cost reduction initia-
tives and a 10 percent reduction of corporate staff in
the first quarter of 1999.

• Other expenses also decreased $3.9 million, including
lower business development expenses and an increase
in  the  allowance  for  doubtful  accounts  recorded  in
1998 related to the Acme bankruptcy.
The  $20.4  million  decrease  in  income  taxes  before 
special  items  was  primarily  due  to  the  decrease  in  pre-tax
income and the favorable impact of percentage depletion.

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MANAGEMENT’S DISCUSSION & ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

C ASH  FLOW AND  LIQUIDITY

At  December  31,  2000,  the  Company  had  cash  and
cash equivalents of $29.9 million. In addition, the full amount of
a $100 million unsecured revolving credit facility was available. 
Following is a summary of 2000 cash flow activity:

( I N   M I L L I O N S )

Cash flow from operations:

Before changes in operating assets and liabilities
Changes in operating assets and liabilities

Net cash from operations

Capital expenditures
Investment and advances in Cliffs and Associates Limited
Purchase of CAL interest from LTV
Dividends
Repurchases of common shares
Contributions to CAL of minority shareholder
Other

Decrease in cash and cash equivalents

$(76.9
(48.9)

28.0
(23.4)
(13.8)
(1.7)
(15.7)
(15.6)
4.2
.3

$(37.7)

The  $48.9  million  increase  in  operating  assets  and
liabilities primarily reflected higher iron ore inventories, $54.2
million.

Following is a summary of key liquidity measures:

AT   D E C E M B E R   3 1   ( I N   M I L L I O N S )

2000

1999

1998

Cash and cash equivalents

$129.9

$167.6

$130.3

Working capital

$145.8

$143.4

$176.1

Ratio of current assets to

current liabilities

2.4:1

3.0:1

3.1:1

In  2001,  the  Company  expects  to  receive  refunds  of
approximately $14 million of current and prior years’ federal
tax payments associated with the Company’s adjustment of
its CAL tax basis of properties. Separately, an additional tax
and interest payment of approximately $5 million related to
the anticipated settlement of audit issues for tax years 1995
and 1996 is expected in 2001. A $5.2 million non-cash favor-
able adjustment of the Company’s tax obligations related to
the audit was recorded in 2000 results.

From  time  to  time,  in  the  normal  course  of  business,
the  Company  enters  into  contracts  to  purchase  iron  ore  to
meet customer quality specifications or fulfill anticipated or

forecasted  shortfalls.  The  Company  has  committed  to  pur-
chase approximately $19 million of pellets in 2001.

The  Company  anticipates  that  its  share  of  capital
expenditures  related  to  the  iron  ore  business,  which  were
$23.4  million  in  2000,  will  be  significantly  reduced  in
2001.  The  estimate  for  2001  capital  expenditures  is  highly
uncertain,  and  will  depend  on  production  levels  at  the
Company-managed  mines  and  the  financial  position  of
the mine owners. The Company expects to fund its share of
capital expenditures from current operations.

C APITALIZATION

Long-term debt of the Company consists of $70 million
of  senior  unsecured  notes,  with  a  fixed  interest  rate  of  7.0
percent, which are scheduled to be repaid on December 15,
2005.  In  addition  to  the  senior  unsecured  notes,  the
Company, including its share of mining ventures, had capital
lease  obligations  at  December  31,  2000  of  $4.0  million,
which are largely non-recourse to the Company. The Company
has a $100 million revolving credit agreement, which expires
on  May  31,  2003.  On  January  8,  2001,  the  Company  bor-
rowed  $65  million  on  the  facility  for  general  operating  and
working  capital  requirements.  The  loan  interest  rate,  based
on  the  LIBOR  rate  plus  a  premium,  is  fixed  at  6.1  percent
through  July  8,  2001.  Loan  repayment  timing  is  subject  to
future  uncertainty,  but  the  Company  expects  to  repay  the
loan by the end of 2001.

In 2000 and 1999, the Company purchased .7 million
and .6 million shares of its Common Shares at a cost of $15.6
million  and  $17.2  million,  respectively.  Through  December
31, 2000, the Company has purchased 2.4 million shares at
a  total  cost  of  $79.5  million  under  its  authorization  to  re-
purchase up to 3.0 million Common Shares. The shares will
initially be retained as Treasury Stock. On January 9, 2001,
the Company announced a reduction in its quarterly dividends
on  Common  Shares  to  $.10  per  share  from  the  previous
dividend rate of $.375 per share.

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IRON  ORE

After  a  modest  improvement  in  the  first  half  of  2000,
North  American  steel  industry  fundamentals  deteriorated
significantly in the second half of the year. Weak steel order
books and price decreases attributable to slowing economies
in  the  United  States  and  Canada,  high  volumes  of  steel
imports, and soaring energy costs have caused crisis condi-
tions  in  the  North  American  iron  and  steel  industry.  The
Company is supporting steel industry efforts to combat unfair
imports.  LTV  and  Wheeling-Pittsburgh  Steel  Corporation
(“Wheeling-Pittsburgh”) filed for protection under Chapter 11
of the U.S. Bankruptcy Code in the fourth quarter of 2000,
and several of the Company’s other partners and customers
have curtailed raw steel production and experienced financial
difficulties in the fourth quarter. Given the current conditions
in the industry, significant uncertainty exists concerning the
Company’s sales and production at its mines in 2001.

The  Company  ended  the  year  2000  with  3.3  million
tons  of  iron  ore  pellet  inventory,  an  increase  of  1.9  million
tons from 1999. Increased pellet sales of 1.5 million tons in
2000 were more than offset by an increase in the Company’s
share of 2000 production.

The six mines managed by the Company produced 41.0
million  tons  of  iron  ore  in  2000,  compared  to  production  of
36.2 million tons in 1999. The Company’s share of production
was  11.8  million  tons  in  2000  versus  8.8  million  tons  in
1999.  The  increase  was  mainly  due  to  production  curtail-
ments  in  1999  which  were  undertaken  to  reduce  inventory
levels because of lower sales volume. The Company expects
production at its five active mines in 2001 to be significantly
below the combined 34.1 million ton capacity.

The Company’s iron ore pellet sales were 10.4 million
tons in 2000 versus 8.9 million tons in 1999. The increase in
iron ore pellet sales in 2000 was mainly due to the return of
blast furnace operations at two customers that were out for
most  of  1999.  The  Company’s  sales  volume  is  largely  com-
mitted under multi-year sales contracts, which are subject to
changes  in  customer  requirements.  International  iron  ore
pellet price changes impact certain of the Company’s multi-
year sales contracts, which use international prices as price
adjustment  factors.  Other  factors  impacting  the  Company’s
average  price  realization  under  various  sales  contracts
include mine operating costs, energy costs, and steel prices.

A wholly-owned subsidiary of LTV is a 25 percent part-
ner in the Company-managed Empire Mine in Michigan. Since
the  bankruptcy  filing,  LTV  has  remained  current  with  its
Empire obligations.

At  the  time  of  the  bankruptcy  filing,  LTV  owed  the
Company approximately $2.3 million related to the Company’s
management  of  LTVSMC  in  Minnesota,  which  amount  the
Company  has  reserved.  In  May  2000,  LTV  announced  its
intention to close LTVSMC in mid-2001 and later the intended
closing  date  was  advanced  to  February  22,  2001.  Subse-
quent  to  its  bankruptcy  filing,  LTV  ceased  operations  at
LTVSMC  on  January  5,  2001,  more  than  a  month  ahead  of
schedule,  due  to  conditions  in  the  steel  market  and  cost
reduction efforts associated with the bankruptcy filing.

The  Company  signed  a  long-term  agreement  in  May,
2000  to  supply  LTV  with  the  majority  of  the  iron  ore  it  will
need to purchase as a result of the closing of LTVSMC. Sales
over the 10-year contract term could total more than 50 mil-
lion tons if LTV continues to produce at or near current levels
and performs under the contract terms. To date in the bank-
ruptcy proceeding, LTV has neither affirmed nor rejected this
agreement. Sales under the contract were less than .2 million
tons  in  2000;  expected  sales  in  2001  will  be  impacted  by
the  liquidation  of  LTVSMC’s  remaining  pellet  inventory  and
business  conditions.  The  Company  had  no  trade  accounts
receivable exposure to LTV at the time of bankruptcy filing.

In May, 2000, LTV granted the Company an exclusive
option  to  purchase  the  LTVSMC  assets  in  exchange  for
assumption of environmental and reclamation obligations and
other  consideration  at  LTVSMC.  The  Company  has  until
March 31, 2001 to exercise the option. The Company does
not believe iron ore pellets can be produced there economi-
cally,  but  is  investigating  whether  alternative  uses  or  the
disposition of the assets would be advantageous.

Prior  to  Wheeling-Pittsburgh’s  filing  for  protection
under Chapter 11 of the U.S. Bankruptcy Code on November
16,  2000,  the  Company  exercised  its  rights  under  existing
agreements  to  acquire  Wheeling-Pittsburgh’s  12.4375  per-
cent  indirect  interest  in  Empire  Mine.  The  acquisition  of

13

MANAGEMENT’S DISCUSSION & ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Wheeling-Pittsburgh’s interest in the Empire Mine increased
the Company’s ownership share to 35 percent and share of
production capacity from 1.8 million tons to 2.8 million tons.
Subsequent to its Chapter 11 filing, Wheeling-Pittsburgh has
requested  an  accounting  for  the  acquisition  transaction.  At
the time of the filing, the Company did not have a term sales
contract with Wheeling-Pittsburgh and the Company’s trade
receivable exposure was negligible.

In  1998,  Acme  Metals  Incorporated  and  its  wholly-
owned  subsidiar y  Acme  Steel  Company  (collectively
“Acme”), a partner in Wabush and an iron ore customer, peti-
tioned for protection under Chapter 11 of the U.S. Bankruptcy
Code.  The  Company  had  a  $1.2  million  pre-petition  trade
receivable from Acme, which has been fully provided. Since
its filing, Acme has continued its relationship with Wabush and
the Company. Sales to Acme in 2000 represented 3 percent
of total sales volume.

The major business risk faced by the Company in iron
ore is lower customer or venture partner consumption of iron
ore  from  the  Company’s  managed  mines  which  may  result
from competition from other iron ore suppliers; use of iron ore
substitutes,  including  imported  semi-finished  steel;  steel
industry  consolidation,  rationalization  or  financial  failure;  or
decreased  North  American  steel  production,  resulting  from
increased imports or lower steel consumption. Loss of sales
and/or  royalty  and  management  fee  income  on  any  such
unmitigated  loss  of  business  would  have  a  significantly
greater  impact  on  earnings  than  revenue,  due  to  the  high
level of fixed costs in the iron mining business.

In 1999, the Company lost more than one million tons
of iron ore pellet sales to Rouge Industries as a result of the
extended shutdown of two blast furnaces following an explo-
sion  at  the  power  plant  that  supplies  Rouge.  In  2000,  the
Company recorded a pre-tax insurance recovery and received
proceeds  on  the  claim  of  $15.3  million  ($9.9  million  after-
tax).  The  Company  continues  to  pursue  modest  additional
recoveries, but given the complexity of the insurance issues,
any  additional  amounts  will  not  be  recorded  until  all  out-
standing matters are resolved.

The  Company  held  842,000  shares  of  LTV  common
stock, which were originally valued at $11.5 million, or $13.65
per share. As of June 30, 2000, the investment was reclassi-
fied  to  “trading”  and  accordingly  changes  in  market  value
were recognized in earnings as they occurred. The Company
has recognized a reduction to 2000 earnings of $10.9 million
pre-tax ($7.1 million after-tax) related to the investment. In
August 2000, the Company commenced a program to reduce
its  investment  in  the  LTV  common  stock  and  through
December 31, had sold 300,000 shares, with the remaining
shares sold in January, 2001.

Five-year  labor  agreements  between  the  United
Steelworkers of America (“USWA”) and the Empire, Hibbing,
and  Tilden  mines  were  ratified  in  August  1999.  The  agree-
ments, which were patterned after agreements negotiated by
major steel companies, provide employees with improvements
in pensions, wages, and other benefits. The agreements also
commit  the  mines  and  the  union  jointly  to  seek  operating
cost improvements. The Wabush Mine in Canada also settled
on a five-year contract in July, 1999.

FERROUS  METALLICS

The  Company’s  strategy  includes  extending  its  busi-
ness scope to produce and supply ferrous metallic products
to an expanded customer base, including electric arc furnace
steelmakers.

CAL,  a  venture  in  Trinidad  and  Tobago,  completed
construction in April, 1999 of a facility designed to produce
premium quality HBI to be marketed to the steel industry. The
HBI facility has produced sufficient reduced iron to demonstrate
that the Circored® process technology will yield a product that
meets  the  quality  specifications  that  were  established,
including  high  metalization  rates.  However,  sustained  levels

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of  briquette  production  could  not  be  achieved,  and  in  May,
2000, start-up activities were temporarily suspended in order
to  evaluate  plant  reliability  and  make  modifications  to  por-
tions of the plant. The plant was restarted on July 1, 2000 to
test the functionality and reliability of the initial modifications
and  to  gain  additional  operating  experience.  Results  of  this
five-week  test  were  positive.  Although  a  small  quantity  of
commercial grade briquettes was produced, replacing the dis-
charge system was necessary to improve material flow and
obtain  consistent  feed  of  HBI  to  the  briquetting  machines.
The  modifications  are  targeted  for  completion  in  the  first
quarter of 2001.

On  November  20,  2000,  a  subsidiary  of  the  Company
and  Lurgi  Metallurgie  GmbH  (“Lurgi”)  completed  the  acqui-
sition  of  LTV’s  46.5  percent  interest  in  CAL  for  $2  million
(Company  share  –  $1.7  million)  and  additional  future  pay-
ments, that could total $30 million through 2020 dependent
on CAL’s production, sales volume and price realizations. LTV
announced its decision to withdraw its financial support for
CAL  on  July  28,  2000.  Upon  acquisition,  the  Company’s
ownership in CAL increased to 86.9 percent (previously 46.5
percent).  The  Company  has  consolidated  CAL  for  financial
reporting purposes since the acquisition.

Subsequent to LTV’s withdrawal of financial support for
CAL,  it  was  estimated  that  $45  million  of  additional  invest-
ment  (of  which  $16.6  million  has  been  invested  through
December 31, 2000) would be required for CAL to attain sus-
tained production and generate positive cash flow, consisting
of  capital  expenditures  of  $15  million,  working  capital  of
$15 million and cash start-up costs of $15 million. Lurgi has
agreed  to  fund  a  disproportionate  share  of  the  capital
expenditures through in kind contribution of the new discharge
system,  which  increases  its  ownership.  As  a  result,  the
Company’s  ownership  in  CAL  at  December  31,  2000  de-
creased to 84.4 percent. If the full $45 million is required, the
Company’s additional investment will be $33 million (of which

$11.6 million has been funded at December 31, 2000), and
the Company will own approximately 82.4 percent of CAL.

The primary business risk faced by the Company in fer-
rous metallics is the as yet undemonstrated capability of the
Trinidad facility to produce a sustained quantity of commer-
cial grade HBI at a cost level necessary to achieve profitable
operations given the market for HBI.

ACTUARIAL ASSUMPTIONS

As  a  result  of  a  decrease  in  long-term  interest  rates,
the Company re-evaluated the rates used to calculate its pen-
sion  and  other  postretirement  benefit  (“OPEB”)  obligations.
The discount rate used to calculate the Company’s pension
and  OPEB  obligations  was  decreased  to  7.75  percent  at
December 31, 2000 from 8.0 percent at December 31, 1999.
The change in the discount rate assumption is projected to
increase  pension  and  OPEB  expense  for  2001  by  approxi-
mately $.3 million.

Additionally,  as  a  result  of  recent  experience,  the
Company  increased  the  medical  trend  rate  assumption  it
utilizes in determining its OPEB obligation. An annual rate of
increase in the per capita cost of covered healthcare benefits
of 8.0 percent was assumed for 2001 (6.5 percent in 2000)
decreasing  to  an  annual  rate  of  5.0  percent  in  2008  and
annually thereafter. The increase in the trend rate assumption
will  increase  the  Company’s  OPEB  expense  by  $1.2  million
in 2001.

The Company makes contributions to the pension plans
within  income  tax  deductibility  restrictions  in  accordance
with  statutory  requirements.  In  2000,  the  Company  con-
tributed $1.7 million, including its share of ventures funding,
an increase of $.6 million from 1999.

15

MANAGEMENT’S DISCUSSION & ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

ENVIRONMENTAL  COSTS

The Company has a formal code of environmental con-
duct  which  promotes  environmental  protection  and  restora-
tion.  The  Company’s  obligations  for  known  environmental
conditions at active and closed mining operations, and other
sites have been recognized based on estimates of the cost of
investigation  and  remediation  at  each  site.  If  the  cost  can
only  be  estimated  as  a  range  of  possible  amounts  with  no
specific amount being most likely, the minimum of the range
is accrued in accordance with generally accepted accounting
principles.  Estimates  may  change  as  additional  information
becomes available. Actual costs incurred may vary from the
estimates  due  to  the  inherent  uncer tainties  involved.
Potential insurance recoveries have not been reflected in the
determination of the financial reserves.

At December 31, 2000, the Company had a reserve for
environmental obligations, including its share of the environ-
mental  obligations  of  ventures,  of  $20.0  million  ($20.6  mil-
lion at December 31, 1999), of which $4.5 million is current.
Payments in 2000 were $1.9 million (1999 – $1.0 million).

MARKET  RISK

The  Company  is  subject  to  a  variety  of  market  risks,
including  those  caused  by  changes  in  the  foreign  currency
fluctuations and changes in interest rates. The Company has
established  policies  and  procedures  to  manage  such  risks;
however, certain risks are beyond the control of the Company.
The Company’s investment policy relating to its short-
term investments (classified as cash equivalents) is to preserve
principal  and  liquidity  while  maximizing  the  return  through
investment  of  available  funds.  The  carrying  value  of  these
investments approximates fair value on the reporting dates.
A portion of the Company’s operating costs are subject
to change in the value of the Canadian dollar. Derivative finan-
cial  instruments,  in  the  form  of  forward  currency  exchange

contracts,  have  been  utilized  by  the  Company  to  manage
exchange  rate  fluctuations  of  the  Canadian  dollar  on  the
Company’s  operating  costs.  The  Company  had  no  forward
currency exchange contracts as of December 31, 2000. The
Company does not engage in acquiring or issuing derivative
financial instruments for trading purposes. At December 31,
1999, the notional amounts of the outstanding forward cur-
rency exchange contracts was $22.5 million, with a fair value
of $.4 million, based on the December 31, 1999 forward rate.
As a result of significantly increasing natural gas prices
in 2000, the Company’s managed mines entered into forward
contracts  as  a  hedge  against  continued  expected  price
increases. Such contracts, which are in quantities expected
to  be  delivered  and  used  in  the  production  process,  are  a
means to limit exposure to price fluctuations. At December
31,  2000,  the  notional  amounts  of  the  outstanding  forward
contracts were $16.1 million (Company share – $5.4 million),
with an unrecognized fair value gain of $11.4 million (Company
share – $3.8 million) based on December 29, 2000 forward
rates.  The  contracts  mature  at  various  times  through  April,
2001. No such contracts were utilized in 1999. If the forward
rates were to change 10 percent from the year-end rate, the
value and potential cash flow effect on the contracts would
be approximately $2.8 million (Company share – $.9 million).
The  Company  has  $70  million  of  long-term  debt  out-
standing at a fixed interest rate of 7 percent due in December,
2005. A hypothetical increase or decrease of 10 percent from
2000 year-end interest rates would change the fair value of
the debt by $1.4 million.

A
&
D
M

16

FORWARD-LOOKING  STATEMENTS

• Unanticipated  geological  conditions  or  ore  processing

The  preceding  discussion  and  analysis  of  the
Company’s operations, financial performance and results, as
well  as  material  included  elsewhere  in  this  report,  includes
statements  not  limited  to  historical  facts.  Such  statements
are  “forward-looking  statements”  (as  defined  in  the  Private
Securities Litigation Reform Act of 1995) that are subject to
risks and uncertainties that could cause future results to dif-
fer  materially  from  expected  results.  Such  statements  are
based  on  management’s  beliefs  and  assumptions  made  on
information currently available to it. Factors that could cause
the Company’s actual results to be materially different from
the  Company’s  expectations  include,  but  are  not  limited  to
the following:

• Displacement  of  iron  production  by  North  American
integrated  steel  producers  due  to  electric  furnace
production or imports of semi-finished steel or pig iron;
• Loss of major iron ore sales contracts, or failure of cus-

tomers to perform under existing contracts;

• Changes  in  the  financial  condition  of  the  Company’s

partners and/or customers;

• Substantial  changes  in  imports  of  steel,  iron  ore,  or

ferrous metallic products;

• Development of alternate steel-making technologies;
• Displacement of steel by competing materials;
• Unanticipated  changes  in  the  market  value  of  steel,

iron ore or ferrous metallics;

• Domestic  or  international  economic  and  political

conditions;

• Major  equipment  failure,  availability,  and  magnitude

and duration of repairs;

changes;

• Process  difficulties,  including  the  failure  of  new  tech-

nology to perform as anticipated;

• Availability and cost of the key components of produc-

tion (e.g., labor, electric power, fuel, water);

• Weather  conditions  (e.g.,  extreme  winter  weather,

availability of process water due to drought);

• Changes  in  tax  laws  (e.g.,  percentage  depletion

allowance); 

• Changes in laws, regulations or enforcement practices
governing  remediation  requirements  at  existing  envi-
ronmental  sites,  remediation  technology  advance-
ments,  the  impact  of  inflation,  the  identification  and
financial condition of other responsible parties, and the
number of sites and the extent of remediation activity;
• Changes in laws, regulations or enforcement practices
governing  compliance  with  safety,  health  and  environ-
mental standards at operating locations; and,

• Accounting principle or policy changes by the Financial
Accounting  Standards  Board  or  the  Securities  and
Exchange Commission.
The Company is under no obligation to publicly update
or revise any forward-looking statements, whether as a result
of new information, future events or otherwise.

17

STATEMENT OF CONSOLIDATED INCOME
Cleveland-Cliffs Inc and Consolidated Subsidiaries

E
M
O
C
N

I

18

REVENUES

Product sales and services

Royalties and management fees

Total Operating Revenues

Insurance recovery

Interest income

Other income

Total Revenues

COSTS AND EXPENSES

Cost of goods sold and operating expenses

Administrative, selling and general expenses

Write-down of common stock investment

Pre-operating loss of Cliffs and Associates Limited

Interest expense

Other expenses

Total Costs and Expenses

INCOME BEFORE INCOME TAXES

INCOME TAXES (CREDIT)

NET INCOME

NET INCOME PER COMMON SHARE

Basic

Diluted

AVERAGE NUMBER OF SHARES

Basic

Diluted

See notes to consolidated financial statements.

( I N   M I L L I O N S ,   E X C E P T   P E R   S H A R E   A M O U N T S )

Ye a r   E n d e d   D e c e m b e r   3 1

2000

1999

1998

$379.4

$316.1

$465.7

50.7

430.1

15.3

2.9

6.7

48.5

364.6

3.0

3.4

49.7

515.4

5.4

4.7

455.0

371.0

525.5

380.2

18.7

10.9

13.3

4.9

10.4

329.3

16.1

8.8

3.7

8.4

438.4

366.3

16.6

(1.5)

4.7

(.1)

419.6

18.7

2.3

.4

12.7

453.7

71.8

14.4

$  18.1

$  54.8

$  57.4

$  1.74

$  1.73

$  5.43

$  5.43

$  5.10

$  5.06

10.4

10.4

11.1

11.1

11.2

11.3

STATEMENT OF CONSOLIDATED CASH FLOWS
Cleveland-Cliffs Inc and Consolidated Subsidiaries

OPERATING ACTIVITIES

Net income
Adjustments to reconcile net income to net cash from operations:

Depreciation and amortization:

Consolidated
Share of associated companies

Pre-operating loss of Cliffs and Associates Limited
Deferred income taxes
Tax credit
Write-down of common stock investment
Other

Total before changes in operating assets and liabilities

Changes in operating assets and liabilities:

Inventories and prepaid expenses
Receivables

Payables and accrued expenses

Total changes in operating assets and liabilities

Net cash from operating activities

INVESTING ACTIVITIES

Purchase of property, plant and equipment:

Consolidated

Share of associated companies

Investment and advances in Cliffs and Associates Limited

Purchase of additional interest in Cliffs and Associates Limited

Other

Net cash used by investing activities

FINANCING ACTIVITIES

Dividends
Repurchases of Common Shares
Contributions to Cliffs and Associates Limited of minority shareholder

Net cash used by financing activities

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR

CASH AND CASH EQUIVALENTS AT END OF YEAR

Taxes paid on income
Interest paid on debt obligations

See notes to consolidated financial statements.

( I N   M I L L I O N S ,   B R A C K E T S   I N D I C AT E   C A S H   D E C R E A S E )

Ye a r   E n d e d   D e c e m b e r   3 1

2000

1999

1998

$ 18.1

$  54.8

$  57.4

12.9
12.7
13.3
9.6
(5.2)
10.9
4.6

76.9

(60.3)
18.8

(7.4)

(48.9)

28.0

(17.8)

(5.6)

(13.8)

(1.7)

.3

(38.6)

(15.7)
(15.6)
4.2

(27.1)

(37.7)

67.6

$ 29.9

$ 1.0
$ 4.9

10.5
12.0
8.8
(.2)

(.3)

35.6

6.4
(23.5)

(14.5)

(31.6)

4.0

(15.4)

(5.4)

(12.5)

.5

(32.8)

(16.7)
(17.2)

(33.9)

(62.7)

130.3

$167.6

$116.9
$114.9

7.8
12.5
2.3
3.1
(3.5)

(4.5)

75.1

2.3
13.1

1.6

17.0

92.1

(24.5)

(7.2)

(19.7)

1.5

(49.9)

(16.3)
(11.5)

(27.8)

14.4

115.9

$130.3

$112.5
$114.9

S

W
O
L
F
H
S
A
C

19

STATEMENT OF CONSOLIDATED FINANCIAL POSITION
Cleveland-Cliffs Inc and Consolidated Subsidiaries

ASSETS

CURRENT ASSETS

Cash and cash equivalents

Trade accounts receivable

Receivables from associated companies

Product inventories – iron ore

Supplies and other inventories

Deferred and refundable income taxes

Other

TOTAL CURRENT ASSETS

PROPERTIES

Plant and equipment

Minerals

Allowances for depreciation and depletion

TOTAL PROPERTIES

( I N   M I L L I O N S )

D e c e m b e r   3 1

2000

1999

$  29.9

$167.6

46.3

18.5

90.8

22.4

27.3

12.8

66.0

16.6

36.6

16.0

7.7

6.6

248.0

217.1

337.7

19.2

356.9

(84.2)

272.7

204.9

19.1

224.0

(70.1)

153.9

INVESTMENTS IN ASSOCIATED COMPANIES

138.4

233.4

OTHER ASSETS

Prepaid pensions

Miscellaneous

TOTAL OTHER ASSETS

38.1

30.6

68.7

40.8

34.5

75.3

TOTAL ASSETS

$727.8

$679.7

I

N
O
T
I
S
O
P

I

L
A
C
N
A
N
I
F

20

 
LIABILITIES AND SHAREHOLDERS’ EQUITY

CURRENT LIABILITIES

Trade accounts payable

Payables to associated companies

Accrued expenses

Taxes payable

Other

TOTAL CURRENT LIABILITIES

LONG-TERM DEBT

POSTEMPLOYMENT BENEFIT LIABILITIES

OTHER LIABILITIES

MINORITY INTEREST IN CLIFFS AND ASSOCIATES LIMITED 

SHAREHOLDERS’ EQUITY

Preferred Stock – no par value

Class A – 500,000 shares authorized and unissued

Class B  – 4,000,000 shares authorized and unissued

Common Shares – par value $1 a share

Authorized – 28,000,000 shares;
Issued – 16,827,941 shares

Capital in excess of par value of shares

Retained income

Cost of 6,708,539 Common Shares in

Treasury (1999 – 6,180,742 shares)

Accumulated other comprehensive loss, net of tax

Unearned compensation

TOTAL SHAREHOLDERS’ EQUITY

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

See notes to consolidated financial statements.

( I N   M I L L I O N S )

D e c e m b e r   3 1

2000

1999

$  12.4

$ 19.5

22.7

44.1

16.1

6.9

102.2

70.0

71.7

58.0

23.9

19.6

30.3

9.8

4.5

73.7

70.0

68.1

60.6

16.8

67.3

503.7

16.8

67.1

501.3

(183.8)

(171.5)

(2.0)

(5.2)

(1.2)

402.0

407.3

$727.8

$679.7

21

STATEMENT OF CONSOLIDATED SHAREHOLDERS’ EQUITY
Cleveland-Cliffs Inc and Consolidated Subsidiaries

I

Y
T
U
Q
E

’
S
R
E
D
L
O
H
E
R
A
H
S

22

( I N   M I L L I O N S )

C a p i t a l   I n
E x c e s s   o f
P a r   Va l u e
O f   S h a r e s

R e t a i n e d
I n c o m e

C o m m o n
S h a r e s

C o m m o n
S h a r e s   I n C o m p r e h e n s i v e
Tr e a s u r y

I n c o m e

O t h e r

O t h e r

To t a l

January 1, 1998

Comprehensive income

Net income

Other comprehensive income

Unrealized losses on securities

Total comprehensive income

Cash dividends – $1.45 a share

Stock options and other incentive plans

Repurchases of Common Shares

Other

December 31, 1998

Comprehensive income

Net income

Other comprehensive income

Unrealized losses on securities

Total comprehensive income

Cash dividends – $1.50 a share

Stock options and other incentive plans

Repurchases of Common Shares

Other

December 31, 1999

Comprehensive income

Net income

Other comprehensive income

Unrealized losses on securities

Reclassification adjustment-loss

included in net income

Total comprehensive income

Cash dividends – $1.50 a share

Stock options and

other incentive plans

Repurchases of Common Shares

Other

$16.8

$69.8

$472.1

$(146.2)

$(2.0)

$(3.1)

$407.4

57.4

(16.3)

(2.3)

1.0

.1

1.7

(11.5)

.1

57.4

(2.3)

55.1

(16.3)

2.7

(11.5)

.2

16.8

70.9

513.2

(155.9)

(4.3)

(3.1)

437.6

4.8

(16.7)

(.9)

(3.9)

.1

1.7

(17.2)

(.1)

16.8

67.1

501.3

(171.5)

(5.2)

18.1

(15.7)

(1.2)

6.4

.1

.1

3.1

(15.6)

.2

4.8

(.9)

3.9

(16.7)

(.2)

(17.2)

(.1)

407.3

18.1

(1.2)

6.4

23.3

(15.7)

2.4

(15.6)

.3

2.0

(.1)

(1.2)

(.8)

December 31, 2000

$16.8

$67.3

$503.7

$(183.8)

$(5.2)

$(2.0)

$402.0

See notes to consolidated financial statements.

 
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Cleveland-Cliffs Inc and Consolidated Subsidiaries

ACCOUNTING  POLICIES

Basis  of  Consolidation: The  consolidated  financial
statements  include  the  accounts  of  the  Company  and  its
majority-owned  subsidiaries  (“Company”),  including  Cliffs
and  Associates  Limited  (“CAL”)  since  November  20,  2000,
when  the  Company  obtained  majority  control  of  CAL  (see
note 2). Intercompany accounts are eliminated in consolida-
tion. “Investments in Associated Companies” are comprised
of  partnerships  and  unconsolidated  companies  (“ventures”)
which the Company does not control. Such investments are
accounted  by  the  equity  method.  The  Company’s  share  of
earnings  of  mining  ventures  from  which  the  Company  pur-
chases  iron  ore  is  credited  to  “Cost  of  Goods  Sold  and
Operating  Expenses”  upon  sale  of  the  product.  CAL  results
prior to and after November 20, 2000 are reflected as “Pre-
Operating Loss of Cliffs and Associates Limited.”

Business: The Company’s dominant business is the pro-
duction and sale of iron ore pellets to integrated steel com-
panies. The Company manages and owns interests in mines;
sells iron ore; controls, develops, and leases reserves to mine
owners; and owns ancillary companies providing services to
the  mines.  Iron  ore  production  activities  are  conducted  in
North  America.  Iron  ore  is  marketed  in  North  America  and
Europe. The three largest steel company customer and partner
contributions to the Company’s revenues were 17 percent, 14
percent and 13 percent in 2000; 19 percent, 19 percent and
10  percent  in  1999;  and  22  percent,  15  percent  and  9
percent in 1998.

The  Company  is  developing  a  ferrous  metallics
business, with its initial entry being the investment in CAL,
located  in  Trinidad  and  Tobago,  to  produce  and  market  hot
briquetted iron (“HBI”). See Note 2 – Ferrous Metallics.

Revenue Recognition: Revenue is recognized on sales
of products when title has transferred, and on services when
services have been performed. Revenue from product sales
includes reimbursement for freight charges ($15.5 million –
2000; $10.4 million – 1999; $21.6 million – 1998) paid on
behalf  of  customers.  Royalty  revenue  from  the  Company’s
share of ventures’ production is recognized when the product
is sold. Royalty revenue from the ventures’ other participants
is recognized on production.

Business  Risk: The  major  business  risk  faced  by  the
Company  in  iron  ore  is  lower  customer  or  venture  partner

consumption of iron ore from the Company’s managed mines
which  may  result  from  competition  from  other  iron  ore  sup-
pliers;  use  of  iron  ore  substitutes,  including  imported  semi-
finished steel; steel industry consolidation, rationalization or
financial failure; or decreased North American steel produc-
tion,  resulting  from  increased  imports  or  lower  steel  con-
sumption. Loss of sales and/or royalty and management fee
income on any such unmitigated loss of business would have
a greater impact on earnings than revenue, due to the high
level of fixed costs in the iron mining business.

The  primary  business  risk  faced  by  the  Company  in
ferrous metallics is the as yet undemonstrated capability of
the Trinidad facility to produce a sustained quantity of market-
quality HBI to achieve profitable operations.

Use  of  Estimates: The  preparation  of  financial  state-
ments,  in  conformity  with  generally  accepted  accounting
principles,  requires  management  to  make  estimates  and
assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts
of revenues and expenses during the reporting period. Actual
results could differ from estimates.

Cash Equivalents: The Company considers investments
in  highly  liquid  debt  instruments  with  an  initial  maturity  of
three months or less to be cash equivalents.

Derivative  Financial  Instruments: Derivative  financial
instruments, in the form of forward currency exchange con-
tracts, have been utilized to manage foreign exchange risks,
with gains and losses recognized in the same period as the
hedged transaction. The Company has not engaged in acquiring
or issuing derivative financial instruments for trading purposes.
The  Company  had  no  forward  currency  exchange  contracts
as of December 31, 2000. In the normal course of business,
the Company may enter into forward contracts for the purchase
of  commodities  which  are  used  in  the  operation,  primarily
natural gas. Such contracts are in quantities expected to be
delivered  and  used  in  the  production  process  and  are  not
intended for re-sale or speculative purposes.

Inventories: Product inventories are stated at the lower
of cost or market. Cost of iron ore inventories is determined
using  the  last-in,  first-out  (“LIFO”)  method.  The  excess  of 
current cost over LIFO cost of iron ore inventories was $7.3
million  and  $5.9  million  at  December  31,  2000  and  1999,

S
E
T
O
N

23

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Cleveland-Cliffs Inc and Consolidated Subsidiaries

S
E
T
O
N

24

respectively. Supplies and other inventories reflect the aver-
age cost method.

Repairs  and  Maintenance: The  cost  of  power  plant
major overhauls is amortized over the estimated useful life,
which  is  generally  the  period  until  the  next  scheduled  over-
haul. All other planned and unplanned repairs and maintenance
costs are expensed during the year incurred.

Properties: Properties are stated at cost. Depreciation
of  plant  and  equipment  is  computed  principally  by  straight-
line methods based on estimated useful lives, not to exceed
the  life  of  the  operating  unit.  Depreciation  is  provided  over
the following estimated useful lives:

Buildings  . . . . . . . . . . . . . . . .45 Years
Mining Equipment  . . . . . . . . . .10 to 20 Years
Processing Equipment  . . . . . . .15 to 45 Years
Information Technology  . . . . . .2 to 7 Years

In iron ore, depreciation is not reduced when operating
units are temporarily idled. At CAL, depreciation rates range
from  25  percent  to  125  percent  of  straight  line  amounts
based on production.

Asset  Impairment: The  Company  monitors  conditions
that may affect the carrying value of its long-lived and intan-
gible  assets  when  events  and  circumstances  indicate  that
the carrying value of the assets may be impaired. If projected
undiscounted cash flows are less than the carrying value of
the asset, the assets are adjusted to their fair value.

Environmental Remediation Costs: The Company has a
formal code of environmental protection and restoration. The
Company’s obligations for known environmental problems at
active and closed mining operations, and other sites have been
recognized based on estimates of the cost of investigation and
remediation at each site. If the cost can only be estimated as
a  range  of  possible  amounts  with  no  specific  amount  being
most  likely,  the  minimum  of  the  range  is  accrued.  Costs  of
future expenditures are not discounted to their present value.
Potential insurance recoveries have not been reflected in the
determination of the liabilities.

Stock Compensation: In accordance with the provisions
of Financial Accounting Standard Board’s (“FASB”) Statement
123, “Accounting for Stock-Based Compensation,” the Company
has elected to continue applying the provisions of Accounting
Principles Board Opinion No. 25 (“APB 25”) and related inter-

pretations  in  accounting  for  its  stock-based  compensation
plans. Accordingly, the Company does not recognize compen-
sation expense for stock options when the stock option price
at the grant date is equal to or greater than the fair market
value of the stock at that date. The market value of restrict-
ed  stock  awards  and  performance  shares  is  charged  to
expense over the vesting period.

Exploration,  Research  and  Development  Costs:
Exploration, research and development costs are charged to
operations as incurred.

Income Per Common Share: Basic income per common
share is calculated on the average number of common shares
outstanding during each period. Diluted income per common
share  is  based  on  the  average  number  of  common  shares
outstanding during each period, adjusted for the effect of out-
standing  stock  options,  restricted  stock  and  performance
shares.

Reclassifications: Certain prior year amounts have been

reclassified to conform to current year classifications.

N OT E   1 – ACCOUNTING AND 
DISCLOSURE  CHANGES

In  December,  1999,  the  Securities  and  Exchange
Commission  (“SEC”)  issued  Staff  Accounting  Bulletin
(“SAB”)  No.  101,  “Revenue  Recognition,”  which  provides
guidance on the recognition, presentation, and disclosure of
revenue in financial statements filed with the SEC. Adoption
of SAB No. 101 in the fourth quarter 2000 did not have any
effect on the Company’s consolidated financial statements.
In  July,  2000,  the  Emerging  Issues  Task  Force  of  the
American  Institute  of  Certified  Public  Accountants  (“EITF”)
reached a consensus on Issue 00-10, “Accounting for Shipping
and Handling Fees and Costs” which requires all shipping and
handling  billings  to  a  customer  in  a  sales  transaction  to  be
classified as revenue in the income statement. The Company
applied  the  EITF  consensus  as  of  December  31,  2000  and
restated  prior  periods,  as  required.  Application  of  the  con-
sensus had no effect on net income; however revenues from
product sales and services and cost of goods and operating
expenses were increased by $15.5 million, $10.4 million and
$21.6 million in 2000, 1999 and 1998, respectively.

In  March,  2000,  the  FASB  issued  Interpretation  44,
“Accounting  for  Cer tain  Transactions  Involving  Stock
Compensation.” The Interpretation provides guidance on cer-
tain implementation issues related to APB 25 on accounting
for stock issued to employees and others. The Interpretation,
which  was  effective  July  1,  2000,  did  not  have  a  material
effect on the Company’s consolidated financial statements.
In June, 1998, the FASB issued Statement of Financial
Accounting  Standards  (“SFAS”)  No.  133,  “Accounting  for
Derivatives Instruments and Hedging Activities,” as amended
in  June,  2000  by  SFAS  No.  138,  “Accounting  for  Certain
Derivative  Instruments  and  Certain  Hedging  Activities  –  an
amendment of SFAS No. 133.” These statements provide the
accounting  treatment  for  all  derivatives  activity  and  require
the recognition of all derivatives as either assets or liabilities
on  the  balance  sheet  and  their  measurement  at  fair  value.
Adoption of SFAS No. 133 and SFAS No. 138 in the first quar-
ter  2001  is  not  expected  to  have  a  material  effect  on  the
Company’s consolidated financial statements.

N OT E   2   –  INVESTMENTS  IN 
ASSOCIATED  COMPANIES

IRON  ORE

The  Company’s  investments  in  mining  ventures  at
December 31 consist of its 40 percent interest in Tilden Mining
Company  L.C.  (“Tilden”),  35  percent  (22.5625  percent  in
1999  and  1998)  interest  in  Empire  Iron  Mining  Partnership
(“Empire”),  22.78  percent  interest  in  Wabush  Mines
(“Wabush”),  and  15  percent  interest  in  Hibbing  Taconite
Company (“Hibbing”). The remaining interests in the ventures
are owned by U.S. and Canadian integrated steel companies.

Following is a summary of combined financial informa-

tion of the operating ventures:

( I N   M I L L I O N S )

2000

1999

1998

Income

Gross revenue

$1,062.1

$922.3

$1,072.4

Income

$1,070.1

$165.8

$1,134.3

Financial Position
at December 31
Current assets
Properties – net
Other long-term assets
Current liabilities
Long-term liabilities

$1,174.5
636.1
33.5
(131.2)
(115.0)

$196.5
660.1
30.7
(145.7)
(106.5)

$1,187.0
691.4
30.0
(159.8)
(79.6)

Net assets

$1,597.9

$635.1

$1,669.0

Company’s equity in

underlying net assets

$1,193.3

$184.8

$1,194.3

Company’s investment

$1,138.4

$149.3

$1,156.0

The Company manages all of the ventures and leases or
subleases mineral rights to Empire and Tilden. In addition, the
Company is required to purchase its applicable current share,
as defined, of the ventures’ production. The Company purchased
$273.6  million  in  2000  (1999  –  $174.7  million;  1998  –
$253.9 million) of iron ore pellets from the ventures.

Following  is  a  summary  of  royalties  and  management
fees earned by the Company and the Company’s share as a
participant in the ventures:

Other venture partners’ share
Company’s share as a participant

Total royalties and

management fees

( I N   M I L L I O N S )

2000

$36.5
14.2

1999

$40.9
7.6

1998

$36.4
13.3

$50.7

$48.5

$49.7

Payments by the Company, as a participant in the ven-
tures, are reflected in royalties and management fees revenue
and cost of goods sold upon sale of the product.

Costs and expenses incurred by the Company, on behalf
of the ventures, are charged to the ventures in accordance
with management and operating agreements. The Company’s
equity in income of the ventures is credited to cost of goods
sold and includes amortization to income of the difference of
the Company’s equity in underlying net assets and its invest-
ment on the straight-line method based on the useful lives of

25

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Cleveland-Cliffs Inc and Consolidated Subsidiaries

S
E
T
O
N

26

the underlying assets. The difference between the Company’s
equity in underlying net assets and recorded investment results
from  the  assumption  of  interests  from  former  participants  in
the ventures, acquisitions, and reorganizations. The Company’s
equity  in  the  income  of  ventures  was  $19.3  million in  2000
(1999 – $4.0 million; 1998 – $29.3 million).

B ANKRUPTCIES  OF  MINE  PARTNERS
AND  CUSTOMERS

On  December  29,  2000,  The  LTV  Corporation  (“LTV”)
filed for protection under Chapter 11 of the U.S. Bankruptcy
Code. A wholly-owned subsidiary of LTV is a 25 percent part-
ner in the Company-managed Empire Mine in Michigan. Since
the  bankruptcy  filing,  LTV  has  remained  current  with  its
Empire obligations.

At the time of the filing, LTV owed the Company approx-
imately  $2.3  million  related  to  the  Company’s  management
of  LTV  Steel  Mining  Company  (“LTVSMC”)  in  Minnesota,
which amount the Company has reserved. In May, 2000, LTV
announced  its  intention  to  close  LTVSMC  in  mid-2001,  and
later the intended closing date was advanced to February 22,
2001. Subsequent to the bankruptcy filing, LTV ceased oper-
ations  at  LTVSMC  on  January  5,  2001,  more  than  a  month
ahead of schedule, due to conditions in the steel market and
cost reduction associated with the bankruptcy filing.

The  Company  signed  a  long-term  agreement  in  May,
2000  to  supply  LTV  with  the  majority  of  the  iron  ore  it  will
need to purchase as a result of closing of LTVSMC. Sales over
the  10-year  contract  term  could  total  more  than  50  million
tons if LTV continues to produce at or near current levels and
performs under the contract terms. To date in the bankruptcy
proceeding, LTV has neither affirmed nor rejected this agree-
ment. Sales under the contract were less than .2 million tons
in  2000;  expected  sales  in  2001  will  be  impacted  by  the
liquidation of LTVSMC’s remaining pellet inventory and business
conditions. The Company had no trade receivable exposure to
LTV at the time of bankruptcy filing.

In  May  2000,  LTV  granted  the  Company  an  exclusive
option  to  purchase  the  LTVSMC  assets  in  exchange  for
assumption of environmental and reclamation obligations and
other consideration at LTVSMC. The Company has until March
31,  2001  to  exercise  the  option.  The  Company  does  not

believe iron ore pellets can be produced there economically,
but is investigating whether alternative uses or the disposition
of the assets would be advantageous.

Prior  to  Wheeling-Pittsburgh  Steel  Corporation’s
(“Wheeling-Pittsburgh”)  filing  for  protection  under  Chapter
11 of the U.S. Bankruptcy Code on November 16, 2000, the
Company  exercised  its  rights  under  agreements  with
Wheeling-Pittsburgh  to  acquire  Wheeling-Pittsburgh’s
12.4375 percent indirect interest in Empire. The acquisition
of  Wheeling-Pittsburgh’s  interest  in  Empire  increased  the
Company’s  ownership  share  to  35  percent  and  its  share  of
production capacity from 1.8 million tons to 2.8 million tons.
Subsequent to the filing, Wheeling-Pittsburgh has requested
an accounting for the acquisition transaction. At the time of
the  filing,  the  Company  did  not  have  a  term  sales  contract
with Wheeling-Pittsburgh and the Company’s trade receivable
exposure was negligible.

Acme  Metals  Incorporated  and  its  wholly-owned  sub-
sidiary Acme Steel Company (collectively “Acme”), a partner
in Wabush and an iron ore customer, has continued its rela-
tionship  with  Wabush  and  the  Company  since  its  1998
Chapter 11 bankruptcy filing. The Company had a $1.2 mil-
lion pre-petition trade receivable from Acme, which has been
fully provided. At December 31, 2000, the Company had an
additional  allowance  for  doubtful  accounts  of  $1.0  million.
Sales  to  Acme  in  2000  represented  3  percent  of  the
Company’s total sales volume.

FERROUS  METALLICS

CAL,  a  venture  in  Trinidad  and  Tobago,  completed
construction in April, 1999 of a facility designed to produce
premium quality HBI to be marketed to the steel industry. The
HBI  facility  has  produced  sufficient  reduced  iron  to  demon-
strate that the Circored® process technology will yield a product
that  meets  the  quality  specifications  that  were  expected,
including  high  metalization  rates.  However,  sustained  levels
of  briquette  production  could  not  be  achieved  and,  in  May,
2000, start-up activities were temporarily suspended in order
to evaluate plant reliability and make modifications to portions
of the plant. The plant was restarted on July 1, 2000 to test
the functionality and reliability of the initial modifications and to
gain  additional  operating  experience.  Results  of  the  five-week

Subsequent to LTV’s withdrawal of financial support for
CAL,  it  was  estimated  that  $45  million  of  additional  invest-
ment  (of  which  $16.6  million  has  been  invested  through
December 31, 2000) would be required for CAL to attain sus-
tained production and generate positive cash flow, consisting
of capital expenditures of $15 million, working capital of $15
million and cash start-up costs of $15 million. Lurgi has agreed
to fund a disproportionate share of the capital expenditures
through  in  kind  contribution  of  the  new  discharge  system,
which  increases  its  ownership.  As  a  result,  the  Company’s
ownership  in  CAL  at  December  31,  2000  decreased to  84.4
percent. If the full $45 million is required, the Company’s addi-
tional investment will be $33 million (of which $11.6 million
has been funded at December 31, 2000), and the Company
will own approximately 82.4 percent of CAL.

N OT E   3 –  SEGMENT  REPORTING

The  Company  has  two  reportable  segments  offering
different iron products and services to the steel industry. Iron
Ore is the Company’s dominant segment. The Ferrous Metallics
segment consists of the HBI project in Trinidad and Tobago
and  other  developmental  activities.  “Other”  includes  non-
reportable segments, the insurance claim recovery, the long-
term investment write-down of publicly traded common stock,
unallocated  corporate  administrative  expense  and  other
income and expense.

test were positive. Although a small quantity of commercial
grade  briquettes  was  produced,  replacing  the  discharge
system  was  necessary  to  improve  material  flow  and  obtain
consistent  feed  of  HBI  to  the  briquetting  machines.  The
modifications are targeted for completion in the first quarter
of 2001.

On  November  20,  2000,  a  subsidiary  of  the  Company
and Lurgi Metallurgie GmbH (“Lurgi”) completed the acquisi-
tion  of  LTV’s  46.5  percent  interest  in  CAL  for  $2  million
(Company  share  –  $1.7  million)  and  additional  future  pay-
ments that could total $30 million through 2020 dependent
on CAL’s production, sales volume and price realizations. LTV
had announced its decision to withdraw its financial support
for  CAL  on  July  28,  2000.  At  December  31,  1999,  the
Company’s  “Investment  in  Associated  Companies”  account
for  its  then  46.5  percent  ownership  totaled  $84.1  million,
which included the Company’s capitalized interest. At the date
of acquisition, the Company’s ownership in CAL increased to
86.9 percent. The acquisition has been accounted for by the
purchase method of accounting and, accordingly, the balance
sheet of CAL has been consolidated on the basis of a prelim-
inary  allocation  of  the  purchase  price  with  the  Company’s
investment in CAL at November 20, 2000, $84.8 million, plus
the additional purchase price of $1.7 million allocated princi-
pally to property, plant and equipment. At December 31, 2000,
the  Company’s  consolidated  financial  statements  included
the following amounts related to CAL:

Property, plant and equipment

(including capitalized interest)

Working capital deficit
Minority Interest

Total

( M I L L I O N S )

$119.1
(3.0)
(23.9)

$492.2

27

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Cleveland-Cliffs Inc and Consolidated Subsidiaries

S
E
T
O
N

28

2000

Sales and services to external customers

Royalties and management fees(1)

Total operating revenues

Income (loss) before taxes

Depreciation and amortization(2)

Pre-operating loss of CAL(3)

Investments in associated companies

Other identifiable assets

Total assets

Property expenditures(2)

1999

Sales and services to external customers

Royalties and management fees(1)

Total operating revenues

Income (loss) before taxes

Depreciation and amortization(2)

Pre-operating loss of CAL(3)

Investments in associated companies

Other identifiable assets

Total assets

Property expenditures(2)

1998

Sales and services to external customers

Royalties and management fees(1)

Total operating revenues

Income (loss) before taxes

Depreciation and amortization(2)

Pre-operating loss of CAL(3)

Investments in associated companies

Other identifiable assets

Total assets

Property expenditures(2)

I r o n
O r e

F e r r o u s
M e t a l l i c s

S e g m e n t s
T o t a l

( I N   M I L L I O N S )

$379.4

50.7

430.1

46.2

25.6

138.4

428.8

567.2

18.3

$316.1

48.5

364.6

31.7

22.5

149.3

423.3

572.6

20.8

$465.7

49.7

515.4

91.6

20.3

156.0

468.3

624.3

31.7

$00.0

(16.4)

(13.3)

128.3

128.3

5.1

$00.0

(11.7)

(8.8)

84.1

1.5

85.6

11.2

$00.0

(5.5)

(2.3)

79.4

.8

80.2

16.7

$379.4

50.7

430.1

29.8

25.6

(13.3)

138.4

557.1

695.5

23.4

$316.1

48.5

364.6

20.0

22.5

(8.8)

233.4

424.8

658.2

32.0

$465.7

49.7

515.4

86.1

20.3

(2.3)

235.4

469.1

704.5

48.4

O t h e r

$00.0

(13.2)

32.3

32.3

$00.0

(15.3)

21.5

21.5

$00.0

(14.3)

19.3

19.3

C o n s o l i d a t e d
T o t a l

$379.4

50.7

430.1

16.6

25.6

(13.3)

138.4

589.4

727.8

23.4

$316.1

48.5

364.6

4.7

22.5

(8.8)

233.4

446.3

679.7

32.0

$465.7

49.7

515.4

71.8

20.3

(2.3)

235.4

488.4

723.8

48.4

(1) Includes revenue from the Company’s share of ventures’ production that is recognized when the product is sold.
(2) Includes Company’s share of associated companies.
(3) Includes equity losses from CAL through November 20, 2000 and consolidated losses, net of minority interest, thereafter. Included in income (loss) before taxes.

Included  in  the  consolidated  financial  statements  are

the following amounts relating to geographic locations:

Revenue(1)

United States
Canada
Other Countries

Long-Lived Assets(2)
United States
Canada
Trinidad and Tobago

( I N   M I L L I O N S )

2000

1999

1998

$380.8
38.7
10.6

$321.0
36.4
7.2

$430.1

$364.6

$296.5
15.0
119.1

$295.9
16.0
76.8

$430.6

$388.7

$465.9
42.1
7.4

$515.4

$298.1
16.8
65.6

$380.5

(1) Revenue is attributed to countries based on the location of the customer.
(2) Net properties include Company’s share of associated companies.

N OT E   4 –  ENVIRONMENTAL  OBLIGATIONS

At December 31, 2000, the Company had an environ-
mental reserve, including its share of ventures, of $20.0 million
($20.6  million  at  December  31,  1999),  of  which  $4.5  million
was classified as current. Payments in 2000 were $1.9 mil-
lion (1999 – $1.0 million and 1998 – $.9 million). The reserve
includes the Company’s obligations related to Federal and State
Superfund  and  Clean  Water  Act  sites  where  the  Company
is named as a potentially responsible party, including Cliffs-
Dow  and  Kipling  sites  in  Michigan,  the  Summitville  site  in
Colorado, and the Rio Tinto mine site in Nevada, all of which
sites  are  independent  of  the  Company’s  iron  mining  opera-
tions. Reserves are based on Company estimates and engi-
neering studies prepared by outside consultants engaged by
the  potentially  responsible  parties.  The  Company  continues
to  evaluate  the  recommendations  of  the  studies  and  other
means  for  site  clean-up.  Significant  site  clean-up  activities
have taken place at Rio Tinto and Cliffs-Dow. Also included in
the reserve are wholly-owned active and closed mining opera-
tions, and other sites, including former operations, for which
reserves  are  based  on  the  Company’s  estimated  cost  of
investigation and remediation.

N OT E   5 –  LONG-TERM  DEBT

No  borrowings  were  outstanding  under  this  agreement  at
December  31,  2000.  On  January  8,  2001,  the  Company
borrowed  $65  million  under  the  revolving  credit  agreement
for general operating and working capital requirements. The
loan interest rate, based on the LIBOR rate plus a premium,
is fixed at 6.1 percent through July 8, 2001. Loan repayment
timing  is  subject  to  future  uncertainty,  but  the  Company
expects to repay the loan by the end of 2001. The revolving
credit  agreement  expires  on  May  31,  2003.  The  note  and
revolving  credit  agreements  require  the  Company  to  meet
certain covenants related to net worth, leverage, and other
provisions. The Company exceeds the requirements by more
than $50 million at December 31, 2000 for the most restric-
tive  covenant  (net  worth).  The  Company  was  in  compliance
with the debt covenants at December 31, 2000. The Company
also  has  unsecured  letters  of  credit  outstanding  of  $15.4
million, including its share of ventures.

N OT E   6 –  LEASE  OBLIGATIONS

The  Company  and  its  ventures  lease  certain  mining,
production, data processing and other equipment under oper-
ating leases. The Company’s operating lease expense, including
its share of ventures, was $12.9 million in 2000, $10.0 million
in 1999 and $9.1 million in 1998.

Assets acquired under capital leases by the Company,
including its share of ventures, were $10.5 million and $10.3
million, respectively, at December 31, 2000 and 1999. Corre-
sponding accumulated amortization of capital leases included
in respective allowances for depreciation was $5.9 million and
$5.2 million at December 31, 2000 and 1999, respectively.

Future  minimum  payments  under  capital  leases  and
noncancellable  operating  leases,  including  the  Company’s
share of ventures, at December 31, 2000 were:

Year Ending
December 31

2001
2002
2003
2004
2005
2006 and thereafter

Long-term debt of the Company consists of $70 million
of senior unsecured notes due in December, 2005, with a fixed
interest  rate  of  7  percent.  The  Company  has  a  $100  million
revolving credit agreement which expires on May 31, 2003.

Total minimum lease payments

Amounts representing interest

Present value of net minimum

lease payments

( I N   M I L L I O N S )

Capital
Leases

Operating
Leases

$13.3
10.9
10.1
7.5
5.4
8.9

$56.1

$1.7
1.4
.8
.5
.2
.1

4.7

.7

$4.0

29

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Cleveland-Cliffs Inc and Consolidated Subsidiaries

S
E
T
O
N

The  $60.8  million  of  total  minimum  lease  payments
comprises  the  Company’s  direct  obligation  of  $4.8  million
and  the  Company’s  share  of  ventures’  obligations  of  $56.0
million, which are largely non-recourse to the Company.

N OT E   7 –  PENSIONS AND  OTHER
POSTRETIREMENT  BENEFITS

The Company and its ventures sponsor defined benefit
pension plans covering substantially all employees. The plans
are largely noncontributory, and benefits are generally based
on  employees’  years  of  service  and  average  earnings  for  a

defined period prior to retirement. In addition, the Company
and its ventures currently provide retirement health care and
life  insurance  benefits  (“Other  Benefits”)  to  most  full-time
employees  who  meet  certain  length  of  service  and  age
requirements  (a  portion  of  which  are  pursuant  to  collective
bargaining agreements). Other Benefits are provided through
programs  administered  by  insurance  companies  whose
charges are based on benefits paid. The following table pre-
sents a reconciliation of funded status of the Company’s plans,
including its proportionate share of plans of its ventures, at
December 31, 2000 and 1999:

Change in plan assets

Fair value of plan assets at beginning of year
Actual return on plan assets
Contributions
Effect of change in Empire ownership
Benefits paid

Fair value of plan assets at end of year

Change in benefit obligation

Benefit obligation at beginning of year
Service cost
Interest cost
Amendments
Actuarial losses (gains)
Effect of change in Empire ownership
Benefits paid

Benefit obligation at end of year

Funded status of the plan (underfunded)
Unrecognized prior service cost
Unrecognized net actuarial (gain) loss
Unrecognized net asset at date of adoption

( I N   M I L L I O N S )

P e n s i o n   B e n e f i t s

O t h e r   B e n e f i t s

2000

1999

2000

1999

$335.9
17.3
1.7
18.0
(20.2)

352.7

249.3
5.9
22.6

25.0
20.9
(20.2)

303.5

49.2
28.4
(36.1)
(15.2)

$316.2
34.9
1.1

(16.3)

335.9

238.1
4.6
17.2
24.5
(18.8)

(16.3)

249.3

86.6
29.5
(65.7)
(17.1)

$(21.5
1.2
1.4
2.7
(2.3)

24.5

84.6
1.7
9.1
.2
47.1
7.1
(7.8)

142.0

(117.5)
1.5
37.8

$ 19.9
1.8
1.5

(1.7)

21.5

97.7
1.8
6.3

(15.2)

(6.0)

84.6

(63.1)
1.5
(13.4)

Prepaid (accrued) benefit cost – net

$126.3

$133.3

$(78.2)

$(75.0)

Assumptions as of December 31

Discount rate
Expected long-term return on plan assets
Rate of compensation increase – average

7.75%
9.00%
4.26%

8.00%
9.00%
4.26%

7.75%
8.26%

8.00%
7.62%

P e n s i o n   B e n e f i t s

O t h e r   B e n e f i t s

2000

1999

1998

2000

1999

1998

( I N   M I L L I O N S )

$15.9
22.6
(29.0)
6.4

$15.9

$14.6
17.2
(24.9)
6.2

$13.1

$14.5
15.6
(22.5)
4.6

$12.2

$1.7
9.1
(2.1)
1.2

$9.9

$1.8
6.3
(1.5)
.1

$6.7

$1.6
6.3
(1.3)
.1

$6.7

Components of net periodic benefit cost

Service cost
Interest cost
Expected return on plan assets
Amortization and other

Net periodic benefit cost (credit)

30

Annual  contributions  to  the  pension  plans  are  made
within  income  tax  deductibility  restrictions  in  accordance
with  statutory  regulations.  In  the  event  of  termination,  the
sponsors could be required to fund shutdown and early retire-
ment obligations which are not included in the pension bene-
fit obligations.

Assets  for  Other  Benefits  include  deposits  relating  to
insurance  contracts  and  Voluntar y  Employee  Benefit
Association (“VEBA”) Trusts for certain mining ventures that
are available to fund retired employees’ life insurance obliga-
tions and medical benefits. The Company’s estimated annual
contribution to the VEBAs will approximate $1.6 million based
on its share of tons produced.

As  a  result  of  recent  experience,  the  Company
increased  its  medical  trend  rate  assumption  effective
December  31,  2000.  An  annual  rate  of  increase  in  the  per
capita  cost  of  covered  health  care  benefits  of  8.0  percent
was assumed for 2001, (6.5 percent in 2000) decreasing .25
to  .5  percent  per  year  to  an  annual  rate  of  5.0  percent  for
2008 and annually thereafter. A one percentage point change
in this assumption would have the following effects:

( I N   M I L L I O N S )

Increase

Decrease

Effect on total service and

interest cost components in 2000

$11.3

$1(1.1)

Effect on Other Benefits obligation

as of December 31, 2000

15.5

(13.0)

Deferred tax assets:

Postretirement benefits other

than pensions

Capital loss carryforward
Other liabilities
Alternative minimum tax credit

carryforwards
Product inventories
Pre-operating loss of CAL
Other

Total deferred tax assets

Deferred tax liabilities:

CAL properties
Investment in ventures
Properties
Other

Total deferred tax liabilities

( I N   M I L L I O N S )

2000

1999

$21.7
18.5
12.9

4.2
6.3

13.2

76.8

30.4
17.0
21.8
11.4

80.6

$21.4

13.2

8.9
2.5
4.5
12.2

62.7

20.7
20.2
8.4

49.3

Net deferred tax assets (liability)

$ (3.8)

$13.4

“Deferred  and  refundable  income  taxes”  include  a
refund of approximately $14 million of current and prior years’
federal tax payments associated with the Company’s adjust-
ment in its CAL tax basis of properties. Capital loss carryfor-
wards  totaling  $53  million  are  available  to  offset  capital
gains through 2005.

The components of the Company’s provision for income

taxes are as follows:

N OT E   8   –  INCOME TAXES

Significant components of the Company’s deferred tax
assets and liabilities as of December 31, 2000 and 1999 are
as follows:

Current
Deferred

( I N   M I L L I O N S )

2000

$(5.9)
4.4

$(1.5)

1999

$(.1
(.2)

$(.1)

1998

$14.8
(.4)

$14.4

In  the  fourth  quarter  of  2000,  a  favorable  tax  adjust-
ment of $5.2 million was recorded reflecting the Company’s
continuing assessment of its tax obligations, relating to the
expected outcome of federal audit issues for tax years 1995
and  1996.  Additional  tax  and  interest  payment  of  approxi-
mately $5 million related to the audit are expected to occur
in 2001.

In 1999, the Company made additional tax and interest
payments of $1.5 million related to final settlement of audit
issues for years 1993 and 1994. In 1998, a favorable tax adjust-
ment of $3.5 million was recorded which primarily reflected the
expected outcome of 1993 and 1994 audit issues.

31

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Cleveland-Cliffs Inc and Consolidated Subsidiaries

S
E
T
O
N

Reconciliation of the Company’s income tax to the tax

at the United States statutory rate follows:

( I N   M I L L I O N S )

2000

1999

1998

which mature at various times through April, 2001, was esti-
mated  to  be  $11.4  million  (Company  share  –  $3.8  million)
based  on  December  29,  2000  forward  rates.  No  such  con-
tracts were utilized in 1999.

$ 5.8

$1.7

$25.1

N OT E   1 0 –  STOCK  PLANS

Tax at statutory rate

of 35 percent

Increase (decrease) due to:
Percentage depletion

in excess of cost depletion

Effect of foreign taxes
Prior years’ tax adjustments
Other items – net

(2.6)
(.2)
(4.9)
.4

Income tax expense (credit)

$(1.5)

(1.8)
.2
(.3)
.1

$ (.1)

(5.9)

(4.7)
(.1)

$14.4

N OT E   9 –  FAIR VALUE  OF
FINANCIAL  INSTRUMENTS

The  carrying  amount  and  fair  value  of  the  Company’s
financial instruments at December 31, 2000 and 1999 were
as follows:

( I N   M I L L I O N S )

2000

1999

Carrying
Amount

Fair
Value

Carrying
Amount

Fair
Value

$29.9

$29.9

$67.6

$67.6

Cash and cash equivalents
Investments in LTV
common stock

Long-term debt

70.0

70.0

3.5
70.0

3.5
63.4

Investments  in  LTV  common  stock  reflect  the  market
value at December 31, 2000 and 1999 on 542,000 shares and
842,000  shares,  respectively.  See  note  13  –  Non-Recurring
Special Items.

The  fair  value  of  the  Company’s  long-term  debt  was
determined  based  on  a  discounted  cash  flow  analysis  and
estimated current borrowing rates.

The Company had Canadian forward currency exchange
contracts in the notional amount of $22.5 million at December
31, 1999. The fair value of the contracts, which had varying
maturity dates of less than twelve months, was estimated to
be $.4 million, based on December 31, 1999 forward rates. At
December 31, 2000, the Company did not have any forward
currency exchange contracts.

At December 31, 2000, the Company’s managed mines
had in place forward contracts for the purchase of natural gas
in the notional amount of $16.1 million (Company share – $5.4
million).  The  unrecognized  fair  value  gain  on  the  contracts,

32

The  1992  Incentive  Equity  Plan  as  amended  in  1999,
authorizes  the  Company  to  issue  up  to  1,700,000  Common
Shares  upon  the  exercise  of  Options  Rights,  as  Restricted
Shares,  in  payment  of  Performance  Shares  or  Performance
Units that have been earned, as Deferred Shares, or in pay-
ment of dividend equivalents paid on awards made under the
Plan. Such shares may be shares of original issuance, treas-
ury shares, or a combination of both. Stock options may be
granted at a price not less than the fair market value of the
stock on the date the option is granted, generally are not sub-
ject to re-pricing, and must be exercisable not later than ten
years and one day after the date of grant. Stock appreciation
rights may be granted either at or after the time of a stock
option grant. Common Shares may be awarded or sold to cer-
tain  employees  with  disposition  restrictions  over  specified
periods.  The  1996  Nonemployee  Directors’  Compensation
Plan authorizes the Company to issue up to 50,000 Common
Shares  to  nonemployee  Directors.  The  Plan  was  amended
effective in 1999 to provide for the grant of 2,000 Restricted
Shares  to  nonemployee  Directors  first  elected  on  or  after
January  1,  1999,  and  also  provides  that  nonemployee
Directors must take at least 40 percent of their annual retain-
er in Common Shares. The Restricted Shares vest five years
from  the  date  of  award.  The  Company  recorded  expense  of
$.9  million  in  2000,  a  credit  of  $.3  million  in  1999,  and
expense of $2.5 million in 1998 relating to other stock-based
compensation, primarily the Performance Share program.

FASB Statement 123 requires pro forma disclosure of
net income and earnings per share as if the fair value method
for  valuing  stock  options  had  been  applied.  The  Company’s
pro forma information follows:

Net income (millions)
Earnings per share:

Basic
Diluted

2000

$17.3

$1.67
$1.66

1999

$3.1

$.28
$.28

1998

$57.2

$5.09
$5.05

The  fair  value  of  these  options  was  estimated  at  the
date of grant using a Black-Scholes option pricing model with
the following weighted-average assumptions for 2000, 1999
and 1998:

Risk-free interest rate
Dividend yield
Volatility factor – market price
of Company’s common stock
Expected life of options – years
Weighted-average fair value of

2000

6.67%
4.04%

.241
4.31

1999

4.79%
3.42%

.223
6.15

1998

5.47%
3.15%

.224
4.31

options granted during the year

$5.93

$5.52

$8.65

Compensation costs included in the pro forma informa-
tion reflect fair values associated with options granted after
January 1, 1995. Pro forma information may not be indicative
of future pro forma information applicable to future outstand-
ing awards.

Stock  option,  restricted  stock  award,  deferred  stock
allocation,  and  performance  share  activities  under  the
Company’s  Incentive  Equity  Plans,  and  the  Nonemployee
Directors’ Compensation Plan are summarized as follows:

2000

1999

1998

Stock options:

Options outstanding at beginning of year
Granted during the year
Exercised
Expired
Cancelled

Options outstanding at end of year
Options exercisable at end of year

Restricted awards:

Awarded and restricted at beginning of year
Awarded during the year
Vested
Issued as performance shares

Awarded and restricted at end of year

Deferred stock awards:

Awarded at beginning of year
Issued as performance shares
Awarded during the year

Awarded at end of year

Performance shares:

Allocated at beginning of year
Allocated during the year
Issued
Forfeited/cancelled

Allocated at end of year

Required retainer and voluntary shares:

Awarded at beginning of year
Awarded during the year
Issued

Awarded at end of year

Reserved for future grants
or awards at end of year

W e i g h t e d -
A v e r a g e
E x e r c i s e
P r i c e

$39.00
44.56
34.96

44.26

41.04
36.22

W e i g h t e d -
A v e r a g e
E x e r c i s e
P r i c e

$41.04
58.88
21.98

43.98

51.59
39.90

W e i g h t e d -
A v e r a g e
E x e r c i s e
P r i c e

$51.59
29.56
20.12
20.12
44.14

48.81
43.69

S h a r e s

774,242
171,950
(28,375)
(5,400)
(39,720)

872,697
285,333

53,223

(19,287)
26,051

59,987

22,315
7,112

29,427

174,950
101,816
(48,366) 

228,400

9,980
9,394
(9,980)

9,394

S h a r e s

346,742
454,150
(6,750)

(19,900)

774,242
221,126

52,296
4,000
(3,073)

53,223

176,050
69,472
(59,672)
(10,900)

174,950

6,649
10,255
(6,924)

9,980

S h a r e s

252,625
128,450
(18,616)

(15,717)

346,742
138,609

49,449
5,000
(2,153)

52,296

161,000
73,554
(58,504)

176,050

4,548
6,649
(4,548)

6,649

313,075

563,627

520,704

33

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Cleveland-Cliffs Inc and Consolidated Subsidiaries

S
E
T
O
N

34

Exercise prices for options outstanding as of December
31, 2000 ranged from $29.56 to $75.80, with 80 percent of
options  outstanding  having  exercise  prices  greater  than
$43.00.  The  weighted-average  remaining  contractual  life  of
options outstanding is 8.6 years at December 31, 2000.

NOTE  11  –  SHAREHOLDERS’  EQUITY

Under the Company’s share purchase rights (“Rights”)
plan, a Right is attached to each of the Company’s Common
Shares  outstanding  or  subsequently  issued,  which  entitles
the  holder  to  buy  from  the  Company  one-hundredth  of  one
(.01) Common Share at an exercise price per whole share of
$160. The Rights expire on September 19, 2007 and are not
exercisable until the occurrence of certain triggering events,
which include the acquisition of, or tender or exchange offer
for,  20  percent  or  more  of  the  Company’s  Common  Shares.
There are approximately 168,000 Common Shares reserved
for  these  Rights.  The  Company  is  entitled  to  redeem  the
Rights at one cent per Right upon the occurrence of certain
events.

In 2000, the Company expanded its stock repurchase
program by 1.0 million shares, which raised the total author-
ization  to  3.0  million  shares.  Through  December  31,  2000,
the  Company  has  purchased  2.4  million  shares  (.7  million
shares in 2000), at a total cost of $79.5 million ($15.6 million
in 2000).

NOTE  12  –  EARNINGS  PER  SHARE

The  following  table  summarizes  the  computation  of

basic and diluted earnings per share.

( I N   M I L L I O N S ,
E X C E P T   P E R   S H A R E )

Net income
Basic weighted-average shares
Effect of dilutive shares:

Stock options/

performance shares

2000

$18.1
10.4

1999

$14.8
11.1

Diluted weighted-average shares

10.4

Basic earnings per share

Diluted earnings per share

$1.74

$1.73

11.1

$1.43

$1.43

1998

$57.4
11.2

.1

11.3

$5.10

$5.06

NOTE  13  –  NON-RECURRING  SPECIAL  ITEMS

In 1999, the Company lost more than one million tons
of iron ore pellet sales to Rouge Industries as a result of the
extended shutdown of two blast furnaces following an explo-
sion  at  the  power  plant  that  supplies  Rouge.  In  2000,  the
Company recorded a pre-tax insurance recovery and received
proceeds  on  the  claim  of  $15.3  million  ($9.9  million  after-
tax).  The  Company  continues  to  pursue  modest  additional
recoveries, but given the complexity of the insurance issues,
any  additional  amounts  will  not  be  recorded  until  all  out-
standing matters are resolved.

The  Company  held  842,000  shares  of  LTV  common
stock, which were originally valued at $11.5 million, or $13.65
per share. As of June 30, 2000, the investment was reclassi-
fied to “trading” and accordingly changes in market value are
recognized  in  earnings  as  they  occurred.  The  Company  rec-
ognized a reduction to 2000 earnings of $10.9 million pre-tax
($7.1 million after-tax) related to the investment. In August,
2000,  the  Company  commenced  a  program  to  reduce  its
investment in the LTV common stock and through December
31,  had  sold  300,000  shares,  with  the  balance  sold  in
January, 2001.

NOTE  14  –  COMMITMENTS AND
CONTINGENCIES

From  time  to  time,  in  the  normal  course  of  business,
the  Company  enters  into  contracts  to  purchase  iron  ore  to
meet customer quality specifications or fulfill anticipated or
forecasted  shortfalls.  The  Company  has  committed  to  pur-
chase approximately $19 million of pellets in 2001.

The Company and its ventures are periodically involved
in  litigation  incidental  to  their  operations.  Management
believes that any pending litigation will not result in a material
liability  in  relation  to  the  Company’s  consolidated  financial
statements.

REPORT OF ERNST & YOUNG LLP, Independent Auditors

SHAREHOLDERS AND  BOARD  OF  DIRECTORS
C L E V E L A N D - C L I F F S   I N C

We have audited the accompanying statement of con-
solidated financial position of Cleveland-Cliffs Inc and consol-
idated subsidiaries as of December 31, 2000 and 1999, and
the related statements of consolidated income, shareholders’
equity and cash flows for each of the three years in the period
ended  December  31,  2000.  These  financial  statements  are
the responsibility of the Company’s management. Our respon-
sibility is to express an opinion on these financial statements
based on our audits.

We  conducted  our  audits  in  accordance  with  auditing
standards  generally  accepted  in  the  United  States.  Those
standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examin-
ing,  on  a  test  basis,  evidence  supporting  the  amounts  and

disclosures  in  the  financial  statements.  An  audit  also
includes assessing the accounting principles used and signif-
icant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that
our audits provide a reasonable basis for our opinion.

In  our  opinion,  the  financial  statements  referred  to
above present fairly, in all material respects, the consolidated
financial position of Cleveland-Cliffs Inc and consolidated sub-
sidiaries at December 31, 2000 and 1999, and the consoli-
dated results of their operations and their cash flows for each
of the three years in the period ended December 31, 2000, in
conformity  with  accounting  principles  generally  accepted  in
the United States.

Cleveland, Ohio
January 24, 2001

T
R
O
P
E
R

’
S
R
O
T
D
U
A

I

35

QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)
I N   M I L L I O N S   E X C E P T   P E R   S H A R E   A M O U N T S

S
T
L
U
S
E
R
Y
L
R
E
T
R
A
U
Q

36

Total revenues
Gross profit
Net income (loss)

Amount
Per common share

Basic
Diluted

Average number of shares

Basic
Diluted

2000

Q u a r t e r s

F i r s t

$36.3
3.2

(3.5)

(.32)
(.32)

10.7
10.7

S e c o n d

$152.4
19.6

T h i r d

$152.5
16.8

F o u r t h

$113.8
10.3

Ye a r

$455.0
49.9

11.0

1.03
1.03

10.5
10.6

6.3

.60
.60

10.4
10.4

4.3

.43
.42

10.1
10.1

18.1

1.74
1.73

10.4
10.4

Annual  results  include  the  pre-tax  effects  of  a  $15.3
million ($15.0 million in the second quarter) recovery of an
insurance claim, a $5.2 million fourth quarter tax credit re-
flecting a reassessment of income tax obligations from audits

of prior years’ federal tax returns, and a $10.9 million pre-tax
($9.1  million  in  the  second  quar ter)  charge  to  recognize
the  decrease  in  value  of  the  Company’s  investment  in  LTV
common stock.

Total revenues
Gross profit (loss)
Net income (loss)

Amount
Per common share

Basic
Diluted

Average number of shares

Basic
Diluted

Q u a r t e r s

F i r s t

$25.1
9.9

2.7

.24
.24

11.2
11.2

S e c o n d

$101.7
18.7

7.8

.70
.70

11.2
11.2

1999

T h i r d

$94.2
(10.0)

(10.7)

(.96)
(.96)

11.1
11.1

F o u r t h

$150.0
16.7

Ye a r

$371.0
35.3

5.0

.45
.45

10.8
10.9

4.8

.43
.43

11.1
11.1

First  and  third  quarter  results  included  pre-tax  favor-
able  adjustments  of  $4  million  and  $2  million,  respectively,
primarily  relating  to  recoveries  of  prior  years’  state  taxes.

Third and fourth quarter results also included approximately
$25 million and $7 million, respectively, of pre-tax fixed costs
related to production curtailments.

C O M M O N   S H A R E   P R I C E   P E R F O R M A N C E  A N D   D I V I D E N D S

P r i c e   P e r f o r m a n c e

2000

1999

H i g h

L o w

H i g h

L o w

D i v i d e n d s

2000

1999

First Quarter
Second Quarter
Third Quarter
Fourth Quarter 

Year

$31.38
26.25
27.25
23.19
31.38

$22.00
21.94
22.56
19.69
19.69

$43.56
41.44
34.50
31.94
43.56

$32.94
31.81
30.06
26.81
26.81

$1.375
.375
.375
.375

$1.50

$1.375
.375 
.375 
.375

$1.50

 
CLIFFS – MANAGED MINES

PRODUCTION    (Gross Tons In Millions)

Marquette Range (Michigan)

Empire

Tilden

Mesabi Range (Minnesota) 

Hibbing Taconite

LTV Steel Mining Company [b]

Northshore

Newfoundland/Quebec, Canada

Wabush

Total 

Annual
Capacity

2000
Actual

Exhaustion
Year [a]

8.0

7.8

8.0

—

4.3 

6.0

34.1

7.6

7.2

8.2

7.8

4.3

5.9

41.0

2019

2041

2029

—

2081

2042

OWNERSHIP  PERCENTAGE

Owners [c]

Acme Metals Incorporated 

Algoma Steel Inc.

Bethlehem Steel Corporation

Cleveland-Cliffs Inc

Dofasco Inc.

Ispat International N.V.

The LTV Corporation

Stelco Inc.

Empire

Tilden

Hibbing
Taconite

Northshore

Wabush

45.0

35.0 

40.0

70.3 

15.0

100.0

40.0

25.0

15.0

14.7

15.1

22.8

24.2

37.9

[a] Assumes production at annual capacity and the economic development of available ore reserves. 
Actual production levels may differ from annual capacity.  Capacity and mine life may be changed 
by economic conditions or other factors.
[b] Mine permanently closed January 5, 2001.
[c] As of February 28, 2001. Ownership may be held through subsidiaries.

I

S
E
N
M
D
E
G
A
N
A
M

37

SUMMARY OF FINANCIAL AND OTHER STATISTICAL DATA
Cleveland-Cliffs Inc and Consolidated Subsidiaries

Y
R
A
M
M
U
S
R
A
E
Y
1
1

38

Financial Data ( I N   M I L L I O N S ,   E X C E P T   P E R   S H A R E   A M O U N T S )

For The Year
Operating Earnings (a)

Operating Revenues – Product Sales and Services 
Operating Revenues – Royalties and Management Fees

Operating Revenues – Total
Cost of Goods Sold and Operating Expenses and AS&G Expenses 

Operating Earnings
Net Income (Loss) (a)
Net Income (Loss) Per Common Share (a)

Basic
Diluted

Cash Flow from Operations Before Changes in Operating Assets and Liabilities 
Distributions to Common Shareholders:
Regular Cash Dividends – Per Share
Regular Cash Dividends – Total
Special Dividends – Per Share
Special Dividends – Total

Repurchases of Common Shares 

At Year-End
Cash and Marketable Securities 
Total Assets 
Long-Term Obligations Effectively Serviced (c)
Shareholders’ Equity
Book Value Per Common Share
Market Value Per Common Share

Iron Ore Production and Sales Statistics (Millions of Gross Tons)
Production From Mines Managed By Cliffs:

North America
Australia 

Total
Cliffs’ Share 

Cliffs’ Sales From:

North American Mines
Australian Mine

Total

Other Information 
Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) (d)
Earnings Before Interest and Taxes (EBIT) (d)
Common Shares Outstanding (Millions) – Average For Year
Common Shares Outstanding (Millions) – At Year-End 
Common Shares Price Range – High
Common Shares Price Range – Low
Employees at Year-End (e)

2000

1999

1998

$379.4
50.7

430.1
398.9

31.2
18.1

1.74
1.73
76.9

1.50
15.7

15.6

29.9
727.8
74.0
402.0
39.73
21.56

41.0

41.0
11.8

10.4

10.4

$  44.2
18.6
10.4
10.1
$31.38
19.69
5,645

$316.1
48.5

364.6
345.4

19.2
4.8

.43
.43
35.6

1.50
16.7

17.2

67.6
679.7
74.7
407.3
38.27
31.13

36.2

36.2
8.8

8.9

8.9

$  27.9
5.4
11.1
10.6
$43.56
26.81
5,947

$465.7
49.7

515.4
438.3

77.1
57.4

5.10
5.06
75.1

1.45
16.3

11.5

130.3
723.8
75.4
437.6
39.25
40.31

40.3

40.3
11.4

12.1

12.1

$  87.1
66.8
11.3
11.2
$57.69
36.06
6,029

(a) Results include an after-tax, $9.9 million, recovery of an insurance claim, $5.2 million federal income tax credit, and a $7.1 million charge relating
to a common stock investment (combined $.77 per share) in 2000; 1999 $4.4 million ($.39 per share) recovery relating primarily to prior years’ state
tax refunds; 1998 federal income tax credit $3.5 million ($.31 per share); 1997 after-tax credits of $8.8 million ($.77 per share); net contributions
from non-recurring items extraordinary charge of $2.4 million ($.20 per share) in 1995, recoveries on bankruptcy claims of $23.2 million ($1.92
per share) and $47.1 million ($4.00 per share) in 1993 and 1990, respectively, and a $38.7 million ($3.23 per share) after-tax charge for accounting
changes in 1992. Operating results reflect the acquisition of a majority interest of CAL in the fourth quarter of 2000, and the acquisition of Northshore
in the fourth quarter of 1994.

 
 
1997

1996

1995

1994

1993

1992

1991

1990

$406.1
47.5

453.6
386.7

66.9
54.9

4.83
4.80
74.3

1.30
14.8

$470.1
51.5

521.6
428.0

93.6
61.0

5.26
5.23
89.6

1.30
15.1

$424.8
49.5

474.3
385.1

89.2
57.8

4.84
4.82
84.7

1.30
15.5

4.9

19.5

10.8

115.9
694.3
7 4.9
407 .4
36.02
45.81

39.6

39.6
10.9

10.4
.3

10.7

$  87.8
68.9
11.4
11.3
$47 .13
40.00
5,951

169.4
673.7
72.9
370.6
32.59
45.38

39.9
1.6

41.5
12.0

11.0
1.7

12.7

$108.2
90.6
11.6
11.4
$46.88
36.25
6,251

148.8
644.6
76.3
342.6
28.96
41.00

39.6
1.5

41.1
11.3

10.4
1.5 

11.9

$  85.6
68.8
11.9
11.8
$46.75
36.13
6,411

$348.5
44.7

393.2
329.5

63.7
42.8

3.54
3.53
54.5

1.23
14.8

141.4
608.6
84.2
311.4
25.74
37.00

35.2
1.5 

36.7
8.3

8.2
1.5

9.7 

$  70.6
56.2
12.1
12.1
$45.50
34.00
6,504

$280.4
39.7

320.1
280.8

39.3
54.6 

4.55
4.53
34.8

1.20
14.4
2.70 (b)
32.4 (b)

161.0
549.1
88.6
280.4
23.25
37.38

32.3
1.5

33.8
6.8

6.4 
1.4 

7.8 

$ 86.7
73.2
12.0
12.1 
$37.50
28.75
6,173

$288.9
43.8

332.7
297.5

35.2
(7.9) 

(.66)
(.66)
49.7

1.18
14.1

128.6
537.2
92.1
269.5
22.47
35.63

32.9
1.5

34.4
7.3

6.0 
1.3

7.3 

$  50.9
36.8
12.0
12.0
$40.38
29.50
6,594

$290.8
45.8 

336.6
294.2

42.4
53.8 

4.55
4.51
106.0

1.03
12.1
4.00
47.0

95.9
478.7
65.0
290.8
24.40
36.13

32.1 
1.3 

33.4 
7.0 

6.0 
1.3 

7.3

$  81.3
65.3
11.8
11.9
$36.50
25.00
6,709

$299.5
37.7

337.2
307.0

30.2
73.8

6.31
6.26
32.1

.80
9.3

96.0
510.9
82.4
290.8
24.88
27.13

31.7
2.2

33.9
6.6

6.5
.3

6.8 

$119.2
103.8
11.7
11.7
$35.00
19.63
6,900

(b) Includes securities at market value on distribution date.
(c) Includes the Company’s share of ventures and equipment acquired on capital leases.
(d) EBITDA and EBIT are not presented as substitute measures of operating results or cash flow from operations, but because they are widely accepted indicators

of a company’s ability to acquire and service debt.

(e) Includes employees of managed mining ventures, of which 1,141 (at December 31, 2000) were employees of LTV Steel Mining Company that ceased operations

on January 5, 2001.

At December 31, 2000, the Company had 2,579 shareholders of record. 

39

CLEVELAND-CLIFFS INC

I N V E S TO R  A N D   C O R P O R AT E   I N F O R M AT I O N

O F F I C E R S

Corporate Office
Cleveland-Cliffs Inc
1100 Superior Avenue
Cleveland, OH  44114-2589
Telephone: 216.694.5700
Fax: 216.694.4880

Stock Exchange Information
The principal market for Cleveland-
Cliffs Inc common shares (ticker
symbol CLF) is the New York Stock
Exchange. The shares are also list-
ed on the Chicago Stock
Exchange.

Transfer Agent and Registrar
First Chicago Trust Company of
New York is the transfer agent, reg-
istrar and dividend disbursing agent
for Cliffs. Questions and communi-
cations regarding transfer of stock,
replacement of lost certificates,
dividends and address changes
should be directed to:
First Chicago Trust Company, a
division of EquiServe
P.O. Box 2500
Jersey City, NJ  07303-2500
Telephone: 800.446.2617
Internet:
http://www.equiserve.com

Dividend Reinvestment Plan
Cliffs has a Dividend Reinvestment
Plan which offers registered share-
holders the opportunity to reinvest
their dividends and/or make sup-
plemental cash investments in
additional common shares. Cliffs
pays all service charges and bro-
kerage commissions in connection
with the purchase of stock. If you
would like to participate or receive
a brochure describing in more
detail the features of the Plan, you
can call First Chicago, administra-
tor of the Plan, at 800.446.2617.

Direct Deposit of Dividends
Electronic deposit of dividends is
available to shareholders who wish
to have their dividends directly
deposited into a checking, savings
or other account. To participate
call First Chicago at
800.870.2340.

Investor Relations
Questions and comments regarding
Cliffs or any information appearing
in this report or any other Company
publication are welcome and may
be directed to Fred Rice, Director-
Investor Relations at the corporate
office, or telephone 800.214.0739
or 216.696.5459. E-Mail address: 
fbrice@cleveland-cliffs.com

News releases and other informa-
tion on the Company are available
on the Internet at:
http://www.cleveland-cliffs.com

Annual Meeting
Cliffs’ Annual Meeting of
Shareholders will be May 8, 2001
at 11:30 a.m. at The Forum
Conference Center, located in 
One Cleveland Center, 
1375 East 9th Street, Cleveland,
Ohio. Formal notice of the meeting
and the proxy statement will be
mailed to each shareholder.

10-K Report
A copy of Cliffs’ annual report on
Form 10-K filed with the Securities
and Exchange Commission is avail-
able to interested shareholders
upon request. 

40

Years with 
Company
31

Age

John S. Brinzo, 59
Chairman and Chief Executive Officer
Thomas J. O’Neil, 60
President and Chief Operating Officer
William R. Calfee, 54
Executive Vice President-Commercial
Cynthia B. Bezik, 48
Senior Vice President-Finance
Edward C. Dowling, Jr., 45
Senior Vice President-Operations
James A. Trethewey, 56
Senior Vice President-Operations Services
Robert Emmet, 55
Vice President-Financial Planning 
and Treasurer
Donald J. Gallagher, 48
Vice President-Sales
Randy L. Kummer, 44
Vice President-Human Resources
Richard L. Shultz, 58
Vice President-Reduced Iron Sales 
and Business Development
John E. Lenhard, 61
Secretary and Associate General Counsel
Robert J. Leroux, 50
Controller

9

28

21

3

28

25

19

1

7

32

25

O P E R AT I N G   U N I T   M A N AG E M E N T

5

32

11

2

23

12

John W. Sanders, 58
President, Wabush Mines
Robert C. Berglund, 54
General Manager, Northshore Mine
Steven A. Elmquist, 50 
General Manager, Cliffs and Associates Limited
Paul A. Korpi, 46 
General Manager, Empire Mine
Michael P. Mlinar, 47
General Manager, Tilden Mine
John N. Tuomi, 51
General Manager, Hibbing Taconite Mine

(Age and service at March 5, 2001)

CORE VALUES

In support of the

Company’s objective 

to be the most admired

minerals company, 

we are building on 

a framework of strong

corporate values.  

SAFE PRODUCTION -  record production with: lack of injuries....good housekeeping and orderly work areas.... 

well-maintained equipment....proper training and procedures....looking out for and correcting 

each other....safe conditions, safe behavior....Sentinel of Safety award winner.

CUSTOMER FOCUS -  listening to the customer....being responsive and on time....meeting quality 

expectations....helping the customer succeed.

CREATING ECONOMIC VALUE -  doing the right things right the first time....elimination of waste and 

inefficiency....breakthroughs in productivity and technology.

BIAS FOR ACTION  -  getting things done....reduced red tape....barrierless....call anybody you want....

management by fact....plan the work – work the plan.

TRUST, RESPECT AND OPEN COMMUNICATION  -  open access to information....constructive conflict....

delegation to the appropriate level....toleration of failure in pursuit of business success....

encouraging and accepting different views....feeling an obligation to explain your actions to 

those it affects....gender and racial diversity.

GROUP AND INDIVIDUAL ACCOUNTABILITY  -  behaving in line with our core values....being responsible 

for our actions....providing plans/standards/expectations....holding yourself and/or the group to 

a high standard of performance....walk the talk.

INTEGRITY -  doing what you say you’re going to do....no hidden agendas....doing the right thing....being 

truthful....zero tolerance – not walking away from a situation....be credible.

TEAMWORK -  actively involve others in decision making....know when to take a leadership role and 

when to be an active member....recognize the value of teamwork and the synergy it creates.

RECOGNIZE AND REWARD ACHIEVEMENT  -  celebrating successes....stress training and 

development....an effective appraisal of performance....giving a simple thank you.

T H E S E   C O R E   VA L U E S   A R E   I M P O R T A N T   T O   O U R   F U T U R E .    

E V E R Y O N E   W I L L   B E   J U D G E D   O N   T H E I R   S U P P O R T   O F   A N D  

C O M M I T M E N T   T O   T H E M .

D I R E C TO R S  

O R G A N I Z AT I O N   C H A N G E S  

At the Annual Meeting of Shareholders in May 2000, Robert S.
Coleman did not stand for re-election to the Board of Directors due
to the demands of his business.  Mr. Coleman’s wise counsel over
the nine years he served on the Board is missed.

A. Stanley West, who was Senior Vice President-Sales and Commercial
Planning, retired after 33 years with Cliffs and a 41-year career in the
iron and steel industry.  Mr. West’s in-depth knowledge of the steel
industry in the United States and Canada was instrumental 
in Cliffs being the leading producer and merchant of iron ore in North
America.

George N. Chandler, II, Vice President-Reduced Iron, and Richard F.
Novak, Vice President-Labor Relations, retired after 38 and 31 years
of service, respectively. They made many contributions to Cliffs.

Richard L. Shultz, formerly Director of Iron Making Technology, was
named Vice President-Reduced Iron Sales and Business Development.

Randy L. Kummer joined Cliffs as Vice President-Human Resources.
Mr. Kummer was formerly Vice President-Human Resources,
Government and Public Affairs of Kennecott Energy Company.  

Director
Since
1997

1996

John S. Brinzo (4,6,7)
Chairman and Chief Executive 

Officer of the Company
Ronald C. Cambre (1,3,4,6)
Chairman of the Board
Newmont Mining Corporation 

International mining company

1999

Ranko Cucuz (1,5,6)
Chairman and Chief Executive Officer
Hayes Lemmerz International, Inc.

International supplier of wheels to the auto industry

1986

James D. Ireland III (2,4,5,6,7)
Managing Director/Capital One Partners, Inc.

1994

1991

1999

1996

1995

1991

Private merchant banking firm

G. Frank Joklik (2,6) 
Chairman and Chief Executive Officer
MK Gold Company

International mining company, and

Retired President and Chief Executive Officer
Kennecott Corporation

International mining company

Leslie L. Kanuk (2,4,5,6)
Professor Emeritus
Zicklin School of Business

Baruch College, City University of New York

Anthony A. Massaro (1,6,7)
Chairman and Chief Executive Officer
Lincoln Electric Holdings, Inc.

Global manufacturer of welding and
cutting products and consumables

Francis R. McAllister (3,4,5,6,7)
Chairman and Chief Executive Officer
Stillwater Mining Company

Palladium and platinum producer

John C. Morley (2,3,4,6,7) 
President/Evergreen Ventures, Ltd.

Private investment firm, and

Retired President and Chief Executive Officer
Reliance Electric Company

Major industrial manufacturer
Stephen B. Oresman (3,5,6,7)
President/Saltash Ltd.

Management consultants

1991

Alan Schwartz (1,2,6)
Professor, Yale Law School 

and Yale School of Management

COMMITTEES:
(1) Audit
(2) Board Affairs
(3) Compensation and Organization
(4) Executive 
(5) Finance
(6) Long Range Planning
(7) Strategic Advisory

Recycled Paper

41

C l e v e l a n d - C l

i

f

f s

2 0 0 0   A n n u a l

  R e p o r

t

CLEVELAND-CLIFFS  INC

PRODUCING AN ESSENTIAL RAW MATERIAL FOR NORTH AMERICA’S CRITICAL INDUSTRIAL BASE

1100 SUPERIOR AVENUE

CLEVELAND, OH 44114-2589

www.cleveland-cliffs.com