Exhibit 10(b)



                                AMENDMENT NO. 1
                                     TO THE
                              CLEVELAND-CLIFFS INC
                      SUPPLEMENTAL RETIREMENT BENEFIT PLAN
              (AS AMENDED AND RESTATED EFFECTIVE JANUARY 1, 2001)

     WHEREAS, ÐÇ¿Õ´«Ã½ Inc ("ÐÇ¿Õ´«Ã½") as established the
ÐÇ¿Õ´«Ã½ Inc Supplemental Retirement Benefit Plan (the "Plan"); and

     WHEREAS, ÐÇ¿Õ´«Ã½ has reserved in Paragraph 7.A of the Plan the
right to amend the Plan.

     NOW THEREFORE, ÐÇ¿Õ´«Ã½ hereby amends the Plan as follows:

     1.   Paragraph 3 of the Plan is amended to read:

     3.   PAYMENT OF THE SUPPLEMENT PENSION PLAN BENEFIT

          A.   A Participant's (or his Beneficiary's) Supplemental Pension Plan
     Benefit (calculated as provided in paragraph 2) shall be converted, at the
     end of each calendar year (or more frequently as determined by the
     Compensation and Organization Committee of the Board of Directors of
     ÐÇ¿Õ´«Ã½ (the "Committee"))into a lump sum of equivalent actuarial
     value. The equivalent actuarial value at the end of each calendar year (or
     more frequently as determined by the Committee) shall be determined by the
     actuary selected by ÐÇ¿Õ´«Ã½ based on the "Applicable Mortality
     Table" used from time to time under Section 417(e) of the Code, the Pension
     Benefit Guaranty Corporation interest rate for immediate annuities then in
     effect (the "PBGC Rate"), and other factors then in effect for purposes of
     the Pension Plan.

          B.   Changes to the "Applicable Mortality Table" after January 1,
     2001 shall be applicable only to Participants who are active employees of
     the Employers on or after the effective date of such changes. As a result
     of changes in the "Applicable Mortality Table", any incremental increase
     in the actuarial value of Supplemental Pension Plan Benefits previously
     distributed to eligible Participants will be distributed as soon as
     practical following such change.

          C.   A Participant's unpaid Supplemental Pension Plan Benefit accrued
     at the end of each calendar year (or more
          frequently as determined by the Committee) shall be distributed to the
          Participant as soon as practicable following such date. Except as
          provided in the preceding sentence, a Participant's incremental
          Supplemental Pension Plan Benefit accrued for each calendar year
          commencing with 2001 shall be distributed to him as soon as
          practicable following the end of such year.

     2.   EFFECTIVE DATE. This Amendment No. 1 shall apply to and be effective
only for Participants who are active employees of the Employers on or after
November 13, 2001, and shall be effective for such Participants for all benefit
determinations under Paragraph 2 and payments under Paragraph 3 of the Plan on
or after January 1, 2001.

     IN WITNESS WHEREOF, ÐÇ¿Õ´«Ã½ Inc, pursuant to the order of its
Board of Directors, has executed this Amendment No. 1 to the Amended and
Restated Supplemental Retirement Benefit Plan (as Amended and Restated Effective
January 1, 2001) at Cleveland, Ohio, as of the 13th day of November, 2001.

                                        CLEVELAND-CLIFFS INC


                                        By:  /s/ R. L. Kummer
                                             ----------------------------------
                                             Vice President - Human Resources