星空传媒

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
RIEDERER RICHARD K
 听 2. Issuer Name and Ticker or Trading Symbol
CLEVELAND CLIFFS INC [CLF] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
S25 W35020 MANOR HOUSE RD.		 3. Date of Earliest Transaction (Month/Day/Year)
05/13/2008
(Street)

OCONOMOWAC,听WI听53066		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 听 听 听 听 听 听 听 3,938.35 (1) D 听

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Units (2) 05/13/2008 听 A 听 402 听 听 (3) 听 (3) Common Shares 402 $ 186.79 5,251.7086 D 听
Stock Units (2) 听 听 听 听 听 听 听 (4) 听 (4) Common Shares 5,251.7086 听 10,503.4172 (5) D 听

Reporting Owners

Reporting Owner Name / Address Relationships
听Director 听10% Owner 听Officer 听Other
RIEDERER RICHARD K
S25 W35020 MANOR HOUSE RD.
OCONOMOWAC,听WI听53066		 听 X 听 听 听

Signatures

听Traci L. Forrester by Power of Attorney 听 05/15/2008
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Total ownership reflects the 2-for-1 stock split on May 15, 2008, which resulted in the reporting person's receiving 1,969.175 additional shares.
(2) Convertible into Common Shares on a 1-for-1 basis.
(3) Reflects an Annual Equity Grant in shares acquired by the Reporting Person on May 13, 2008. Pursuant to an election, the Reporting Person's deferred account has been credited with the 402 Stock Units. Each Stock Unit is generally distributable following termination of service as a Director.
(4) Reflects number of Common Shares underlying deferred compensation credited to the account of the Reporting Person under the 星空传媒 Inc Nonemployee Directors Compensation Plan. Each Stock Unit is generally distributable following termination of service as a Director.
(5) Total ownership reflects the 2-for-1 stock split on May 15, 2008, which resulted in the reporting person's receiving 5,251.7086 additional deferred stock units.

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