乐鱼体育证券交易委员会,华盛顿特区20549

形式公布

目前的报告

根据1934年证券交易法第13或15(d)条

     
报告日期(最早报告事件的日期):   二零零七年三月二日

Cleveland-Cliffs公司 __________________________________________ ( 注册人的确切名称作为其宪章中指定)

     
俄亥俄州 1 - 8944 34 - 1464672
_____________________
(州或其他司法管辖区
_____________
(委员会
______________
(国税局雇主
合并) 文件数量) 识别号)
      
俄亥俄州乐鱼体育市苏必利尔大道1100号   44114 - 2589
_________________________________
(主要行政办事处地址)
  ___________
(邮政编码)
     
注册人的电话号码,包括地区号码:   216-694-5700

不适用 ______________________________________________ 前名或前地址,如果改变了自去年报告

 

如果8-K表格的提交是为了同时满足注册人在以下任何规定下的提交义务,请勾选以下适当的方框:

[]根据《证券法》(17 CFR 230.425)第425条进行的书面沟通
[]根据《交易法》(17 CFR 240.14a-12)第14a-12条征求材料
[]根据《交易法》第14d-2(b)条(17 CFR 240.14d-2(b)条)进行的开工前通信
[]根据《交易法》第13e-4(c)条(17 CFR 240.13e-4(c)条)进行的开工前通信


表格顶部

项目8.01其他事项。

On March 2, 2007, Cleveland-Cliffs Inc issued the following News Release:


Cleveland-Cliffs Reports Delay in Filing 10-K for Fiscal Year 2006

Cleveland, OH — March 2, 2007—Cleveland-Cliffs Inc (NYSE: CLF) announced today that it will delay filing its Annual Report on Form 10-K for the fiscal year ended December 31, 2006 with the Securities and Exchange Commission (SEC).

The delay resulted from a review undertaken in connection with a concern that was raised anonymously through the company’s Ethics Hotline. The concern focused on a specific contract revenue accounting item that allegedly affected the fourth quarter of 2006. The Audit Committee of the company’s Board of Directors, with the assistance of outside legal counsel and the company’s internal auditors, immediately conducted an investigation.

On February 27, the Audit Committee completed its investigation and found no basis for the allegation. Those findings are now being reviewed by Deloitte & Touche LLP (Deloitte), the company’s independent auditors.

In connection with this investigation, Deloitte began a comprehensive review of the timing of the company’s revenue recognition. Because this review is not yet complete, the company was not in a position to file its Form 10-K by March 1, 2007. The Form 10-K will be filed as soon as practicable. However, as a result of the company’s previously announced investments in the Amapá Project and the Sonoma Coal Project, which are anticipated to close in the current quarter, management may also require additional time to address these subsequent events in the Management Discussion and Analysis (MD&A) and related notes.

The open review primarily centers on specific cash payments for sales out of the company’s ore stockpiles in the fourth quarter of 2006 that were required under customer contract. However, at the request of the customer, the ore was not delivered and remains on Cleveland-Cliffs’ property. This could result in a revision of the company’s unaudited earnings announced in its release issued on February 21.

President and Chief Executive Officer Joseph A. Carrabba commented, "We regret any inconvenience this causes investors. However, we take corporate transparency very seriously and want all of our constituents to be completely comfortable with the integrity of our financial processes and reporting. Our management team and independent auditors are working vigorously to complete this process as soon as practicable."

About Cleveland-Cliffs
Cleveland-Cliffs Inc, headquartered in Cleveland, Ohio, is the largest producer of iron ore pellets in North America and sells the majority of its pellets to integrated steel companies in the United States and Canada. Cleveland-Cliffs Inc operates a total of six iron ore mines located in Michigan, Minnesota and Eastern Canada. The Company is majority owner of Portman Limited, an iron ore mining company in Australia, serving the Asian iron ore markets with direct-shipping fines and lump ore.
Forward Looking Statements
This news release contains predictive statements that are intended to be made as "forward-looking" within the safe harbor protections of the Private Securities Litigation Reform Act of 1995. Although the Company believes that its forward-looking statements are based on reasonable assumptions, such statements are subject to risk and uncertainties.

Actual results may differ materially from such statements for a variety of reasons, including: accounting reviews; successful completion of the Amapá and Sonoma acquisitions; changes in the sales mix; the impact of other price adjustment factors on the Company's North American sales contracts; changes in demand for iron ore pellets by North American integrated steel producers, or changes in Asian iron ore demand due to changes in steel utilization rates, operational factors, electric furnace production or imports into the United States and Canada of semi-finished steel or pig iron; availability of capital equipment and component parts; availability of float capacity on the Great Lakes; changes in the financial condition of the Company's partners and/or customers; rejection of major contracts and/or venture agreements by customers and/or participants under provisions of the U.S. Bankruptcy Code or similar statutes in other countries; the impact of consolidation in the steel industry; events or circumstances that could impair or adversely impact the viability of a mine and the carrying value of associated assets; inability to achieve expected production levels; failure to receive or maintain required environmental permits; problems with productivity, labor disputes, weather conditions, fluctuations in ore grade, tons mined, changes in cost factors including energy costs, transportation and employee benefit costs; and the effect of these various risks on the Company's future cash flows, debt levels, liquidity and financial position.

Reference is also made to the detailed explanation of the many factors and risks that may cause such predictive statements to turn out differently, set forth in the Company's Annual Report and Reports on Form 10-K and previous news releases filed with the Securities and Exchange Commission, which are publicly available on Cleveland-Cliffs' website. The information contained in this document speaks as of the date of this news release and may be superseded by subsequent events.
News releases and other information on the Company are available on the Internet at:
http://www.cleveland-cliffs.com
SOURCE: Cleveland-Cliffs Inc
CONTACT: Laurie Brlas, 1-216-694-5399






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根据1934年《证券交易法》的要求,注册人已正式授权以下签字人代表其签署本报告。

         
    Cleveland-Cliffs公司
          
二零零七年三月二日   由:   小乔治·w·霍克
       
        姓名:小乔治·w·霍克
        职务:总法律顾问兼秘书