-------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
- SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1994
OR
_ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______ to ______ .
Commission File Number: 1-8944
CLEVELAND-CLIFFS INC
(Exact name of registrant as specified in its charter)
Ohio 34-1464672
(State or other jurisdiction of (I.R.S. Employer
incorporation) Identification No.)
1100 Superior Avenue, Cleveland, Ohio 44114-2589
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (216) 694-5700
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
YES X NO
--- ---
As of July 31, 1994, there were 12,081,060 Common Shares (par value $1.00 per
share) outstanding.
==============================================================================
PART I - FINANCIAL INFORMATION
CLEVELAND-CLIFFS INC.
STATEMENT OF CONSOLIDATED INCOME
(In Millions, Except Per Share Amounts)
------------------------------------------
Three Months Six Months
Ended June 30, Ended June 30,
---------------- -----------------
1994 1993 1994 1993
---- ---- ---- ----
REVENUES:
Product sales and services $ 71.9 $ 73.4 $ 112.0 $ 105.9
Royalties and management fees 11.5 11.1 19.5 19.3
------- ------- ------- -------
Total operating revenues 83.4 84.5 131.5 125.2
Recovery on bankruptcy claim - 34.8 - 34.8
Investment income (securities) 1.5 2.1 2.7 4.4
Other income 0.1 0.3 0.3 0.6
------- ------- ------- -------
TOTAL REVENUES 85.0 121.7 134.5 165.0
COSTS AND EXPENSES:
Cost of goods sold and operating expenses 63.8 65.3 103.3 102.6
Administrative, selling and general expenses 3.9 4.4 7.9 8.1
Interest expense 1.7 1.7 3.3 3.3
Other expenses 1.6 1.0 3.0 1.9
------- ------- ------- -------
TOTAL COSTS AND EXPENSES 71.0 72.4 117.5 115.9
------- ------- ------- -------
INCOME BEFORE INCOME TAXES 14.0 49.3 17.0 49.1
Income taxes (credits)
Currently payable 3.9 15.3 4.7 15.2
Deferred (0.3) 0.5 (0.3) 0.5
------- ------- ------- -------
TOTAL INCOME TAXES 3.6 15.8 4.4 15.7
------- ------- ------- -------
NET INCOME $ 10.4 $ 33.5 $ 12.6 $ 33.4
======= ======= ======= =======
INCOME PER COMMON SHARE $ 0.86 $ 2.79 $ 1.04 $ 2.78
======= ======= ======= =======
2
CLEVELAND-CLIFFS INC
STATEMENT OF CONSOLIDATED FINANCIAL POSITION
(In Millions)
----------------------------
June 30, December 31,
1994 1993
-------- ------------
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 99.6 $ 67.9
Marketable securities 51.9 93.1
------- -------
151.5 161.0
Accounts receivable 26.8 36.9
Product inventories 43.3 27.5
Deferred income taxes 14.1 14.1
Other 12.7 10.5
------- -------
TOTAL CURRENT ASSETS 248.4 250.0
PROPERTIES 172.4 172.6
Less allowances for depreciation and depletion (137.9) (137.3)
------- -------
TOTAL PROPERTIES 34.5 35.3
INVESTMENTS IN ASSOCIATED COMPANIES 147.2 152.3
OTHER ASSETS
Long-term investments 59.0 57.4
Deferred income taxes 6.9 6.5
Other 46.5 43.9
------- -------
TOTAL OTHER ASSETS 112.4 107.8
------- -------
TOTAL ASSETS $ 542.5 $ 545.4
======= =======
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Current portion of long-term obligations $ 5.0 $ -
Other 54.2 64.0
------- -------
TOTAL CURRENT LIABILITIES 59.2 64.0
LONG-TERM OBLIGATIONS 70.0 75.0
POST-EMPLOYMENT BENEFITS 72.2 71.2
RESERVE FOR CAPACITY RATIONALIZATION 23.6 21.7
OTHER LIABILITIES 31.0 32.8
SHAREHOLDERS' EQUITY
Preferred Stock
Class A - No Par Value
Authorized - 500,000 shares; Issued - None - -
Class B - No Par Value
Authorized - 4,000,000 shares; Issued - None - -
Common Shares - Par Value $1 a share
Authorized - 28,000,000 shares
Issued - 16,827,941 shares 16.8 16.8
Capital in excess of par value of shares 61.3 61.4
Retained income 321.2 315.8
Foreign currency translation adjustments 0.2 (0.3)
Unrealized gain on available-for-sale securities, net of tax 0.9 1.3
Cost of 4,747,381 Common Shares in treasury
(1993 - 4,763,824) (113.9) (114.3)
------- -------
TOTAL SHAREHOLDERS' EQUITY 286.5 280.7
------- -------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 542.5 $ 545.4
======= =======
See notes to financial statements
3
CLEVELAND-CLIFFS INC
CONSOLIDATED STATEMENT OF CASH FLOWS
Increase (Decrease)
in Cash and Cash
Equivalents for
Six Months Ended
June 30,
(In Million)
-------------------------
1994 1993
------- -------
OPERATING ACTIVITIES
Net income (loss) $ 12.6 $ 33.4
Depreciation and amortization:
Consolidated 1.0 1.0
Share of Associated Companies 5.6 5.8
Provision for deferred income taxes (0.3) (0.5)
Charges to capacity rationalization reserve 1.2 0.4
Recovery of Bankruptcy Claim (34.8)
Other (0.4) (0.5)
------- -------
Total Before Changes in Operating Assets and Liabilities 19.7 4.8
Changes in operating assets and liabilities
Marketable Securities (increase) decrease 41.2 (91.2)
Other (17.7) (2.9)
------- -------
NET CASH FROM (USED BY) OPERATING ACTIVITIES 43.2 (89.3)
INVESTING ACTIVITIES
Purchase of long-term investments (2.0) (6.0)
Capital expenditures (3.1) (2.1)
------- -------
NET CASH (USED BY) INVESTING ACTIVITIES (5.1) (8.1)
FINANCING ACTIVITIES
Dividends (7.2) (7.2)
Other 0.3 0.2
------- -------
NET CASH (USED BY) FINANCING ACTIVITIES (6.9) (7.0)
EFFECT OF EXCHANGE RATE CHANGES ON CASH 0.5 (0.1)
------- -------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 31.7 (104.5)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 67.9 128.6
------- -------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 99.6 $ 24.1
======= =======
Taxes paid on income $ 10.9 $ 10.5
Interest paid on debt obligations $ 3.3 $ 3.3
4
CLEVELAND-CLIFFS INC
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 1994
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in
accordance with the instructions to Form 10-Q and should be read in conjunction
with the financial statement footnotes and other information in the Company's
1993 Annual Report on Form 10-K. In management's opinion, the quarterly
unaudited financial statements present fairly the Company's financial position
and results. References to the "Company" mean Cleveland-Cliffs Inc and
consolidated subsidiaries, unless otherwise indicated. Quarterly results are
not necessarily representative of annual results due to seasonal and other
factors.
Certain prior year amounts have been reclassified to conform to current year
classifications.
NOTE B - SHAREHOLDERS' EQUITY
The 1987 Incentive Equity Plan authorizes the Company to make grants and
awards of stock options, stock appreciation rights and restricted or deferred
stock awards to officers and key employees, for up to 839,045 Common Shares.
The 1992 Incentive Equity Plan authorizes the Company to issue up to 595,000
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 payment of dividend equivalents paid with respect to
awards made under the Plan. Such shares may be shares of original issuance or
treasury shares or a combination of both. Stock option and restricted award
transactions since December 31, 1993 are summarized as follows:
Stock Options: 1987 Plan 1992 Plan
--------- ---------
Options outstanding as of 12/31/93 95,125 10,000
Granted -0- 5,500
Exercised (16,643) -0-
Cancelled -0- -0-
---------- -------
Options outstanding as of 06/30/94 78,482 15,500
Options exercisable as of 06/30/94 78,482 10,000
Restricted awards:
Awarded and restricted as of 12/31/93 4,941 15,277
Awarded -0- -0-
Vested (2,442) -0-
Cancelled -0- -0-
------- -------
Awarded and restricted as of 06/30/94 2,499 15,277
Performance Shares allocated -0- 42,067
Reserved for future grants or awards
as of 06/30/94 6,501 522,156
5
NOTE C - INVESTMENTS IN ASSOCIATED COMPANIES
Summarized income statement information for a significant
unconsolidated subsidiary, as defined, follows:
TILDEN MINING COMPANY
(A 60% ownership interest at June 30, 1994 and 1993 carried at equity)
STATEMENT OF COSTS AND EXPENSES CHARGED TO ASSOCIATES
(In Millions)
Six Months
Ended June 30
-------------
1994 1993
----- -----
EXPENSES:
Operating costs $ 6.8 $ 7.0
Interest -- --
----- -----
TOTAL EXPENSES $ 6.8 $ 7.0
===== =====
In February, 1994, the Company reached agreement in principle with
Algoma Steel Inc. ("Algoma") and Stelco Inc. to restructure and simplify the
Tilden Mine entities effective January 1, 1994. The principal terms of the new
agreement are (1) the participants' tonnage entitlements and cost-sharing will
be based on a 6.0 million ton target normal production level instead of the
previous 4.0 million ton base production level, (2) the Company's interest in
the Tilden Magnetite Partnership increases from 33.33% to 40.0% with
corresponding increase in the Company's obligation for mine costs, (3) the
Company will receive an increased royalty, (4) the Company has the right to
supply any additional iron ore pellet requirements of Algoma (beyond its Tilden
share) from Tilden or the Company, and (5) a partner may take additional
production with certain fees paid to the Partnership. The agreement is not
expected to have a material financial effect on the Company's consolidated
financial statements. The new Tilden arrangements reflect an underlying plan of
operating improvements and will allow a lengthening of the magnetite ore
reserve life. Additional capital and development expenditures are expected in
connection with the improvement plan.
NOTE D - ENVIRONMENTAL MATTERS
The Company's policy is to conduct business in a manner that promotes
environmental quality. Environmental costs at active operations are included in
current operating and capital costs. The Company's environmental obligations
for idle and closed mining and other sites have been recognized based on
specific estimates for known conditions and required investigations. Any
potential insurance recoveries have not been reflected in the determination of
the reserve.
6
At June 30, 1994, the Company has an environmental reserve of $8.2
million, of which $3.0 million is current. The components are as follows:
- $2.7 million for the Cliffs-Dow site in Michigan, which is
independent of the Company's mining operations. The reserve is based
on an engineering study prepared by outside consultants engaged by
the responsible parties. The Company continues to evaluate the study
recommendations and other means to clean-up the site. Significant
site clean-up activities have taken place in the fourth quarter of
1993 and the first half of 1994.
- $5.5 million for other identified environmental exposures, including
the Arrowhead Refinery site in Minnesota, the Rio Tinto mine site in
Nevada and the Summitville mine site in Colorado, which sites are
independent of the Company's iron mining operations. The reserve is
based on the estimated cost of investigation and remediation of
sites where expenditures may be incurred. Final plans and
allocations among the involved parties are undetermined.
Environmental expenditures under current laws and regulations are not
expected to materially impact the Company's consolidated financial statements.
NOTE E - ACCOUNTING CHANGES
In November, 1992, the Financial Accounting Standards Board issued
Statement 112, "Employers' Accounting for Postemployment Benefits." Statement
112 requires accrual accounting for benefits provided to former or inactive
employees after employment but before retirement. Although Statement 112 is
effective for years beginning after December 15, 1993, the Company elected to
adopt the provisions of this standard for the year ended December 31, 1993. The
effect of adopting this statement was not material to the consolidated
financial statements.
In May, 1993, the Financial Accounting Standards Board issued
Statement 115, "Accounting for Certain Investments in Debt and Equity
Securities," which establishes standards of financial accounting and reporting
investments in equity securities that have readily determinable fair values and
for investments in debt securities. This statement, which is effective for
years beginning after December 15, 1993, has been adopted for the year ended
December 31, 1993. The effect of adopting this statement was not material to
the consolidated financial statements.
Prior year financial statements have not been restated for adoption of
the two standards. However, certain prior year amounts have been reclassified
to conform to current year classifications.
7
MANAGEMENT'S DISCUSSION AND ANALYSIS
------------------------------------
RESULTS OF OPERATIONS
---------------------
COMPARISON OF SECOND QUARTER AND FIRST SIX MONTHS - 1994 AND 1993
- - -----------------------------------------------------------------
Net income for the second quarter of 1994 was $10.4 million, or $.86 per
share. Comparable earnings in the second quarter of 1993 were $10.5 million, or
$.88 per share, before recognizing a $23.0 million after-tax gain on the
settlement of the Company's bankruptcy claim against The LTV Corporation
(including its wholly-owned, integrated steel company subsidiary, LTV Steel
Company, Inc.; collectively "LTV").
Net income for the first half of 1994 was $12.6 million or $1.04 per share. In
the first six months of 1993, comparable earnings, before the bankruptcy
settlement gain, were $10.4 million or $.87 a share.
The $2.2 million increase in first half earnings, excluding the 1993
bankruptcy gain, primarily resulted from higher sales realization in North
America, and higher earnings from Australian operations, partially offset by
increased operating costs and lower investment income. The second quarter
comparison reflected a less favorable mix of the same factors.
Second quarter and first half of 1994 results included losses on investments
in marketable securities due to the rapid rise in interest rates. Excluding
such losses, second quarter earnings would have been $11.2 million, or $.93 per
share, and first half earnings would have been $14.4 million, or $1.19 per
share. The losses will not reoccur in the second half of 1994 as the investment
portfolio has been converted to short-term securities.
* * *
The Company's North American pellet sales in the second quarter of 1994 were
1.7 million tons, unchanged from 1993. First half sales were 2.4 million tons
in 1994 compared to 2.3 million tons in 1993. Pellet inventory at June 30, 1994
was 1.2 million tons versus 2.0 million tons one year ago. The Company's pellet
sales, including resale of purchased ore, are estimated to be 6.9 million tons
for the year 1994 versus 6.4 million tons in 1993.
Cliffs-managed mines in North America produced 8.7 million tons of iron ore in
the second quarter of 1994, unchanged from 1993. Year-to-date production was
16.4 million tons in 1994 compared with 16.8 million tons in 1993. Full year
production is expected to be 34.5 million tons, a seven percent increase from
the strike-affected 1993 production level. Operating costs in the first half of
1994 were substantially higher than one year ago, primarily due to lower ore
grades mined, higher employment costs, unusually severe winter weather, and
maintenance outages. The Company is addressing the problems with emphasis on
orebody development, related capital expenditures, and productivity
improvement.
LIQUIDITY
- - ---------
At June 30, 1994, the Company had cash and marketable securities of $151.5
million, including $6.0 million dedicated to fund Australian mine obligations.
In addition, the full amount of a $75.0 million unsecured revolving credit was
available. The Company was in compliance with all financial covenants and
restrictions of the revolving credit agreement.
8
Since December 31, 1993, cash and marketable securities have decreased $9.5
million due to increased working capital, $17.7 million, dividends, $7.2
million, capital expenditures, $3.1 million, and purchase of long-term
investments, $2.0 million, partially offset by cash flow from operating
activities, $19.7 million.
North American pellet inventories were 1.2 million tons, at June 30, 1994,
versus .8 million tons at December 31, 1993 and 2.0 million tons one year ago.
The increase of .4 million tons from December 31, 1993 reflects the first
quarter build-up due to the seasonal nature of the Great Lakes shipping season.
Pursuant to the Coal Industry Retiree Health Benefit Act of 1992, the Trustees
of the UMWA Combined Benefit Fund have assigned responsibility to the Company
for premium payments with respect to 366 retirees and dependents and 111
"orphans" (unassigned beneficiaries), representing less than one-half of one
percent of all "assigned beneficiaries." The Company has evaluated each
assignment, has contested those it believes were incorrectly assigned, and is
currently paying premiums under protest. In December, 1993, a complaint was
filed in U. S. District Court by the Trustees of the United Mine Workers of
America 1992 Benefit Plan (a separate fund from the Combined Benefit Fund)
against the Company demanding the payment of premiums on 75 beneficiaries
related to two formerly operated joint venture coal mines. The Company is
actively contesting the complaint. Monthly premium payments are being paid into
an escrow account (80% by a former joint venture participant and 20% by the
Company) by joint agreement with the Trustee, pending outcome of the
litigation. At June 30, 1994, the coal retiree reserve maintained by the
Company is $10.9 million, of which $1.0 million is current. In the second
quarter 1994, the Company increased its coal retiree reserve by $.6 million
(reflecting accretion of discount), and made payments of $.3 million. The
reserve is reflected at present value, utilizing an assumed discount rate of
7.25%. Constitutional and other legal challenges to various provisions of the
Benefit Act by other former coal producers are pending in the Federal Courts.
CAPITALIZATION
- - --------------
Long-term obligations effectively serviced by the Company at June 30, 1994,
including the current portion, totalled $88.5 million. The Company guarantees
Empire mine debt obligations of LTV and Wheeling Pittsburgh Steel Corporation
("Wheeling") which totalled $20.8 million at June 30, 1994. The following
table sets forth information concerning long-term obligations guaranteed and
effectively serviced by the Company.
(Millions)
-------------------------------------------------------
June 30, 1994 December 31, 1993
--------------------------- -------------------------
Total Total
Long-Term Long-Term
Obligations Obligations Obligations Obligations
Effectively and Effectively and
Serviced Guarantees Serviced Guarantees
------------ ------------ ------------ -----------
CONSOLIDATED $ 75.0 $ 75.0 $ 75.0 $ 75.0
SHARE OF UNCONSOLIDATED
AFFILIATES 13.5 34.3* 13.6 34.4*
------ ------- ------- -------
TOTAL $ 88.5 $ 109.3 $ 88.6 $ 109.4
====== ======= ======= =======
RATIO TO SHAREHOLDERS'
EQUITY .3:1 .4:1 .3:1 .4:1
* Includes $20.8 million of Empire Mine debt obligations which are
serviced by LTV and Wheeling.
9
At June 30, 1994, the Company was in compliance with all financial
covenants and restrictions related to its $75.0 million, medium-term,
unsecured senior note agreement.
The fair value of the Company's long-term debt (which had a carrying
value of $75.0 million) at June 30, 1994, was estimated at $76.0 million based
on a discounted cash flow analysis and estimates of current borrowing rates.
In addition, on April 30, 1992, the Company entered into a $75.0
million three-year revolving credit agreement. No borrowings are outstanding
under the revolving credit facility. The Company may convert amounts
outstanding at the end of three years to a three-year term loan. The Company
was in compliance with all financial covenants and restrictions of the
revolving credit agreement at June 30, 1994.
Following is a summary of common shares outstanding:
1994 1993 1992
---------- ---------- ----------
March 31 12,079,885 11,992,804 11,979,764
June 30 12,080,560 12,008,065 11,985,804
September 30 12,038,092 11,987,554
December 31 12,064,117 11,988,554
ACTUARIAL ASSUMPTIONS
- - ---------------------
As a result of the increasing trend in long-term interest rates, the
Company is re-evaluating the interest rates used to calculate its pension and
post-retirement benefit obligations ("OPEB"). Financial accounting standards
require that the discount rates used to calculate the actuarial present value
of such benefits reflect the rate of interest on high quality fixed income
securities. A discount rate of 7.25% was used to calculate the Company's
pension and OPEB obligations as of December 31, 1993. The Company does not
anticipate changing the long-term rate of return assumption on pension assets
(currently 8%) in the near-term future. An increase in the interest rate
assumption would not affect 1994 financial results; however, in 1995 and
subsequent years, the Company would recognize a non-cash increase in pension
credits and a non-cash decrease in OPEB expense.
POTENTIAL INVESTMENTS
- - ---------------------
On July 25, 1994, the Company signed a letter of intent with Cyprus
Amax Minerals Company ("Cyprus Amax") to acquire the Cyprus Northshore Mining
Corporation ("Northshore") and its subsidiary, the Cyprus Silver Bay Power
Corporation, located in Minnesota. The principal assets are an iron ore mine
and processing facilities, with a current annual capacity of four million tons
of iron ore pellets, supported by six million tons of annual concentrate
capacity, and a 115 megawatt power generation plant.
Northshore produces several iron ore products, including fluxed
pellets that receive a price premium over standard pellets. Northshore has
sales contracts for most of its pellet capacity and has been studying
installation of a "direct reduced iron" production facility. The acquisition is
consistent with the Company's strategy to be the premier supplier of high
quality iron feedstocks to a broad spectrum of steelmakers.
The acquisition is subject to the satisfactory completion of due
diligence, a definitive agreement, regulatory approvals, and other customary
closing conditions. Closing is expected by September 30, 1994. The mine and
power plant companies to be acquired from Cyprus Amax will be operated by their
present management as separate subsidiaries of the Company.
10
The Company plans to finance the acquisition from current cash and
marketable securities which before the acquisition would be expected to be
approximately $175 million at year-end 1994. After the closing of the
acquisition, the Company expects to have adequate financial capability to
implement its strategic objectives.
On July 26, 1994, the Company significantly enhanced its Utah oil
shale holdings when it agreed to purchase the oil shale mineral rights on
16,000 acres which the Company previously held under a long-term lease. The
$700,000 purchase, which is expected to close later this month, will give the
Company title "in fee" to one of the most attractive oil shale properties in
the United States, containing up to an estimated one billion barrels of
recoverable shale oil. While commercialization of oil shale is currently
uneconomical, the Company's holding costs are minimal.
Extensive activity continues toward development of reduced iron
ventures, principally in the Caribbean and Pacific Basin. A go-ahead decision
on one project is possible by late 1994 if economic and commercial arrangements
are satisfactorily negotiated.
11
PART II - OTHER INFORMATION
Item 4. Submission of Matters to Vote of Security Holders
- - ---------------------------------------------------------
The Company's Annual Meeting of Shareholders was held on May 10, 1994. At the
meeting the Company's shareholders acted upon the election of Directors and a
proposal to ratify the appointment of the Company's independent public
accountants. In the election of Directors, all 12 nominees named in the
Company's Proxy Statement, dated March 25, 1994, were elected to hold office
until the next Annual Meeting of Shareholders and until their respective
successors are elected. Each nominee received the number of votes set opposite
his or her name:
NOMINEES FOR WITHHELD
---------- -------- ----------
Robert S. Colman 10,892,647 42,978
James D. Ireland III 10,892,977 42,648
G. Frank Joklik 10,890,596 45,029
E. Bradley Jones 10,891,907 43,718
Leslie L. Kanuk 10,892,687 42,938
Gilbert H. Lamphere 10,891,792 43,833
M. Thomas Moore 10,891,922 43,703
Stephen B. Oresman 10,891,872 43,753
Alan Schwartz 10,892,089 43,536
Samuel K. Scovil 10,891,860 43,765
Jeptha H. Wade 10,892,170 43,455
Alton W. Whitehouse 10,893,335 42,290
Votes cast in person and by proxy at such meeting for and against the
adoption of the proposal to ratify the appointment of the firm of Ernst &
Young, independent public accountants to examine the books of account and other
records of the Company and its consolidated subsidiaries for the year 1994 were
as follows: 10,776,795 Common Shares were cast for the adoption of the
proposal; 42,849 Common Shares were cast against the adoption of the proposal;
and 115,980 Common Shares abstained from voting on the proposal.
There were no broker non-votes with respect to the election of
directors or the ratification of the independent public accountants.
Item 6. Exhibits and Reports on Form 8-K
- - ----------------------------------------
(a) List of Exhibits - Refer to Exhibit Index on page 13.
(b) There were no reports on Form 8-K filed during the three
months ended June 30, 1994.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
CLEVELAND-CLIFFS INC
Date August 9, 1994 By /s/ J. S. Brinzo
------------------- --------------------------------
J. S. Brinzo
Senior Executive-Finance
and Principal Financial
Officer
12
EXHIBIT INDEX
-------------
Exhibit Page
Number Exhibit Number
- - ------- ----------------------------------------- ------
10 Cleveland-Clliffs Inc Voluntary Non-
Qualified Deferred Compensation Plan,
Amended and Restated as of January 1, 1994 14-27
11 Statement re computation of earnings per
share 28
13