Cliffs promotes the highest level of ethical conduct from all employees and has established corporate governance practices that are designed to give the Board of Directors the tools to oversee management and enhance long-term shareholder value. Following are several key examples of Cliffs' corporate governance process:

>	Nine of Cliffs' 11 Directors are independent.
>	There is no family relationship among any of Cliffs' Directors and officers.
>	All Directors are elected annually, and shareholders have cumulative voting rights.
>	Independent Directors have designated a lead Director and meet at regularly scheduled executive sessions without management.
>	Audit, compensation and organization, and nominating committees are composed entirely of independent Directors.
>	Independent Directors must take a portion of their annual retainer in Company stock, in accordance with stock ownership guidelines.
>	All Directors attended at least 80 percent of the meetings of the Board of Directors and Board Committees of which they were a member in 2003.
>	Average service of independent Directors is eight years.
>	Average age of independent Directors is 63.
>	There is no retirement plan for independent Directors elected to the Board subsequent to 1998.
>	A formal code of ethics provides guidance to Cliffs' Directors and employees.

Good corporate governance is more than a process; it is values lived. It is reflected in a commitment to integrity, one of Cliffs' core values. Ethical standards are not simply a set of rules, but rather the way we live and work day to day. Rules and regulations are important, but ultimately it is people of integrity committed to doing the right thing.