Mr. Donald Gallagher Senior Vice President – Chief Financial Officer and Treasurer Cleveland-Cliffs, Inc. 1100 Superior Avenue Cleveland, Ohio 44114 July 26, 2004

Exhibit 4(a)

5/3 Fifth Third Bank

Xx. Xxxxxx Xxxxxxxxx
Senior Vice President – Chief
Financial Officer and Treasurer
Cleveland-Cliffs, Inc.
0000 Xxxxxxxx Xxxxxx
Xxxxxxxxx, Xxxx 00000 July 26, 2004

RE:  Waiver and Amendments to the $30,000,000 Credit Agreement dated April 30, 2004

Dear Xxx,

Please be advised that we hereby waive Section 6.13(f), Permitted Liens, to allow United Taconite to secure a loan from the State of Minnesota with a 23 cy Hitachi Hydraulic Shovel as requested by Xx. Xxxxx Xxxxxxxx Senior Manager-Finance in her letter of July 23, 2004. This Waiver applies to this transaction only.

Reference is also made to Section 1.1, Definitions. The Termination Date is amended to April 29, 2005.

Section 6.13(f), Liens On Property, references Section 6.11(c). This reference is amended to Section 6.12(c).

If this is in accordance with your understanding please sign below where indicated and return to me. Call at 000.000.0000 with any questions.

Sincerely,

/s/ X. X. Xxxxxxx

Xxx X. Xxxxxxx
Vice President

The above Waiver and Amendments are
agreed to this 30th day of July 2004

Cleveland-Cliffs, Inc.

/s/ Xxxxxx X. Xxxxxxxxx

Name:

Title: