Exhibit 10(pp)
CLEVELAND-CLIFFS INC
LONG-TERM INCENTIVE PROGRAM
PARTICIPANT GRANT AND AGREEMENT
YEAR 2003
WHEREAS, on April 14, 1992, the shareholders of Cleveland-Cliffs Inc, an Ohio corporation ("Company" and
the term "Company" as used herein shall also include the Company's consolidated Subsidiaries) approved the
1992 Incentive Equity Plan of the Company, and
WHEREAS, on May 13, 1997, the shareholders of the Company approved the 1992 Incentive Equity Plan (as
Amended and Restated as of May 13, 1997) of the Company, a copy of which is attached hereto as Appendix
A-1; and
WHEREAS, on May 11, 1999, the shareholders of the Company approved an amendment ("Amendment") to
the 1992 Incentive Equity Plan (as Amended and Restated as of May 13, 1997) a copy of which is attached
hereto as Appendix A-2; and
WHEREAS, on May 8, 2000, the Board of Directors of the Company ("Board"), adopted the 2000 Retention
Unit Plan ("2000 Retention Plan"), a copy of which is attached hereto as Appendix B; and
WHEREAS, the Compensation and Organization Committee ("Committee") of the Board has been appointed to
administer the 1992 Incentive Equity Plan (as Amended and Restated as of May 13, 1997), as amended by the
Amendment ("1992 ICE Plan") and the 2000 Retention Plan pursuant to the terms thereof; and
WHEREAS, under the 1992 ICE Plan and the 2000 Retention Plan, the Committee on May 8, 2000, adopted a
Long-Term Incentive Program ("Incentive Program"), a copy of which is attached hereto as Appendix C, to
encourage officers and key employees of the Company to achieve Company management objectives established
by the Committee and reported to the Board and to create additional retention incentives; and
WHEREAS, _____________ ("Participant") is an employee of the Company or of a Subsidiary of the
Company; and
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WHEREAS, on February 3, 2003 ("Date of Grant") the Committee authorized the granting to the Participant of
_____________ Performance Shares and _____________ Retention Units covering the incentiv