FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         	UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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                      	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940	                      	

1. Name and Address of Reporting Person *

HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD.	2. Issuer Name and Ticker or Trading Symbol

CLIFFS NATURAL RESOURCES INC. [ CLF ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      __ X __ 10% Owner
_____ Officer (give title below)      __ X __ Other (specify below)
See Remarks	
(Last)          (First)          (Middle)

C/O INTERNATIONAL FUND SERVICES LTD., THIRD FL BISHOP SQUARE REDMONDS HILL	3. Date of Earliest Transaction (MM/DD/YYYY)

1/16/2009		
(Street)

DUBLIN IRELAND, L2 00000
(City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)

1/16/2009 	6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person	

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned	
1.Title of Security
(Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code
(Instr. 8)	4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)	5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)	
			Code	V	Amount	(A) or (D)	Price				
Common Shares (par value $0.125 per share)  	1/16/2009  	 	S	  	245833  	D	$22.0205  	6442182  	D   (1) (2) (3) (4) (5) (6)	 	

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)	
1. Title of Derivate Security
(Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code
(Instr. 8)	5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)	6. Date Exercisable and Expiration Date	7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)	8. Price of Derivative Security
(Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)	
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares					

Explanation of Responses:	
(  1) 	IMPORTANT NOTE: THE SECURITIES SET FORTH IN THIS REPORT ARE DIRECTLY BENEFICIALLY OWNED BY HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD. AND/OR HARBINGER CAPITAL PARTNERS SPECIAL SITUATIONS FUND, L.P. (COLLECTIVELY, THE "FUNDS"). ALL OTHER ENTITIES AND PERSONS ARE INCLUDED WITHIN THIS REPORT DUE TO THEIR AFFILIATION WITH ONE OR BOTH OF THE FUNDS.	
(  2) 	The purpose of this amendment is to correct a typographical error reported in the Form 4 filed on January 16, 2009 (the "Form 4") by Harbinger Capital Partners Master Fund I, Ltd. (the "Master Fund"); Harbinger Capital Partners Offshore Manager, L.L.C. ("Harbinger Manager"); HMC Investors, L.L.C.; Harbinger Capital Partners Special Situations Fund, L.P. (the "Special Situations Fund"); Harbinger Capital Partners Special Situations GP, LLC ("HCPSS"); HMC - New York, Inc. ("HMCNY"); Harbert Management Corporation ("HMC"); Philip Falcone; Raymond J. Harbert; and Michael D. Luce (collectively, the "Reporting Persons").	
(  3) 	The last transaction reported in Table I of the Form 4 stated that the Master Fund sold 245,933 Common Shares on January 16, 2009. The correct number of Common Shares sold by the Master Fund in such transaction was 245,833. The relationships of the Reporting Persons are further described in the Form 4.	
(  4) 	These securities are owned by the Special Situations Fund, which is a Reporting Person.	
(  5) 	These securities may be deemed to be indirectly beneficially owned by the following, each of whom is a Reporting Person: HCPSS, the general partner of the Special Situations Fund; HMCNY, the managing member of HCPSS; HMC, the parent of HMCNY; Philip Falcone, the portfolio manager of the Special Situations Fund and a shareholder of HMC; Raymond J. Harbert, a shareholder of HMC, and Michael Luce, a shareholder of HMC.	
(  6) 	Each Reporting Person listed in Footnotes 5 and 6 disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.	

Remarks:
(+) The Reporting Persons may be deemed to be members of a "group" for purposes of the Securities Exchange Act of 1934, as
amended. Each Reporting Person disclaims beneficial ownership of any securities deemed to be owned by the group that are not
directly owned by the Reporting Person. This report shall not be deemed an admission that such Reporting Person is a member
of a group or the beneficial owner of any securities not directly owned by such Reporting Person.	

Reporting Owners	
Reporting Owner Name / Address	Relationships	
	Director	10% Owner	Officer	Other	
HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD.
C/O INTERNATIONAL FUND SERVICES LTD.
THIRD FL BISHOP SQUARE REDMONDS HILL
DUBLIN IRELAND, L2 00000		X		See Remarks	
HARBINGER CAPITAL PARTNERS SPECIAL SITUATIONS FUND, L.P.
555 MADISON AVENUE
16TH FLOOR
NEW YORK, NY 10022		X		See Remarks	
HARBERT MANAGEMENT CORP
2100 THIRD AVENUE NORTH
SUITE 600
BIRMINGHAM, AL 35203		X		See Remarks	
HARBINGER CAPITAL PARTNERS SPECIAL SITUATIONS GP, LLC
555 MADISON AVENUE
16TH FLOOR
NEW YORK, NY 10022		X		See Remarks	
HARBINGER CAPITAL PARTNERS OFFSHORE MANAGER, L.L.C.
2100 THIRD AVENUE NORTH
SUITE 600
BIRMINGHAM, AL 35203		X		See Remarks	
HMC INVESTORS, L.L.C.
2100 THIRD AVENUE NORTH
SUITE 600
BIRMINGHAM, AL 35203		X		See Remarks	
HMC - NEW YORK, INC.
555 MADISON AVENUE
16TH FLOOR
NEW YORK, NY 10022		X		See Remarks	
FALCONE PHILIP
555 MADISON AVE
16TH FLOOR
NEW YORK, NY 10022		X		See Remarks	
HARBERT RAYMOND J
2100 THIRD AVENUE NORTH
SUITE 600
BIRMINGHAM, AL 35203		X		See Remarks	
LUCE MICHAEL D
2100 THIRD AVENUE NORTH
SUITE 600
BIRMINGHAM, AL 35203		X		See Remarks	

Signatures		
Harbinger Capital Partners Master Fund I, Ltd. (+), By: Harbinger Capital Partners Offshore Manager, L.L.C., By: HMC Investors, L.L.C., Managing Member, By: /s/ Joel B. Piassick, Executive Vice President		2/4/2009	
** Signature of Reporting Person		Date
	
Harbinger Capital Partners Special Situations Fund, L.P. (+), By: Harbinger Capital Partners Special Situations GP, LLC, By: HMC - New York, Inc., Managing Member, By: /s/ Joel B. Piassick, Executive Vice President		2/4/2009	
** Signature of Reporting Person		Date
	
Harbert Management Corporation (+), By: /s/ Joel B. Piassick, Executive Vice President		2/4/2009	
** Signature of Reporting Person		Date
	
Harbinger Capital Partners Special Situations GP, LLC (+), By: HMC - New York, Inc., Managing Member, By: /s/ Joel B. Piassick, Executive Vice President		2/4/2009	
** Signature of Reporting Person		Date
	
Harbinger Capital Partners Offshore Manager, L.L.C. (+), By: HMC Investors, L.L.C., Managing Member, By: /s/ Joel B. Piassick, Executive Vice President		2/4/2009	
** Signature of Reporting Person		Date
	
HMC Investors, L.L.C. (+), By: /s/ Joel B. Piassick, Executive Vice President		2/4/2009	
** Signature of Reporting Person		Date
	
HMC - New York, Inc. (+), By: /s/ Joel B. Piassick, Executive Vice President		2/4/2009	
** Signature of Reporting Person		Date
	
/s/ Philip Falcone (+)		2/4/2009	
** Signature of Reporting Person		Date
	
/s/ Raymond J. Harbert (+)		2/4/2009	
** Signature of Reporting Person		Date
	
/s/ Michael D. Luce (+)		2/4/2009	
** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.	
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).	
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).	
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.	
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