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                                                                 Exhibit 10 (ss)


                              CLEVELAND-CLIFFS INC

                            2000 RETENTION UNIT PLAN

         1. PURPOSE. The Cleveland-Cliffs Inc 2000 Retention Unit Plan ("Plan")
is intended to assist Cleveland-Cliffs Inc ("Company") and its Subsidiaries in
retaining key executives and other employees and increasing their interest in
the Company's long-term success by providing an incentive and opportunity
related to the Company's Common Share equity.

         2. DEFINITIONS. For purposes of the Plan the following terms shall be
defined as set forth below:

                  "BOARD" means the Board of Directors of the Company.

                  "COMMITTEE" means the committee (or subcommittee) described in
         Section 9(a) of this Plan.

                  "COMMON SHARES" means (i) shares of the common stock of the
         Company (par value $1 per share) and (ii) any security into which
         Common Shares may be converted by reason of any transaction or event of
         the type referred to in Section 6 of this Plan.

                  "DATE OF GRANT" means the date specified by the Committee on
         which a grant of Retention Units shall become effective, which shall
         not be earlier than the date on which the Committee takes action with
         respect thereto.

                  "EFFECTIVE DATE" means May 8, 2000, the effective date of the
         Plan.

                  "PARTICIPANT" means a person who is selected by the Committee
         to receive benefits under this Plan and (i) is at that time an officer,
         including without limitation an officer who may also be a member of the
         Board, or other key employee of the Company or any Subsidiary, or (ii)
         has agreed to commence serving in any such capacity.

                  "RETENTION PERIOD" means the period of time during which
         Retention Units are subject to risk of forfeiture under Section 4 of
         this Plan.

                  "RETENTION UNIT" means a bookkeeping entry that records a unit
         payable only in cash equivalent to one Common Share granted pursuant to
         Section 4 of this Plan.

                  "RULE 16b-3" means Rule 16b-3 of the Securities and Exchange
         Commission promulgated under Section 16 of the Securities Exchange Act
         of 1934, as amended (or any successor rule to the same effect), as in
         effect from time to time.

                  "SUBSIDIARY" means a corporation, partnership, joint venture,
         unincorporated association or other entity in which the Company has a
         direct or indirect ownership or other equity interest.
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         3. UNITS AVAILABLE UNDER THE PLAN. The number of Retention Units that
the Committee may grant under the Plan shall not be limited.

         4. RETENTION UNITS. The Committee may authorize awards of Retention
Units to Participants upon such terms and conditions as the Committee may
determine in accordance with the following provisions:

                  (a) Each Retention Unit shall become payable to the
         Participant by the Company in cash, subject to the fulfillment during
         the Retention Period of such conditions as the Committee may specify.

                  (b) Each grant shall specify the number of Retention Units to
         which it pertains, which may be subject to adjustment to reflect
         changes in compensation or other factors.

                  (c) Each award shall provide that the Retention Units covered
         thereby shall be subject to a Retention Period, which shall be fixed by
         the Committee on the Date of Grant, and any award may provide for the
         earlier termination of such period in the event of a change in control
         of the Company or other similar transaction or event.

                  (d) Each award shall be evidenced by an agreement, which shall
         be executed on behalf of the Company by any officer thereof and
         delivered to and accepted by the Participant and shall contain such
         terms and provisions as the Committee may determine consistent with
         this Plan.

                  (e) Any grant may specify that the amount payable thereunder
         may not exceed a maximum specified by the Committee at the Date of
         Grant.

         5. TRANSFERABILITY. Except as otherwise determined by the Committee, no
Retention Unit granted under this Plan shall be transferable by a Participant
other than by will or the laws of descent and distribution.

         6. ADJUSTMENTS. The Committee may make or provide for such adjustments
in the (a) number of Retention Units granted hereunder as the Committee in its
sole discretion may in good faith determine to be equitably required in order to
prevent dilution or enlargement of the rights of Participants that otherwise
would result from (x) any stock dividend, stock split, combination of units,
recapitalization or other change in the capital structure of the Company, (y)
any merger, consolidation, spin-off, spin-out, split-off, split-up,
reorganization, partial or complete liquidation of the Company or other
distribution of assets, issuance of rights or warrants to purchase securities of
the Company, or (z) any other corporate transaction or event having an effect
similar to any of the foregoing. In the event of any such transaction or event,
the Committee may provide in substitution for any or all outstanding Retention
Units under this Plan such alternative consideration as it may in good faith
determine to be equitable under the circumstances and may require in connection
therewith the surrender of all awards so replaced.


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         7. WITHHOLDING TAXES. To the extent that the Company is required to
withhold federal, state, local or foreign taxes in connection with any payment
made or benefit realized by a Participant or other person under this Plan, and
the amounts available to the Company for such withholding are insufficient, it
shall be a condition to the receipt of such payment or the realization of such
benefit that the Participant or such other person make arrangements satisfactory
to the Company for payment of the balance of such taxes required to be withheld.
At the discretion of the Committee, such arrangements may include relinquishment
of a portion of such benefit.


         8. CERTAIN TERMINATIONS OF EMPLOYMENT, HARDSHIP AND APPROVED LEAVES OF
ABSENCE. Notwithstanding any other provision of this Plan to the contrary, in
the event of termination of employment by reason of death, disability, normal
retirement, early retirement with the consent of the Company, leave of absence
to enter public service with the consent of the Company or other leave of
absence approved by the Company, or in the event of hardship or other special
circumstances, of a Participant who holds any Retention Units as to which the
Retention Period is not complete, the Committee may in its sole discretion take
any action that it deems to be equitable under the circumstances or in the best
interests of the Company, including without limitation waiving or modifying any
limitation or requirement with respect to any award under this Plan.

         9. ADMINISTRATION OF THE PLAN.

                  (a) This Plan shall be administered by a committee of the
         Board (or a subcommittee thereof) composed of not less than three
         members of the Board, each of whom shall be a "Non-Employee Director"
         within the meaning of Rule 16b-3. A majority of the Committee shall
         constitute a quorum, and the acts of the members of the Committee who
         are present at any meeting thereof at which a quorum is present, or
         acts unanimously approved by the members of the Committee in writing,
         shall be the acts of the Committee.

                  (b) The interpretation and construction by the Committee of
         any provision of this Plan or of any agreement, notification or
         document evidencing the grant or award of Retention Units and any
         determination by the Committee pursuant to any provision of this Plan
         or any such agreement, notification or document, shall be final and
         conclusive. No member of the Committee shall be liable for any such
         action taken or determination made in good faith.

         10. AMENDMENTS AND OTHER MATTERS.

                  (a) This Plan may be amended from time to time by the
         Committee.



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                  (b) The Committee may require Participants, or may permit
         Participants to elect to defer the issuance of Retention Units or the
         settlement of awards in cash under the Plan pursuant to such rules,
         procedures or programs as it may establish for purposes of the Plan.
         The Committee may also provide that deferred settlements include the
         payment or crediting of interest on the deferred amounts, or the
         payment or crediting of dividend equivalents where the deferred amounts
         are denominated in Retention Units.

                  (c) This Plan shall not confer upon any Participant any right
         with respect to continuance of employment or other service with the
         Company or any Subsidiary and shall not interfere in any way with any
         right that the Company or any Subsidiary would otherwise have to
         terminate any Participant's employment or other service at any time.

                  (d) The Committee may condition the grant of any Retention
         Unit authorized under this Plan on the surrender or deferral by the
         Participant of his or her right to receive a cash bonus or compensation
         otherwise payable by the Company or a Subsidiary to the Participant.






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