I have been a holder of FWR and NOT for a few years now - and allot of time has been spent trying to figure out what direction to go....tender or not, vote cliffs or not...the following is my thought process - maybe it could help someone else -

1. Current offer for FWR is not acceptable from either party.

Option 1. do not tender to NOT - vote no to Cliffs.

Risks on option 1:

- Cliffs gets FWR and I am SOL (take my .90 cents and go home)

- Cliffs does not get FWR - FWR sets up additional PP with Cliffs to give percent necessary for Cliffs to have control (same game as new NOT board after the proxy battle). Now I am at the mercy of Cliffs again....

- Cliffs does not get FWR then ups the offer - but if managment thinks this current offer is a great deal, how much confidence do I have that they will be able to get what I would want for our assets - would they behave like the Cliffs PR men that they are now......

Option 2: Tender to NOT

Risks on option 2:

- NOT does not have enough shares to get control of FWR. I am still in the ring with a company that has potential to give me some multiple gains (with warrants as well).

- NOT does not have enough shares to get control of FWR but can block Cliffs offer. Cliffs now has to deal with NOT for FWR - benifits to NOT holders and FWR holders as well or FWR does the PP with Cliffs to give them the advantage.....

- NOT gets control of FWR and merges the companies. NOT share price goes up and Cliffs has to step up and put some real money on the table for the assets. Results are a larger share price and the warrants have a great chance of being in the money. (best case I could hope for)

What I know from the past:

- Current NOT board is scrappy, crafty, and greedy - given time they will make me some money (assets are still in the ground!)

- FWR managment has lost some shine, as they seem to be driven more from emotions than what is best for me.....example.....NOT sends across a "puny" offer, FWR says no way......Cliffs sends across a "puny + .0.05 cents" offer and this is great news and the best deal......it just doesn't seem right. And if it is not emotions driving this decision, than something is going on behind the scenes that the share holders should be made aware of.

- Mac seems compled to do whatever it takes to keep NOT from gaining control - this is a personal issue and will not maximize my share value - NOT and FWR should have been able to sit down and squeeze a big golden egg out of Cliffs or whoever........but that doesn't seem to be in the cards right now......

- It really is with a bit of sorrow that I have decided to tender to NOT (but since emotions should not drive investments), this feeling doesn't matter - what does matter is my belief that NOT has the ability to play hard ball and make me some money (FWR management seems to have fallen short in this area).

Cheers,

SD

I am tendering 80% of my FWR shars - and currently own NOT