Item 2.02Results of Operations and Financial Condition.

Announcement of No Distribution

On January 12, 2023, Mesabi Trust issued a press release announcing that the Trustees of Mesabi Trust determined that, given the uncertainties arising from the July 22, 2022 announcement by Cleveland-Cliffs Inc. ("Cliffs"), the parent company of Northshore Mining Company ("Northshore"), to extend the ongoing idling of Northshore operations until at least April 2023 and maybe beyond, no distribution will be declared this January 2023 with respect to Units of Beneficial Interest. A copy of the press release is being furnished as Exhibit 99.1 to this Form 8-K.




Item 7.01Regulation FD

As previously disclosed by Mesabi Trust on October 14, 2022, Mesabi Trust initiated arbitration against Northshore and its parent, Cliffs (jointly, the "Operator"), the lessee/operator of the leased lands. The arbitration proceeding was commenced with the American Arbitration Association. Mesabi Trust seeks an award of damages relating to the Operator's underpayment of royalties in 2020, 2021, and 2022 by virtue of the Operator's failure to use the highest price arm's length iron ore pellet sale from the preceding four quarters in pricing internal production during the fourth quarter of 2020 through 2022. Mesabi Trust also seeks declaratory relief related to the Trust's entitlement to certain documentation and to the time the Operator's royalty obligation accrues on internal production.

Item 9.01Financial Statements and Exhibits.

(d)Exhibits.



Exhibit No.    Description
99.1             Press Release dated January 12, 2023
104            Cover Page Interactive Data File (formatted in Inline XBRL and
               included as Exhibit 101)

In accordance with general instruction B.2 to Form 8-K, the information in this Form 8-K shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.


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