Wow---that did not take them long to respond (I'm sure they have been waiting).

Here is how I see it:

Cliffs urges shareholders of KWG and Spider to consider the following points:

• Spider shareholders should choose the proposed cash takeover bid from Cliffs, at a premium of 62.5% to the closing price of Spider on May 21, 2010, the trading day prior to disclosure of Cliffs� proposals.--it might be a fair 'premium' using the 30 day average (offer would have been approx $0.20), but not based on Friday's SP (especially when you consider the economy). Call it anything you like, it is a 'low ball' offer

• Spider shareholders should reject the share-exchange merger with KWG, which would result in KWG�s share count being doubled while delivering virtually no premium to Spider shareholders when factoring in the distribution of Debuts Diamonds Inc. shares to KWG shareholders only. - from where I sit, it is only for BD, so I'm okay with it (FYI--I own almost equal shared in SPQ/KWG)

• KWG and Spider only formed special committees and�hired financial advisors a few days ago. It is entirely premature for either company to have already completed a thorough analysis and concluded that a merger between the two companies is both superior to Cliffs� intended offers and in the best interest of both sets of shareholders, particularly given the significant risks and uncertainties that would face the combined entity. - I read NN was only made aware of this 'takeover' Sunday AM of a long weekend, what else are they to do?!?!? I think this move is to 'buy time' for SPQ/KWG to see whatelse is out there (I really believe 60% of the BD deposit has to be worth some $ to another major)

• The practical effect of the proposed merger is to deprive KWG�shareholders of the opportunity to vote on the proposed merger with Spider,�despite the�fact�that KWG�is�exposing its shareholders to very substantial dilution.- ?, still better than $0.13 from my seat

• Neither KWG nor Spider currently possesses the technical or financial ability to develop the Big Daddy deposit. - probably not, but I'm sure there are others who can & will

I know this is business, but this really bothers me----I haven't felt this way since the 'great proxy battle of '08 for NOT' (my son is only 19 months, but I can hardly wait to tell my grandkids about the 'great proxy battle for NOT' haha)

As I have always stated, I am very 'new' to investing in juniors & could learn a thing or 2, I'm sure----for the 'experienced' posters, am I missing something or is this just another David vs Goliath?

Long & Strong on SPQ/KWG

Trace