We study heterotic E 8 × E 8 models that are dual to compactifications of F-theory and type IIA string on certain classes of elliptically fibered Calabi-Yau manifolds. Different choices for the specific torus in the fibration have heterotic duals that are most easily understood in terms of E 8 × E 8 models with gauge backgrounds of type H × U (1) 8− d , where H is a non-Abelian factor. The case with d = 8 corresponds to the well-known E 8 × E 8 compactifications with non-Abelian instanton backgrounds ( k 1 , k 2 ) whose F-theory duals are built through compactifications on fibrations of the torus P 2 (1,2,3) over F n . The new cases with d < 8 correspond to other choices for the elliptic fiber over the same base and yield unbroken U (1)′ s , some of which are anomalous and acquire a mass by swallowing zero-modes of the antisymmetric B MN field. We also study transitions to models with no tensor multiplets in D = 6 and find evidence of E d instanton dynamics. We also consider the possibility of conifold transitions among spaces with different realization of the elliptic fiber.