8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 3, 2009

NOVELIS INC.

(Exact name of Registrant as specified in its charter)

Canada	001-32312	98-0442987
(State or other jurisdiction	(Commission File Number)	(I.R.S. Employer
of incorporation)		Identification No.)

3399 Peachtree Road NE, Suite 1500, Atlanta, GA	30326
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (404) 814-4200

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

EX-99.1

EX-99.2

Item 2.02. Results of Operations and Financial Condition.

     The following information is furnished pursuant to Item 2.02, “Results of Operations and Financial Condition.” Consequently, it is not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section. It may only be incorporated by reference in another filing under the Securities Exchange Act of 1934 or Securities Act of 1933 if such subsequent filing specifically references this Form 8-K.

     On August 3, 2009, Novelis Inc. issued a press release reporting the company’s financial results for its quarter ended June 30, 2009. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein in its entirety. A copy of investor presentation materials relating to such financial results is attached hereto as Exhibit 99.2 and is incorporated by reference herein in its entirety. The presentation materials use the following non-GAAP financial measures: EBITDA, Adjusted EBITDA, Free Cash Flow and Pre-Tax Income (Loss) Excluding Items.

EBITDA and Adjusted EBITDA. EBITDA consists of earnings before interest, taxes, depreciation and amortization. Adjusted EBITDA further adjusts EBITDA for unrealized losses on change in fair value of derivative instruments, impairment of goodwill, gain on extinguishment of debt, adjustment to eliminate the company’s share of the (losses) earnings of entities reported using the equity method of accounting, restructuring charges and certain other costs. EBITDA and Adjusted EBITDA are measures commonly used in the company’s industry, and the company presents EBITDA and Adjusted EBITDA to enhance investors’ understanding of the company’s operating performance. Novelis believes that EBITDA and Adjusted EBITDA are operating performance measures, and not liquidity measures, that provide investors and analysts with a measure of operating results unaffected by differences in capital structures, capital investment cycles and ages of related assets among otherwise comparable companies. However, EBITDA and Adjusted EBITDA are not measurements of financial performance under GAAP, and the company’s EBITDA and Adjusted EBITDA may not be comparable to similarly titled measures of other companies. EBITDA and Adjusted EBITDA have important limitations as an analytical tool, and investors should not consider them in isolation, or as a substitute for analysis of the company’s results as reported under GAAP. For example, EBITDA and Adjusted EBITDA:

• do not reflect the company’s cash expenditures or requirements for capital expenditures or capital commitments;

• do not reflect changes in, or cash requirements for, the company’s working capital needs; and

• do not reflect any costs related to the current or future replacement of assets being depreciated and amortized.

     Additionally, a form of adjusted EBITDA, used in the company’s senior secured credit facilities and 7.25% senior notes, is used for debt covenant compliance purposes, which has additional adjustments to Adjusted EBITDA which may decrease or increase adjusted EBITDA for purposes of these financial covenants.

Free Cash Flow. Free Cash Flow consists of: (a) net cash provided by (used in) operating activities; (b) plus net cash provided by (used in) investing activities and (c) less proceeds from sales of assets. Management believes that Free Cash Flow is relevant to investors as it provides a measure of the cash generated internally that is available for debt service and other value creation opportunities. However, Free Cash Flow is not a measurement of financial performance or liquidity under GAAP and does not necessarily represent cash available for discretionary activities, as certain debt service obligations must be funded out of Free Cash Flow. In addition, the company’s method of calculating Free Cash Flow may not be consistent with that of other companies.

Pre-Tax Income (Loss) Excluding Certain Items. Pre-Tax Income (Loss) Excluding Certain Items adjusts net income before taxes for restructuring charges, unrealized gains (losses) on change in fair value of derivative instruments, gain on extinguishment of debt, and charges related to the settlement of tax litigation in Brazil. Novelis believes that Pre-Tax Income (Loss) Excluding Certain Items enhances the overall understanding of the company’s current financial performance. Specifically, management believes this non- GAAP financial measure provides useful information to investors by excluding or adjusting

certain items, which impact the comparability of the company’s core operating results. With respect to unrealized gains (losses) on change in fair value of derivative instruments, management adjusts pre-tax income to eliminate the volatility created between periods due to changes in the fair value of derivative instruments before the derivative instruments are settled. With respect to restructuring charges, the gain on extinguishment of debt and our charge related to the Brazilian tax settlement, management believes these excluded items are not reflective of fixed costs that the company believes it will incur over the long term. This financial measure should be considered in addition to, and not as a substitute for or superior to, results prepared in accordance with GAAP.

     All information in the news release and the presentation materials speak as of the date thereof and the Novelis does not assume any obligation to update said information in the future. In addition, Novelis disclaims any inference regarding the materiality of such information which otherwise may arise as a result of its furnishing such information under Item 2.02 of this report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1	Press release, dated August 3, 2009 (furnished with the Commission as a part of this Form 8-K).
99.2	Presentation materials, dated August 3, 2009 (furnished with the Commission as a part of this Form 8-K).

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	NOVELIS INC.
Date: August 3, 2009	By:	/s/ Christopher Courts
		Christopher Courts
		Assistant General Counsel and Corporate Secretary

EXHIBIT INDEX

Exhibit
Number	Description
99.1	Press release, dated August 3, 2009 (furnished with the Commission as a part of this Form 8-K).
99.2	Presentation materials, dated August 3, 2009 (furnished with the Commission as a part of this Form 8-K).

EX-99.1

Exhibit 99.1

For Immediate Release

Novelis First Quarter Pre-Tax Income of $273 Million Shows
Significant Improvement over Previous Quarter

• Cost reduction actions have begun to benefit the bottom line.

• Shipments grew 7 percent from the previous quarter, primarily on gains in Asia.

• Liquidity increased $56 million from the previous quarter to $446 million.

ATLANTA, Aug. 3, 2009 — Novelis Inc., a subsidiary of Hindalco Industries Limited (BSE: HINDALCO), today reported pre-tax income of $273 million for the first quarter of fiscal 2010, which ended June 30, 2009. This represents a $211 million increase as compared to pre-tax income of $62 million for the fourth quarter of fiscal 2009. Net income attributable to the company’s common shareholder was $143 million for the first quarter, a $159 million increase over the $16 million loss recorded in the previous quarter.

Sales in the first quarter were $1.96 billion, a one percent increase from the fourth quarter of fiscal 2009, but a 37 percent decrease from the $3.10 billion of sales in the first quarter of fiscal 2009 as a result of the impact of lower metal prices and demand reductions. The average price of aluminum on the London Metal Exchange in the first quarter of fiscal 2010 was $1,488 per metric ton, a 9 percent increase from the fourth quarter of fiscal 2009, but a 49 percent decrease from the first quarter of fiscal 2009.

Shipments of flat-rolled aluminum products of 650 kilotonnes represent a 7 percent increase from the fourth quarter with volume increases in Asia and North America. Signs of economic recovery were evident in Asia where shipments were up more than 50 percent. Shipments in Europe were essentially flat quarter-over-quarter, while South America experienced a slight decline.

First-quarter results include $299 million of non-cash unrealized gains on derivatives as compared to $145 million of gains in the fourth quarter of fiscal 2009. These derivatives are primarily used to hedge exposures to aluminum, mostly related to customer fixed-price contracts, other commodities and currency.

On a pre-tax basis, excluding the impact of non-cash unrealized gains on derivatives, a $6 million gain on a tax litigation settlement in Brazil and $3 million of restructuring charges, the company recorded a loss of $29 million for the first quarter of fiscal 2010. This compares to a loss of $124 million for the fourth quarter of fiscal 2009, which also excluded non-cash unrealized gains on derivatives, a $122 million gain on a debt exchange transaction and $81 million of restructuring charges.

Other significant operational factors that created variances between the first quarter of fiscal 2010 and the fourth quarter of fiscal 2009 include:

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• A $56 million reduction in conversion costs, resulting from cost deflation and the company’s own cost reductions and restructuring initiatives. Conversion costs include direct and indirect labor, energy, freight, scrap usage, alloys and hardeners, coatings, alumina and melt loss.

• A $17 million benefit from the volume increase discussed above.

• Foreign exchange gains of $24 million related largely to the weakening of the U.S. dollar in Europe and Asia.

• These favorable variances were partially offset by $25 million in unfavorable metal price lag, net of realized derivatives instruments.

Novelis received a net $7 million in income tax refunds during the first quarter of fiscal 2010.

Liquidity
The company’s estimated liquidity as of June 30, 2009; March 31, 2009; and January 31, 2009, is as follows:

	June 30,			March 31,			January 31,
($ millions)	2009			2009			2009
Cash and cash equivalents	$	237		$	248		$	190
Overdrafts		(10	)		(11	)		(19	)
Gross availability under the ABL facility		299			233			255
Borrowing availability limitation due to fixed charge coverage ratio		(80	)		(80	)		(80	)
Total estimated liquidity	$	446		$	390		$	346

Novelis’ liquidity position improved during the current quarter, driven by net cash provided by operating activities of $258 million, which was largely offset by $223 million of cash outflows to settle derivative instruments.

“We are pleased with the improvement in our financial performance, aided by our cost reduction initiatives which have begun flowing through to the bottom line,” said Phil Martens, President and Chief Operating Officer. “We welcome the growing signs of stability in the economy, but, with the outlook remaining uncertain, our priorities will continue to be cost reduction, cash management and liquidity improvement. Additionally, we will continue to focus on our core strengths and, in this regard, we are currently evaluating all non-core activities.”

“In addition,” continued Martens, “we have begun to implement a realignment of key functions within Novelis to achieve greater consistency in programs and practices across our global organization, consistent with other world-class international companies. The result will be a more effective management team and an even stronger, more competitive company.”

Novelis will discuss its results via a live web and audio conference for investors at 10:00 a.m. EDT on Monday, Aug. 3, 2009. Access information was previously announced in a press release and can be found at www.novelis.com.

About Novelis
Novelis Inc. is the global leader in aluminum rolled products and aluminum can recycling. The company operates in 11 countries, has approximately 12,300 employees and reported revenue of $10.2 billion in fiscal year 2009. Novelis supplies premium aluminum sheet and foil products to automotive, transportation, packaging, construction, industrial and printing markets throughout Asia, Europe, North America and South America. Novelis is a subsidiary of Hindalco Industries Limited, one of Asia’s largest integrated producers of aluminum and a leading copper producer. Hindalco is a flagship company of the Aditya Birla Group, a multinational conglomerate based in Mumbai, India. For more information, please visit www.novelis.com.

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Forward-Looking Statements
Statements made in this news release which describe Novelis’ intentions, expectations, beliefs or predictions may be forward-looking statements within the meaning of securities laws. Forward-looking statements include statements preceded by, followed by, or including the words “believes,” “expects,” “anticipates,” “plans,” “estimates,” “projects,” “forecasts,” or similar expressions. Examples of such statements in this news release include, among other matters, the positive outlook for our business, stabilizing market conditions, improvement in our financial performance, the net financial benefit of our operating cost reduction initiatives, our ability to manage cash and improve liquidity, our ability to implement a realignment of key functions within Novelis to achieve greater consistency in programs and practices across the company, and our ability to effectively manage the business and become a stronger, more competitive company. Novelis cautions that, by their nature, forward-looking statements involve risk and uncertainty and that Novelis’ actual results could differ materially from those expressed or implied in such statements. We do not intend, and we disclaim any obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise. Factors that could cause actual results or outcomes to differ from the results expressed or implied by forward-looking statements include, among other things: changes in global economic conditions, the level of our indebtedness and our ability to generate cash; relationships with, and financial and operating conditions of, our customers and suppliers; changes in the prices and availability of aluminum (or premiums associated with such prices) or other materials and raw materials we use; the effect of metal price ceilings in certain of our sales contracts; our ability to successfully negotiate with our customers to remove or limit metal price ceilings in our contracts; the effectiveness of our metal hedging activities, including our internal used beverage can and smelter hedges; fluctuations in the supply of, and prices for, energy in the areas in which we maintain production facilities; our ability to access financing for future capital requirements; continuing obligations and other relationships resulting from our spin-off from Alcan; changes in the relative values of various currencies; factors affecting our operations, such as litigation, environmental remediation and clean-up costs, labor relations and negotiations, breakdown of equipment and other events; economic, regulatory and political factors within the countries in which we operate or sell our products, including changes in duties or tariffs; competition from other aluminum rolled products producers as well as from substitute materials such as steel, glass, plastic and composite materials; our ability to maintain effective internal control over financial reporting and disclosure controls and procedures in the future; changes in the fair value of derivative instruments; cyclical demand and pricing within the principal markets for our products as well as seasonality in certain of our customers’ industries; changes in government regulations, particularly those affecting taxes, environmental, health or safety compliance; changes in interest rates that have the effect of increasing the amounts we pay under our principal credit agreements and other financing arrangements; and the development of the most efficient tax structure for the Company. The above list of factors is not exhaustive. Other important risk factors are included under the caption “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended March 31, 2009, as filed with the SEC, and may be discussed in subsequent filings with the SEC. Further, the risk factors included in our Annual Report on Form 10-K for the fiscal year ended March 31, 2009, are specifically incorporated by reference into this news release.

###

Media Contact:	Investor Contact:
Charles Belbin	Randy Miller
+1 404 814 4260	+1 404 814 4259
charles.belbin@novelis.com	randy.miller@novelis.com

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Exhibit I

Novelis Inc.
Shipments

	Three Months Ended
	June 30,
	2009		2008
Shipments (kt)(A):
Rolled products(B)		650		777
Ingot products(C)		41		48
Total shipments		691		825

(A)	One kilotonne (kt) is 1,000 metric tons. One metric ton is equivalent to 2,204.6 pounds.
(B)	Rolled products shipments include tolling (the conversion of customer-owned metal).
(C)	Ingot products include primary ingot in Brazil, foundry products in Korea and Europe, secondary ingot in Europe and other miscellaneous recyclable aluminum.

Exhibit II

Novelis Inc.
Condensed Consolidated Statements of Operations
($ in millions)

	Three Months Ended
	June 30,
	2009			2008
Net sales	$	1,960		$	3,103
Cost of goods sold (exclusive of depreciation and amortization shown below)		1,533			2,831
Selling, general and administrative expenses		78			84
Depreciation and amortization		100			116
Research and development expenses		8			12
Interest expense and amortization of debt issuance costs		43			45
Interest income		(3	)		(5	)
(Gain) loss on change in fair value of derivative instruments, net		(72	)		(65	)
Restructuring charges, net		3			(1	)
Equity in net (income) loss of non-consolidated affiliates		10			2
Other (income) expenses, net		(13	)		23
		1,687			3,042
Income before income taxes		273			61
Income tax provision		112			35
Net income		161			26
Net income attributable to non-controlling interests		(18	)		(2	)
Net income attributable to Novelis	$	143		$	24

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EX-99.2

Exhibit 99.2

Brighter ideas with aluminium Novelis First Quarter Fiscal Year 2010 Earnings Conference Call August 3, 2009 Phil Martens President and Chief Operating Officer Steve Fisher Chief Financial Officer

Safe Harbor Statement Statements made in this presentation which describe Novelis' intentions, expectations, beliefs or predictions may be forward-looking statements within the meaning of securities laws. Forward-looking statements include statements preceded by, followed by, or including the words "believes," "expects," "anticipates," "plans," "estimates," "projects," "forecasts," or similar expressions. Examples of such statements in this news release include, among other matters, the positive long-term outlook for our business; the benefits of cost reduction activities, restructurings and realignment activities; our ability to increase liquidity and manage cash; our ability to adjust our production levels; and our ability to reduce our fixed cost base, continue disciplined risk management activities and respond to economic recovery. Novelis cautions that, by their nature, forward-looking statements involve risk and uncertainty and that Novelis' actual results could differ materially from those expressed or implied in such statements. We do not intend, and we disclaim any obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise. Factors that could cause actual results or outcomes to differ from the results expressed or implied by forward-looking statements include, among other things: changes in global economic conditions, the level of our indebtedness and our ability to generate cash; relationships with, and financial and operating conditions of, our customers and suppliers; changes in the prices and availability of aluminum (or premiums associated with such prices) or other materials and raw materials we use; the effect of metal price ceilings in certain of our sales contracts; our ability to successfully negotiate with our customers to remove or limit metal price ceilings in our contracts; the effectiveness of our metal hedging activities, including our internal used beverage can and smelter hedges; fluctuations in the supply of, and prices for, energy in the areas in which we maintain production facilities; our ability to access financing for future capital requirements; continuing obligations and other relationships resulting from our spin-off from Alcan; changes in the relative values of various currencies; factors affecting our operations, such as litigation, environmental remediation and clean-up costs, labor relations and negotiations, breakdown of equipment and other events; economic, regulatory and political factors within the countries in which we operate or sell our products, including changes in duties or tariffs; competition from other aluminum rolled products producers as well as from substitute materials such as steel, glass, plastic and composite materials; our ability to maintain effective internal control over financial reporting and disclosure controls and procedures in the future; changes in the fair value of derivative instruments; cyclical demand and pricing within the principal markets for our products as well as seasonality in certain of our customers' industries; changes in government regulations, particularly those affecting taxes, environmental, health or safety compliance; changes in interest rates that have the effect of increasing the amounts we pay under our principal credit agreements and other financing arrangements; and the development of the most efficient tax structure for the Company. The above list of factors is not exhaustive. Other important risk factors are included under the caption "Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended March 31, 2009, and our Quarterly Report on Form 10-Q for the quarter ended June 30, 2009, and may be discussed in subsequent filings with the SEC. Further, the risk factors included in our Annual Report on Form 10-K and our first quarter 10-Q are specifically incorporated by reference into this presentation.

Agenda First Quarter Highlights Economic and Market Conditions Q1 FY2010 Financial Performance Summary and Outlook Q&A

First quarter ended with all major Novelis financial indicators exceeding fourth quarter of FY09 Strong performance in Asia -- demand recovery in China and Korea Low demand levels continued across Europe and North America Benefits of cost reductions and restructurings taking hold Significant and sustained global operational gains Strengthening liquidity position: increased by $56M March-June First Quarter FY 2010 Highlights

CONSTRUCTION SECTOR AUTOMOTIVE SECTOR CAN SHEET > USA > EUROPE > BRAZIL > CHINA ALUMINIUM DEMAND Aluminum Demand vs. the Prior Year Source : Harbor Intelligence - July 2009

Current Trends in Aluminum Demand CONSTRUCTION SECTOR AUTOMOTIVE SECTOR CAN SHEET > USA > EUROPE > BRAZIL > CHINA ALUMINIUM DEMAND Source : Harbor Intelligence - July 2009

Risk Management Continue to minimize currency and metal risks Structure contracts around "new business model" Cost Reductions Maintain significant focus on cost management Continue tight scrutiny of non-metal purchases Customers & Markets Keep focus on credit mgt to improve liquidity Price/mix gains in key markets; holding prices in low-demand markets Operational Actions Embed operational improvements across all regions Continue to focus on working capital reductions Cash Management Maintain restraint of non-essential spending Liquidity improved, but continue to conserve cash Maintaining the Focus on Costs Accelerating Novelis to world class performance

All major indicators showing improving trend Significant gains against volumes and prices Key efficiency and cost improvements Financial Highlights 1 Adjusted EBITDA and Free Cash Flow are non-GAAP financial measures. For a reconciliation of these measures to the most directly comparable GAAP financial measures, see the Appendix. In addition, we have included a discussion of how management uses these non-GAAP measures to measure our operating performance and liquidity under Item 2.02 of our Current Report on Form 8-K, which includes this investor presentation and our first quarter earnings release, dated August 3, 2009 (our "8/3/09/ 8-K"). For FY09 and FY10, Adjusted EBITDA is equivalent to Segment Income, which we use to measure the profitability and financial performance of our operating segments in accordance with FASB Statement No. 131, Disclosure About Segments of an Enterprise and Related Information. 1 1

Sequential Income Statement 1 Pre-tax income (loss) excluding items is a Non-GAAP financial measure. See the Appendix. In addition, we have included a discussion of how management uses pre-tax income (loss) excluding certain items to measure our operating performance in our 8/3/09 8-K. 1

PY Price & Mix Operating Costs FX G/L Can Price Ceiling Volume Metal Price Lag Metal Long Position Purchase Accounting Other Q1 FY10 East 0 218 293 333 351 262 194 144 133 124 0 218 75 40 18 20 109 68 50 11 9 124 Adjusted EBITDA Q1 FY10 vs PY Significant volume losses and unfavorable metal impacts partly offset by pricing and mix improvements and lower costs 1 1 Non-GAAP financial measure. See the Appendix and our 8/3/09 8-K. 10

Q4 FY09 Operating Costs FX G/L Volume Metal Long Position Price & Mix Metal Price Lag Can Price Ceiling Q1 FY10 East 0 53 109 133 150 161 138 124 0 53 56 24 17 11 2 25 14 124 Adjusted EBITDA Q1 FY10 vs Q4 FY09 Significant volume and operational cost gains 1 Non-GAAP financial measure. See the Appendix and our 8/3/09 8-K. 1 11

Sequential Segment Adjusted EBITDA 1 Non-GAAP financial measure. See the Appendix and our 8/3/09 8-K. 1 1 1 1 1 12

Free Cash Flow 1 Non-GAAP financial measure. See the Appendix and our 8/3/09 8-K. 1 13

Adequate Liquidity 561 397 390 446

Capital Expenditures 15

Business Summary Beginning to see benefits of cost reductions and restructurings Significant operational gains in Q1 Strong performance in Asia with demand recovery in China and Korea Liquidity is adequate and improving Going Forward: Continue aggressive actions to reduce overall fixed cost base Maintain cash conservation to further improve liquidity Continue disciplined risk management Focus on core activities Be ready to respond to economic recovery Pursue transformation to "One Novelis"

Realignment to "One Novelis" Board of Directors Global Leadership Regional Leadership Communications Mfg. Excellence Legal & IT Human Resources Procurement Finance S. America Asia Europe N. America Corporate Head Office President and COO Exec. Committee and Exec. HR Committee

Benefits of "One Novelis" Develop a more progressive, global approach to successfully running our business: Streamline management decision process Clarify capital allocation process Align global procurement programs Increase focus on development of human talent Maximize operational efficiencies Greater consistency of performance metrics Greater consistency in policies and practices

Questions?

Appendix

Income Statement Reconciliation to Adjusted EBITDA 1 Adjusted EBITDA is a Non-GAAP financial measure. For a discussion of how management uses Adjusted EBITDA to measure our operating performance, see our 8/3/09 8-K. Segment Income is our measure of profitability and financial performance for our operating segments under FASB Statement No. 131. Management changed how Segment Income is defined beginning with the quarter ended June 30, 2009. Prior periods have been recast to match the current quarter presentation. For additional information, see our Quarterly Report on Form 10-Q for the quarter ended June 30, 2009. As illustrated in the table above, Adjusted EBITDA and Segment Income are equivalent for all periods presented, other than the first quarter of 2008. In that quarter, Adjusted EBITDA reflects an adjustment of $51 million for acquisition related costs incurred in connection with the Hindalco transaction.

Explanation of Other Income (Expense) Included in our Adjusted EBITDA 1. Metal Price Lag net of related hedges: On certain sales contracts we experience timing differences on the pass-through of changing aluminum prices from our suppliers to our customers. Additional timing differences occur in the flow of metal costs through moving average inventory cost values and cost of goods sold. This timing difference is referred to as Metal Price Lag. We have a risk management program in place to minimize impact of this "lag". 2. Foreign Currency remeasurement net of related hedges: All non-functional currency denominated working capital and debt gets remeasured every period by the period-end exchange rates. This impacts our profitability. Like Metal Price Lag, we have a risk management program in place to minimize the impact of this remeasurement. 3. Purchase Accounting: Following the Hindalco acquisition, the consideration and transaction costs paid by Hindalco in connection with the transaction were "pushed down" to us and were allocated to the assets acquired and the liabilities assumed. These allocations are amortized over periods, impacting our profitability. A significant portion of such amortizations pertain to ceiling contracts. 4. Can Price ceilings: Some sales contracts contained a ceiling over which metal prices could not be contractually passed through to certain customers. This negatively impacts our margins and cash flows when the price we paid for metal was above the ceiling price contained in these contracts. These contracts will expire by Dec. 2009. 22

Free Cash Flow Reconciliation 1 Non-GAAP financial measure. See this Appendix and our 8/3/09 8-K. 1 1 23