EXHIBIT 3.7

                            CERTIFICATE OF AMENDMENT
                         OF CERTIFICATE OF INCORPORATION

                       PECHINEY ALUMINUM ENGINEERING, INC.
                             A DELAWARE CORPORATION

      The undersigned, the duly elected Secretary of PECHINEY ALUMINUM
ENGINEERING, INC., a corporation organized and existing under the laws of the
State of Delaware (the "Corporation"), pursuant to Sections 103 and 242 of the
Delaware General Corporation Law (the "DGCL"), hereby certifies that:

      1. NAME OF CORPORATION. The name of the Corporation is Pechiney Aluminum
Engineering, Inc.

      2. FILING OF CERTIFICATE OF INCORPORATION. The Corporation's original
certificate of incorporation was filed with the Delaware Secretary of State on
November 19,1998.

      3. NAME OF NEW ENTITY. on the Effective Date, paragraph 1 of the
Corporation's Certificate of Incorporation shall be amended and restated (the
"Amendment") as follows:

      1. The name of the corporation is Novelis PAE Corporation.

      4. EFFECTIVE DATE. The Effective Date of the Amendment shall be the filing
date as provided in Section 103(d) of the DGCL.

      5. APPROVALS. In accordance with the provisions of Section 242(b) of the
DGCL, the Amendment was approved by (a) the Board of Directors of the
Corporation by unanimous written consent dated as December 10, 2004, and (b) the
sole stockholder of the Corporation by unanimous written consent dated December
11, 2004.

      6. ACCURACY. The facts stated in this Certificate of Amendment are true
and accurate.

      IN WITNESS OF THE FOREGOING, the undersigned has executed this Certificate
of Amendment for and on behalf of the Corporation as its free act and deed this
4th day of January, 2005.

                                            PECHINEY ALUMINUM ENGINEERING, INC.

                                            By: /s/ Eileen Burns Lerum
                                                ----------------------
                                                Eileen Burns Lerum,
                                                Secretary

ATTEST:

/s/ Timothy J. Guerra
---------------------
Timothy J. Guerra
Assistant Secretary          [SEAL]