SC 14D9/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

schedule 14d-9

Solicitation/Recommendation Statement under Section 14(d)(4)
of the Securities Exchange Act of 1934

(Amendment No. 7)

ALCAN INC.

(Name of Subject Company)

ALCAN INC.

(Name of Person(s) Filing Statement)

Common Shares
Common Share Purchase Rights

(Title of Class of Securities)

013716105

(CUSIP Number of Class of Securities)

Roy Millington, Corporate Secretary

Alcan Inc.

1188 Sherbrooke Street West

Montreal, Quebec, Canada H3A 3G2

514-848-8000

(Name, address and telephone number of person authorized to receive
notices and communications on behalf of the person(s) filing statement)

With copies to:

Scott D. Miller George J. Sampas Sullivan & Cromwell LLP 125 Broad Street New York, NY 10004 Norman M. Steinberg Andrew Bleau Ogilvy Renault LLP 1981 McGill College Avenue Montreal QC, Canada H3A 3C1

o       Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

Introduction

This Amendment No. 7 to Schedule 14D-9 amends and supplements the Solicitation/Recommendation Statement on Schedule 14D-9 (the “Statement”) originally filed by Alcan Inc. on July 24, 2007, as amended by Amendment No. 1 filed on August 1, 2007, Amendment No. 2 filed on August 2, 2007, Amendment No. 3 filed on August 3, 2007, Amendment No. 4 filed on August 8, 2007, Amendment No. 5 filed on August 29, 2007 and Amendment No. 6 filed on August 31, 2007.  Except as otherwise noted, the information set forth in the original Statement, as amended by Amendments No. 1, 2, 3, 4, 5 and 6 thereto, remains unchanged. 

Item 9.  Exhibits. 

Item 9 is hereby amended and supplemented by adding the following exhibits: 

Exhibit No.	Description
(a)(20)	Article for Internal Communication Issued on September 11, 2007 - CEO Message
(a)(21)	Article for Internal Communication Issued on September 11, 2007 - Chairman Message
(a)(22)	Article for Internal Communication Issued on September 11, 2007 - Rio Tinto and Alcan Combination
(a)(23)	Article for Internal Communication Issued on September 11, 2007 - Rio Tinto Profile

- 2 -

SIGNATURE

After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. 

September 11, 2007                                                              /s/ Roy Millington                                                              

                                                                                                Roy Millington

                                                                                                Corporate Secretary

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EX-99

CEO Message

Alcan World - scheduled release September 07

Unlocking value with Rio Tinto Alcan

If all goes as planned, soon we will be Rio Tinto Alcan - the new aluminum industry leader, with excellent growth opportunities for our businesses and employees alike. As the future CEO of the new entity, I am looking forward to the possibilities it will create.

As I write this in late August, the regulatory approval process is proceeding on target in what will be the largest transaction in the history of the global mining industry. The combined group's access to significant bauxite reserves, competitive alumina refining, low-cost hydro power, leading-edge technology, and a deep and diverse talent pool put us in an excellent position to benefit from a favourable outlook for the aluminum industry.

                        As you know, we will soon be divesting our Packaging group. We are currently assessing the options and have had serious discussions with interested buyers looking for a high quality packaging portfolio. While we would like to proceed promptly, we are working hard to find the best opportunities for our Packaging colleagues while also combining timeliness with maximizing value for Rio Tinto Alcan.

                        It is important to understand that the proposed Rio Tinto-Alcan combination is a strategic move that is based on combining complementary assets rather than being driven by cost savings. Although we expect about $600 million in potential synergies, about half of that would come from tax savings in Australia and supply chain/logistics improvements, rather than consolidations in the talent pool. I believe that there will be substantial opportunities for new challenges and individual career growth with Rio Tinto Alcan.

Our Continuous Improvement efforts have positioned us well and we have improved our environment, health and safety performance as of mid-2007, with 56% of our sites reporting zero recordable cases and 78% with zero lost time accidents. This is a solid performance, but not good enough, as I remind you that we recently experienced two tragic fatalities in our Packaging and Bauxite and Alumina groups.  Let us renew our commitment to uphold the health and safety of employees and contractors as our number one priority.

                         On the economic side, we have just reported the two most successful quarters for operating earnings in Alcan's history and the aluminum industry outlook is very positive, with an estimated 10% annual growth driven by Chinese demand.

                        I am pleased that Rio Tinto is fully supportive of our growth projects such as the Gove expansion project (Australia), the Kitimat Modernization Project (Canada), our AP‑50 prototype in Quebec (Canada), the proposed $7-billion Ma'aden "mine to metal" joint venture project (Saudi Arabia), the signing of a multi-year supply agreement with Airbus (France) and a proposed cable project in China. In short, we are a very desirable partner because of our people, our technology, our operations network and our commitment to the future.

                        I would like to thank each of you for exercising enormous discipline in continuing to perform to your usual high standards during what has been a challenging time for everyone. The creation of Rio Tinto Alcan will be a milestone in Alcan's history that should represent great opportunities for all of us.

Dick Evans

President and Chief Executive Officer, Alcan Inc.

EX-99

Yves Fortier, Chairman, Alcan Inc.

A bright future ahead

As Chairman of Alcan Inc., I am extremely proud of how Alcan and all of you have continued to conduct your business during the hectic last several months.

Following Alcoa's hostile takeover bid on May 7, our management team and Board of Directors had to be sure that we satisfied a broad range of stakeholder needs while considering the various options that presented themselves. After a thorough and rigorous process, we unanimously endorsed Rio Tinto's proposal as the one that best serves the interests of our shareholders, employees and the communities in which we operate. Now it's full steam ahead to become Rio Tinto Alcan.

Submissions to governmental and regulatory authorities are well under way and Rio Tinto's board is planning to hold its shareholder meetings in late September to finalize acceptance. Although it's "business as usual" for our growth projects, a Conduct of Business Committee will review all major business decisions until the transaction closes.

Dick Evans will chair a sub-committee of Rio Tinto's executive committee to oversee the integration, while the integration team itself will be led by Phillip Strachan, CFO, Rio Tinto Aluminium, and Jean-Christophe Deslarzes, Senior Vice President, Human Resources, Alcan Inc., who will announce senior appointments and integration teams in September.

There is a detailed process to be followed before the transaction is complete but so far, everything is proceeding smoothly. The two companies have very similar corporate cultures, including deep commitments to health, safety, the environment and community engagement. I am firmly convinced that is a great opportunity for all Alcan stakeholders, and I look forward to our bright future as Rio Tinto Alcan.

Yves Fortier

Chairman, Alcan Inc.

EX-99

Rio Tinto and Alcan - a winning combination

Alcan has agreed to combine with Rio Tinto, a leading international mining group headquartered in the UK with operations around the world.  This is a unique and exciting opportunity to join forces with a complementary and strong global player to create a new global leader in the aluminum industry with unrivalled development opportunities.

"We will be part of a thriving global organization with a strong portfolio of growth projects, world-leading assets and technology, and an attractive cost position bolstered by complementary mining, refining and smelting capabilities," explains Dick Evans, Alcan President and CEO, who is slated to become Chief Executive Officer of Rio Tinto Alcan, the aluminum business group of Rio Tinto. "This will mean significant opportunities for Alcan employees as part of the combined company."

Alcan expertise a key to success

Once the transaction has closed, Rio Tinto's existing aluminum-related operations, currently concentrated in Australia and New Zealand, will be combined with Alcan's to create Rio Tinto Alcan. Headquartered in Montreal (Canada), the new company will be an industry leader in bauxite, aluminum, power generation, and technology with a strong pipeline of attractive growth projects for the future. Rio Tinto Alcan will also become the world's largest producer of alumina following completed expansions at our Alcan Gove complex and Rio Tinto's Yarwun facility in Australia.

The Alcan smelting technology and R&D group will remain in Quebec and France with the addition of Rio Tinto's existing smelter technology unit. The Rio Tinto Group also intends to locate one of its regional Shared Service Hubs in Montreal to support its enlarged asset base and operations in Canada.

Engineered Products will continue to be based in Paris (France), while the Bauxite and Alumina group will operate out of Brisbane (Australia). There are plans for Alcan Packaging to be divested as part of the deal. 

The Group board will include Dick Evans and two non-executive members from the current Alcan board.

Common values support sustainable growth

Alcan and Rio Tinto have common corporate values. At the top of the list is a strong commitment to the principles of sustainable development, including employee health and safety, excellence in environmental stewardship and positive engagement with local communities. Rio Tinto has already announced that it intends to create the Rio Tinto Alcan Foundation in Canada, which will have an endowment of C$200 million over a five-year period.

Commenting on the opportunities ahead, Tom Albanese, Rio Tinto's Chief Executive, states: "This transaction will enable Rio Tinto's shareholders to benefit from the quality of Alcan's organization and asset portfolio, the favourable demand fundamentals of the aluminum sector and the synergies and enhanced development opportunities that the combination of our businesses will deliver." Anticipated post tax synergies from the transaction are expected to be around US$600 million per year, with a large proportion coming from shared best practices and supplier/purchasing synergies.

Phillip Strachan, Chief Financial Officer, Rio Tinto Aluminium, and Jean-Christophe Deslarzes Senior Vice President, Human Resources, Alcan, have been named co-leaders of the integration team. The offer is expected to close in the fourth quarter of 2007.

EX-99

Rio Tinto - a metals giant with a world-class outlook

Even before its pending combination with Alcan, Rio Tinto was a leading global mining group that shared a similar outlook as Alcan in terms of values, operating philosophy and corporate culture.

With the goal of delivering superior returns to shareholders over time, Rio Tinto's mission is to be the best mining/materials company in the world: global in outlook, while sensitive and responsive to national and local issues; efficient and able to capture the benefits of scale; organized in a way that streamlines decision making; and the 'preferred developer' in countries and communities where it operates. 

History

The Rio Tinto group is headquartered in the UK, combining Rio Tinto plc, a London-listed company, and Rio Tinto Limited, a company listed on the Australian Securities Exchange.

The name Rio Tinto was chosen in 1873 by a group of British investors for a new company formed to mine ancient copper workings at Rio Tinto near Huelva in Spain. The Australian arm started operations as Consolidated Zinc Corporation in 1905 to treat zinc-bearing mine waste at Broken Hill, New South Wales, Australia. The two companies became the Rio Tinto Group in 1995. 

Structure and products

Rio Tinto's worldwide operations are strongly represented in Australia and North America with additional significant businesses in South America, Asia, Europe and southern Africa.

Worldwide exploration and technology groups support six principal global products businesses: aluminum, diamonds, copper, energy (coal and uranium), industrial minerals and iron ore. In addition to bauxite, alumina and aluminum, products include borates, coal, copper, diamonds, gold, silver, gypsum, iron ore, molybdenum, salt, sulphuric acid, talc, titanium dioxide and uranium. 

Employee support

Rio Tinto is an open, transparent and responsible company with a commitment to sustainable development that is fundamental to all aspects of its operations. The same commitment is expected from employees whose safety, well-being and development is paramount to the Group.

Cultural diversity is viewed as a strength, with exciting career opportunities for employees around the globe.  

EHS a top priority

Similar to Alcan, health and safety is the first priority at Rio Tinto combined with a sustainable development agenda. The Rio Tinto Group works as closely as possible with host countries and communities, respecting their laws and customs and ensuring a fair share of benefits and opportunities.

This stakeholder commitment is illustrated by Rio Tinto's participation with seven other mining companies to pay for trials of a new HIV vaccine in South Africa where an estimated one in nine, or more than 5.5 million people of South Africa's population, are infected with HIV. Mining has been the hardest hit sector, according to a survey by South Africa's Bureau for Economic Research.  

Geographic presence

Rio Tinto's activities span the world but are strongly represented in Australia and North America, with significant businesses in South America, Asia, Europe and southern Africa.

Africa

Mines in South Africa, Namibia and Zimbabwe, and projects in Guinea and Madagascar.

Australasia and Asia

Operations and projects across Australia, New Zealand, India, Indonesia and Mongolia.

Europe

Smaller operations in the UK and France.

North America

Operations and projects in the United States focused on iron ore, coal, copper and borates. Canadian operations include diamonds, talc, titanium dioxide and iron ore.

South America

South American interests are in Argentina, Brazil, Chile and Peru.