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. 1)

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. 1 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. Except as otherwise noted, the information set forth in the original Statement remains unchanged.

Item 9. Exhibits.

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

Exhibit No.	Description
(a)(13)	Letter to Employees of the Primary Metal Group, dated August 1, 2007

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.

August 1, 2007	/s/ Roy Millington
	Roy Millington
	Corporate Secretary

-2-

EX-99.(A)(13)

EXHIBIT (a)(13)

Dear colleagues,

As you know, Alcan recently announced that it had agreed to combine with Rio Tinto, a leading international mining group headquartered in the UK and Australia that has made an offer to acquire Alcan.

This transaction is a winning combination for Alcan and for our business group. In fact, this alignment will allow the creation of a new global leader in the aluminium industry, to be called Rio Tinto Alcan. Rio Tinto Alcan will become a business group within Rio Tinto and will be headquartered in Montreal.

We will be part of a 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. This is a unique and exciting opportunity to join forces with a highly complementary and immensely strong global player.

The Primary Metal group will be one of the most important divisions of Rio Tinto Alcan and of all of Rio Tinto. We will become the largest aluminium producer in the world. And not to forget, Rio Tinto acquired Alcan not only for what it is today, but more importantly, for what it will become in the future by carrying out our many projects and initiatives.

I want you to know that I am enthusiastic about the great opportunities that this transaction presents to us. But we must maintain our momentum, with regards to our many projects in Oman, South Africa, Kitimat, Arvida, Iceland and Cameroon... amongst others! ...And also keep the pedal to the floor in our R&D programs and relentlessly pursue excellence in EHS and operations. Quite a program!

We are again at a turning point and our future is most promising. We will all have a significant contribution to make and be presented with new challenges and opportunities. I want to thank you ahead of time for your support and dedication, which have so well supported in the past our great performance and our disciplined execution.

The transaction should be completed before year-end and preparation for the integration will start shortly. Stay tuned, we will keep you posted.

Should you have questions or comments about Rio Tinto’s offer, don’t hesitate to write to me. To know more, I invite you to read the press release as well as the letter from Dick Evans available on the Alcan site.

Sincerely yours,

Michel Jacques
President and Chief Executive Officer