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):  February 19, 2009

Century Aluminum Company

(Exact name of registrant as specified in its charter)

Delaware	0-27918	13-3070826
(State or other jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2511 Garden Road Building A, Suite 200 Monterey, California (Address of principal executive offices)	93940 (Zip Code)
(831) 642-9300
(Registrant's telephone number, including area code)
N/A
(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))

 Item 2.02 Results of Operations and Financial Condition

On February 19, 2009, Century Aluminum Company (the “Company”) issued an earnings release announcing its results of operations for the quarter and year ended December 31, 2008.  A copy of the Company’s earnings release is attached as Exhibit 99.1 and is incorporated herein by reference.

The Company will hold a follow-up conference call on Thursday, February 19, 2009, at 5:00 p.m. Eastern Time. The earnings call will be webcast live on the Company’s website, located at www.centuryaluminum.com.  Anyone interested in listening to the live webcast should plan to begin the registration process for the webcast at least 10 minutes before the live call is scheduled to begin.  A replay of the webcast will be archived and available for replay approximately two hours following the live call.

The press release attached as Exhibit 99.1 hereto contains "forward-looking statements" within the meaning of U.S. federal securities laws.  The Company has based its forward-looking statements on current expectations and projections about the future, however, these statements are subject to risks, uncertainties and assumptions.  Any of these risks and uncertainties could cause the Company's actual results to differ materially from those expressed in its forward-looking statements.  More information about the Company’s risks, uncertainties and assumptions can be found in the risk factors and forward-looking statements cautionary language contained in the Company's Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q and in other filings made with the Securities and Exchange Commission.  The Company does not undertake, and specifically disclaims, any obligation to revise any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date such forward-looking statements are made.

Item 9.01.  Financial Statements and Exhibits

(d)  Exhibits

The following exhibit is being furnished with this report pursuant to Item 2.02:

Exhibit Number	Description
99.1	Press Release, dated February 19, 2009, announcing the Company’s results of operations for the quarter and year ended December 31, 2008.

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 thereunto duly authorized.

			CENTURY ALUMINUM COMPANY
Date:	February 19, 2009	By:	/s/ William J. Leatherberry
			Name: William J. Leatherberry Title:   Vice President, Assistant General Counsel and Assistant Secretary

Exhibit Index

Exhibit Number	Description
99.1	Press Release, dated February 19, 2009.

EX-99.1

Exhibit 99.1

Century Reports 2008 Financial Results

MONTEREY, CA. Feb. 19, 2009 -- Century Aluminum Company (NASDAQ: CENX) today reported a net loss of $700.2 million ($14.27 per basic and diluted share) for the fourth quarter of 2008.  Reported fourth quarter results were impacted by a charge for goodwill impairment of $94.8 million ($1.93 per basic and diluted share), a tax charge of $522.9 million ($10.66 per basic and diluted share) related to the recording of a valuation allowance on deferred tax assets and an inventory write down to market value of $55.9 million ($1.14 per basic and diluted share).

For the fourth quarter of 2007, the company reported a net loss of $112.3 million ($2.74 per basic and diluted share).  Reported results for this quarter were impacted by an after-tax charge of $147.7 million ($3.61 per basic share) for mark-to-market adjustments on forward contracts that do not qualify for cash flow hedge accounting and by a tax benefit of $4.0 million ($0.10 per basic share) related to the increase in the carrying amount of deferred tax assets as a result of a state tax law change.  The dilutive effect of the options, convertible notes and service-based awards would reduce basic EPS by $0.05 per share.

Recent highlights include:

·     2008 direct and toll shipment volumes totaled a record 803,771 metric tons, a 5 percent increase from 2007.  During the fourth quarter, the Grundartangi smelter shipped at an annualized rate of more than 276,000 metric tons.

·     All primary aluminum facilities operated safely at or above available potline capacity during 2008.

·     In December, the company issued a WARN notice and implemented the immediate curtailment of one potline at the Ravenswood, West Virginia smelter. Pursuant to the WARN notice, an orderly curtailment of the entire smelter was essentially completed by mid February.

·     The company completed a public offering of 24.5 million shares of its common stock in early February.  Net proceeds were approximately $104 million.

·     Salaried staff reductions of approximately 13 percent were implemented at the Hawesville, KY smelter and Monterey, CA headquarters.

·     The company's greenfield smelter project near Helguvik, Iceland, remains under review.  Site activity is continuing at a minimal level.

For 2008, Century reported a net loss of $898.3 million ($20.07 per basic and diluted share). Included in these results is a net after tax charge of $742.1 million ($16.58 per basic and diluted share) for mark-to-market adjustments on forward contracts that do not qualify for cash flow hedge accounting. Full year results were also impacted by a charge for goodwill impairment of $94.8 million ($2.12 per basic and diluted share), a tax charge of $522.9 million ($11.68 per basic and diluted share) related to the recording of a valuation allowance on deferred tax assets and an inventory write down to market value of $55.9 million ($1.25 per basic and diluted share).

For 2007, Century reported a net loss of $101.2 million ($2.72 per basic and diluted share).  Results for 2007 include a net after-tax charge of $328.3 million ($8.83 per basic share) for mark-to-market adjustments on forward contracts that do not qualify for cash flow hedge accounting.  2007 results were also impacted by a tax benefit of $8.3 million ($0.22 per basic share) related to the increase in the carrying amount of deferred tax assets as a result of a state tax law change.

Sales for the fourth quarter of 2008 were $402.2 million compared with $432.1 million for the fourth quarter of 2007. Shipments of primary aluminum for the 2008 fourth quarter were 202,259 tonnes, compared with 198,138 tonnes shipped in the year-ago quarter. Sales for 2008 were $1,971 million compared with $1,798 million for 2007, and total 2008 primary aluminum shipments of 803,771 tonnes compared with 766,951 tonnes shipped in 2007.

“Century has taken aggressive action in response to the global economic crisis and its impact on commodity prices,” said president and chief executive officer Logan W. Kruger.  “In the United States, we have begun implementation of the difficult actions required to bridge the current environment and lay the groundwork for a stronger company when metal markets strengthen.  

“Our greenfield smelter project near Helguvik, Iceland, remains under review; new construction activity has been essentially halted. We are in the process of rescoping the project in its entirety and are also reviewing financing options. We continue to view Helguvik as an excellent investment for our shareholders and remain convinced that the environment in Iceland will remain attractive to our business over the long term.  In addition, our forecasts of capital and operating costs have fallen since the project’s inception.

“We continue to believe the factors supporting the long-term growth of aluminum demand remain in place. We expect that Century’s improved liquidity and streamlined cost position will enable us to weather the current global financial crisis and prepare the company for renewed profitable growth once aluminum markets stabilize and recover.  We have further options to enhance both our cost position and liquidity, and will implement them as appropriate to protect the long-term value of the company.”

Century Aluminum Company owns primary aluminum capacity in the United States and Iceland, as well as an ownership interest in alumina and bauxite assets in the United States and Jamaica. Century's corporate offices are located in Monterey, California.

- ### - -

Century Aluminum’s quarterly conference call is scheduled for 5:00 p.m. Eastern time today. To listen to the conference call and to view related presentation materials, go to www.centuryaluminum.com and click on the conference call link on the homepage.

Contacts:

Mike Dildine (media)               831-642-9364

Shelly Lair (investors)             831-642-9357

Certified Advisors for the First North market of the OMX Nordic Exchange Iceland hf. for Global Depositary Receipts in Iceland:

Helga Gunnarsdottir, Director-Corporate Finance, NBI hf.

Astros Vidarsdottir, Senior Manager-Corporate Finance, NBI hf.

Cautionary Statement

This press release may contain "forward-looking statements" within the meaning of U.S. federal securities laws. The company has based its forward-looking statements on current expectations and projections about the future; however, these statements are subject to risks, uncertainties and assumptions, any of which could cause the company's actual results to differ materially from those expressed in its forward-looking statements. More information about these risks, uncertainties and assumptions can be found in the risk factors and forward-looking statements cautionary language contained in the company's Annual Report on Form 10-K and in other filings made with the Securities and Exchange Commission. The company does not undertake, and specifically disclaims, any obligation to revise any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date such forward-looking statements are made.

Century Aluminum Company

Consolidated Statements of Operations

(in Thousands, Except Per Share Amounts)

(Unaudited)

	Three months ended December 31,						Year ended December 31,
	2008			2007			2008			2007
NET SALES:
Third-party customers	$	271,119		$	337,678		$	1,474,815		$	1,449,750
Related parties		131,079			94,452			495,961			348,413
		402,198			432,130			1,970,776			1,798,163
COST OF GOODS SOLD		464,776			372,207			1,659,152			1,434,700
GROSS PROFIT (LOSS)		(62,578	)		59,923			311,624			363,463
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES		4,253			19,136			48,223			59,920
GOODWILL IMPAIRMENT		94,844			-			94,844			-
OPERATING INCOME (LOSS)		(161,675	)		40,787			168,557			303,543
INTEREST EXPENSE – Net		(4,972	)		(2,983	)		(17,015	)		(22,109	)
INTEREST INCOME (EXPENSE) – RELATED PARTIES		171			-			(827	)		-
NET LOSS ON FORWARD CONTRACTS		(13,253	)		(228,978	)		(744,448	)		(508,875	)
OTHER INCOME (EXPENSE) - Net		(581	)		124			(2,178	)		(3,302	)
LOSS BEFORE INCOME TAXES AND EQUITY IN EARNINGS OF JOINT VENTURES		(180,310	)		(191,050	)		(595,911	)		(230,743	)
INCOME TAX (EXPENSE) BENEFIT		(524,282	)		74,453			(319,311	)		113,849
LOSS BEFORE EQUITY IN EARNINGS OF JOINT VENTURES		(704,592	)		(116,597	)		(915,222	)		(116,894	)
EQUITY IN EARNINGS OF JOINT VENTURES		4,440			4,294			16,906			15,645
NET LOSS	$	(700,152	)	$	(112,303	)	$	(898,316	)	$	(101,249	)
LOSS PER COMMON SHARE
Basic – Net Loss	$	(14.27	)	$	(2.74	)	$	(20.07	)	$	(2.72	)
Diluted – Net Loss	$	(14.27	)	$	(2.74	)	$	(20.07	)	$	(2.72	)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
Basic		49,051			40,973			44,759			37,199
Diluted		49,051			40,973			44,759			37,199

Century Aluminum Company

Consolidated Balance Sheets

(Dollars in Thousands)

(Unaudited)

	December 31, 2008			December 31, 2007
ASSETS
Current Assets:
Cash	$	129,400		$	60,962
Restricted cash		865			873
Short term investments		13,686			280,169
Accounts receivable – net		60,859			93,451
Due from affiliates		39,062			26,693
Inventories		138,111			175,101
Prepaid and other current assets		99,861			40,091
Deferred taxes - current portion		32,290			69,858
Total current assets		514,134			747,198
Property, plant and equipment – net		1,340,037			1,260,040
Intangible asset - net		32,527			47,603
Goodwill		-			94,844
Deferred taxes - less current portion		-			321,068
Due from affiliates – less current portion		7,599			-
Other assets		141,802			107,518
Total	$	2,036,099		$	2,578,271
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities:
Accounts payable, trade	$	102,143		$	79,482
Due to affiliates		70,957			216,754
Accrued and other current liabilities		58,777			60,482
Accrued employee benefits costs - current portion		12,070			11,997
Convertible senior notes		175,000			175,000
Industrial revenue bonds		7,815			7,815
Total current liabilities		426,762			551,530
Senior unsecured notes payable		250,000			250,000
Revolving credit facility		25,000			-
Accrued pension benefits costs - less current portion		50,008			14,427
Accrued postretirement benefits costs - less current portion		219,539			184,853
Due to affiliates - less current portion		-			913,683
Other liabilities		33,464			39,643
Deferred taxes		71,805			62,931
Total noncurrent liabilities		649,816			1,465,537
Shareholders’ Equity:
Preferred stock (one cent par value, 5,000,000 shares authorized; 155,787 shares outstanding at December 31, 2008 and none at December 31, 2007)		2			-
Common stock (one cent par value, 100,000,000 shares authorized; 49,052,692 shares outstanding at December 31, 2008 and 40,988,058 at December 31, 2007)		491			410
Additional paid-in capital		2,240,014			857,787
Accumulated other comprehensive loss		(137,208	)		(51,531	)
Accumulated deficit		(1,143,778	)		(245,462	)
Total shareholders’ equity		959,521			561,204
Total	$	2,036,099		$	2,578,271

Century Aluminum Company

Consolidated Statements of Cash Flows

(Dollars in Thousands)

(Unaudited)

	Year ended December 31,
	2008			2007
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(898,316	)	$	(101,249	)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Unrealized net loss on forward contracts		602,389			411,023
Goodwill impairment		94,844			-
Depreciation and amortization		84,268			78,060
Deferred income taxes		329,526			(131,819	)
Pension and other post retirement benefits		16,430			12,688
Workers’ compensation		(359	)		(743	)
Stock-based compensation		11,753			5,962
Excess tax benefits from share based compensation		(657	)		(588	)
Loss on disposal of assets		49			69
Non-cash loss on early extinguishment of debt		-			2,461
Undistributed earnings of joint ventures		(16,906	)		(15,645	)
Change in operating assets and liabilities:
Accounts receivable - net		32,592			19,920
Purchase of short-term trading securities		(106,532	)		(721,271	)
Sale of short-term trading securities		373,014			441,102
Due from affiliates		(12,369	)		10,850
Inventories		37,026			(26,080	)
Prepaid and other current assets		11,502			(12,540	)
Accounts payable, trade		4,736			18,211
Due to affiliates		(223,868	)		13,188
Accrued and other current liabilities		(69,728	)		(16,912	)
Other - net		899			7,558
Net cash provided by (used in) operating activities		270,293			(5,755	)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment		(50,787	)		(24,240	)
Nordural expansion		(80,314	)		(88,764	)
Investments in and advances in joint ventures - net		(35,220	)		-
Proceeds from sale of property, plant and equipment		331			695
Restricted cash deposits		8			3,738
Net cash used in investing activities		(165,982	)		(108,571	)
CASH FLOWS FROM FINANCIING ACTIVITIES
Borrowings of long-term debt		-			30,000
Repayment of long-term debt		-			(369,436	)
Repayment of long-term debt – related party		(505,197	)		-
Borrowing under revolving credit facility		35,000			-
Repayment under revolving credit facility		(10,000	)		-
Excess tax benefits from share based compensation		657			588
Issuance of common stock - net of issuance costs		443,667			417,771
Net cash provided by (used in) financing activities		(35,873	)		78,923
CHANGE IN CASH		68,438			(35,403	)
CASH, BEGINNING OF YEAR		60,962			96,365
CASH, END OF YEAR	$	129,400		$	60,962

Century Aluminum Company

Selected Operating Data

(Unaudited)

SHIPMENTS - PRIMARY ALUMINUM
	Direct (1)						Toll
	Metric Tons		(000) Pounds		$/Pound		Metric Tons		(000) Pounds		(000) Revenue
2008
4th Quarter		132,477		292,061	$	1.00		69,783		153,844	$	111,159
3rd Quarter		135,200		298,065	$	1.36		68,418		150,835	$	148,227
2nd Quarter		131,639		290,214	$	1.37		66,533		146,681	$	147,128
1st Quarter		133,004		293,223	$	1.17		66,717		147,086	$	127,177
Total		532,320		1,173,563	$	1.23		271,451		598,446	$	533,691
2007
4th Quarter		133,002		293,219	$	1.07		65,136		143,600	$	119,635
3rd Quarter		134,495		296,509	$	1.13		61,046		134,583	$	120,554
2nd Quarter		132,496		292,104	$	1.19		56,154		123,798	$	117,667
1st Quarter		131,568		290,057	$	1.15		53,054		116,964	$	114,383
Total		531,561		1,171,889	$	1.13		235,390		518,945	$	472,239

(1) Does not include Toll shipments from Nordural Grundartangi