SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
FONTAINE JOHN C

(Last) (First) (Middle)
2511 GARDEN ROAD
BUILDING A, SUITE 200

(Street)
MONTEREY CA 93940

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CENTURY ALUMINUM CO [ CENX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2004
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 09/01/2004 M 8,895 A $15.125 8,895 D
Common Stock 09/01/2004 S 8,895 D (1) 0 D
Common Stock 09/02/2004 M 1,105 A $15.125 1,105 D
Common Stock 09/02/2004 S 1,105 D (2) 0 D
Common Stock 09/02/2004 M 1,500 A $16.56 1,500 D
Common Stock 09/02/2004 S 1,500 D (3) 0 D
Common Stock 09/02/2004 M 1,500 A $16.72 1,500 D
Common Stock 09/02/2004 S 1,500 D (4) 0 D
Common Stock 09/02/2004 M 1,500 A $7.03 1,500 D
Common Stock 09/02/2004 S 1,500 D (5) 0 D
Common Stock 09/02/2004 M 2,000 A $11.59 2,000 D
Common Stock 09/02/2004 S 2,000 D (6) 0 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Employee Director Stock Option (Right to Buy) $15.125 09/01/2004 M 8,895 (7) 05/28/2006 Common Stock 8,895 $15.125 1,105 D
Non-Employee Director Stock Option (Right to Buy) $15.125 09/02/2004 M 1,105 (8) 05/28/2006 Common Stock 1,105 $15.125 0 D
Non-Employee Director Stock Option (Right to Buy) $16.56 09/02/2004 M 1,500 (9) 05/14/2007 Common Stock 1,500 $16.56 0 D
Non-Employee Director Stock Option (Right to Buy) $16.72 09/02/2004 M 1,500 (10) 05/05/2008 Common Stock 1,500 $16.72 0 D
Non-Employee Director Stock Option (Right to Buy) $7.03 09/02/2004 M 1,500 (11) 06/09/2009 Common Stock 1,500 $7.03 0 D
Non-Employee Director Stock Option (Right to Buy) $11.59 09/02/2004 M 2,000 (12) 06/05/2010 Common Stock 2,000 $11.59 0 D
Explanation of Responses:
1. These shares were sold within a range of $24.50 to $24.70 per share as follows: (i) 106 shares were sold at $24.70; (ii) 89 shares were sold at $24.65; (iii) 212 shares were sold at $24.52; (iv) 1,062 shares were sold at $24.51; and (v) 7,426 shares were sold at $24.50.
2. These shares were sold within a range of $24.50 to $24.53 per share as follows: (i) 124 shares were sold at $24.53; (ii) 102 shares were sold at $24.51; (iii) 77 shares were sold at $24.5024; (iv) 31 shares were sold at $24.501; and (v) 771 shares were sold at $24.50.
3. These shares were sold within a range of $24.50 to $24.53 per share as follows: (i) 168 shares were sold at $24.53; (ii) 138 shares were sold at $24.51; (iii) 104 shares were sold at $24.5024; (iv) 42 shares were sold at $24.501; and (v) 1,048 shares were sold at $24.50.
4. These shares were sold within a range of $24.50 to $24.53 per share as follows: (i) 167 shares were sold at $24.53; (ii) 138 shares were sold at $24.51; (iii) 105 shares were sold at $24.5024; (iv) 42 shares were sold at $24.501; and (v) 1,048 shares were sold at $24.50.
5. These shares were sold within a range of $24.50 to $24.53 per share as follows: (i) 167 shares were sold at $24.53; (ii) 138 shares were sold at $24.51; (iii) 105 shares were sold at $24.5024; (iv) 42 shares were sold at $24.501; and (v) 1,048 shares were sold at $24.50.
6. These shares were sold within a range of $24.50 to $24.53 per share as follows: (i) 224 shares were sold at $24.53; (ii) 185 shares were sold at $24.51; (iii) 140 shares were sold at $24.5024; (iv) 55 shares were sold at $24.501; and (v) 1,396 shares were sold at $24.50.
7. May 28, 1996 initial grant of Non-Employee Director Stock Options. Options vested and became exercisable in three equal installments on each of (i) the date of grant; (ii) the first anniversary of the date of grant; and (iii) the second anniversary of the date of grant.
8. May 28, 1996 initial grant of Non-Employee Director Stock Options. Options vested and became exercisable in three equal installments on each of (i) the date of grant; (ii) the first anniversary of the date of grant; and (iii) the second anniversary of the date of grant.
9. May 14, 1997 annual grant of Non-Employee Director Stock Options. Options vested and became exercisable in four equal installments on each of (i) the date three months following the date of grant; (ii) the date six months following the date of grant; (iii) the date nine months following the date of grant; and (iv) the first anniversary of the date of grant.
10. May 5, 1998 annual grant of Non-Employee Director Stock Options. Options vested and became exercisable in four equal installments on each of (i) the date three months following the date of grant; (ii) the date six months following the date of grant; (iii) the date nine months following the date of grant; and (iv) the first anniversary of the date of grant.
11. June 9, 1999 annual grant of Non-Employee Director Stock Options. Options vested and became exercisable in four equal installments on each of (i) the date three months following the date of grant; (ii) the date six months following the date of grant; (iii) the date nine months following the date of grant; and (iv) the first anniversary of the date of grant.
12. June 5, 2000 annual grant of Non-Employee Director Stock Options. Options vested and became exercisable in four equal installments on each of (i) the date three months following the date of grant; (ii) the date six months following the date of grant; (iii) the date nine months following the date of grant; and (iv) the first anniversary of the date of grant.
/s/ Gerald J. Kitchen, as Attorney-in-Fact 09/03/2004
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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