UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-5546

         DIVISION OF
CORPORATION FINANCE


Mail Stop 5546
								March 20, 2006

Via Facsimile (212) 836-2815 and US Mail

Alain J. P. Belda
Chief Executive Officer
Alcoa Inc.
390 Park Avenue
New York, New York 10022

	Re:	Alcoa Inc.
		Form 10-K for the Fiscal Year Ended December 31, 2005
      Filed February 17, 2006
 		File No. 1-3610

Dear Mr. Belda:

      We have limited our review of the above filing to
disclosures
relating to your contacts with countries that have been identified
as
state sponsors of terrorism, and we will make no further review of
the filing.  Our review with respect to this issue does not
preclude
further review by the Assistant Director group with respect to
other
issues.  At this juncture, unless otherwise directed, we are
asking
you to provide us with supplemental information so that we may
better
understand your disclosure.  Please be as detailed as necessary in
your response.  After reviewing this information, we may raise
additional comments.

      Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your
filings.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

General

1. We note from page 83 of Exhibit 10(uu) that employees working
abroad may opt for certain Alcoa-sponsored insurance covering Iran
and Syria, countries identified as state sponsors of terrorism by
the
U.S. State Department and subject to sanctions administered by the
U.S. Commerce Department`s Bureau of Industry and Security and the
U.S. Treasury Department`s Office of Foreign Assets Control.  We
note
that the Form 10-K does not contain any information relating to
operations in, or ties to, Iran or Syria.  Please describe your
operations in, and ties to, these countries, if any, and discuss
their materiality to you in light of their status as state
sponsors
of terrorism.  Please also discuss whether the operations, either
individually or in the aggregate, constitute a material investment
risk to your security holders.  Your response should describe your
current, historical and anticipated operations in, and contacts
with,
Iran and Syria, including through subsidiaries, affiliates, joint
ventures and other direct and indirect arrangements.

2. Your materiality analysis should address materiality in
quantitative terms, including the approximate dollar amount of
revenues, assets and liabilities associated with Iran and Syria.
Please also address materiality in terms of qualitative factors
that
a reasonable investor would deem important in making an investment
decision, including the potential impact of corporate activities
upon
a company`s reputation and share value.  In this regard, we note
that
Arizona and Louisiana have adopted legislation requiring their
state
retirement systems to prepare reports regarding state pension fund
assets invested in, and/or permitting divestment of state pension
fund assets from, companies that do business with countries
identified as state sponsors of terrorism.  Your materiality
analysis
should address the potential impact of the investor sentiment
evidenced by the referenced legislative actions directed toward
companies operating in Iran and Syria.  Please also address the
impact of any regulatory compliance programs you have implemented
in
connection with business in Iran and Syria, and any internal risk
assessment undertaken in connection with business in those
countries.

      Please respond to these comments within 10 business days or
tell us when you will provide us with a response.  Please
understand
that we may have additional comments after reviewing your
responses
to our comments.  Please file your response letter on EDGAR.

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing to be certain that the
filing includes all information required under the Exchange Act of
1934 and that they have provided all information investors require
for an informed investment decision.  Since the company and its
management are in possession of all facts relating to the
company`s
disclosure, they are responsible for the accuracy and adequacy of
the
disclosures they have made.

      In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:

the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

staff comments or changes to disclosure in response to staff
comments
do not foreclose the Commission from taking any action with
respect
to the filing; and

the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.

      Please contact James Lopez at (202) 551-3536 if you have any
questions about the comments or our review.  You may also contact
me
at (202) 551-3470.



								Sincerely,




								Cecilia D. Blye, Chief
								Office of Global Security
Risk




cc: 	Pam Long
		Assistant Director
		Division of Corporation Finance
Alain J. P. Belda
Alcoa Inc.
March 20, 2006
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