SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
Thene Tony R

(Last) (First) (Middle)
201 ISABELLA STREET

(Street)
PITTSBURGH PA 15212

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/18/2008
3. Issuer Name and Ticker or Trading Symbol
ALCOA INC [ AA ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP - Controller
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 31,595 D
Common Stock 197 I By Company 401(k) Plan
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) 01/12/2002 01/12/2011 Common Stock 5,881 31.4687 D
Employee Stock Option (right to buy) 01/11/2003 01/11/2012 Common Stock 5,500 36.035 D
Employee Stock Option (right to buy) 11/25/2001 01/13/2009 Common Stock 3,539 43.25 D
Employee Stock Option (right to buy) 08/26/2002 01/12/2011 Common Stock 572 37.635 D
Employee Stock Option (right to buy) 01/17/2008 01/14/2010 Common Stock 4,399 46.5815 D
Employee Stock Option (right to buy) 12/31/2005(1) 01/15/2010 Common Stock 9,000 35.655 D
Employee Stock Option (right to buy) 12/31/2005(1) 01/13/2011 Common Stock 10,920 29.54 D
Phantom Stock Units (2) (2) Common Stock 96 (3) D
Explanation of Responses:
1. On November 11, 2005, the Compensation and Benefits Committee of the Board of Directors of Alcoa Inc. approved accelerating the vesting to December 31, 2005 of the unvested stock options granted to employees in 2004 and on January 13, 2005, including these options reported for the reporting person. Under the original vesting schedule, the 2004 and 2005 stock options were to vest 1/3 on the first anniversary of the grant date, 1/3 on the second anniversary of the grant date, and 1/3 on the third anniversary of the grant date.
2. The phantom stock units were acquired under the Alcoa Deferred Compensation Plan and are to be paid out in cash upon termination of employment with Alcoa.
3. 1 for 1
Remarks:
Brenda Hart (Assistant Secretary), by power of attorney 01/22/2008
** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
POWER OF ATTORNEY



 KNOW ALL PERSONS BY THESE PRESENTS that the undersigned hereby names,

constitutes and appoints the Secretary and each Assistant Secretary of ALCOA INC., a Pennsylvania

corporation (the "Company"), or any of them, the undersigned's true and lawful attorney-in-fact and

agent to:



       (1)  prepare, sign for and on behalf of the undersigned, and submit to the U.S. Securities and

Exchange Commission (the "SEC"), a Form ID, including amendments thereto, and any other documents

necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic

filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any

rule or regulation of the SEC;



       (2) prepare, and sign for and on behalf of the undersigned, as to any equity securities of the

Company, Forms 3, 4 and/or 5, including amendments thereto, in accordance with Section 16(a) of the

Securities Exchange Act of 1934 and the rules thereunder;



       (3) timely file any such Forms 3, 4 and/or 5, including amendments thereto, with the SEC and

any stock exchange or similar authority and deliver a copy thereof to the Company in care of the

Secretary; and



       (4) take any other action in connection with the foregoing which, in the opinion of such

attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned.



        The undersigned hereby grants to each of such attorneys-in-fact full power and authority to do

and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the

exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the

undersigned might or could do if personally present, hereby ratifying and confirming all that such

attorneys-in-fact shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights

and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving

in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of

the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.



       This Power of Attorney shall remain in full force and effect until the undersigned is no longer

required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in equity

securities of the Company, unless earlier revoked by the undersigned in a signed writing delivered to the

foregoing attorneys-in-fact.



 IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed

on the date set opposite the signature below.





                   /s/ Tony R. Thene              6 Dec 2007

  Signature          Date



          Tony R. Thene

  Print Name