Item 8.01. Other Events.

On March 18, 2009, Alcoa Inc. ("Alcoa") entered into an Underwriting Agreement
(the "Common Stock Underwriting Agreement") with Credit Suisse Securities (USA)
LLC and Morgan Stanley & Co. Incorporated (the "Representatives"), as representatives of the several underwriters named therein, for the issuance and sale by Alcoa of 150,000,000 shares (the "Firm Shares") of its common stock, par value $1.00 per share (the "Common Stock"), and granted the underwriters an option exercisable for a period of 30 days to purchase up to 22,500,000 additional shares of Common Stock to cover over-allotments, if any (the "Additional Shares", and together with the Firm Shares, the "Shares"). In addition, on March 18, 2009, Alcoa entered into an Underwriting Agreement (the "Convertible Notes Underwriting Agreement") with the Representatives, as representatives of the several underwriters named therein, for the issuance and sale by Alcoa of $500,000,000 aggregate principal amount of 5.25% Convertible Notes due 2014 (the "Firm Convertible Notes"), and granted the underwriters an option exercisable for a period of 30 days to purchase up to $75,000,000 additional principal amount to cover over-allotments, if any (the "Additional Convertible Notes", and together with the Firm Convertible Notes, the "Convertible Notes"). The Shares and the Convertible Notes were registered under the Securities Act of 1933, as amended, pursuant to a shelf registration statement on Form S-3ASR filed by Alcoa and Alcoa Trust I on March 10, 2008 (File No. 333-149623). Copies of the Common Stock Underwriting Agreement and the Convertible Notes Underwriting Agreement are attached hereto as Exhibit 1(a) and Exhibit 1(b), respectively, and are incorporated herein by reference.

On March 19, 2009, Alcoa issued a press release announcing the pricing of the offerings of the Shares and the Convertible Notes. A copy of the press release is attached hereto as Exhibit 99 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

The following are filed as exhibits to this report:

1(a) Underwriting Agreement, dated March 18, 2009, relating to Common Stock between Alcoa Inc. and Credit Suisse Securities (USA) LLC and Morgan Stanley & Co. Incorporated, as Representatives of the several underwriters named therein.

1(b) Underwriting Agreement, dated March 18, 2009, relating to 5.25% Convertible Notes due 2014 between Alcoa Inc. and Credit Suisse Securities (USA) LLC and Morgan Stanley & Co. Incorporated, as Representatives of the several underwriters named therein.

99 Alcoa Inc. press release dated March 19, 2009.

---