SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-Q/A

(Amendment No. 1)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THESECURITIES
EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2003

Commission file number 1-3677

ALCAN INC.(Exact name of
registrant as specified in its charter)

CANADA
    Inapplicable(State
      or Other Jurisdiction of
    (I.R.S.
      Employer Identification No.)Incorporation or Organization)


1188 Sherbrooke Street West, Montreal, Quebec, Canada H3A
3G2(Address of Principal Executive Offices and Postal Code)

(514) 848-8000(Registrant's Telephone Number, including Area
Code)

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.YesX   No ____

Indicate by check mark
whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the
Exchange Act).YesX   No ____

At
March 31, 2003, the registrant had 321,642,094 shares of common stock (without
nominal or par value) outstanding.

---



EXPLANATORY NOTE

This Form 10-Q/A amends
Item 1, 2 and 6 of the Registrant's Quarterly Report on Form 10-Q for the quarterly
period ended March 31, 2003 as filed on May 14, 2003. The changes are made
principally as a result of the Registrant's recent decision to classify certain
non-strategic Packaging segment assets as held for sale and in response to
recent rules adopted by the Securities and Exchange Commission regarding
non-GAAP financial measures.  This amendment (i) reclassifies certain
information in the first quarter of 2003 and prior periods to present operations
currently classified as held for sale as discontinued operations on the income
statement, as assets held for sale and liabilities of operations held for
sale on the balance sheet and as cash flows from (used for) discontinued
operations on the statement of cash flows and makes corresponding changes to
Management's Discussion and Analysis of Financial Condition and Results of
Operations (see note 3 - Discontinued Operations and Assets Held for Sale to the
consolidated financial statements); (ii) eliminates the presentation of the
non-GAAP measure "Economic Value Added", or EVA, and "effective income tax rate
excluding the effects of foreign currency balance sheet translation and Other
Specified Items"; and (iii) provides a reconciliation of the non-GAAP financial
measure "debt as a percent of invested capital" and includes certain
supplemental information concerning such measure.









2

---

PART I - FINANCIAL
INFORMATION
      In this report, all dollar amounts are stated in U.S.
      dollars and all quantities in metric tons, or tonnes, unless indicated
      otherwise.  A tonne is 1,000 kilograms, or 2,204.6 pounds.  The
      word "Company" refers to Alcan Inc. and, where applicable, one or more
      consolidated subsidiaries.
      Item 1. Financial Statements
      ALCAN
  INC.INTERIM CONSOLIDATED STATEMENT OF
      INCOME(unaudited)Three months ended
      March 31(in millions of US$, except per share
      amounts)
    
    2003
    
    2002Sales and operating revenues
    
    3,213
    
    2,888Costs and expensesCost of sales and
      operating expenses
    
    2,535
    
    2,287Depreciation and amortization
    
    224
    
    199Selling, administrative and general expenses
    
    163
    
    138Research and development expenses
    
    29
    
    28Interest(note 12)
    
    48
    
    50Restructuring, impairment and other special charges(note 6)
    
    2
    
    14Other expenses - net
    
    57
    
    73,058
    
    2,723Income  from
      continuing operations before     income taxes and other
      items
    
    155
    
    165Income taxes(note 9)
    
    141
    
    79Income from continuing operations before other items
    
    14
    
    86Equity income
    
    -
    
    1Minority interests
    
    (1)
    
    -Income from continuing
      operations
    
    13
    
    87Loss from discontinued operations(note 3)
    
    -
    
    (1)Net income (Loss)
    
    13
    
    86Dividends on preference shares
    
    2
    
    1Net income attributable to common shareholders
    
    11
    
    85Net income per common share - basic and diluted(note 4)Income from continuing operations
    
    0.04
    
    0.27Loss from discontinued operations
    
    -
    
    (0.01)Net Income (Loss)
    
    0.04
    
    0.26Dividends per common share
    
    0.15
    
    0.15


The accompanying notes are an integral part of the
interim financial statements.

3

---

ALCAN INC.

INTERIM
      CONSOLIDATED STATEMENT OF RETAINED EARNINGS(unaudited)Three months ended
      March 31(in millions of US$)
    2003
    2002Retained earnings -
      beginning of year - as reported
    3,503
    4,074Accounting change
      - Impairment of goodwillas at
      January 1, 2002 (note 2)
    -
    (748)As
      restated
    3,503
    3,326Net
    income
    13
    86Dividends-  Common
    (48)
    (48)-  Preference
    (2)
    (1)Retained earnings
      - end of period
    3,466
    3,363


The accompanying notes are an integral part of the
interim financial statements.

4

---

ALCAN INC.

INTERIM CONSOLIDATED BALANCE SHEET
      (unaudited for 2003)(in millions of US$)
    March 31,
      2003
    December 31,
      2002ASSETSCurrent assetsCash and time
      deposits
    110
    109Trade receivables(net of allowances of $57 in 2003 and $58 in
      2002)
    1,398
    1,264Other receivables
    466
    542InventoriesAluminum operating segmentsAluminum
    946
    905Raw
      materials
    376
    390Other
      supplies
    292
    2961,614
    1,591Packaging operating segment
    378
    3681,992
    1,959Current assets held for sale (note 3)
    81
    764,047
    3,950Deferred charges and other assets
    644
    666Property, plant and equipmentCost (excluding Construction work in
      progress)
    17,719
    17,630Construction work in
progress
    612
    570Accumulated depreciation
    (8,329)
    (8,107)10,002
    10,093Intangible assets,
      net of accumulated amortization of $60     
      in 2003 and $53 in 2002
    315
    318Goodwill
    2,304
    2,303Long-term assets held for sale (note 3)
    205
    208Total assets
    17,517
    17,538


The accompanying notes are an integral part of the
interim financial statements.

5

---

ALCAN INC.

INTERIM CONSOLIDATED BALANCE SHEET
      (cont'd)
      (unaudited for 2003)(in millions of US$)
    March 31,
      2003
    December 31,
      2002LIABILITIES AND SHAREHOLDERS' EQUITYCurrent liabilitiesPayables and
      accrued liabilities
    2,315
    2,294Short-term borrowings
    350
    381Debt maturing within one year
    334
    295Current liabilities of operations held for sale (note
    3)
    47
    473,046
    3,017Debt not maturing within one year
    3,104
    3,186Deferred credits and other liabilities
    1,454
    1,418Deferred income taxes
    1,146
    1,120Long-term liabilities of operations held for sale (note
      3)
    21
    22Minority interests
    135
    150Shareholders' equityRedeemable
      non-retractable preference shares
    160
    160Common shareholders' equityCommon shares
    4,708
    4,703Retained earnings
    3,466
    3,503Deferred translation
    adjustments
    277
    2598,451
    8,4658,611
    8,625Commitments and contingencies (note 11)Total liabilities and shareholders'
      equity
    17,517
    17,538


The accompanying
notes are an integral part of the interim financial statements.



6

---

ALCAN INC.

INTERIM CONSOLIDATED STATEMENT OF CASH
      FLOWS
      (unaudited)Three months ended March 31(in millions
      of US$)2003
    
    2002OPERATING ACTIVITIESIncome from continuing operations
    
    13
    
    87Adjustments to determine cash from operating
    activities:Depreciation and
amortization
    
    224
    
    199Deferred income taxes
    
    25
    
    4Change in operating working capital:- Change in receivables
    
    (41)
    
    13- Change in inventories
    
    (20)
    
    33- Change in payables
    
    11
    
    (89)- Total change in operating working
      capital
    
    (50)
    
    (43)Change in
      deferred charges, other assets, deferred credits
      and          other liabilities
      - net
    
    73
    
    25Other - net
    
    5
    
    (6)Cash from operating activities in continuing
      operations
    
    290
    
    266Cash from
      (used for) operating activities in discontinuedoperations(note 3)
    
    4
    
    (8)Cash
      from operating activities
    
    294
    
    258


The accompanying notes are an integral part of the
interim financial statements.

7

---

ALCAN INC.

INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS
      (cont'd)
      (unaudited)Three months ended March 31(in millions of
      US$)2003
    
    2002FINANCING ACTIVITIESNew debt
    
    4
    
    131Debt repayments
    
    (85)
    
    (171)(81)
    
    (40)Short-term borrowings - net
    
    (24)
    
    (126)Common shares issued
    
    5
    
    6DividendsAlcan shareholders (including
      preference)
    
    (50)
    
    (49)Minority interests
    
    (9)
    
    (1)Cash used for financing activities in continuing
      operations
    
    (159)
    
    (210)Cash used for financing activities
          in discontinued operations(note 3)
    
    (3)
    
    (1)Cash used for
      financing activities
    
    (162)
    
    (211)INVESTMENT ACTIVITIESProperty, plant and equipment
    
    (131)
    
    (105)Business acquisitions
    
    (5)
    
    -(136)
    
    (105)Net proceeds from
      disposal of businesses, investments and
      other       assets
    
    6
    
    36Cash used for
      investment activities in continuing operations
    
    (130)
    
    (69)Cash used for
      investment activities     in discontinued
      operations(note 3)
    
    (2)
    
    (2)Cash used for
      investment activities
    
    (132)
    
    (71)Effect of exchange rate changes on cash and time
    deposits
    
    1
    
    1Increase (decrease) in cash and
      time deposits
    
    1
    
    (23)Cash and time
      deposits - beginning of period
    
    110
    
    119Cash and time deposits - end of period in continuing
      operations
    
    110
    
    96Cash and time deposits - end of period in discontinued
      operations
    
    1
    
    -Cash and time deposits - end of period
    
    111
    
    96




The accompanying notes are an integral part of the
interim financial statements.



8

---



ALCAN INC.NOTES TO INTERIM CONSOLIDATED
      FINANCIAL STATEMENTSMarch 31, 2003(Unaudited)
      (in millions of US$, except per
      share amounts)1.  ACCOUNTING
POLICIESThe unaudited interim consolidated financial statements
      are based upon accounting policies and methods of their application
      consistent with those used and described in the Company's annual financial
      statements, except for the recently adopted accounting policies described
      below.  The interim financial statements do not include all of the
      financial statement disclosures included in the annual financial
      statements prepared in accordance with Canadian generally accepted
      accounting principles (GAAP) and therefore should be read in conjunction
      with the most recent annual financial statements.Recently Adopted Accounting
      PoliciesImpairment of Long-lived AssetsOn January 1, 2003, the Company prospectively adopted
      the Canadian Institute of Chartered Accountants (CICA) section 3063,
      Impairment of Long-lived Assets.  Under this standard, an impairment
      loss is recognized when the carrying amount of a long-lived asset is not
      recoverable and exceeds its fair value.  No significant impairment
      losses for long-lived assets were recorded in the first quarter of
      2003.Disposal
      of Long-lived Assets and Discontinued OperationsOn January 1, 2003, the Company elected to early adopt
      the CICA section 3475, Disposal of Long-lived Assets and Discontinued
      Operations.  Under this standard, a long-lived asset to be disposed
      of by sale is measured at the lower of its carrying amount or fair value
      less cost to sell, and is not amortized while classified as held for
      sale.  Assets and liabilities classified as held for sale are
      reported as assets held for sale and liabilities of operations held for
      sale on the balance sheet.  A long-lived asset to be disposed of
      other than by sale, such as by abandonment, before the end of its
      previously estimated useful life, is classified as held for use until it
      is disposed of and depreciation estimates revised to reflect the use of
      the asset over its shortened useful life.  Also, the standard
      requires that the results of operations of a component of an enterprise,
      that has been disposed of either by sale or abandonment or is classified
      as held for sale, be reported as discontinued operations if the operations
      and cash flows of the component have been, or will be, eliminated from the
      ongoing operations as a result of the disposal transaction and the Company
      will not have any significant continuing involvement in the operations of
      the component after the disposal transaction.  A component of an
      enterprise comprises operations and cash flows that can be clearly
      distinguished, operationally and for financial reporting purposes, from
      the rest of the enterprise. Disposal activities relating to long-lived
      assets initiated by the Company in the second quarter of 2003 are
      described in note 3 - Discontinued Operations and Assets Held for
      Sale.


9

---

1.  ACCOUNTING POLICIES (cont'd)GuaranteesOn January 1, 2003, the Company adopted the CICA
      accounting guideline AcG-14, disclosure of guarantees,  
      which  addresses  disclosure  requirements for  a
      guarantor  that  issues a  guarantee.   See note
      10 - Commitments and contingencies.Recently Issued Accounting PoliciesAsset
      Retirement ObligationsThe CICA issued section 3110, Asset Retirement
      Obligations, which will be effective for the Company's fiscal year
      beginning on January 1, 2004.  This standard establishes accounting
      standards for the recognition, measurement and disclosure of liabilities
      and the associated asset retirement cost for legal obligations associated
      with the retirement of a tangible long-lived asset. Under this standard, a
      liability would generally be recognized for such an obligation at its fair
      value when incurred and a corresponding asset retirement cost would be
      added to the carrying amount of the related asset.2.  ACCOUNTING CHANGEGoodwill and Other Intangible
  AssetsOn January 1, 2002, the Company adopted the CICA
      standard concerning goodwill and other intangible assets.  Under this
      standard, goodwill and other intangible assets with an indefinite life are
      no longer amortized but are carried at the lower of carrying value and
      fair value.  Goodwill and other intangible assets with an indefinite
      life are tested for impairment on an annual basis.  An impairment of
      $748  (including $8 relating to assets held for sale) was identified
      in the goodwill balance as at January 1, 2002, and was charged to opening
      retained earnings in 2002 upon adoption of the accounting standard. 
      Any further impairment arising subsequent to January 1, 2002, will be
      taken as a charge against income.  As a result of the new standard,
      the Company no longer amortizes
goodwill.








10

---

3.  DISCONTINUED OPERATIONS AND ASSETS HELD FOR
      SALEIn the second quarter of 2003, the Company committed to
      a plan to sell certain non-strategic Packaging operations.  These
      businesses are classified as held for sale and are included in
      discontinued operations.  An impairment charge of $113, after
      tax, was recorded in discontinued operations to reduce the carrying values
      of these businesses to estimated fair values less costs to sell. 
      Accepted valuation techniques were used to estimate fair values. 
      Certain financial information has been reclassified in the prior periods
      to present these businesses as discontinued operations on the income
      statement, as assets held for sale and liabilities of operations held for
      sale on the balance sheet and as cash flows from (used for) discontinued
      operations on the statement of cash flows.  All of these divestments
      are expected to be completed within one year.


| |                                         | First Quarter
| | --------------------------------------- | -------------
| |                                         | 2003         
| | Sales                                   | 60           
| | Loss from
      operations              | -            
| | Income taxes
      recovered            | -            
| | Loss from
      discontinued operations | -            

The major classes of Assets held for sale and
      Liabilities of operations held for sale are as follows:March 31, 2003
    
    December 31, 2002Current assets held for sale:Cash and time deposits
    1
    
    1Trade receivables
    39
    
    36Other receivables
    10
    
    11Inventories
    31
    
    2881
    
    76Long-term assets held for sale:Deferred charges and other assets
    1
    
    1Property, plant and equipment, net
    137
    
    140Intangible assets, net
    14
    
    14Goodwill, net
    53
    
    53205
    
    208Current
      liabilities of operations held for sale:Payables and accrued liabilities
    45
    
    43Short-term borrowings
    2
    
    447
    
    47Long-term
      liabilities of operations held for sale:Debt not maturing within one year
    1
    
    1Deferred credits and other liabilities
    -
    
    1Deferred income taxes
    20
    
    2021
    
    22


11

---

4.  INCOME FROM CONTINUING OPERATIONS PER
      COMMON SHARE - BASIC AND DILUTEDBasic and diluted income from continuing operations per common share are based
      on the weighted average number of shares outstanding during the
      period.  The treasury stock method for calculating the dilutive
      impact of stock options is used. The following table outlines the
      calculation of basic and diluted net income per common
  share.Three months ended March
      31
    
    2003
    
    2002Numerator
      for basic and diluted income
      from          continuing
      operations per common share:Income  from
      continuing  operations attributable
      to           common
      shareholders
    
    11
    
    86Denominator (number of
      common shares in millions):Denominator for basic income from continuing
      operations         
        per common share - weighted average of outstanding
    shares
    
    322
    
    321Effect of
      dilutive stock options
    
    -
    
    2Denominator
      for diluted income from continuing operations
                    
      per common share - adjusted weighted average
      of              
      outstanding shares
    
    322
    
    323Income
      from continuing operations per common share -
           
               basic and
      diluted
    
    0.04
    
    0.27In the first quarter, options to purchase 6,231,283
      common shares (2002: 353,000) at a weighted average price of CAN$48.79 per
      share (2002: CAN$64.25) were outstanding during the period but were not
      included in the computation of diluted earnings per share because the
      options' exercise price was greater than the average price of the common
      shares.As at March 31, 2003, there were 321,642,094
      (2002 : 321,104,209) common shares outstanding.5.  DIFFERENCES BETWEEN CANADIAN AND UNITED
      STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLESDifferences relate principally to accounting for foreign
      currency translation, derivatives, post-retirement benefits,
      "available-for-sale" securities, asset retirement obligations and goodwill
      impairment identified as at January 1, 2002.  Refer to the Company's
      2002 Annual Report for an explanation of these
  differences.On January 1, 2003, the Company adopted, in certain
      circumstances, the optional hedge accounting provisions contained in the
      FASB Statements Nos. 133 and 138, Accounting for Derivative Instruments
      and Hedging Activities.  If certain conditions are met, a derivative
      may be specifically designated as (a) a hedge of the exposure to changes
      in the fair value of a recognized asset or liability or an unrecognized
      firm commitment, (b) a hedge of the exposure to variable cash flows of a
      forecasted transaction, or (c) a hedge of the foreign currency exposure of
      a net investment in a foreign operation, an unrecognized firm commitment,
      an available-for-sale security, or a foreign-currency denominated
      forecasted transaction. Under this statement, when the Company elects to
      apply hedge accounting, it is required to establish at the inception of
      the hedge the method it will use for assessing the effectiveness of the
      hedging derivative and the measurement approach for determining the
      ineffective aspect of the hedge.  Those methods must be consistent
      with the Company's approach to managing
risk.






12

---

5.  DIFFERENCES BETWEEN CANADIAN AND UNITED
      STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES
  (cont'd)Recently Adopted Accounting
    StandardsOn January 1, 2003, the Company adopted the FASB
      Statement No. 143, Accounting for Asset Retirement Obligations. This
      statement establishes accounting standards for the recognition,
      measurement and disclosure of liabilities for legal obligations associated
      with the retirement of a tangible long-lived asset that result from its
      acquisition, construction, development or normal operation.  Under
      this standard, a liability is generally recognized for such an obligation
      at its fair value when incurred and a corresponding asset retirement cost
      is added to the carrying amount of the related asset.  In subsequent
      periods, the carrying amount of the liability is adjusted to reflect the
      passage of time and any changes in the timing or amount of the underlying
      future cash flows.  The asset retirement cost is amortized to expense
      over the asset's useful life.Under the FASB Statement No. 143, the Company
      recognized, for U.S. GAAP reporting only, additional liabilities, at fair
      value, of approximately $106 as at January 1, 2003, for existing
      legal asset retirement obligations.  Such liabilities are adjusted
      for accretion costs.  The related asset retirement costs are
      capitalized as increases to the carrying amount of the associated
      long-lived assets and accumulated depreciation on these capitalized costs
      recognized.  These liabilities consist primarily of environmental
      remediation costs, resulting from normal operations, associated with
      certain bauxite residue disposal sites at its alumina refineries and the
      disposal of certain of its spent potlining associated with smelter
      facilities.As a result of the new standard, as at January 1, 2003,
      Property, plant and equipment - cost has been increased by $140, Property,
      plant and equipment - accumulated depreciation has been increased by $90,
      Deferred credits and other liabilities have been increased by $106,
      Deferred income taxes have been reduced by $17 and an after-tax charge of
      $39 recorded in Net income for the cumulative effect of accounting
      change.  The cumulative effect of accounting change related primarily
      to costs for spent potlining disposal for pots currently in
      operation.  Net income for the year ended December 31, 2002 would not
      have been materially different if this standard had been adopted effective
      January 1, 2002.  For the three months ended March 31, 2003, net
      income was reduced by $10 due to the adoption of the standard, resulting
      principally from higher balance sheet translation exchange losses of $8
      relating to Deferred credits and other liabilities.
      The following is a reconciliation of the aggregate
      carrying amount of liabilities for asset retirement obligations and the
      pro forma impact for the year ended December 31, 2002, as if the standard
      had been adopted effective January 1, 2002.(pro forma)For the period ended
    March 31, 2003
    December 31, 2002Balance - beginning of period
    389
    363Liabilities incurred
    3
    12Liabilities settled
    (4)
    (12)Accretion expense
    5
    17Exchange
    27
    9Balance - end of period
    420
    389On January 1, 2003, the Company prospectively adopted
      the FASB Statement No. 146, Accounting for Costs Associated with Exit or
      Disposal Activities.  This standard requires that a liability
      associated with an exit or disposal activity be recognized when the
      liability is incurred rather than at the date of the Company's commitment
      to an exit plan.


13

---

5.  DIFFERENCES BETWEEN CANADIAN AND UNITED
      STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES
  (cont'd)Recently Adopted
      Accounting Standards (cont'd)
      On January 1, 2003, the
      Company adopted the recognition and measurement provisions of the FASB
      Interpretation No. 45, Guarantor's Accounting and Disclosure Requirements
      for Guarantees, Including Indirect Guarantees of Indebtedness of
      Others.  The provisions are applied on a prospective basis to
      guarantees issued or modified after December 31, 2002.  There
      were no significant guarantees issued or modified after December 31,
      2002.Recently Issued Accounting
  StandardsIn January 2003, the FASB issued Interpretation No. 46,
      Consolidation of Variable Interest Entities, which applies in the first
      fiscal year or interim period beginning after June 15, 2003, to variable
      interest entities in which the Company holds a variable interest that it
      acquired before February 1, 2003.  This Interpretation requires
      existing unconsolidated variable interest entities to be consolidated by
      their primary beneficiaries if the entities do not effectively disperse
      risks among parties involved.  An entity that holds a significant
      variable interest but is not the primary beneficiary is subject to
      specific disclosure requirements.  The Company is studying this
      Interpretation and has not yet determined its impact.Reconciliation of Canadian and U.S.
    GAAPThree months ended March 31(in millions of US$, except per share
      amounts)
    
    2003
    
    2002Income from continuing operations - as
      reported
    
    13
    
    87Difference
      due to:- Valuation of derivatives
    
    16
    
    99- Asset retirement obligations
    
    (11)
    
    -- Deferred tax effect on the
    above
    
    (4)
    
    (32)Income from continuing operations beforeCumulative effect of accounting changes -
      U.S. GAAP
    
    14
    
    154Loss from discontinued operations
    
    -
    
    (1)Cumulative effect of accounting changes - net of
      taxes- Impairment of goodwill
    
    -
    
    (748)- Asset retirement obligations
    
    (39)
    
    -Loss - U.S. GAAP
    
    (25)
    
    (595)Dividends on preference shares
    
    2
    
    1Loss attributable to common shareholders - U.S.
      GAAP
    
    (27)
    
    (596)Loss per common share - basic and diluted 
      - U.S. GAAPIncome from continuing
      operations
    
    0.04
    
    0.48Loss from discontinued
      operations
    
    -
    
    (0.01)Cumulative effect of accounting
      changes
    
    (0.12)
    
    (2.33)Loss per common share - basic and
      diluted - U.S. GAAP
    
    (0.08)
    
    (1.86)






14

---

5.  DIFFERENCES BETWEEN CANADIAN AND UNITED STATES
      GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (cont'd)Reconciliation of Canadian and U.S. GAAP
  (cont'd)March 31, 2003
    December 31, 2002As reported
    U.S. GAAP
    As reported
    U.S. GAAPOther receivables
    466
    475
    542
    542Inventories
    1,992
    1,997
    1,959
    1,955Deferred charges and other assets
    644
    649
    666
    663Property, plant and equipment- Cost (excluding Construction work in
      progress)
    17,719
    17,859
    17,630
    17,630- Accumulated depreciation
    (8,329)
    (8,420)
    (8,107)
    (8,107)Intangible assets, net of accumulated
      amortization
    315
    458
    318
    461Payables and accrued liabilities
    2,315
    2,316
    2,294
    2,311Deferred credits and other liabilities
    1,454
    2,187
    1,418
    2,028Deferred income taxes
    1,146
    981
    1,120
    963Retained earnings
    3,466
    3,462
    3,503
    3,537Deferred translation adjustments
    277
    223
    259
    205First QuarterComprehensive income (loss)
    
    
    2003
    2002Loss
    
    
    (25)
    (595)Net
      change in deferred translation adjustments
    
    
    18
    8Net
      change in excess of market value over book value of
        "available-for-sale" securities
    
    
    2
    4Valuation of derivatives
    
    
    13
    -Comprehensive income (loss)
    
    
    8
    (583)March 31,
    December 31,Accumulated other comprehensive
loss
    
    
    2003
    2002Deferred translation adjustments
    223
    205Minimum pension liability
    (320)
    (320)Unrealized gain on "available-for-sale"
      securities
    8
    6Valuation of derivatives
    
    
    13
    -Accumulated other
      comprehensive loss
    (76)
    (109)




15

---

6.  RESTRUCTURING, IMPAIRMENT AND OTHER SPECIAL
      CHARGESIn 2001, the Company implemented a restructuring program
      aimed at safeguarding its competitiveness, resulting in a series of plant
      sales, closures and divestments throughout the
  organization.Restructuring and asset impairment
      chargesA schedule is provided below showing details of the
      provision balances and related cash payments for the restructuring and
      asset impairment charges relating to the 2001 restructuring
      program:2001
    Severance costs
    
    Asset
      Impairment provisions
    
    Other
    
    TotalCharges
    111
    
    268
    
    29
    
    408Cash payments - net
    (7)
    
    -
    
    (7)
    
    (14)Non-cash charges
    -
    
    (268)
    
    -
    
    (268)Provision balance as at
      December 31
    104
    
    -
    
    22
    
    1262002Charges
    36
    
    26
    
    27
    
    89Cash payments - net
    (63)
    
    -
    
    -
    
    (63)Non-cash charges
    (6)
    
    (26)
    
    (7)
    
    (39)Provision balance as at
      December 31
    71
    
    -
    
    42
    
    1132003Charges
    -
    
    1
    
    1
    
    2Cash payments - net
    (15)
    
    -
    
    (15)
    
    (30)Non-cash charges
    -
    
    (1)
    
    -
    
    (1)Provision balance as at March 31
    56
    
    -
    
    28
    
    84In the first quarter of 2003, the Company recorded
      charges of $1 pre-tax for asset write-downs (Engineered Products) and $1
      pre-tax for other costs (Packaging).In 2002, the Company recorded charges of $89 pre-tax
      related to the restructuring program, which consisted of severance costs
      of $36 related to workforce reductions of approximately 950 employees (Q1;
      nil, Q2; 295 employees, Q3; 315 employees, Q4; 340 employees), impairment
      of long-lived assets of $26 and other exit costs related to the shutdown
      of facilities of $27.  Severance charges of $36 (Q1; nil, Q2; 14, Q3;
      6, Q4; 16) related primarily to the closure of the Burntisland facility,
      U.K. (Bauxite, Alumina and Specialty Chemicals), certain cable operations
      in North America (Engineered Products) and extrusion operations in
      Malaysia and light-gauge operations in Fairmont, West Virginia (Rolled
      Products Americas and Asia).  Asset impairment charges of $26 (Q1; 9,
      Q2; nil, Q3; 13, Q4; 4) related primarily to the extrusion operations in
      Pieve, Italy (Engineered Products) and the Borgofranco plant in Italy
      (Rolled Products Europe).  Other exit costs of $27 (Q1; 5, Q2; (3),
      Q3; (4), Q4; 29) consisted principally of closure costs of $19 for the
      Burntisland facility, U.K., a loss of $5 on the sale of the extrusion
      operations in Thailand that arose from the realization of deferred
      translation losses (Rolled Products Americas and Asia), a loss of $4 on
      the sale of the rolled products circles production unit at Pieve, Italy
      (Rolled Products Europe), other costs of $3 and was offset in part by
      income of $4 from the write-back of excess contract loss provisions upon
      settlement with a customer (Engineered Products).


16

---

6.  RESTRUCTURING, IMPAIRMENT AND OTHER SPECIAL
      CHARGES (cont'd)In 2001, Restructuring, impairment and other special
      charges of $654 pre-tax were recorded, which included restructuring and
      asset impairment charges of $408 and other special charges of $246. 
      The charges of $408 included severance costs of $111, which related to
      workforce reductions of approximately 2,190 employees, impairment of
      long-lived assets of $268 and other exit costs related to the shutdown
      facilities of $29.  Other special charges of $246 related to
      environmental provisions for treatment costs of $150 for stored spent
      potlining in Canada as well as remediation costs of $96 for bauxite
      residue disposal sites in Canada and the U.K.Workforce reductions relating to the 2001 restructuring
      program and subsequent terminations are as follows:First Quarter2001
    
    2002
    
    2003
    
    TotalBauxite, Alumina and Specialty
      Chemicals
    -
    
    380
    
    -
    
    380Primary Metal
    500
    
    -
    
    -
    
    500Rolled Products Americas and Asia
    200
    
    250
    
    -
    
    450Rolled Products Europe
    400
    
    -
    
    -
    
    400Engineered Products
    -
    
    200
    
    -
    
    200Packaging
    790
    
    120
    
    -
    
    910Other
    300
    
    -
    
    -
    
    300Planned workforce
      reductions
    2,190
    
    950
    
    -
    
    3,140Terminations in
      period
    390
    
    2,490
    
    135
    
    3,015Total remaining
      employees
    
    
    
    
    
    
    125In the context of the Company's objective of value
      maximization, a detailed business portfolio review was undertaken in 2001
      to identify high cost operations, excess capacity and non-core
      products.  Impairment charges arose as a result of negative projected
      cash flows and recurring losses, and related principally to buildings,
      machinery and equipment and some previously capitalized project
      costs.


17

---

6.  RESTRUCTURING, IMPAIRMENT AND OTHER SPECIAL
      CHARGES (cont'd)Asset Impairment
      ProvisionsAssets
      Held and Used (1)
    
    Assets
      Held for Disposal (2)2001
    2002
    Q1-2003
    Total
    
    2001
    2002
    Q1-2003
    TotalBauxite, Alumina
      andSpecialty Chemicals (3)
    45
    -
    -
    45
    
    -
    -
    -
    -Primary Metal (4)
    22
    -
    -
    22
    
    -
    -
    -
    -Rolled ProductsAmericas and Asia
      (7)
    14
    3
    -
    17
    
    8
    -
    -
    8Rolled ProductsEurope(5)
    (8)
    79
    -
    -
    79
    
    22
    9
    -
    31Engineered Products
    3
    13
    1
    17
    
    -
    -
    -
    -Packaging (6) (9)
    42
    1
    -
    43
    
    12
    -
    -
    12Other
    21
    -
    -
    21
    
    -
    -
    -
    -Total
    226
    17
    1
    244
    
    42
    9
    -
    51(1)An impairment provision was
      recorded to the extent that the net book value exceeded the fair
      value.(2)An impairment provision was recorded to
      the extent that the net book value exceeded the fair value less selling
      costs.Assets Held and Used(3)Charges principally relate to
      the specialty chemicals plant at Burntisland, U.K.(4)Charges principally relate to
      the engineered cast products plant in Quebec, Canada.(5)Charges principally relate to
      the cold mill at the Rogerstone plant in the U.K.(6)Charges principally relate to
      the foil facilities at Glasgow, U.K.Assets Held for Disposal(7)Charges principally relate to
      the extrusion operations in Malaysia and Thailand.(8)Charges principally relate to
      certain rolled products and recycling operations at the Pieve and
      Borgofranco plants in Italy.(9)Charges principally relate to
      the Pharmatech rubber stopper and aluminum seals operations in the
      U.S.Assets Held for Disposal
    
    Rolled
      Products
    
    Rolled
      ProductsAmericas & Asia
    
    Europe
    
    Packaging
    
    TotalSales & Operating
      RevenuesFirst Quarter 2002
    
    10
    
    26
    
    30
    
    66First Quarter 2003
    
    3
    
    20
    
    -
    
    23Net Operating
      LossesFirst Quarter 2002
    
    -
    
    -
    
    (1)
    
    (1)First Quarter 2003
    
    -
    
    -
    
    -
    
    -AssetsDecember 31, 2002
    
    10
    
    5
    
    -
    
    15March 31, 2003
    
    9
    
    4
    
    -
    
    13LiabilitiesDecember 31, 2002
    
    5
    
    35
    
    -
    
    40March 31, 2003
    
    5
    
    19
    
    -
    
    24


18

---

6.  RESTRUCTURING, IMPAIRMENT AND OTHER SPECIAL
      CHARGES (cont'd)In 2002, the Company completed the sale of certain glass
      packaging operations located in Park Hills, Missouri, and Mays Landing,
      Williamstown and Millville, New Jersey for proceeds of $15 equal to book
      value.  As well, the company sold its rolled product circles
      production unit at its Pieve plant in Italy for proceeds of $14 and its
      two Pharmatech rubber stopper and aluminum seals operations located in
      Salisbury, Maryland, U.S. for proceeds of $9 equal to book
      value.The restructuring program was completed in 2002, with
      the exception of the closure of facilities at Glasgow, U.K., which is
      expected to be completed in mid-2003, the shut-down of one of the two cold
      mills at the Fairmont, West Virginia plant in the second half of 2003, and
      the sales of the extrusion operations in Malaysia and the recycling
      operations at the Borgofranco plant in Italy, which are planned to be
      completed in 2003, as scheduled per the Company's plans.  The closure
      plans include the orderly shutdown of facilities after existing customer
      requirements have been satisfied and in some situations, the transfer of
      production operations to other facilities.  The provision balance of
      $84 at March 31, 2003 is expected to be largely paid out in
      2003.7.  INTERIM INFORMATION BY OPERATING
      SEGMENTThe following presents selected information by operating
      segment, viewed on a stand-alone basis.  The operating management
      structure is comprised of six operating segments; Bauxite, Alumina and
      Specialty Chemicals; Primary Metal; Rolled Products Americas and Asia;
      Rolled Products Europe; Engineered Products; and Packaging. 
      Transactions between operating segments are conducted on an arm's-length
      basis and reflect market prices.  Thus, earnings from the Primary
      Metal group represent mainly profit on metal produced by the Company,
      whether sold to third parties or used in the Company's Rolled Products,
      Engineered Products and Packaging groups.  Earnings from the Rolled
      Products, Engineered Products and Packaging groups represent only the
      fabricating profit on their respective products.  The accounting
      principles used to prepare the information by operating segment are the
      same as those used to prepare the consolidated financial statements of the
      Company except that the pension costs for the operating segments are based
      on the normal current service cost with all actuarial gains, losses and
      other adjustments being included in Intersegment and other.  Some
      corporate office and certain other costs have been allocated to the
      respective operating segments. The operating segments are described
      below.Bauxite, Alumina and Specialty
      ChemicalsHeadquartered in Montreal, Canada comprising the
      Company's worldwide activities related to bauxite mining, alumina refining
      and the production of specialty chemicals. The Bauxite, Alumina and
      Specialty Chemicals Business Group operates and/or owns seven bauxite
      mines and deposits in five countries and five alumina plants in three
      countries.Primary MetalAlso headquartered in Montreal, comprising smelting
      operations, power generation and production of primary value-added ingot
      in the form of sheet ingot, extrusion billet, rod and foundry ingot, as
      well as engineering services and trading operations for alumina and
      aluminum, operating or having interests in 16 smelters in seven
      countries.


19

---

7.  INTERIM INFORMATION BY OPERATING SEGMENT
      (cont'd)Rolled Products Americas and
AsiaHeadquartered in Cleveland, U.S.A. encompassing aluminum
      sheet and light gauge products, operating 16 plants in six
      countries.Rolled Products EuropeHeadquartered in Zurich, Switzerland comprising aluminum
      sheet, including automotive, can and lithographic sheet, plate and foil
      stock operating 11 plants in four countries.Engineered ProductsHeadquartered in Neuhausen, Switzerland producing
      fabricated aluminum products, including wire and cable, components for the
      mass transportation, automotive, building, display, electromechanical and
      other industrial markets, as well as sales and service centres throughout
      Europe, operating 47 plants in 17 countries.PackagingHeadquartered in Zurich, consisting of the Company's
      worldwide food flexible, foil, specialty, pharmaceutical and cosmetics
      packaging businesses, operating 76 plants in 14 countries.  Seven of
      these plants have been excluded from the operating segment information as
      they have been reclassified to discontinued operations and assets held for
      sale.Intersegment and otherThis classification includes the deferral or realization
      of profits on intersegment sales of aluminum and alumina as well as other
      non-operating items.












20

---

7.  INTERIM INFORMATION BY OPERATING SEGMENT
      (cont'd)Period ended March 31Sales and operating revenues -
      intersegment
    First Quarter2003
    2002Bauxite, Alumina and Specialty Chemicals
    201
    187Primary Metal
    605
    540Rolled Products Americas and Asia
    19
    48Rolled Products Europe
    123
    70Engineered Products
    2
    6Packaging
    5
    5Intersegment and other
    (955)
    (856)-
    -Sales and operating revenues - third
      parties
    First Quarter2003
    2002Bauxite, Alumina and Specialty Chemicals
    120
    101Primary Metal
    586
    561Rolled Products Americas and Asia
    843
    782Rolled Products Europe
    509
    411Engineered Products
    453
    398Packaging
    692
    625Other
    10
    103,213
    2,888EBITDA
    First Quarter2003
    2002Bauxite, Alumina and Specialty Chemicals
    54
    64Primary Metal
    214
    214Rolled Products Americas and Asia
    80
    92Rolled Products Europe
    47
    30Engineering Products
    23
    27Packaging
    86
    72EBITDA from operating segments
    504
    499Depreciation and amortization
    (224)
    (199)Restructuring, impairment andother special charges
    (2)
    (14)Intersegment, corporate offices and other
    (75)
    (70)Interest
    (48)
    (50)Income taxes
    (141)
    (79)Minority interests
    (1)
    -Income from continuing operations
    13
    87




21

---



8.  STOCK OPTIONS AND OTHER STOCK-BASED
      COMPENSATIONThe Company does not recognize compensation expense in
      earnings for options granted under the share option plan for employees as
      stock options are granted at an exercise price equal to the market price
      of the underlying stock on the grant date.  For pro forma income
      purposes, the fair value of options granted is being amortized over their
      respective vesting periods.  Pro forma net income and net income per
      common share - basic and diluted, as if the Company had elected to
      recognize compensation expense using the fair value method for all stock
      options is presented below:Three
      months ended March 31
    
    2003
    
    2002Net income as
      reported
    
    13
    
    86Compensation
      expense if the fair value method was used
    
    2
    
    6Pro forma net
      income
    
    11
    
    80Net income per
      common share - basic and diluted - as reported
    0.04
    
    0.26Pro forma net
      income per common share - basic and diluted
    0.03
    
    0.23The compensation cost for stock-based employee compensation awards
      that can be settled in cash, which is based on the change in the share
      price during the period, is recognized in income.  For the first
      quarter of 2003 total compensation cost for such awards was $2 (2002:
      $3).




9.  INCOME TAXESFirst Quarter2003
    2002Current
    116
    75Deferred
    25
    4141
    79The composite of the applicable statutory corporate
      income tax rates in Canada is 39.1% (39.4% for 2002). In 2003, the
      difference between income taxes calculated at the Canadian composite rate
      and the amounts reported is primarily attributable to exchange.  In
      2002, the difference is primarily attributable to exchange and the impact
      of potential future tax benefits that were not recognized since their
      realization is not likely.




10.  SUPPLEMENTARY
      INFORMATIONStatement of Cash Flows
    First Quarter2003
    2002Interest
      paid
    57
    57Income
      taxes paid (recovered)
    33
    (48)






22

---







11. COMMITMENTS AND
    CONTINGENCIESIn 1997, as part of the claim settlement arrangements
      related to the British Columbia Government's cancellation of the Kemano
      Completion Project, the Company obtained the right to transfer a portion
      of a power supply contract with BC Hydro to a third party.  The
      Company sold the right to supply this portion to Enron Power Marketing
      Inc. (EPMI), a subsidiary of Enron Corporation (Enron) for cash
      consideration.  In order to obtain the consent of BC Hydro to this
      sale, the Company was required to retain residual liability for EPMI's
      obligation arising from the supply contract, including in the event that
      EPMI became unable to perform.  This contingent liability is subject
      to a maximum aggregate amount of $100, with mitigation and subrogation
      rights.  On December 2, 2001, EPMI and Enron filed for protection
      under Chapter 11 of the U.S. Bankruptcy Code.  Powerex, the BC Hydro
      affiliate which now holds the rights to the power supply contract,
      maintains that it has terminated the power supply contract and as a result
      filed a claim for $100 against Enron on March 15, 2002 as a necessary step
      prior to making the same claim against the Company.  Enron did not
      respond to that claim and the Company received, on March 22, 2002, a
      demand for payment in the amount of $100 from Powerex. On January 17,
      2003, the Company received a decision following arbitration hearings held
      in December 2002, on a contractual dispute between Powerex and
      Alcan.  The arbitrator confirmed Powerex's claim for $100.  A
      standstill agreement, which had been in effect, has now expired.  The
      parties remain in discussions while taking steps to preserve their
      respective rights.  To this end, Alcan is pursuing an application
      before the courts of the State of Oregon for the judicial review of the
      arbitrator's decision.  Alcan has been advised that Powerex cannot
      enforce the arbitrator's decision while this application is pending. The
      judicial review is not expected to take place before August 2003. A
      provision of $100 pre tax was recorded in the fourth quarter of
      2002.The Company has guaranteed the repayment of
      approximately $6 of indebtedness by third parties. Alcan believes that
      none of these guarantees is likely to be invoked.  These guarantees
      are primarily for employee housing loans and potential environmental
      remediation at former Alcan sites.Alcan, in the course of its operations, is subject to
      environmental and other claims, lawsuits and contingencies.  The
      Company has environmental contingencies relating to approximately 29
      existing and former Alcan sites and third-party sites.  Accruals have
      been made in specific instances where it is probable that liabilities will
      be incurred and where such liabilities can be reasonably
      estimated.Although it is possible that liabilities may arise in
      other instances for which no accruals have been made, the Company does not
      believe that such an outcome will significantly impair its operations or
      have a material adverse effect on its financial position.12. CAPITALIZATION OF INTEREST
      COSTSTotal
      interest costs in the first quarter were $49 (2002: $50) of which $1
      (2002: nil) was capitalized.13. PROPOSED ACQUISITIONSAgreements to acquire Baltek
      CorporationOn March 5, 2003, the Company announced that it has
      entered into agreements to acquire Baltek Corporation (Baltek) for
      approximately $35.  Under the agreements, the Company will acquire
      Baltek on the basis of $15.17 per share.  This reflects a premium of
      approximately 77% based on the 20-day average trading price to March 5,
      2003. With corporate head offices in New Jersey, Baltek, the world leader
      in balsa-based composite materials, has production and sales facilities
      around the world. Baltek has operated balsa plantations in Ecuador, one of
      the world's largest sources of balsa wood, for nearly 60
    years.The transaction, which is subject to approval by
      Baltek's shareholders, has received the approval of Baltek's board of
      directors and the support of its major shareholders.  Completion is
      subject to other usual conditions for a transaction of this nature,
      although no clearances from anti-trust or competition authorities are
      required.  Alcan expects the transaction to be completed in the
      second quarter of 2003.




23

---

Acquisition of VAW PackagingOn April 30, 2003 the Company completed the purchase of
      VAW Packaging group of businesses (FlexPac) from Norsk Hydro for
      approximately €345 million.  FlexPac includes 14 plants in 8
      countries and has 5,400 employees.  FlexPac comprises a set of custom
      manufacturing businesses producing high-quality flexible packaging
      products for a wide variety of end-use customers and manufacturers' of
      consumer goods, including those in the food, dairy and pharmaceutical
      industries. The purchase price is subject to post-closing
      adjustments.In the opinion of management, all adjustments necessary for a fair
      presentation of interim period results have been included in the financial
      statements.  These interim results are not necessarily indicative of
      results for the full year.






24

---

PART I - FINANCIAL INFORMATION

Item 2.
Management's Discussion and Analysis of Financial Conditions and Results of
Operations.

Note Regarding Presentation of Financial
Information

During the second quarter
of 2003, the Company's continuing Value Based Management led to a decision to
sell non-strategic Packaging operations to release cash for higher value-adding
opportunities. Even though these operations are not major business units within
the Packaging group, the businesses are classified as held for sale and are
included in discontinued operations because the operations and cash flows will
be eliminated as a result of the disposal and the Company will not have any
significant continuing involvement in the operations after the disposal.

New accounting standards
require that the operating results and any impairment charge be disclosed
separately as discontinued operations.  Certain financial information has
been reclassified in the first quarter of 2003 and prior periods to present
these businesses as discontinued operations on the income statement, as assets
held for sale and liabilities of operations held for sale on the balance sheet
and as cash flows from (used for) discontinued operations on the statement of
cash flows. The financial information contained in this Management's Discussion
and Analysis of Financial Condition and Results of Operations has been revised
from the information initially presented in our Form 10Q to reflect the
reclassification.  For further details, see note 3 to the financial
statements - Discontinued Operations and Assets Held for Sale.

The Company reported
first quarter net income of US$0.04 per share compared to US$0.26 per share a
year earlier and US$0.08 per share in the fourth quarter of 2002.

The results for the first
quarter of 2003 included a non-cash, after-tax charge of US$96 million (US$0.30
per share) for the effects of foreign currency balance sheet translation in
addition to Other Specified Items, after-tax, of US$13 million (US$0.04 per
share) that comprised mainly tax adjustments relating to prior years. 
Foreign currency balance sheet translation effects and Other Specified Items,
after-tax, reduced earnings by US$21 million (US$0.07 per share) in the first
quarter a year ago, and by US$98 million (US$0.30 per share) in the fourth
quarter of 2002.

Certain terms used in
this section are defined under "Definitions" below.

Consolidated Review

FIRSTQUARTER
    FOURTHQUARTER(US$ millions,
      unless otherwise noted)
    2003
    2002
    2002Sales &
      operating revenues
    3,213
    2,888
    3,123Shipments
      (thousands of tonnes)Ingot products1
    338
    315
    396Rolled products
    511
    497
    503Conversion
      of customer-owned metal
    105
    75
    119Aluminum
      used in engineered products & packaging
    147
    126
    141Total aluminum
      volume
    1,101
    1,013
    1,159Ingot product
      realizations (US$ per tonne)
    1,578
    1,497
    1,498Average London
      Metal Exchange 3-month price (US$ per tonne)
    1,392
    1,395
    1,359Included in Income
      from continuing operations are:Foreign currency
      balance sheet translation
    (96)
    (14)
    (12)Other Specified
      Items
    (13)
    (7)
    (86)Income from
      continuing operations
    13
    87
    25Discontinued
      operations
    -
    (1)
    1Net
      income
    13
    86
    26


1includes
primary and secondary ingot and scrap, as well as shipments resulting from
trading activities

Year-over-year, sales and
operating revenues for the quarter improved by 11% as a result of increased
aluminum shipments and other fabricated product volumes, better ingot product
realizations, the stronger Euro and a higher-value product mix, despite pricing
pressure in Engineered Products and Packaging.  Higher LME prices and
market premiums, the stronger Euro and improved Engineered Products and
Packaging volumes strengthened results compared to the fourth quarter, despite
lower aluminum shipments.

Total aluminum volume of
1,101 thousand tonnes (kt) was 9% higher than a year earlier, but 5% lower than
the preceding quarter.  The year-over-year increase reflects the recently
acquired interest in the Alouette smelter in Quebec; production restarts in
Kitimat, British Columbia and in Brazil, and improved rolled product shipments
in Europe and South America.  Compared to the previous quarter, volume
decreased as a result of seasonally lower smelter production and decreased
rolled product shipments in North and South America.

25



---



Ingot product
realizations of US$1,578 per tonne increased by US$81 per tonne from the
year-ago quarter, despite a slight decrease in the London Metal Exchange (LME)
price, mainly reflecting higher market premiums.  Compared to the previous
quarter, realizations improved by US$80 per tonne in line with LME prices and
the increase in market premiums.

For the quarter, Income
from continuing operations of US$13 million compared to US$87 million in the
year-ago quarter and US$25 million in the previous quarter.  The
differences were largely due to the unfavourable effects of foreign currency
balance sheet translation compared to both prior periods, partially offset by a
decrease in Other Specified Items relative to the fourth quarter of 2002. 
Results compared to the year-ago quarter were positively influenced by the
benefits from the Company's restructuring and merger-related synergies programs,
higher overall volumes and better product mix offset by rising fuel and recycled
metal costs, as well as higher depreciation expense.  On a
quarter-over-quarter basis, the benefits from increased sales were offset by
higher fuel, recycled metal and pension expenses.

Segment Review

Earnings before interest,
taxes, depreciation and amortization (EBITDA) is a financial measure used by
management for measuring the performance of the operating segments.  The
total EBITDA from operating segments is reconciled to net income. Reconciling
items include depreciation and amortization; restructuring, impairment and other
special charges; intersegment, corporate offices and other items; interest;
income taxes; and minority interests.  These reconciling items, except for
depreciation and amortization, are not under the control of the operating
segments but are managed by the Company's corporate head office, which focuses
on strategy development and oversees governance, policy, legal, compliance,
human resources and finance matters. Significant changes in these items are
explained below under Reconciliation to Net Income.

FIRSTQUARTER
    FOURTHQUARTER(US$ millions)
    2003
    2002
    2002Earnings before interest, taxes, depreciation and amortization
      (EBITDA)Bauxite, Alumina and Specialty Chemicals
    54
    64
    44Primary Metal
    214
    214
    201Rolled Products, Americas and Asia
    80
    92
    95Rolled Products, Europe
    47
    30
    30Engineered Products
    23
    27
    19Packaging
    86
    72
    83EBITDA from operating segments (sub-total)
    504
    499
    472Depreciation & amortization
    (224)
    (199)
    (217)Restructuring, impairment and other special charges
    (2)
    (14)
    (43)Intersegment, corporate offices and other
    (75)
    (70)
    (102)Interest
    (48)
    (50)
    (51)Income taxes
    (141)
    (79)
    (30)Minority interests
    (1)
    -
    (4)Income from
      continuing operations
    13
    87
    25Discontinued operations
    -
    (1)
    1Net income
    13
    86
    26




Segments

First quarter EBITDA of
US$54 million for Bauxite, Alumina and Specialty Chemicals were 16% lower than
in the previous year.  Benefits from cost initiatives, higher alumina
realizations and favourable caustic soda prices were more than offset by
increased foreign currency balance sheet translation losses and higher energy
costs.  Compared to the preceding quarter, EBITDA increased by 23% mainly
due to higher alumina selling prices which lag the LME price by one quarter,
partially offset by higher foreign currency balance sheet translation losses
resulting from the quarter-to-quarter strengthening in the Canadian and
Australian dollars.

For Primary Metal, EBITDA
of US$214 million for the first quarter was unchanged from the year-ago quarter
and 6% higher than the preceding quarter.  The results relative to both
comparable periods were favourably affected by the benefits from merger
synergies, restructuring programs and other profit improvement initiatives and
improved ingot product realizations; offset by significantly higher foreign
currency balance sheet translation charges and cost increases related to
currency, fuel and pensions. Compared to the year-ago quarter, earnings also
reflected higher sales volumes from the acquisition of a 40% interest in the
Alouette smelter in Quebec and production restarts, as well as increased power
sales.  Losses on foreign currency balance sheet translation and the
currency-related increase in operating costs resulted primarily from the
strengthening of the Canadian dollar during the quarter.



26

---



EBITDA for Rolled
Products Americas and Asia, at US$80 million, was 13% lower than in the previous
year.  Favourable volumes were more than offset by the unfavourable impact
of metal price movements, recycled metal costs, and a stronger Korean won. 
Compared to the preceding quarter, EBITDA decreased by 16%, despite cost
improvements, due to the impact of higher energy costs, unfavourable metal price
lags, lower volumes and recycled metal spreads.

Driven by an 11% increase in shipments
as well as the streamlining of operations, Rolled Products Europe EBITDA, at
US$47 million for the first quarter, improved substantially from the US$30
million in the previous year.  Results also increased by US$17 million from
the previous quarter due to seasonally higher volumes. Earnings relative to both
prior periods benefited from a stronger Euro and continued cost
improvements.

EBITDA for Engineered
Products, at US$23 million, was lower by 15% compared to the same quarter in
2002.  Despite solid improvements in extrusion and composite volumes and a
stronger Euro, EBITDA for the North American Cable business was US$9 million
lower due to weak energy cable and building wire markets.  EBITDA was 21%
higher than the previous quarter due to better volumes, mainly in extrusion and
composite markets, and the stronger Euro; partly offset by price erosion in
North American energy cable and building wire markets.

Packaging Group EBITDA,
at US$86 million, increased by US$14 million compared to the same quarter in
2002 and was US$3 million higher than the previous quarter.  The
improvement over both periods was driven by cost saving initiatives, and the
positive impact of a stronger Euro which lead to higher revenues.

Reconciliation to Net Income

Depreciation and
amortization of US$224 million was 13% higher than the year-ago quarter, largely
due to the acquisition of Alouette, and 3% higher than the previous
quarter.

"Intersegment, corporate
offices and other" includes the elimination of profits on intersegment sales of
aluminum as well as other non-operating items.  Rising LME prices and
seasonally higher inventories resulted in an unfavourable impact from such
profit eliminations.  Corporate office expenses decreased relative to both
prior periods due to lower consulting fees, despite increases in pension
costs.  The fourth quarter of 2002 included a provision of US$100 million
for the previously announced ruling on a contract dispute with Powerex partially
offset by a gain on the sale of more than half of the Company's portfolio
investment in Nippon Light Metal Company, Ltd.

The Company's effective
tax rate was 91% in the quarter, reflecting mostly the effects of foreign
currency balance sheet translation and Other Specified Items.

Liquidity and Capital Resources

Operating
Activities

Cash generated from
operating activities during the first three months of 2003 increased to US$294
million as a result of improved earnings, excluding foreign currency balance
sheet translation and Other Specified Items compared to US$258 million in the
comparable period of 2002.

Financing
Activities

Cash used for financing
activities in the first three months of 2003 was US$162 million compared to
US$211 million in the same period in 2002.  Debt as a percent of invested
capital at March 31, 2003 declined to 30%, compared to 31% at the end of the
fourth quarter of 2002 and 32% for the year-ago quarter, resulting from
continued financial discipline that was reflected in strong free cash
flows.

Debt as a percent of
invested capital does not have a uniform definition.  Because other issuers
may calculate debt as a percent of invested capital differently, our calculation
may not be comparable to other issuers' calculations.  The reconciliations
of borrowings, equity and total invested capital in the table below are
presented to explain our calculation.  The figure is calculated by dividing
borrowings into total invested capital.  Total invested capital is equal to
the sum of borrowings and equity.  Borrowings is the sum of the amounts for
short-term borrowings, debt maturing within one year, debt not maturing within
one year and debt of operations held for sale.  Equity is the sum of the
amounts for common shareholders' equity, redeemable non-retractable preference
shares and minority interests. Minority interests, which represent the equity in
the Company's consolidated subsidiaries that is owned by third parties, are
included in equity as the Company believes that, for purposes of calculating
debt as a percent of invested capital, minority interests have characteristics
that are more similar to equity than to debt.  Minority interests do not
have characteristics such as fixed payment terms or interest terms that are
associated with debt.  The full amount of debt of consolidated subsidiaries
is included in borrowings and accordingly, equity, for purposes of calculating
debt as a percent of invested capital, includes both the Company's equity in
consolidated subsidiaries and the minority interest shareholders' equity in the
Company's consolidated subsidiaries.  The Company believes that debt as a
percent of invested capital can be a useful supplemental measure of the
Company's financial leverage because it indicates the extent to which it is
financed by debtholders.  The measure is widely used to assess the relative
amounts of capital put at risk by debtholders and equity investors.



27

---



March
      31,
    December 31,(US$ millions
      unless otherwise noted)
    2003
    2002
    2002DebtShort-term
      borrowings
    350
    408
    381Debt maturing within one
      year
    334
    516
    295Debt not maturing within one
      year
    3,104
    3,005
    3,186Debt of operations held for
      sale
    3
    2
    5Debt
    3,791
    3,931
    3,867EquityMinority
    interests
    135
    129
    150Redeemable non-retractable
      preference shares
    160
    160
    160Common shareholders'
      equity
    8,451
    7,918
    8,465Equity
    8,746
    8,207
    8,775Total invested
      capital
    12,537
    12,138
    12,642Debt as a percent
      of invested capital (%)
    30%
    32%
    31%


There was little change
in interest expense of US$48 million.

On April 28, 2003, the
Company announced a public offering issue in the United States of US$500 million
41⁄2% percent global notes, due May 15, 2013.  Net proceeds to the Company
from the sale of the notes will be used to help fund the previously announced
acquisition of VAW Flexpac and to retire commercial paper.

Investment
Activities

Capital expenditures
during the first three months of 2003 were US$131 million compared to US$105
million a year earlier.  Capital expenditures for the full year are
expected to be below depreciation expense.

Critical Accounting Policies

The preparation of
financial statements in conformity with GAAP in Canada and the United States
requires management to make estimates, judgements and assumptions that affect
the reported amounts of assets and liabilities and disclosure of contingent
assets and liabilities at the date of the financial statements and the reported
amounts of revenues and expenses during the reporting periods.  The most
significant estimates are associated with the critical accounting policies
relating to post-retirement benefits; environmental liabilities and
contingencies; property, plant and equipment; goodwill; and income taxes. 
These critical accounting policies are those that are both most important to the
portrayal of the Company's financial condition and results and require
management's most difficult, subjective or complex judgments, often as a result
of the need to make estimates about the effect of matters that are inherently
uncertain.

The Company's critical
accounting policies are more fully described in the Management's Discussion and
Analysis, while all significant accounting policies are included in note 2 to
the Consolidated Financial Statements, both contained in the 2002 Annual
Report.



28

---

Cautionary
Statement

Statements made in this
quarterly report which describe the Company's or management's objectives,
projections, estimates, expectations or predictions of the future may be
"forward-looking statements" within the meaning of securities laws, which can be
identified by the use of forward-looking terminology such as "believes,"
"expects," "may," "will," "should," "estimates," "anticipates" or the negative
thereof or other variations thereon. The Company cautions that, by their nature,
forward-looking statements involve risk and uncertainty and that the Company's
actual actions or results could differ materially from those expressed or
implied in such forward-looking statements or could affect the extent to which a
particular projection is realized.  Important factors which could cause
such differences include global supply and demand conditions for aluminum and
other products, aluminum ingot prices and changes in raw materials' costs and
availability, changes in the relative value of various currencies, cyclical
demand and pricing within the principal markets for the Company's products,
changes in government regulations, particularly those affecting environmental,
health or safety compliance, economic developments, relationships with and
financial and operating conditions of customers and suppliers, the effects of
integrating acquired businesses and the ability to attain expected benefits and
other factors within the countries in which the Company operates or sells its
products and other factors relating to the Company's ongoing operations
including, but not limited to, litigation, labour negotiations and fiscal
regimes.

Definitions

"GAAP" refers to Canadian
Generally Accepted Accounting Principles

The term "foreign
currency balance sheet translation" means gains and losses arising from
translating balance sheet items mainly in Canada and Australia (principally
accounts payable, deferred credits and other liabilities, and deferred income
taxes) at period-end exchange rates.

Other Specified Items
include, for example: restructuring charges; asset impairment charges; unusual
environmental charges; gains and losses on non-routine sales of assets,
businesses or investments; gains and losses from legal claims; gains and losses
on the redemption of debt; income tax adjustments related to prior years and the
effects of changes in income tax rates; and other items that do not typify
normal business activities.



29

---

Item 6. Exhibits and Reports on Form 8-K

|(a) | Exhibits                                                                                                                                                                                                                                                         | 
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | 
|    | (10)                                                                                                                                                                                                                                                             | 
|    | (31)                                                                                                                                                                                                                                                             | 
|    |                                                                                                                                                                                                                                                                  | 
|    |                                                                                                                                                                                                                                                                  | 
|    | (32)                                                                                                                                                                                                                                                             | 
|    |                                                                                                                                                                                                                                                                  | 
|    |                                                                                                                                                                                                                                                                  | 
|    |                                                                                                                                                                                                                                                                  | 
|    | (99)                                                                                                                                                                                                                                                             | 
|    |                                                                                                                                                                                                                                                                  | 
|    |                                                                                                                                                                                                                                                                  | 
|    |                                                                                                                                                                                                                                                                  | 
|(b) | Report on Form 8-K                                                                                                                                                                                                                                              
|    |                                                                                                                                                                                                                                                                 
|    | A report on Form 8-K was filed on January
    21, 2003 under Item 5 thereof, reporting that Alcan had received a decision
    following arbitration on a contractual dispute between Powerex and Alcan
    where Powerex's claim for $100 million was confirmed.
|    |                                                                                                                                                                                                                                                                 
|    |                                                                                                                                                                                                                                                                 
|   











|* | Previously filed
|- | ----------------

30

---

SIGNATURE

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.

ALCAN INC.

Dated:
September 11,
2003                                            
By: /s/Roy
Millington                                                                                           
Roy
Millington                                                                                           
Corporate
Secretary                                                                                           
(A Duly Authorized Officer)











31

---