**Exhibit 10.3**

  

	                                                                                               	10 March 2005

# PERSONAL & CONFIDENTIAL

Mr. Michael Hanley

Dear Michael:

This letter is to confirm	my discussion with you pertaining to the position of Executive Vice	President of Alcan Inc. and a member of the Office of the President,	effective 1 February 2005.  In this position you will report to me and you	will be located in Montreal.  

# Salary

Your base salary will be	US$550,000 per annum, effective 1 February 2005.  Your salary will be	reviewed annually on the basis of competitive US compensation data.  Your	job grade will be administered at a Personal Grade 54 under Alcan's	structure.

# Annual Bonus

You will continue to	participate in Alcan's Executive Performance Award Plan (EPA) with a	guideline bonus of 80% of the mid-point salary (US $582,700).  Under the EPA	program, award payment will be related to the global EVA performance of	Alcan Inc. as well as EHS performance.

**Long Term Incentive	(Stock Option and Relative TSR Program)**

The combined target	compensation value of Alcan's long term incentive Plans (Stock Option and	TSR Performance Plan) at Salary Grade 54 is US $1,708,000 for 2005 with half	this value provided in stock options and the other half provided under the	new TSR Performance Plan.  The compensation value is revised annually on the	basis of competitive US compensation data.  The Awards under both Plans	continue to be subject to approval by the Human Resources Committee of the	Board.

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 Pension Plan
You will remain a member of andeligible for pension benefits from the Alcan Canadian Pension plan and the AlcanPension Plan for Officers
Termination
Should your employment beterminated without cause, Alcan will pay you a termination allowance equal to 24months base salary and EPA guideline, calculated at the date of termination. The amount will be paid as a lump sum or as salary continuance at your choice. In the event you elect salary continuance, you will continue to participate inthe benefit programs for the period of salary continuance except that thelong-term disability plan and the accrual of vacation cease on terminationdate.  No option or TSR grants are made during the salary continuance period.
Change in Organizational Structure
In the event that the Boardmakes a change in the current Office of the President structure, which impactson your future role in the organization, you will have the right to resign fromAlcan if there is no mutually acceptable position for you in the neworganization structure.  You will have up to 3 months from the date of theorganizational change to make the decision to resign.  In this eventuality youshall be entitled to the termination provisions outlined above.
Change ofControl/Confidentiality/Non-Competition
Your current Change of ControlAgreement continues to be in force but will be revised to reflect your newposition. Furthermore, you are asked to sign the attached confidentiality andnon-competitive agreements.
Acceptance
Please sign and return a copyof this letter indicating your acceptance of the terms and conditions describedin it.

This letter is written inEnglish at the express request of the Parties.  Cette lettreest rédigée en anglais à la demande expresse des parties.

The terms and conditionsoutlined in this letter replace any previous contractual arrangements andconstitute the full terms and conditions of employment.

                                                                                   /s/ Travis Engen                           

                                                                                   Travis Engen

                                                                                   Chief Executive Officer

 

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I accept the terms andconditions described above.

 

 

 

 

/s/ Michael Hanley                                                        31 March 2005                                               

            MichaelHanley                                                                       date

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