Exhibit 10.28
 
  
  Re: Termination of Employment
  Summary
of Transition - David Godsell  Attachment I (February 23, 2007).  Attachment I
 Attachment I
 Specifics identified within the Summary of Transition  Attachment I
 a)
    
    Novelis Founders Performance Shares: The Performance Share Units were
cancelled in exchange for a cash payment following the completion of the acquisition of
Novelis Inc. by AV Metals Inc., a subsidiary of Hindalco Industries Limited [the
Transaction].b)
    
    Conversion Options: All of your Novelis Conversion options were transferred
to Novelis for a cash payment following the completion of the Transaction.




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c)
    
    Long Term Incentive (2006): All your stock options granted on October 26,
2006 under the Novelis Inc. 2006 Incentive Plan were transferred to Novelis for a cash
payment following the completion of the Transaction.d)
    
    Short Term Incentive Award (STI) (2006):Your STI award for the 2006 fiscal
year of $ 85,000 was paid in April 2007.e)
    
    Short Term Incentive Award (STI (2007): Your STI award for the 2007 period
of January 1, 2007 to May 15, 2007 was paid at your target bonus level following the
completion of the Transaction.f)
    
    Change In Control: You were afforded treatment under your Novelis Change In
Control Agreement of September 24, 2006- Attachment II- subject to employment
termination within 6 months prior or 2 years after a Change In Control. With the May 15,
2007 completion of the Transaction you were deemed to be eligible for Change In Control
payout.g)
    
    Automobile: The opportunity to purchase the company vehicle was cited.
 Agreement
Concerning Retirement and Separation and Release Agreement  Agreement Concerning
Retirement Attachment III) Separation and Release Agreement Attachment IV
 Agreement Concerning Retirement Attachment I
  (a)
    
    A lump sum payment in an amount equal to 24 months of total cash compensation (i.e.
base salary plus short-term incentive opportunity). This amount will be $961,000. As
required under Section 2 of your Change In Control Agreement, this payment will be delayed
for a period of six (6) months as required by Internal Revenue Code Section 409A.(b)
    
    You are entitled to continue life insurance coverage under the Companys group life
insurance plan for a period of twenty-four (24) months at your pre-termination level of
coverage. Details of the per month cost for your optional life insurance, spouse life
Insurance, child life insurance are attached. The intent would be to take all of these
costs from your Change In Control payment unless you elect to drop one or more of these
coverage types. The attachment also shows the amount of imputed income to keep your
regular coverage in effect for 24 months.(c)
    
    You are entitled to twenty-four (24) months of additional credit for benefit accrual
and contribution allocation purposes (including credit for age,




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service and earnings pro rated over twenty-four (24) months under the Companys tax
qualified and non-qualified pension and savings plan. Your Pension Information has been
forwarded to you under separate cover. Your non-qualified savings plan account will be
credited with two years additional match [a total of $20,250] as soon as practicable after
you execute a Separation and Release Agreement.(d)
    
    Gross-up Payment if warranted under Section 3. Tax Reimbursement of your
Change In Control Agreement.
  
    
    Retirement benefits but without the enhancements included with your Change In Control
Agreement.
    
    Retiree medical coverage which begins on July 1, 2007 at active employee rates.
    
    You have the option of purchasing your company car from Novelis at book value or returning
it to Novelis.
 Agreement Concerning Retirement
 Attachment V Attachment XII
  July 1, 2007
    
    January 1, 2008Alcan Pension Plan (APP)
    
    $
    1,378
    
    
    $
    1,427Novelis Pension Plan (NPP)
    
    $
    2,898
    
    
    $
    3,009Supplemental Retirement Plan (SRBP)
    
    
    N/A
    
    
    $
    7,573Total
    
    $
    4,277
    
    
    $
    12,009
 
 *
    
    SRBP  total of $ 7,573 consists of two parts: a) $ 4,081 per month additional pension due to IRS
limit on compensation that can be recognized in qualified plan NPP, b) $ 3,492 per month due to
the Change In Control Agreement.




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Attachment VI
  (a)
    
    Medical: Effective on your early retirement date of July 1 2007, because of your
eligibility you began participation under the Novelis Retiree Medical coverage. Until
such time that the retiree medical plan changes, if it changes, you are eligible for
retiree medical coverage at active employee rates.(b)
    
    Dental: Effective June 30 2007 dental coverage for you and your family terminated.
You were eligible to elect COBRA coverage as was communicated to you. There is no company
provision for dental under current company retiree plans.
 Other Issues associated with Termination of Employment:
 a)
    
    Novelis Savings Plan:You should have received a termination kit from Vanguard
outlining your various possible elections.b)
    
    Novelis Canada Savings Plan:On October 9, 2007 Novelis sent an electronic
transmission between payroll (processed in Cleveland) and Fidelity showing your status end
date as October 9, 2007. That notification should trigger Fidelity to send distribution
material directly to you (we do not get any copies).c)
    
    AlcanCorp Non-Qualified Deferred Compensation Plan: Our records indicate that you
continue to be a member in this plan that is administered by Vanguard on behalf of Alcan.
Novelis as you are aware did not continue this plan after the spin-off from Alcan. You may
wish to contact the Alcan shared services center in Chicago (866-704-2379) regarding
ongoing participation and disbursement. We expect that your annual distributions for five
years will commence March 2008.d)
    
    Company Vehicle: You have the option to purchase your company vehicle at book value
or return it to the company. The price communicated to you was $ 67,350.00, plus sales tax
of $5,388.00, plus an administrative fee of $75.00, for a total of $ 72,813.00. If you
have not already done so, you will make that election in writing when you return this
signed letter and the Separation and Release Agreement to me.




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e)
    
    Short-Term Incentive: (May 15  30 June 2007)  Under the terms of Section 2.(c)(i)
of your Change In Control Agreement (Attachment II), you shall be entitled to a short term
incentive award for this period pursuant to the terms of the incentive plan with respect
to which such award is issued (Novelis Annual Incentive Plan 2007 -2008 is attached as
Attachment VII). The amount of this award will be inclusive of the one time payment
covered in section (i) below.f)
    
    Tax preparation services: Novelis will provide tax preparation services for the 2007
and 2008 tax years.g)
    
    Separation and Release Agreement: As articulated within the Change In Control
Agreement, the company has prepared the Separation and Release Agreement that is attached
as Attachment Xand it updates Attachment IV, Attachment VIII(red-lined version) and
Attachment IX(clean version).h)
    
    Tax Reimbursement  Gross-Up Payment: Attachment XIis the calculation document
reflecting Noveliss contractual requirements under section 3 (c) of the Change In Control
Agreement, pertaining to the amount of excise tax to be imposed by Section 4999, if any,
and gross-up as determined under Section 280.i)
    
    One Time Payment. The company will provide you with a taxable one time payment of
$50,000, payable by Novelis as soon as is practicable after January 1, 2008 provided you
have executed and have not revoked the Separation and Release Agreement, covering
additional consideration for a release, including but not limited to the 2007 STI
referenced in section (e), reimbursement for certain legal fees, 409A tax consultation
services and similar release-related items. This payment will address all other potential
requests for reimbursement associated with Separation and is reflected as consideration
cited in section 4 (f) of the Separation and Release Agreement Attachment X.
 Attachment X
 Yours truly,/s/ Robert VirtueRobert VirtueVP Human ResourcesAccepted and Agreed:/s/ David Godsell November 12, 2007David
Godsell                           Date: