Exhibit 13




FINANCIAL REVIEW
(dollars in millions, except share amounts and ingot prices)

FIVE-YEAR SELECTED FINANCIAL DATA                       1994              1993            1992            1991            1990
- --------------------------------------------------------------------------------------------------------------------------------

                                                                                                     
Sales and operating revenues                       $ 9,904.3         $ 9,055.9       $ 9,491.5       $ 9,884.1      $ 10,710.2
Income before extraordinary loss and
  accounting changes*                                  443.1               4.8            22.4            62.7           295.2
Extraordinary loss and accounting changes              (67.9)                -        (1,161.6)              -               -
Net income (loss)*                                     375.2               4.8        (1,139.2)           62.7           295.2
  Per common share^
    Before extraordinary loss and accounting
      changes                                           2.48               .02             .12             .36            1.70
    Net income                                          2.10               .02           (6.70)            .36            1.70
- --------------------------------------------------------------------------------------------------------------------------------
Alcoa's average realized price per pound for
  aluminum ingot                                         .64               .56             .59             .67             .75
Average U.S. market price per pound for
  aluminum ingot (Metals Week)                           .71               .53             .58             .59             .74
- -----------------------------------------------------------------------------------------------------------------------------------
Cash dividends declared per common share^                .80               .80             .80             .89            1.53
Total assets                                        12,353.2          11,596.9        11,023.1        11,178.4        11,413.2
Long-term debt (noncurrent)                          1,029.8           1,432.5           855.3         1,130.8         1,295.3
- -----------------------------------------------------------------------------------------------------------------------------------
<FN>
* Includes net charges of $50.0, or 28 cents per common share, in 1994; $74.5,
  or 43 cents per share, in 1993; $173.9, or $1.02 per share, in 1992; $217.0,
  or $1.28 per share, in 1991; and $275.0, or $1.60 per share, in 1990. Also
  included in 1994 is a gain of $300.2, or $1.69 per share.
^ All per share amounts have been restated to reflect the two-for-one stock
  split in February 1995.


RESULTS OF OPERATIONS

EARNINGS SUMMARY

Earnings for the year, before unusual items, were $193 compared 
with $79 in 1993. Total revenues of $9,904 were $848 higher than 
those for the previous year. Most of the revenue increase was from 
a higher-value aluminum product mix and higher shipments of 
nonaluminum products, partially offset by lower prices for a 
number of products.
  Gross margin (sales and operating revenues less cost of goods 
sold) was up $190 from 1993. The increase was helped by the higher 
revenues and improved cost performance. Margin was unfavorably 
affected by higher purchased metal and other raw material costs.
  The following table summarizes Alcoa's results adjusted for 
unusual items described later in this discussion.




                                      1994            1993            1992
- ------------------------------------------------------------------------------
                                                       
Net income (loss)                  $ 375.2           $ 4.8      $ (1,139.2)
Significant unusual items:
 Gain from Alcoa/ WMC
   transaction                      (300.2)              -               -
 Special charges, net                 50.0            74.5           173.9
 Extraordinary loss                   67.9               -            50.2
 Accounting changes, net                 -               -         1,111.4
- ------------------------------------------------------------------------------
Adjusted net income                $ 192.9          $ 79.3         $ 196.3
- ------------------------------------------------------------------------------
  

The year-to-year comparisons in the discussion that follows on 
geographic and segment information also exclude the unusual items.

GEOGRAPHIC AND SEGMENT INFORMATION

Operating profit in 1994 was $513 compared with $351 in 1993 and 
$533 in 1992. Operating profit, for geographic and segment 
purposes, consists of sales and operating revenues less operating 
expenses--except interest expense, nonoperating income, income 
taxes and minority interests. See Note P to the financial 
statements for additional geographic and segment information.

OPERATIONS BY GEOGRAPHIC AREA

USA--Revenues of $5,574 were up 6% from 1993 after a decline of 
7% in 1993 from 1992. Most of the recovery in revenues was due 
to higher fabricated products shipments. Prices for these 
products continued to be weak. Revenues were also negatively 
affected by lower shipments of aluminum ingot due to the idling 
of 410,000 metric tons (mt) of U.S. smelting capacity that began 
in 1993. Although the average ingot price rose 13% from 1993, 
lower ingot shipments more than offset that benefit and ingot 
revenues fell 23%.
  U.S. operations had an operating loss in 1994 of $65 compared 
with a loss of $193 in 1993 and a profit of $55 in 1992. The 
improvement from 1993 is principally reflected in building 
products, forged products and commercial rolled products.

PACIFIC--Revenues of $1,670 in 1994 were down 5% from 1993. The 
Pacific area principally reflects the activities of Alcoa of 
Australia (AofA). The decline in revenues was mainly due to a 
10% drop in prices for alumina, and lower shipments of aluminum 
ingot resulting from production cutbacks at AofA smelters. 
Operating profit in 1994 was $291 compared with $399 in 1993 and
$298 in 1992. The lower profit reflects the effects of the 
decline in alumina prices.

OTHER AMERICAS--Revenues of $1,362 in 1994 jumped 44% from 1993. 
Alcoa Aluminio (Aluminio) in Brazil benefited from higher 
shipments and prices in virtually all of its product lines. 
Shipments and prices of closures, particularly in the Mexican 
operations, also improved. With these benefits plus improved 
performance, operating profit reached $239 in 1994 compared with
$139 in 1993 and $91 in 1992.

                            18


EUROPE--Revenues of $1,298 in 1994 improved by 21% over those in 
1993. Operating profit in 1994 reached $48 compared with $6 in 
1993 and $90 in 1992. The most significant improvements in both 
revenues and profits came from Alcoa's operations in Hungary and 
in the Netherlands. Alcoa-Kofem, located in Hungary, benefited 
from higher fabricated products sales and significantly greater 
plant utilization.

OPERATIONS BY SEGMENT

Alcoa's integrated operations consist of three segments: Alumina 
and Chemicals, Aluminum Processing, and Non-Aluminum Products.

I. ALUMINA AND CHEMICALS SEGMENT




                                      1994            1993            1992
- ------------------------------------------------------------------------------
                                                          
Revenues                           $ 1,508         $ 1,437         $ 1,422
Operating profit                       277             373             278
- ------------------------------------------------------------------------------
  

Approximately two-thirds of the revenues from this segment are 
from sales of alumina. An oversupply of alumina that began in 
1992 continued into 1994. With this overhang and smelter 
cutbacks worldwide, prices for alumina fell 16% in 1992, dropped 
slightly in 1993, and declined 12% in 1994.
  Alumina shipments rose 12% from 1993, following an 8% increase 
from 1992 to 1993. Part of the increase was due to full 
utilization of AofA's Wagerup refinery expansion. Revenues, on 
the other hand, were flat, as the additional volume just about 
offset lower prices. Revenues in 1993 were up 8% from 1992 
because of higher volume.
  Revenues from alumina-based chemical products were 13% 
higher than in 1993. Higher volumes in the U.S. and Brazilian 
markets more than offset continued pressure on prices in the 
European market. Revenues in 1993 fell 10% from 1992 due 
primarily to lower demand and prices in the U.S. and Europe.
  Operating profit of $277 for this segment was down $96 from 
1993. The chemicals businesses showed about an 8% improvement. 
However, the alumina businesses were unfavorably affected by 
lower prices that more than offset lower unit production costs.

 II. ALUMINUM PROCESSING SEGMENT




                                      1994            1993            1992
- ------------------------------------------------------------------------------
                                                            
Total aluminum shipments (000
  mt)                                2,551           2,580           2,797
Revenues                           $ 6,477         $ 5,974         $ 6,517
Operating profit (loss)                145             (21)            289
- ------------------------------------------------------------------------------
  

Total aluminum shipments in 1994 were down slightly from 1993 
after falling 8% from 1992 to 1993. The declines were mostly 
from aluminum ingot, which reflects the shutdown of 24% of the 
company's smelting capacity.
  Total revenues from this segment rose 8% from 1993 on higher 
sales of engineered and flat-rolled products. This segment had 
an operating profit of $145 in 1994 after sustaining a loss of 
$21 in 1993. Factors contributing to the improvement include a 
higher-value product mix, cost reductions--including lower 
smelting costs--and the higher revenues. These were partially 
offset by lower prices for rigid container sheet (RCS) for 
beverage cans and higher cost of purchased metal. The loss in 
1993 was mainly in packaging and aerospace markets, and from 
aluminum ingot operations. This segment's shipments and 
revenues are made up of the following product classes:




PRODUCT CLASSES                       1994            1993            1992
- ------------------------------------------------------------------------------
                                                            
Shipments (000 metric tons)
 Flat-rolled products                1,381           1,271           1,323
 Engineered products                   433             379             353
 Aluminum ingot                        655             841           1,023
 Other aluminum products                82              89              98
- ------------------------------------------------------------------------------
 Total shipments                     2,551           2,580           2,797
- ------------------------------------------------------------------------------
Revenues
 Flat-rolled products              $ 3,201         $ 2,974         $ 3,189
 Engineered products                 1,882           1,528           1,527
 Aluminum ingot                        920           1,042           1,336
 Other aluminum products               473             430             465
- ------------------------------------------------------------------------------
 Total revenues                    $ 6,476         $ 5,974         $ 6,517
- ------------------------------------------------------------------------------


                            19


FLAT-ROLLED PRODUCTS--A significant portion of the shipments and 
revenues in this product class comes from the sale of RCS.  In 
1993, Alcoa experienced severe competition for RCS market share. 
As a result, RCS prices fell 9% from their 1992 level and 
declined 2% in 1994. Higher demand for RCS in 1994 resulted in 
a 2% increase in shipments from the year earlier. Revenues,
however, stayed about even.
  Sheet and plate shipments, serving the aerospace and commer-
cial products markets, were up 31% over 1993 despite continuing 
weakness in the aerospace sector. In both 1994 and 1993, 
shipments to aerospace customers were down but were more than 
offset by higher commercial products sales. Revenues for sheet
and plate were up 21% from 1993, due mostly to the higher volume 
of commercial products.

ENGINEERED PRODUCTS--The products in this class include extru-
sions used principally in the transportation and construction 
markets, forgings and wheels, wire, rod and bar, and automobile 
bumpers. Total shipments of engineered products were up 14% from 
1993 and revenues rose 23%. This compares with a 7% rise in 
shipments in 1993 from 1992 while revenues were about the same.
  Shipments of extrusions were 17% higher than in 1993 and 
revenues rose 22%. Approximately one-half of 1994 revenues for 
this product came from Europe and Brazil. In 1993, shipments 
of extrusions were down 12% from 1992 while revenues fell 19%, 
reflecting the weak aerospace market and declining prices.
  Shipments of forged wheels for the transportation market 
climbed 39% in 1994 with a similar increase in revenues. These 
dramatic increases followed a 27% increase in shipments from 
1992 to 1993 and a 31% increase in revenues.
  Shipments of aluminum products for the U.S. building and 
construction market rose 27% in 1994; revenues were up 24%.

ALUMINUM INGOT--Alcoa's smelters operated at approximately 80% 
of worldwide rated capacity during 1994 as 450,000 mt of 
capacity was idled due to the oversupply of aluminum ingot on 
world markets during the last several years. As a result, 
ingot shipments in 1994 were 22% lower than in 1993. Shipments 
in 1993 fell 18% from 1992. The average U.S. market price for 
ingot, which was 58 cents per pound in 1992, fell to 53 cents 
in 1993. As world inventories declined during 1994, ingot 
prices began to recover and the average U.S. price rose to 71 
cents per pound. The price in early 1995 has further risen to 
the high 80 cent range.
  Alcoa's average realized price for ingot in 1994 was 64 cents 
compared with 56 cents in 1993. Ingot revenues in 1994 were 
down 12% from 1993 after falling 22% in 1993 from 1992. 
Partially offsetting lower volumes and prices in the U.S. and 
Australia during 1994 were higher ingot shipments and prices at
Aluminio.

OTHER ALUMINUM PRODUCTS--Shipments of these products, which are 
principally scrap and aluminum closures, were down 8% from 1993, 
mostly due to lower scrap sales. Revenues, however, rose 10% on 
the strength of higher prices for scrap. In 1993, shipments of 
other aluminum products were down 9% from 1992 while revenues 
declined 8%.

III. NON-ALUMINUM PRODUCTS SEGMENT




                                      1994            1993            1992
- ------------------------------------------------------------------------------
                                                          
Revenues                           $ 1,919         $ 1,646         $ 1,553
Operating profit (loss)                 91               5             (31)
- ------------------------------------------------------------------------------


  Revenues from this segment were up 17% in 1994 following a 6% 
increase in 1993. Operating profit of $91 rose $86 from 1993. 
Revenues from packaging, retail and copper conductor products 
for Aluminio were up 66%.  Alcoa Fujikura benefited from strong 
automobile sales in 1994; its revenues rose 17%, principally 
from automobile wire harness sales. Alcoa Electronic Packaging
increased its revenues by over 200% from 1993 with greater plant 
utilization and higher demand for electronic components. Plastic 
closures revenues in Latin American markets jumped 27%. Alcoa is 
a leading supplier worldwide of both plastic and aluminum 
closures. Nonaluminum building products revenues rose 14%.

GAIN FROM ALCOA/WMC Transaction

In December 1994, Alcoa recorded a gain of $400.2 ($300.2 after-
tax) from the acquisition by Western Mining Corporation Holdings 
Limited (WMC), located in Melbourne, Australia, of a 40% 
interest in Alcoa's worldwide bauxite, alumina and inorganic 
chemicals businesses. As part of the agreement, Alcoa acquired 
an additional 9% interest in AofA, bringing its total interest 
in that company to 60%. An additional cash payment may be made 
by WMC in the year 2000 if certain financial performance 
targets of the alumina chemicals businesses are met. See 
Note C for additional information about this transaction.

SPECIAL ITEMS

Included in income from operations in 1994 is a charge of $79.7 
($50.0 after-tax) from closing a forgings and extrusion plant 
in Vernon, California. The charge included $32.8 for asset 
write-offs and $46.9 related primarily to severance costs.
  Special charges of $150.8 in 1993 ($98.0 after-tax) included 
$134.1 for severance costs associated with permanent reductions 
of hourly paid and salaried employees, mainly in the company's 
U.S. aluminum operations. The remaining $16.7 was associated 
with closing certain businesses at several plants, including the 
manufacture of aluminum rod at Rockdale, Texas. There was also a 
credit of $35.4 related to tax rate reductions, partially offset 
by an $11.9 charge for new three-year labor agreements.
  The 1992 special charges of $251.6 ($173.9 after-tax) 
consisted of $95.7 for redundancies and $155.9 for asset dispo-
sitions. The dispositions included the shutdown of a facility in 
South Bend, Indiana and impairment of Alcoa Composites, Inc.

                            20


EXTRAORDINARY LOSSES

The extraordinary losses in 1994 and 1992 of $67.9 and $50.2, 
respectively, were from the early retirements of 7% discount 
debentures that carried effective interest rates through 
maturities in 2011 and 1996 of 14.7%. The losses were the 
unamortized portions of the original discounts that would have
been paid at the time the debt matured.

COSTS AND OTHER INCOME

COST OF GOODS SOLD--Cost of goods sold in 1994 rose $659, or 
9% from 1993. The major contributors were:
- -A higher-cost product mix      $350
- -Higher volume                   265
- -Higher prices for purchased
 metal and other raw materials   215

  These were partially offset by:
- -Operating performance
 and efficiencies                160

Cost of goods sold in 1993 was $152 lower than in 1992 
principally because of lower volume--$275; operating perfor-
mance--$110; and lower purchased metal costs--$57. These were 
partially offset by costs associated with new subsidiaries of 
$181 and inventory profits in 1992 of $76.

SELLING AND GENERAL ADMINISTRATIVE EXPENSES--These expenses 
rose 5% during 1994 and primarily reflect higher commissions 
and compensation costs. Selling and administrative expenses 
as a percent of sales was 6.4% in 1994, 6.7% in 1993 and 6.2% 
in 1992.

INTEREST EXPENSE--Interest expense was up $19 from 1993 
primarily because of higher borrowings by Aluminio, higher 
short-term interest rates and higher average commercial paper 
outstanding during most of the year. These were partially 
offset by the favorable effects of early redemption in 1994 of 
high-cost debentures. At the end of 1994, there were no U.S. 
commercial paper borrowings outstanding. Comparing 1993 with 
1992, an $18 decline in interest costs reflects lower rates and 
the payment in 1992 of high-cost discount debentures.

INCOME TAXES--Taxes on income in 1994 were $219, for an 
effective tax rate for the year of 26.7%. The difference 
between this rate and the U.S. statutory rate of 35% is mostly 
due to a portion of the gain on the Alcoa/WMC transaction being 
nontaxable.
  The provision for income taxes in 1993 resulted in a tax 
benefit of $10 compared with a tax cost of $132 in 1992. Besides 
the effect of a lower level of pretax income in 1993, the 
difference included the effects of a change in Australia's tax 
rate from 39% to 33% in 1993. This resulted in a $65 reduction
to AofA's taxes. In addition, the U.S. tax rate increased from 
34% to 35% in 1993. Although the rate increased, Alcoa 
benefited by a one-time credit of $10 because of its net 
deferred tax assets in the U.S.

OTHER INCOME/FOREIGN CURRENCY--Included in other income are 
translation and exchange gains (losses) of $(10.3) in 1994, 
$14.6 in 1993 and $(25.5) in 1992. In 1994 there were 
unfavorable variances at operations in Germany and Australia; 
and in Mexico, the peso was devalued in December. The favorable
change in 1993 from 1992 was mainly at AofA where the exchange 
rate moved from 78 cents to 68 cents, and at Suralco, which was 
affected by a significant devaluation of the Suriname guilder 
late in 1993. At the time of the devaluation, Suralco was in a 
net monetary liability position.
  The effect on net income from translation and exchange gains 
(losses), after taxes and minority interests, was $(9.6) in 
1994, $9.0 in 1993 and $(11.1) in 1992.

                            21


RISK FACTORS

In addition to the risks inherent in Alcoa's worldwide business 
and operations, the company is exposed generally to market, 
financial, political, and economic risks.

COMMODITY RISKS--Alcoa is a leading global producer of aluminum 
ingot and aluminum fabricated products. Aluminum ingot is an 
internationally priced, sourced and traded commodity. The 
principal trading market for ingot is the London Metal Exchange 
(LME). Alcoa participates in this market by buying and selling 
forward portions of its aluminum requirements and output.
  In 1993, when world metal prices reached an all-time low, 
Alcoa temporarily idled 310,000 mt of its primary aluminum 
production. Further reductions in early 1994 brought Alcoa's 
total worldwide idled capacity to 450,000 mt.
  For purposes of risk assessment, Alcoa divides its operations 
into four regions: U.S., Pacific, Other Americas and Europe. 
The Pacific, principally Australia, and the Other Americas, 
principally Brazil, are in net long metal positions, and from 
time to time, may sell production forward. Europe has no 
smelting operations controlled by Alcoa, and accordingly, is 
net short and may purchase forward positions from time to time. 
At the present time, forward purchases activity within the 
latter three regions is not material.
  In 1994 the company had entered into longer-term contracts 
with a variety of customers in the U.S. for the supply of 
approximately 1,500,000 mt of aluminum products over the next 
several years. As a hedge against the economic risk of higher 
prices for metal needs associated with these contracts, Alcoa 
entered into long positions using principally futures and 
option contracts. At December 31, 1994, these contracts totaled 
approximately 1,400,000 mt. The contracts limit the unfavorable 
effect of price increases on metal purchases and likewise limit
the favorable effect from price declines. The futures and option 
contracts are with creditworthy counterparties and are further 
supported by cash, treasury bills or irrevocable letters of 
credit issued by carefully chosen banks, as appropriate.
  For financial accounting purposes, the gains and losses on 
the hedging contracts are reflected in earnings concurrent with 
the hedged costs. The cash flows from these contracts are 
classified in a manner consistent with the underlying nature of 
the transactions.
  The volatility of aluminum market prices can produce signifi-
cant fluctuations in the periodic mark-to-market measurement of 
the futures and option contracts. Focusing only on that 
valuation is meaningless because the effect of price changes on 
future hedged metal purchases will approximately equal and 
offset the mark-to-market valuation of the contract position. 
Alcoa intends to close out the hedging contracts at the time 
it purchases the metal from third parties, thus creating the 
right economic match both in time and price. The deferred gains 
on the hedging contracts at December 31, 1994 are expected to 
offset the increase in the price of the purchased metal.
  The expiration dates of the call options and the delivery 
dates of the futures contracts do not always coincide exactly 
with the dates on which Alcoa is required to purchase metal in 
order to perform under its customer agreements.
  Accordingly, the company anticipates rolling forward some of 
its futures and option positions. This may result in signifi-
cant cash inflows if the hedging contracts are "in-the-money" 
at the time they are rolled forward. Conversely, there could be 
significant cash outflows if metal prices fall below the price
of contracts being rolled forward.
  In late 1994 Alcoa implemented a program to protect the 
unrealized gains that result from the increase in metal prices. 
Approximately 10% of its hedge position was protected at the 
end of 1994 through the purchase of options from highly rated 
financial institutions. The maximum risk on the option contracts
is the premiums paid.
  In addition, Alcoa had 14,000 mt of LME contracts outstanding 
at year-end 1994 that cover fixed-price commitments to supply 
customers with metal from internal sources. Accounting 
convention requires that these contracts be marked-to-market.
  Alcoa purchases other commodities, such as natural gas and 
copper, for its operations and enters into contracts to 
eliminate volatility in the prices of such products. None of 
these contracts are material.

FINANCIAL RISK--Alcoa is subject to exposure to fluctuations 
in foreign currencies. As a matter of policy, Alcoa enters into 
foreign currency exchange contracts, including forwards and 
options, to manage its transactional exposure to changes in 
currency exchange rates.
  To keep financing costs as low as possible, Alcoa uses 
interest rate swaps to maintain a balance between fixed and 
floating rate debt.

                            22


RISK MANAGEMENT--All of the aluminum and other commodity 
contracts, as well as the various types of financial instru-
ments, are straightforward. They are primarily entered into 
for the purpose of removing uncertainty and volatility, and 
principally cover underlying exposures. Alcoa's commodity and 
derivative activities are subject to the management, direction 
and control of its Strategic Risk Management Committee. The 
committee is composed of the Chief Executive Officer, the Chief 
Financial Officer and other officers and employees that the 
Chief Executive Officer may select from time to time. The 
committee reports to the Board of Directors at each meeting on 
the scope of Alcoa's activities and programs.
  In 1994 Alcoa tested its policies regarding its derivatives 
and commodities trading activities against the recommendations 
of the "Group of 30." A clarified policy was approved by the 
Board. The "Group of 30" was a global derivatives study group 
formed to help dealers and users better manage risks and issues 
associated with derivative activities. It was composed of 
worldwide industry representatives, bankers, central bankers 
and academics whose recommendations included issues related 
to the role of senior management (including the board of 
directors), authorization, control and disclosure of deriva-
tives. For additional information on financial instruments, 
see Note R.

ENVIRONMENTAL MATTERS

Alcoa participates in environmental assessments and cleanups at 
a number of locations, including operating facilities and 
adjoining property, at previously owned or operated facilities 
and at Superfund and other waste sites. Alcoa records a 
liability for environmental remediation costs or damages when a 
cleanup program becomes probable and the costs or damages can
be reasonably estimated. See Note A for additional information.
  As assessments and cleanups proceed, the liability is adjusted 
based on progress in determining the extent of remedial actions 
and related costs and damages. The liability can change substan-
tially due to factors such as the nature and extent of conta-
mination, changes in remedial requirements and technological 
changes.
  For example, there are certain matters, including several 
related to alleged natural resource damage or alleged off-site 
contaminated sediments, where investigations are ongoing. It is 
not possible to determine the outcomes or to estimate with any 
degree of certainty the ranges of potential costs for these 
matters.
  Alcoa's remediation reserve balance at the end of 1994 was 
$329 and reflects the most probable costs to remediate identi-
fied environmental conditions for which costs can be reasonably 
estimated. About 28% of this balance relates to Alcoa's Massena, 
New York plant site. Remediation costs charged to the reserve
were $79 in 1994, $71 in 1993 and $102 in 1992. They include 
expenditures currently mandated as well as those not required by 
any regulatory authority or third parties.
  Included in annual operating expenses are the recurring costs 
of managing hazardous substances and pollution. Such costs are 
estimated to be about 2% of cost of goods sold in 1994 and 
1 1/2% in 1993 and 1992.

                            23


LIQUIDITY AND CAPITAL RESOURCES

CASH FROM OPERATIONS

Cash from operations was $1,394 in 1994 compared with $535 in 
1993. Among the factors that accounted for the increase in 1994 
over 1993 was a higher level of operating income in 1994. 
Additionally, working capital provided cash in 1994 by 
reductions in inventories and other current assets and an 
increase in accounts payable. These were partially offset by 
higher accounts receivable. In 1993 just the opposite occurred.
  Cash outlays for the 1992-1994 special items related to 
severance costs consist of salary continuation payments for up 
to two years, and pension and medical costs to be paid over the 
lives of the employees. The latter represents about 45% of the 
total severance costs.

FINANCING ACTIVITIES

Financing activities resulted in a net cash outflow of $825 in 
1994. In 1993 there was a cash inflow of $386. In 1994 the 
company paid off early its 7% discount debentures due 2011 that 
had a face value of $225 and an effective interest rate of 
14.7%. The unamortized discount was $108 at the time of 
redemption. Proceeds from issuance in February 1994 of $250 of 
5.75% notes due 2001 were used to redeem the 7% debentures.
  Alcoa's U.S. commercial paper borrowings, which had an 
outstanding balance at the end of 1993 of $337, were also 
liquidated in 1994. AofA also significantly reduced its 
outstanding commercial paper balance in 1994. Short-term debt 
was reduced by $105 in 1994 compared with an increase of $68 in
1993.
  Debt as a percent of invested capital was 15% at the end of 
1994 compared with 22% and 15% at the end of 1993 and 1992, 
respectively.
  In July 1994, Alcoa entered into a one billion dollar, five-
year revolving credit facility with a group of international 
banks, replacing the previous $750 facility. The new arrangement 
will be used to back the issuance of commercial paper.
  Dividends paid to shareholders were $144 in 1994 compared with 
$142 in 1993 and $139 in 1992. In November 1994, Alcoa's Board 
declared a two-for-one stock split distributable on February 25, 
1995. The Board also approved two changes in the company's 
common stock dividend policy: an increase in the base quarterly 
dividend and a change in the payment schedule for the extra 
dividend above the base dividend. The base quarterly dividend 
was increased from 20 cents to 22.5 cents per common share. The 
extra dividend payment of 30% of Alcoa's annual earnings in 
excess of $3.00 per share will be paid in the following year in 
equal quarterly installments with the base quarterly dividend 
instead of in a single payment.
  Dividends paid to minority interests of $148 in 1994 included 
$86 paid by AofA and $19 paid by Aluminio. In 1993, such 
dividends totaled $159, including $126 and $18 paid by AofA and 
Aluminio, respectively.

INVESTING ACTIVITIES

Cash used for investing activities in 1994 amounted to $375 
compared with $1,050 in 1993. In both years, the most signifi-
cant outlay was for capital expenditures. Spending for capital 
projects in 1994 was $612, down $145 from 1993 and reflects 
continued focus on improving manufacturing processes with a 
minimum of capital spending. More than one-half of the expendi-
tures were for sustaining activities.
  Capital expenditures for new and expanded facilities for 
environmental control in ongoing operations were $45 in 1994, 
$76 in 1993 and $75 in 1992.
  Cash inflows from investing activities in 1994 consisted 
mainly of liquidating short-term investments, primarily at 
AofA. AofA used the proceeds to pay down its commercial paper 
borrowings. Additionally, Alcoa received a partial payment from 
the Alcoa/WMC transaction of $68. Additional net proceeds of 
$367 related to this transaction were received in early January 
1995.

                            24


INDEPENDENT AUDITOR'S REPORT

To the Shareholders and Board of Directors Aluminum Company 
of America (Alcoa)

We have audited the accompanying consolidated balance sheet of 
Alcoa as of December 31, 1994 and 1993, and the related state-
ments of consolidated income, shareholders' equity and 
consolidated cash flows for each of the three years in the 
period ended December 31, 1994. These financial statements are 
the responsibility of Alcoa's management. Our responsibility is 
to express an opinion on these financial statements based on 
our audits.
  We conducted our audits in accordance with generally accepted 
auditing standards. Those standards require that we plan and 
perform the audit to obtain reasonable assurance about whether 
the financial statements are free of material misstatement. 
An audit includes examining, on a test basis, evidence 
supporting the amounts and disclosures in the financial 
statements. An audit also includes assessing the accounting 
principles used and significant estimates made by management, 
as well as evaluating the overall financial statement presen-
tation. We believe that our audits provide a reasonable basis
for our opinion.
  In our opinion, the financial statements referred to above 
present fairly, in all material respects, the consolidated 
financial position of Alcoa at December 31, 1994 and 1993, and 
the consolidated results of its operations and its cash flows 
for each of the three years in the period ended December 31,
1994 in conformity with generally accepted accounting 
principles.
  As discussed in Notes S and V to the consolidated financial 
statements, Alcoa changed its methods of accounting for income 
taxes and postretirement benefits other than pensions in 1992.

/s/  Coopers & Lybrand L.L.P.
     COOPERS & LYBRAND L.L.P.

600 Grant St., Pittsburgh, Pa.
January 11, 1995

                            25


                                                        
                                                        

STATEMENT OF CONSOLIDATED INCOME
                                                        Alcoa and subsidiaries

For the year ended December 31                 1994        1993        1992
- ------------------------------------------------------------------------------
(in millions, except share amounts)

                                                                   
REVENUES
Sales and operating revenues (P)          $ 9,904.3   $ 9,055.9   $ 9,491.5
Gain from Alcoa/WMC transaction (C)           400.2           -           -
Other income, principally interest             87.0        93.0        96.9
- ------------------------------------------------------------------------------
                                           10,391.5     9,148.9     9,588.4
- ------------------------------------------------------------------------------
COSTS AND EXPENSES
Cost of goods sold and operating
  expenses                                  7,845.7     7,187.0     7,339.1
Selling, general administrative and
  other expenses                              632.7       603.6       586.8
Research and development expenses             125.8       130.4       212.2
Provision for depreciation, depletion
  and amortization                            671.3       692.6       682.4
Interest expense (N)                          106.7        87.8       105.4
Taxes other than payroll and severance
  taxes                                       107.1       105.6       112.3
Special items (D)                              79.7       150.8       251.6
- ------------------------------------------------------------------------------
                                            9,569.0     8,957.8     9,289.8
- ------------------------------------------------------------------------------
EARNINGS
  Income before taxes on income               822.5       191.1       298.6
Provision (credit) for taxes on income
  (S)                                         219.2       (10.3)      132.3
- ------------------------------------------------------------------------------
  Income from operations                      603.3       201.4       166.3
Minority interests (K)                       (160.2)     (196.6)     (143.9)
- ------------------------------------------------------------------------------
  Income before extraordinary loss and
    accounting changes                        443.1         4.8        22.4
Extraordinary loss on debt prepayments,
  net of tax benefits of $40.4 in 1994
  and $25.8 in 1992 (D)                       (67.9)          -       (50.2)
Cumulative effect of accounting changes
  for:
  Postretirement benefits, net of $667.2
    tax benefit (V)                               -           -    (1,166.4)
  Income taxes (S)                                -           -        55.0
- ------------------------------------------------------------------------------
NET INCOME (LOSS)                           $ 375.2       $ 4.8  $ (1,139.2)
- ------------------------------------------------------------------------------
EARNINGS (LOSS) PER COMMON SHARE: 
  (B and L)
  Before extraordinary loss and
    accounting changes                       $ 2.48       $ .02       $ .12
  Extraordinary loss                           (.38)          -        (.30)
  Accounting changes:
    Postretirement benefits                       -           -       (6.85)
    Income taxes                                  -           -         .33
- ------------------------------------------------------------------------------
Earnings (Loss) per common share             $ 2.10       $ .02     $ (6.70)
- ------------------------------------------------------------------------------
The accompanying notes are an integral part of the financial statements.





                            26


CONSOLIDATED BALANCE SHEET
                                                        Alcoa and subsidiaries

December 31                                          1994            1993
- ------------------------------------------------------------------------------
(in millions)

                                                            
ASSETS
Current assets:
  Cash and cash equivalents (includes cash
    of $177.5 in 1994 and $58.0 in 1993) (R
    and T)                                        $ 619.2         $ 411.7
  Short-term investments (R)                          5.5           243.6
  Receivables from customers, less
    allowances: 1994-$37.4; 1993-$33.2            1,440.6         1,218.7
  Receivable from WMC, net (C)                      366.9               -
  Other receivables                                 182.5           211.3
  Inventories (E)                                 1,144.2         1,227.2
  Deferred income taxes                             235.6           103.2
  Prepaid expenses and other current assets         158.7           286.8
- ------------------------------------------------------------------------------
    Total current assets                          4,153.2         3,702.5
Properties, plants and equipment (F)              6,689.4         6,506.8
Other assets (G)                                  1,510.6         1,387.6
- ------------------------------------------------------------------------------
      TOTAL ASSETS                             $ 12,353.2      $ 11,596.9
- ------------------------------------------------------------------------------
LIABILITIES
Current liabilities:
  Short-term borrowings (weighted average
    rate 7.9% in 1994 and 5.8% in 1993) (R)       $ 261.9         $ 362.5
  Accounts payable, trade                           739.3           596.3
  Accrued compensation and retirement costs         363.9           288.0
  Taxes, including taxes on income                  393.0           364.3
  Provision for layoffs and impairments (D)          84.4           128.8
  Other current liabilities                         557.0           302.2
  Long-term debt due within one year                154.0            50.8
- ------------------------------------------------------------------------------
    Total current liabilities                     2,553.5         2,092.9
Long-term debt, less amount due within one
  year (H and R)                                  1,029.8         1,432.5
Accrued postretirement benefits (V)               1,850.5         1,845.2
Other noncurrent liabilities and deferred
  credits (I)                                     1,011.8         1,022.2
Deferred income taxes                               220.6           231.1
- ------------------------------------------------------------------------------
      Total liabilities                           6,666.2         6,623.9
- ------------------------------------------------------------------------------
MINORITY INTERESTS (A, C and K)                   1,687.8         1,389.2
- ------------------------------------------------------------------------------
Contingent liabilities (O)                              -               -

SHAREHOLDERS' EQUITY
Preferred stock (M)                                  55.8            55.8
Common stock (B and M)                              178.7            88.8
Additional capital (B)                              663.5           715.9
Translation adjustment (A)                          (68.6)         (188.5)
Retained earnings                                 3,173.9         2,946.1
Unfunded pension obligation                          (4.0)           (7.0)
Treasury stock, at cost                               (.1)          (27.3)
- ------------------------------------------------------------------------------
    Total shareholders' equity                    3,999.2         3,583.8
- ------------------------------------------------------------------------------
      TOTAL LIABILITIES AND EQUITY             $ 12,353.2      $ 11,596.9
- ------------------------------------------------------------------------------
The accompanying notes are an integral part of the financial statements.





                            27


STATEMENT OF CONSOLIDATED CASH FLOWS
                                                  Alcoa and subsidiaries

For the year ended December 31                 1994        1993        1992
- ------------------------------------------------------------------------------
(in millions)

                                                           
CASH FROM OPERATIONS
Net income (loss)                           $ 375.2       $ 4.8  $ (1,139.2)
Adjustments to reconcile net income
  (loss) to cash from operations:
  Depreciation, depletion and
    amortization                              688.8       711.1       710.1
  Gain from Alcoa/WMC transaction            (400.2)          -           -
  Reduction of assets to net realizable
    value                                      32.8        16.7       144.3
  Reduction in deferred income taxes          (55.6)     (124.5)      (88.0)
  Equity earnings before additional
    taxes, net of dividends                     5.1        11.7        14.8
  Provision for special items                  46.9       134.1       107.4
  Gains from investing activities             (10.3)       (1.3)       (7.2)
  Book value of asset disposals                47.4        20.8        15.3
  Accounting changes                              -           -     1,111.4
  Extraordinary loss                           67.9           -        50.2
  Minority interests                          160.2       196.6       143.9
  Other                                        (1.9)      (11.4)       53.9
  (Increase) reduction in receivables        (155.0)       15.6        84.5
  (Increase) reduction in inventories         115.8      (130.2)      166.7
  (Increase) reduction in prepaid
    expenses and other current assets         129.4      (152.2)       70.8
  Increase (reduction) in accounts
    payable and accrued expenses              336.6      (202.8)     (248.7)
  Increase (reduction) in taxes,
    including taxes on income                  (6.8)       (6.0)        (.6)
  Payment of amortized interest on deep
    discount debt                              (8.6)          -       (63.8)
  Net change in noncurrent assets and
    liabilities                                25.9        52.0        82.3
- ------------------------------------------------------------------------------
    CASH FROM OPERATIONS                    1,393.6       535.0     1,208.1
- ------------------------------------------------------------------------------
FINANCING ACTIVITIES
Net additions (reduction) to short-term
  borrowings                                 (104.9)       67.5       244.0
Common stock issued and treasury stock
  sold                                         61.7        17.7        36.2
Dividends paid to shareholders               (144.4)     (142.3)     (138.9)
Dividends paid to minority interests         (148.1)     (159.3)     (140.9)
Additions to long-term debt                   494.9       748.0       338.4
Payments on long-term debt                   (934.4)     (145.8)     (687.1)
Redemption of subsidiary preferred stock      (50.0)          -           -
- ------------------------------------------------------------------------------
    CASH FROM (USED FOR) FINANCING
      ACTIVITIES                             (825.2)      385.8      (348.3)
- ------------------------------------------------------------------------------
INVESTING ACTIVITIES
Capital expenditures                         (611.7)     (757.0)     (788.8)
Acquisitions, net of cash acquired             (9.6)      (16.3)       (7.7)
Sales of subsidiaries                             -           -        12.6
Additions to investments                      (21.2)       (5.9)     (127.1)
Sales of investments                              -          .3        50.5
Reductions in minority interests              (44.7)      (14.2)      (18.4)
Proceeds from Alcoa/WMC transaction            67.8           -           -
Short-term investments                        250.8      (243.6)          -
Other receipts                                 14.9         5.8         7.6
Other payments                                (21.2)      (19.5)      (21.4)
- ------------------------------------------------------------------------------
    CASH (USED FOR) INVESTING ACTIVITIES     (374.9)   (1,050.4)     (892.7)
- ------------------------------------------------------------------------------
    EFFECT OF EXCHANGE RATE CHANGES ON
      CASH                                     14.0        (6.9)      (44.7)
- ------------------------------------------------------------------------------
Net change in cash and cash equivalents       207.5      (136.5)      (77.6)
Cash and cash equivalents at beginning
  of year                                     411.7       548.2       625.8
- ------------------------------------------------------------------------------
    CASH AND CASH EQUIVALENTS AT YEAR-
      END                                   $ 619.2     $ 411.7     $ 548.2
- ------------------------------------------------------------------------------
The accompanying notes are an integral part of the financial statements.





                            28


STATEMENT OF SHAREHOLDERS' EQUITY
                                                        Alcoa and subsidiaries

                                                                                                 Unfunded
                               Preferred       Common    Additional   Translation   Retained      pension   Treasury  Shareholders'
December 31                        stock        stock       capital    adjustment   earnings   obligation      stock         equity
- -----------------------------------------------------------------------------------------------------------------------------------
(in millions, except share amounts)

                                                                                              
BALANCE AT END OF 1991           $ 55.8        $ 88.8       $ 713.8      $ (55.8)  $ 4,378.1           -    $ (243.3)  $ 4,937.4
Net loss-1992                                                                       (1,139.2)                           (1,139.2)
Cash dividends:
  Preferred @ $3.75 per
    share                                                                               (2.1)                               (2.1)
  Common @ $.80 per share                                                             (136.8)                             (136.8)
Stock issued: compensation
  plans                                                         1.2                    (10.7)                   45.7        36.2
Stock issued: debt
  conversions                                                                                                    1.0         1.0
Translation adjustments                                                    (92.2)                                          (92.2)
- -----------------------------------------------------------------------------------------------------------------------------------
BALANCE AT END OF 1992             55.8          88.8         715.0       (148.0)    3,089.3           -      (196.6)    3,604.3
Net income-1993                                                                          4.8                                 4.8
Cash dividends:
  Preferred @ $3.75 per
    share                                                                               (2.1)                               (2.1)
  Common @ $.80 per share                                                             (140.2)                             (140.2)
Stock issued: compensation
  plans                                                          .9                     (3.0)                   19.8        17.7
Stock issued: debt
  conversions                                                                           (2.7)                  149.5       146.8
Minimum pension liability
  adjustments                                                                                     $ (7.0)                   (7.0)
Translation adjustments                                                    (40.5)                                          (40.5)
- -----------------------------------------------------------------------------------------------------------------------------------
BALANCE AT END OF 1993             55.8          88.8         715.9       (188.5)    2,946.1        (7.0)      (27.3)    3,583.8
Net income-1994                                                                        375.2                               375.2
Cash dividends:
  Preferred @ $3.75 per
    share                                                                               (2.1)                               (2.1)
  Common @ $.80 per share                                                             (142.3)                             (142.3)
Two-for-one stock split                          89.3         (89.3)                                                           -
Stock issued: compensation
  plans                                            .6          36.9                     (3.0)                   27.2        61.7
Minimum pension liability
  adjustments                                                                                        3.0                     3.0
Translation adjustments                                                    119.9                                           119.9
- -----------------------------------------------------------------------------------------------------------------------------------
BALANCE AT END OF 1994           $ 55.8       $ 178.7       $ 663.5      $ (68.6)  $ 3,173.9      $ (4.0)      $ (.1)  $ 3,999.2
- -----------------------------------------------------------------------------------------------------------------------------------
SHARE ACTIVITY (B)                                                                                          Common Stock
                                                               ----------------------------------------------------------------
                                     Preferred stock                Issued               Treasury        Net outstanding
- -------------------------------------------------------------------------------------------------------------------------------
BALANCE AT END OF 1991                      557,649            177,608,440             (7,443,802)           170,164,638
Stock issued: compensation plans                                                        1,262,274              1,262,274
Stock issued: debt conversions                                                             32,256                 32,256
- -------------------------------------------------------------------------------------------------------------------------------
BALANCE AT END OF 1992                      557,649            177,608,440             (6,149,272)           171,459,168
Stock issued: compensation plans                                                          610,452                610,452
Stock issued: debt conversions                                                          4,652,936              4,652,936
- -------------------------------------------------------------------------------------------------------------------------------
BALANCE AT END OF 1993                      557,649            177,608,440               (885,884)           176,722,556
Stock issued: compensation plans                                 1,106,538                883,382              1,989,920
- -------------------------------------------------------------------------------------------------------------------------------
BALANCE AT END OF 1994                      557,649            178,714,978                 (2,502)           178,712,476
- -------------------------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of the financial statements.


                            29


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollars in millions, except share amounts)

A. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation. The consolidated financial state-
ments include the accounts of Alcoa and companies more than 
50% owned. Also included are joint ventures in which Alcoa has 
an undivided interest. Investments in other entities are 
accounted for principally on an equity basis.

Inventory Valuation. Inventories are carried at the lower of 
cost or market, with cost for a substantial portion of U.S. 
inventories determined under the last-in, first-out (LIFO) 
method. The cost of other inventories is principally 
determined under the average cost method.

Depreciation, Depletion and Amortization. Depreciation is 
recorded principally on the straight-line method at rates based 
on the estimated useful lives of the assets. The book value of 
obsolete assets is charged to depreciation expense when they are 
scrapped. Profits or losses from the sale of assets are included 
in other income. Repairs and maintenance are charged to expense 
as incurred.
  Depletion is taken over the periods the estimated mineral 
reserves are extracted.

Environmental Expenditures. Expenditures that relate to current 
operations are expensed or capitalized, as appropriate. Expen-
ditures that relate to an existing condition caused by past 
operations, and which do not contribute to future revenues, are 
expensed. Liabilities are recorded when remedial efforts are 
probable and the costs can be reasonably estimated. The 
liability for remediation expenditures may include, as appro-
priate, elements of costs such as site investigations, consul-
tants' fees, feasibility studies, outside contractor expenses 
and monitoring expenses. Estimates are not discounted, nor are 
claims for recovery recognized. The estimates also include costs
apportioned to other potentially responsible parties to the 
extent that Alcoa has reason to believe such parties will not 
fully pay their proportionate share. The liability is periodi-
cally reviewed and adjusted to reflect current remediation 
progress, prospective estimate of required activity, and other
factors that may be relevant, including changes in technology 
or regulations.

Interest Costs. Interest related to construction of qualifying 
assets is capitalized as part of construction costs.

Futures Contracts. Alcoa enters into forward and futures 
contracts to cover exposures for foreign exchange, interest 
rates and commodities that are primarily accounted for as hedges 
of its committed and, in some cases, anticipated revenues and 
costs. The gains and losses on these contracts are reflected in 
earnings concurrently with the hedged revenues or costs. The 
cash flows from these contracts are classified in a manner 
consistent with the underlying nature of the transactions.

Intangibles. The excess of purchase price over net tangible 
assets of businesses acquired is included in other assets in 
the consolidated balance sheets. It is Alcoa's policy to 
amortize intangibles on a straight-line basis over not more 
than forty years. The carrying value of intangibles is 
evaluated periodically in relation to the operating perfor-
mance and future undiscounted cash flows of the underlying 
businesses. Adjustments are made if the sum of expected future 
net cash flows is less than book value.

Foreign Currency. The local currency is the functional currency 
for Alcoa's significant operations outside the U.S., except in 
Brazil.  

Reclassification. Certain amounts in previously issued 
financial statements were reclassified to conform to 1994 
presentations.

B. COMMON STOCK SPLIT

On November 11, 1994, the Board of Directors declared a two-
for-one common stock split distributable on February 25, 1995 to 
shareholders of record at the close of business on February 3, 
1995. In this report, all per share amounts and numbers of 
shares have been restated to reflect the stock split. In 
addition, an amount equal to the one dollar par value of the 
shares outstanding at December 31, 1994 has been transferred 
from additional capital to common stock.

C. GAIN FROM ALCOA/WMC Transaction

In December 1994, Alcoa recorded a gain of $400.2 ($300.2 
after-tax) from the acquisition by Western Mining Corporation 
Holdings Limited (WMC), located in Melbourne, Australia, of a 
40% interest in Alcoa's worldwide bauxite, alumina and 
inorganic chemicals businesses. As part of the agreement, Alcoa
acquired an additional 9% interest in Alcoa of Australia, 
bringing its total interest in that company to 60%. An addi-
tional cash payment may be made by WMC in the year 2000 if 
certain financial performance targets of the chemicals 
businesses are met. Alcoa has indemnified WMC for certain 
preformation environmental and other liabilities.
  The significant effects of the transaction on the year-end 
balance sheet were increases of $68 in cash, $367 in net 
receivables and $202 in goodwill; offset by an increase in 
minority interests of $230. The net receivable was collected in 
early January 1995. If this transaction had occurred at the
beginning of 1994, net income for the year would not have been 
materially different.

D. SPECIAL AND EXTRAORDINARY ITEMS

Special items in 1994 consisted of a charge of $79.7 ($50.0 
after-tax) from closing a forgings and extrusion plant in 
Vernon, California. The charge included $32.8 for asset write-
offs and $46.9 primarily related to severance costs.
  Special items of $150.8 in 1993 ($98.0 after-tax and minority 
interests) included $134.1 for severance costs associated with 
permanent reductions of hourly paid and salaried employees, 

                            30


mainly in the company's U.S. aluminum operations. The remaining 
$16.7 was associated with closing certain businesses at several 
plants, including the manufacture of aluminum rod at the Rockdale,
Texas plant.
  Special items in 1992 totaling $251.6 ($173.9 after-tax and 
minority interests) consisted of $95.7 for redundancies and 
$155.9 for asset dispositions. The dispositions included the 
shutdown of a facility in South Bend, Ind. and impairment of 
Alcoa Composites, Inc.
  The extraordinary losses in 1994 and 1992 were from early 
redemption of 7% debentures due 2011 and 1996, respectively, 
that carried effective interest rates of 14.7%.

E. INVENTORIES





December 31                                 1994                1993
- ---------------------------------------------------------------------------
                                                     
Finished goods                           $ 249.6             $ 317.3
Work in process                            456.1               415.7
Bauxite and alumina                        195.2               165.9
Purchased raw materials                    131.0               188.2
Operating supplies                         112.3               140.1
- ---------------------------------------------------------------------------
                                       $ 1,144.2           $ 1,227.2
- ---------------------------------------------------------------------------


Approximately 55% of total inventories at December 31, 1994 
were valued on a LIFO basis. If valued on an average cost 
basis, total inventories would have been $691.9 and $623.9 
higher at the end of 1994 and 1993, respectively. During 1992 
certain LIFO inventory quantities were reduced and flowed 
through cost of goods sold at prior years' lower costs rather 
than at current costs. The effect of this reduction increased 
pretax income from operations by $49.9.

F. PROPERTIES, PLANTS AND EQUIPMENT, AT COST




December 31                                 1994                1993
- ---------------------------------------------------------------------------
                                                   
Land and land rights, including
  mines                                  $ 238.0             $ 229.0
Structures                               3,860.0             3,603.4
Machinery and equipment                 10,003.7             9,317.7
- ---------------------------------------------------------------------------
                                        14,101.7            13,150.1
Less, accumulated depreciation
  and depletion                          7,812.9             7,093.9
- ---------------------------------------------------------------------------
                                         6,288.8             6,056.2
Construction work in progress              400.6               450.6
- ---------------------------------------------------------------------------
                                       $ 6,689.4           $ 6,506.8
- ---------------------------------------------------------------------------


G. OTHER ASSETS




December 31                                 1994                1993
- ---------------------------------------------------------------------------
                                                     
Investments, principally equity
  investments                            $ 355.9             $ 322.2
Intangibles, net of accumulated
  amortization of $208.5 in 1994
  and $189.8 in 1993                       396.6               179.2
Noncurrent receivables                      67.6               218.9
Deferred income taxes                      364.6               431.5
Deferred charges and other                 325.9               235.8
- ---------------------------------------------------------------------------
                                       $ 1,510.6           $ 1,387.6
- ---------------------------------------------------------------------------


H. LONG-TERM DEBT




December 31                                 1994                1993
- ---------------------------------------------------------------------------
                                                     
U.S.
  4.625% Notes payable, due 1996         $ 175.0             $ 175.0
  5.75% Notes payable, due 2001            247.8                   -
  Bank loans 7.5 billion yen, due
    1999, (4.4% fixed rate)                 74.4                   -
  Discount debentures 7%, $225
    face amount, due 2011 (14.7%
    effective yield)                           -               117.3
  Commercial paper (3.6% average
    rate)                                      -               337.3
  Tax-exempt revenue bonds
    ranging from 3.7% to 7.5% due
    2000-2012                              132.7               133.5
Alcoa Aluminio
  Variable rate note due 1995-
    2001 (8.2% and 5.8% average
    rates)                                 322.6               328.7
Alcoa of Australia
  Euro-commercial paper, variable
    rate, due 1997 (3.9% and 3.4%
    average rates)                         150.0               302.0
Other subsidiaries                          81.3                89.5
- ---------------------------------------------------------------------------
                                         1,183.8             1,483.3
Less, amount due within one year           154.0                50.8
- ---------------------------------------------------------------------------
                                       $ 1,029.8           $ 1,432.5
- ---------------------------------------------------------------------------


The amount of long-term debt maturing in each of the next five 
years is $154.0 in 1995, $276.8 in 1996, $222.7 in 1997, $47.0 
in 1998 and $86.9 in 1999.
  Alcoa's Revolving Credit Agreement of $1,000 with a group of 
international banks matures in July 1999. Under the agreement, 
certain levels of consolidated net worth and working capital 
must be maintained while commercial paper balances are 
outstanding.
  The commercial paper issued by Alcoa and the Euro-commercial 
paper issued by Alcoa of Australia are classified as long-term 
debt since they are backed by long-term revolving credit 
agreements.

I. OTHER NONCURRENT LIABILITIES AND DEFERRED CREDITS




December 31                                 1994                1993
- ---------------------------------------------------------------------------
                                                     
On-site environmental remediation        $ 282.7             $ 348.0
Other noncurrent liabilities               511.3               437.1
Deferred credits                           217.8               237.1
- ---------------------------------------------------------------------------
                                       $ 1,011.8           $ 1,022.2
- ---------------------------------------------------------------------------


                            31


J. LEASE EXPENSE

Certain equipment, warehousing and office space, and ocean-
going vessels are under operating lease agreements. Total 
expense for all leases was $71.6 in 1994, $73.7 in 1993 and 
$74.8 in 1992. Under long-term operating leases, minimum annual 
rentals are $32.3 in 1995, $28.2 in 1996, $22.5 in 1997, $15.3
in 1998, $10.8 in 1999, and a total of $30.2 for 2000 and 
thereafter.

K. MINORITY INTERESTS

The following table summarizes the minority shareholders' 
interests in the equity of consolidated subsidiaries.




December 31                                 1994                1993
- ---------------------------------------------------------------------------
                                                     
Alcoa of Australia                       $ 588.1             $ 616.1
Alcoa International Holdings
  Company (AIHC)                           200.0               250.0
Alcoa Aluminio                             340.7               164.9
Alcoa Brazil Holdings Company
  (ABHC)                                       -               102.1
Alcoa Alumina and Chemicals                327.9                   -
Other majority-owned companies             231.1               256.1
- ---------------------------------------------------------------------------
                                       $ 1,687.8           $ 1,389.2
- ---------------------------------------------------------------------------


AIHC's minority interests consist of three series of preferred 
stock with a weighted average annual dividend rate of 4.2% for 
1994, 5.1% for 1993 and 6.7% for 1992.
  During 1994, the minority shareholder of ABHC exchanged its 
interest in ABHC for common shares of Alcoa Aluminio. Addi-
tionally, Alcoa Aluminio's minority shareholder converted 
$214.7 of preferred stock to common stock.
  Alcoa Alumina and Chemicals represents the primary entity 
formed by the Alcoa/WMC transaction.

L. EARNINGS PER COMMON SHARE

Primary earnings per common share are computed by subtracting 
annual preferred dividend requirements from net income, and 
dividing that amount by the weighted average number of common 
shares outstanding during each year. The average number of 
shares used to compute primary earnings per common share was
177,881,428 in 1994, 175,346,282 in 1993 and 170,948,178 in 
1992. Fully diluted earnings per common share are not stated 
since the dilution is not material.

M. PREFERRED AND COMMON STOCK

Preferred Stock. Alcoa has two classes of preferred stock. 
Serial preferred stock has 557,740 shares authorized, with a 
par value per share of $100 and an annual $3.75 cumulative 
dividend preference per share. Class B serial preferred stock 
has 10 million shares authorized (none issued) and a par value
of $1 per share.

Common Stock. There are 300 million shares authorized at a 
par value of $1 per share. As of December 31, 1994, shares of 
common stock reserved for issuance were:

                                   Number of shares
- ----------------------------------------------------------
Long-term stock incentive plan            9,659,040
Employees' savings plans                  4,097,532
Incentive compensation plan                 169,228
- ----------------------------------------------------------
                                         13,925,800
- ----------------------------------------------------------

Stock options under the long-term stock incentive plan have 
been and may be granted, generally at not less than market 
prices on the dates of grant, except for the $.50 per share 
options issued as a payout of earned performance share awards. 
At December 31, 1994, options for 4,242,636 shares were
exercisable.
  The transactions for shares under option were:




                                      1994             1993            1992
- ------------------------------------------------------------------------------
                                                        
Outstanding, beginning of
  year:
  Number                         8,032,852        6,572,104       6,028,062
  Price                         $.50-40.07       $.50-40.07      $.50-38.44
Granted:
  Number                         5,050,798        2,963,458       3,168,004
  Price                       $35.88-44.72       $.50-38.57      $.50-40.07
Exercised:
  Number                        (5,125,962)      (1,353,092)     (2,600,162)
  Price                         $.50-40.25       $.50-36.57      $.50-40.07
Expired or canceled                (57,598)        (149,618)        (23,800)
- ------------------------------------------------------------------------------
Outstanding, end of year:
  Number                         7,900,090        8,032,852       6,572,104
  Price                         $.50-44.72       $.50-40.07      $.50-40.07
- ------------------------------------------------------------------------------
Shares reserved for future
  options at end of year         1,758,950        5,006,192       7,359,240
- ------------------------------------------------------------------------------


N. INTEREST COST COMPONENTS



                                      1994            1993            1992
- ------------------------------------------------------------------------------
                                                          
Amount charged to expense          $ 106.7          $ 87.8         $ 105.4
Amount capitalized                     1.5             3.5            11.1
- ------------------------------------------------------------------------------
                                   $ 108.2          $ 91.3         $ 116.5
- ------------------------------------------------------------------------------


O. CONTINGENT LIABILITIES

Various lawsuits and claims and proceedings have been or may be 
instituted or asserted against Alcoa, including those pertaining 
to environmental, product liability, and safety and health 
matters. While the amounts claimed may be substantial, the 
ultimate liability cannot now be determined because of the 
considerable uncertainties that exist. Therefore, it is possible 
that results of operations or liquidity in a particular period 
could be materially affected by certain contingencies. However, 
based on currently available facts, management believes that 
the disposition of matters that are pending or asserted will 
not have a materially adverse effect on the financial position
of the company.
  Under a power contract that expires no earlier than 2011, 
Alcoa is entitled to a fixed percentage of the annual output 
from a Northwest U.S. hydroelectric facility. Alcoa makes 
minimum annual payments of $8 whether or not it receives power. 
Alcoa could be required to increase its participation if other 
parties to the contract default. If all other parties had 
defaulted as of December 31, 1994, Alcoa's maximum liability 
would have been about $190. There is no reason to believe the 
other parties will default or that power will not be provided.

                            32


P. SEGMENT AND GEOGRAPHIC AREA INFORMATION

Alcoa is primarily an integrated producer of aluminum products. 
Alcoa's operations consist of three segments: Alumina and 
Chemicals, Aluminum Processing, and Non-Aluminum Products.
  The Alumina and Chemicals segment includes the production and 
sale of bauxite, alumina, alumina chemicals and transportation 
services.
  The Aluminum Processing segment comprises the production and 
sale of molten metal, ingot, and aluminum products that are 
flat-rolled, engineered or finished. Also included are power, 
transportation and other services.
  The Non-Aluminum Products segment includes the production and 
sale of electrical, ceramic, plastic and composite materials 
products, manufacturing equipment, gold, magnesium products, and 
steel and titanium forgings.




Segment information                   1994            1993            1992
- ------------------------------------------------------------------------------

                                                       
Sales to customers:
  Alumina and chemicals          $ 1,508.4       $ 1,436.5       $ 1,421.6
  Aluminum processing              6,476.5         5,973.6         6,516.9
  Non-aluminum products            1,919.4         1,645.8         1,553.0
Intersegment sales: (1)
  Alumina and chemicals              496.0           649.3           671.8
  Aluminum processing                  3.0            13.6            22.0
  Non-aluminum products               74.8            72.9            61.5
Eliminations                        (573.8)         (735.8)         (755.3)
- ------------------------------------------------------------------------------
    Total sales and operating
      revenues                   $ 9,904.3       $ 9,055.9       $ 9,491.5
- ------------------------------------------------------------------------------
Operating profit (loss)
  before special items:
  Alumina and chemicals            $ 277.3         $ 372.7         $ 278.2
  Aluminum processing                144.7           (21.2)          288.5
  Non-aluminum products               91.2             5.0           (31.0)
  Unallocated                            -            (5.1)           (2.5)
- ------------------------------------------------------------------------------
    Total                          $ 513.2         $ 351.4         $ 533.2
- ------------------------------------------------------------------------------
Operating profit (loss) after
  special items:
  Alumina and chemicals            $ 277.3         $ 365.6         $ 273.5
  Aluminum processing                 65.0          (155.0)          181.9
  Non-aluminum products               91.2            (4.9)         (171.3)
  Unallocated                            -            (5.1)           (2.5)
- ------------------------------------------------------------------------------
    Total operating profit           433.5           200.6           281.6
Gain from Alcoa/WMC
  transaction                        400.2               -               -
Other income                          87.0            93.0            96.9
Add (deduct) other income in
  operating profits                    8.5           (14.7)           25.5
Interest expense                     106.7            87.8           105.4
- ------------------------------------------------------------------------------
    Income before taxes on
      income                       $ 822.5         $ 191.1         $ 298.6
- ------------------------------------------------------------------------------
Identifiable assets:
  Alumina and chemicals          $ 3,013.2       $ 2,854.3       $ 2,685.5
  Aluminum processing              6,693.0         6,929.1         6,640.1
  Non-aluminum products            1,607.1         1,483.7         1,313.6
- ------------------------------------------------------------------------------
    Total identifiable assets     11,313.3        11,267.1        10,639.2
Investments                          355.9           322.2           368.9
Corporate assets (2)                 684.0             7.6            15.0
- ------------------------------------------------------------------------------
    Total assets                $ 12,353.2      $ 11,596.9      $ 11,023.1
- ------------------------------------------------------------------------------
Depreciation and depletion:
  Alumina and chemicals            $ 139.1         $ 144.5         $ 137.6
  Aluminum processing                455.3           475.3           483.0
  Non-aluminum products               94.0            85.1            84.8
- ------------------------------------------------------------------------------
    Total depreciation and
      depletion (3)                $ 688.4         $ 704.9         $ 705.4
- ------------------------------------------------------------------------------
Capital expenditures:
  Alumina and chemicals            $ 159.2         $ 232.6         $ 234.5
  Aluminum processing                323.2           423.7           462.1
  Non-aluminum products              129.3           100.7            92.2
- ------------------------------------------------------------------------------
    Total capital
      expenditures                 $ 611.7         $ 757.0         $ 788.8
- ------------------------------------------------------------------------------
Geographic area information           1994            1993            1992
- ------------------------------------------------------------------------------
Sales to customers:
  USA                            $ 5,574.0       $ 5,279.4       $ 5,658.6
  Other Americas                   1,362.4           948.2         1,055.9
  Pacific                          1,670.1         1,752.5         1,710.2
  Europe                           1,297.8         1,075.8         1,066.8
Transfers between geographic
  areas: (1)
  USA                                765.0           832.9         1,001.6
  Other Americas                     291.4           342.6           253.6
  Pacific                             17.2            36.1            54.3
  Europe                              13.4            28.3            65.1
Eliminations                      (1,087.0)       (1,239.9)       (1,374.6)
- ------------------------------------------------------------------------------
    Total sales and operating
      revenues                   $ 9,904.3       $ 9,055.9       $ 9,491.5
- ------------------------------------------------------------------------------
Operating profit (loss)
  before special items:
  USA                              $ (65.2)       $ (193.1)         $ 55.0
  Other Americas                     239.0           139.5            90.9
  Pacific                            291.1           399.2           297.6
  Europe                              48.3             5.8            89.7
- ------------------------------------------------------------------------------
    Total                          $ 513.2         $ 351.4         $ 533.2
- ------------------------------------------------------------------------------
Operating profit (loss) after
  special items:
  USA                             $ (144.9)       $ (340.7)       $ (176.5)
  Other Americas                     239.0           139.5            87.0
  Pacific                            291.1           399.2           297.6
  Europe                              48.3             2.6            73.5
- ------------------------------------------------------------------------------
    Total operating profit         $ 433.5         $ 200.6         $ 281.6
- ------------------------------------------------------------------------------
Identifiable assets:
  USA                            $ 5,750.4       $ 6,270.9       $ 6,092.3
  Other Americas                   1,792.5         1,691.4         1,441.9
  Pacific                          2,646.1         2,384.2         2,345.6
  Europe                           1,124.3           920.6           759.4
- ------------------------------------------------------------------------------
    Total identifiable assets     11,313.3        11,267.1        10,639.2
- ------------------------------------------------------------------------------
Capital expenditures:
  USA                              $ 272.9         $ 405.0         $ 457.6
  Other Americas                     131.4           105.0            75.1
  Pacific                            131.6           162.7           184.5
  Europe                              75.8            84.3            71.6
- ------------------------------------------------------------------------------
    Total capital
      expenditures                 $ 611.7         $ 757.0         $ 788.8
- ------------------------------------------------------------------------------
<FN>
(1) Transfers between segments and geographic areas are based on generally
    prevailing market prices.
(2) Corporate assets in 1994 include cash of $68 and a net receivable of $367
    related to the Alcoa/WMC transaction.
(3) Includes depreciation of $17.1 in 1994, $12.3 in 1993 and $23 in 1992
    reported as research and development expenses in the income statement


Total exports from the U.S. in 1994 were $988 compared with 
$896 in 1993 and $993 in 1992.

                            33


Q. MAJORITY-OWNED SUBSIDIARIES

The condensed financial statements of Alcoa's principal 
majority-owned subsidiaries follow.

Alcoa Aluminio S.A.--a 59%-owned Brazilian subsidiary:




December 31                                 1994                1993
- ---------------------------------------------------------------------------
                                                      
Cash and short-term investments           $ 34.5             $ 160.2
Other current assets                       376.4               283.7
Properties, plants and equipment,
  net                                      929.0               870.8
Other assets                               161.8               207.8
- ---------------------------------------------------------------------------
  Total assets                           1,501.7             1,522.5
- ---------------------------------------------------------------------------
Current liabilities                        415.2               372.7
Long-term debt*                            222.2               322.5
Other liabilities                           33.3                35.9
- ---------------------------------------------------------------------------
  Total liabilities                        670.7               731.1
- ---------------------------------------------------------------------------
  Net assets                             $ 831.0             $ 791.4
- ---------------------------------------------------------------------------
<FN>
*Held by Alcoa Brazil Holdings Company-$22.5




                                      1994            1993            1992
- ------------------------------------------------------------------------------
                                                          
Revenues*                          $ 915.1         $ 685.8         $ 659.0
Costs and expenses                  (808.9)         (625.3)         (634.8)
Translation and exchange
  adjustments                         (3.0)          (10.7)           (9.2)
Income tax expense                   (19.7)            (.6)            5.6
- ------------------------------------------------------------------------------
  Net income                        $ 83.5          $ 49.2          $ 20.6
- ------------------------------------------------------------------------------
<FN>
*Revenues from Alcoa were $54 in 1994. The terms of the transactions were
 established by negotiation between the parties.


Alcoa of Australia Limited--a 51%-owned subsidiary of Alcoa 
International Holdings Company (60% at December 31, 1994):




December 31                                 1994                1993
- ---------------------------------------------------------------------------
                                                     
Cash and short-term investments           $ 88.2             $ 350.3
Other current assets                       484.9               425.7
Properties, plants and equipment,
  net                                    1,645.3             1,430.1
Other assets                               102.5                85.7
- ---------------------------------------------------------------------------
  Total assets                           2,320.9             2,291.8
- ---------------------------------------------------------------------------
Current liabilities                        317.9               399.7
Long-term debt                             150.2               302.0
Other liabilities                          382.6               332.7
- ---------------------------------------------------------------------------
  Total liabilities                        850.7             1,034.4
- ---------------------------------------------------------------------------
    Net assets                         $ 1,470.2           $ 1,257.4
- ---------------------------------------------------------------------------




                                      1994            1993            1992
- ------------------------------------------------------------------------------
                                                        
Revenues*                        $ 1,519.2       $ 1,660.9       $ 1,661.7
Costs and expenses                (1,236.5)       (1,264.6)       (1,297.7)
Translation and exchange
  adjustments                           .6             5.2           (13.8)
Income tax expense                   (80.7)          (88.1)         (132.0)
Accounting changes^                      -               -            33.6
- ------------------------------------------------------------------------------
  Net income                       $ 202.6         $ 313.4         $ 251.8
- ------------------------------------------------------------------------------
<FN>
* Revenues from Alcoa were $28.5 in 1994, $50.3 in 1993 and $60.6 in 1992. The
  terms of the transactions were established by negotiation between the
  parties.
^ Consists of $37 for income taxes and $(3.4) for postretirement benefits


R. FINANCIAL INSTRUMENTS

The carrying values and fair values of Alcoa's financial 
instruments at December 31 follow.




                                        1994                     1993
                           ---------------------------------------------------
                                Carrying       Fair     Carrying        Fair
                                   value      value        value       value
- ------------------------------------------------------------------------------
                                                        
Cash and cash equivalents       $ 619.2     $ 619.2     $ 411.7     $ 411.7
Short-term investments              5.5         5.5       243.6       243.6
Noncurrent receivables             67.6        67.6       218.9       218.9
Short-term debt                   415.9       415.9       413.3       413.3
Long-term debt                  1,029.8     1,002.3     1,432.5     1,545.0
- ------------------------------------------------------------------------------


The methods used to estimate the fair value of certain finan-
cial instruments follow.

Cash and Cash Equivalents, Short-Term Investments and Short-
Term Debt. The carrying amount approximates fair value because 
of the short maturity of the instruments. All investments 
purchased with a maturity of three months or less are 
considered cash equivalents. 

Noncurrent Receivables. The fair value of noncurrent 
receivables is based on anticipated cash flows and approximates
carrying value.

Long-Term Debt. The fair value is based on interest rates that 
are currently available to Alcoa for issuance of debt with 
similar terms and remaining maturities.

Alcoa holds or purchases derivative financial instruments 
principally for purposes other than trading. Financial instru-
ments held for trading purposes are insignificant. Details of 
the significant instruments follow.

Foreign Exchange Contracts. The company enters into foreign 
exchange contracts to hedge most of its firm and anticipated 
purchase and sale commitments denominated in foreign currencies 
for periods commensurate with its known or expected exposures. 
These contracts are part of a worldwide program to minimize the 
volatility due to foreign exchange exposures. The market risk 
exposure is essentially limited to risk related to currency rate
movements. The forward exchange contracts and options in the 
following table are made up of contracts to hedge firm purchase 
and sale commitments and anticipated sales expected to be 
denominated in foreign currencies at December 31. The contracts 
generally mature within 12 months and are principally unsecured 
forward exchange contracts with carefully selected banks. Gains 
or losses arising from these contracts are reflected in other 
income when the transactions are completed. Unrealized gains 
(losses) at December 31, 1994 and 1993 were $47.8 and $(1.5), 
respectively.

                            34


  The table below reflects the various types of foreign 
exchange contracts Alcoa uses to manage its foreign exchange 
risk.



                                        1994                     1993
                           ---------------------------------------------------
                                Notional     Market     Notional      Market
                                  amount      value       amount       value
- ------------------------------------------------------------------------------
                                                      
Forwards                      $ 1,578.7   $ 1,637.4   $ 1,776.6   $ 1,766.1
Options purchased                 422.3        19.8       138.1         3.1
Options written                   162.0        (9.9)       69.2          .1
- ------------------------------------------------------------------------------


The notional amounts of options summarized above do not 
represent amounts exchanged by the parties and thus are not a 
measure of the company's exposure to options. The amounts 
exchanged are based on the terms of the options which relate 
primarily to exchange rates and expiration dates.
  The table below summarizes by major currency the contractual 
amounts of Alcoa's forward exchange and option contracts in 
U.S. dollars translated at December 31 rates. The "buy" amounts 
represent the U.S. dollar equivalent of commitments to purchase 
foreign currencies and the "sell" amounts represent the U.S. 
dollar equivalent of commitments to sell foreign currencies.




                                         1994                    1993
                           ---------------------------------------------------
                                    Buy        Sell         Buy        Sell
- ------------------------------------------------------------------------------
                                                        
Australian dollar             $ 1,197.8     $ 268.3     $ 928.0     $ 332.6
Dutch guilder                     138.2        44.2        74.6        28.2
Deutsche mark                      79.0       167.1        81.6       173.3
Pound sterling                     41.9        89.6        10.5       115.7
Other                              77.0       166.9       115.9       124.5
- ------------------------------------------------------------------------------
Total                         $ 1,533.9     $ 736.1   $ 1,210.6     $ 774.3
- ------------------------------------------------------------------------------


Interest Rate Swaps. Alcoa's debt portfolio is managed by using 
interest rate swaps and options to achieve an overall desired 
position of fixed and floating rates. At December 31, 1994, 
Alcoa had outstanding four interest rate swap contracts to 
convert a fixed rate obligation to floating rates on a notional 
amount of $175. The contracts mature in 2001. The company also 
bought $100 notional amount of interest rate caps on the first 
1995 swap payment. Alcoa Aluminio also had an outstanding 
interest rate swap to convert a floating rate obligation to a 
series of fixed rates on a notional amount of $109 at year-end 
1994.
  Credit and market risk exposures are limited to the net 
interest differentials. The net payments or receipts from 
interest rate swaps are recorded as part of interest expense 
and are not material. The effect of interest rate swaps on 
Alcoa's composite interest rate on long-term debt was not 
material at the end of 1994.
  Alcoa is exposed to credit loss in the event of nonperfor-
mance by counterparties on the above instruments, but does not 
anticipate nonperformance by any of the counterparties.
  For further information on Alcoa's hedging and derivatives 
activities, see Risk Factors in the Financial Review section of 
this annual report.

S. INCOME TAXES

Alcoa implemented SFAS 109 as of January 1, 1992 and the cumu-
lative effect of this change is reported in 1992 earnings. The 
components of income before taxes on income were:



                                      1994            1993            1992
- ------------------------------------------------------------------------------
                                                         
U.S.                               $ 203.6         $(359.4)       $ (241.5)
Foreign                              618.9           550.5           540.1
- ------------------------------------------------------------------------------
                                   $ 822.5         $ 191.1         $ 298.6
- ------------------------------------------------------------------------------


The provision for taxes on income consisted of:



                                      1994            1993            1992
- ------------------------------------------------------------------------------
                                             <c)             
Current:
  U.S. federal*                    $ 114.0         $ (53.6)         $ 46.9
  Foreign                            151.1           163.0           174.1
  State and local                      9.7             4.8             (.7)
- ------------------------------------------------------------------------------
                                     274.8           114.2           220.3
- ------------------------------------------------------------------------------
Deferred:
  U.S. federal*                      (51.3)          (80.2)          (71.2)
  Foreign                              5.8           (47.2)          (11.7)
  State and local                    (10.1)            2.9            (5.1)
- ------------------------------------------------------------------------------
                                     (55.6)         (124.5)          (88.0)
- ------------------------------------------------------------------------------
Total                              $ 219.2         $ (10.3)        $ 132.3
- ------------------------------------------------------------------------------
<FN>
*Includes U.S. taxes related to foreign income


Deferred taxes in 1993 included credits of $130.4 for a U.S. 
tax loss carryforward and for statutory tax rate changes of 
$9.9 in the U.S. and $41.6 in Australia.
  Reconciliation of the effective tax rate to the U.S. statu-
tory rate follows.



                                      1994            1993            1992
- ------------------------------------------------------------------------------
                                                             
U.S. federal statutory rate
  (%)                                 35.0            35.0            34.0
Taxes on foreign income               (1.1)           (9.2)           10.0
State taxes net of federal
  benefit                              (.1)            2.1            (1.3)
Tax rate changes                         -           (26.9)              -
Adjustments to prior years'
  accruals                            (1.8)           (3.0)           (1.5)
Nontaxable portion of Alcoa/
  WMC transaction gain                (4.9)              -               -
Other                                  (.4)           (3.4)            3.1
- ------------------------------------------------------------------------------
Effective tax rate (%)                26.7            (5.4)           44.3
- ------------------------------------------------------------------------------


The components of net deferred tax assets and liabilities 
follow.



                                  1994                         1993
                       -------------------------------------------------------
                        Deferred tax  Deferred tax  Deferred tax  Deferred tax
December 31                   assets   liabilities        assets  liabilities
- ------------------------------------------------------------------------------
                                                      
Depreciation                      -       $ 938.8             -       $ 864.4
Employee benefits           $ 822.0             -       $ 781.5             -
Loss provisions               243.9             -         264.9             -
Deferred income               112.4          48.4          38.4          84.1
Tax loss carryforwards        212.9             -         291.2             -
Tax credit carryforwards       86.4             -          20.1             -
Other                          56.0          18.2          41.0          21.2
- ------------------------------------------------------------------------------
                            1,533.6       1,005.4       1,437.1         969.7
Valuation allowance          (170.0)            -        (171.4)            -
- ------------------------------------------------------------------------------
                          $ 1,363.6     $ 1,005.4     $ 1,265.7       $ 969.7
- ------------------------------------------------------------------------------


                            35


Of the total tax loss carryforwards, $13.1 expires over the 
next 10 years, $65.8 expires over the next 15 years and $134.0 
is unlimited. A substantial portion of the valuation allowance 
is for these carryforwards because the ability to utilize a 
portion of them is uncertain. There is no limit on utilization 
of the tax credit carryforwards.
  The cumulative amount of Alcoa's share of undistributed 
earnings for which no deferred taxes have been provided was 
$1,575.8 at December 31, 1994. Management has no plans to 
distribute such earnings in the foreseeable future. It is not 
practicable to determine the deferred tax liability on these
earnings.

T. CASH FLOW INFORMATION

Alcoa considers all investments purchased with a maturity of 
three months or less to be cash equivalents.
  Cash payments for interest and income taxes follow.



                                      1994            1993            1992
- ------------------------------------------------------------------------------
                                                          
Interest*                          $ 107.3          $101.2         $ 193.9
Income taxes                         238.4           193.6           264.4
- ------------------------------------------------------------------------------
<FN>
*Includes $8.6 in 1994 and $63.8 in 1992 of amortized interest on the
 debentures retired early


  In a noncash transaction early in 1993, $149 of 6 1/4 Conver-
tible Subordinated Debentures due 2002 were converted to common 
stock by issuing 4.6 million shares of treasury stock.

U. PENSION PLANS

Alcoa maintains pension plans covering most U.S. employees and 
certain other employees. Pension benefits generally depend upon 
length of service, job grade and remuneration. Substantially 
all benefits are paid through pension trusts that are suffi-
ciently funded to ensure that all plans can pay benefits to
retirees as they become due.
  Pension costs include the following components that were 
calculated as of January 1 of each year.



                                      1994            1993            1992
- ------------------------------------------------------------------------------
                                                          
Benefits earned                     $ 90.6         $ 102.4          $ 92.2
Interest accrued on projected
  benefit obligation                 261.2           253.9           250.7
Net amortization                      46.5            59.8            29.7
- ------------------------------------------------------------------------------
                                     398.3           416.1           372.6
Less: expected return on plan
  assets*                            281.4           268.1           259.2
- ------------------------------------------------------------------------------
                                   $ 116.9         $ 148.0         $ 113.4
- ------------------------------------------------------------------------------
<FN>
*The actual returns were higher (lower) than the expected returns by $(282.7)
 in 1994, $324.2 in 1993 and $82.4 in 1992 and were deferred as actuarial
 gains (losses).


The status of the pension plans follows.



                                       Assets exceed    Accumulated benefit
                                         accumulated             obligation
                                  benefit obligation         exceeds assets
                           ---------------------------------------------------
December 31                        1994        1993        1994        1993
- ------------------------------------------------------------------------------
                                                       
Plan assets, primarily
  stocks and bonds at
  market                      $ 3,337.7   $ 3,688.4     $ 231.4      $ 90.6
- ------------------------------------------------------------------------------
Present value of
  obligation:
  Vested                        2,721.2     3,154.8       335.2       197.1
  Nonvested                       237.3       310.9         4.9        17.3
- ------------------------------------------------------------------------------
Accumulated benefit
  obligation                    2,958.5     3,465.7       340.1       214.4
Effect of assumed salary
  increases                       236.1       328.1        32.9        20.0
- ------------------------------------------------------------------------------
Projected benefit
  obligation                  $ 3,194.6   $ 3,793.8     $ 373.0     $ 234.4
- ------------------------------------------------------------------------------
Plan assets greater (less
  than) projected benefit
  obligation                    $ 143.1    $ (105.4)   $ (141.6)   $ (143.8)
Unrecognized:
  Transition (assets)
    obligations                    21.8         7.7        (8.9)       10.8
  Prior service costs              45.9       138.6        32.2        53.8
  Actuarial (gains) losses,
    net                          (415.9)     (113.3)       34.0        (4.1)
  Minimum liability
    adjustment                        -           -       (23.2)      (43.4)
- ------------------------------------------------------------------------------
Accrued pension cost           $ (205.1)    $ (72.4)   $ (107.5)   $ (126.7)
- ------------------------------------------------------------------------------


Assumptions used to determine plan liabilities and expenses follow.




December 31                   1994            1993           1992
- ------------------------------------------------------------------------------
                                                    
Settlement discount rate     8.25%           6.75%           6.75%
Long-term rate for
  compensation increases     5.5             5.5             5.5
Long-term rate of return on
  plan assets                9.0             9.0             9.0
- ------------------------------------------------------------------------------


Supplemental information related only to Alcoa's U.S. pension 
plans partially insured by the Pension Benefit Guarantee 
Corporation follow.



                                      Assets exceed     Accumulated benefit
                                        accumulated              obligation
                                 benefit obligation          exceeds assets
                           ---------------------------------------------------
December 31                        1994        1993        1994        1993
- ------------------------------------------------------------------------------
                                                         
Plan assets at fair market
  value                       $ 3,079.1   $ 3,270.5           -      $ 21.7
Accumulated benefit
  obligation                   (2,813.2)   (3,115.6)          -       (23.9)
- ------------------------------------------------------------------------------
                                $ 265.9     $ 154.9           -      $ (2.2)
- ------------------------------------------------------------------------------


Alcoa also sponsors a number of defined contribution pension 
plans. Expenses were $32.9 in 1994, $34.5 in 1993 and $23.9 in 
1992.

                            36


V. POSTRETIREMENT BENEFITS

Alcoa implemented SFAS 106 as of January 1, 1992 and the cumu-
lative effect of this change was reported in 1992 earnings.
  Alcoa maintains health care and life insurance benefit plans 
covering most eligible U.S. retired employees and certain other 
retirees. Generally, the medical plans pay a stated percentage 
of medical expenses reduced by deductibles and other coverages. 
These plans are generally unfunded, except for certain 
benefits funded through a trust. Life benefits are generally
provided by insurance contracts. Alcoa retains the right, 
subject to existing agreements, to change or eliminate these 
benefits.
  Changes made in 1993 to certain medical plans may require 
contributions by future retirees to help offset medical cost 
increases. The changes reduced Alcoa's benefit expense and 
prior service costs.
  The components of postretirement benefit expense follow.



                                      1994            1993            1992
- ------------------------------------------------------------------------------
                                                          
Service cost of benefits
  earned                            $ 20.2          $ 29.9          $ 42.9
Interest cost on liability           104.4           110.2           135.9
Net amortization                     (50.0)          (32.4)              -
Return on plan assets                 (4.8)           (5.2)           (3.7)
- ------------------------------------------------------------------------------
Postretirement benefit costs        $ 69.8         $ 102.5         $ 175.1
- ------------------------------------------------------------------------------


The status of the postretirement benefit plans was:




December 31                                 1994                1993
- ---------------------------------------------------------------------------
                                                     
Retirees                               $ 1,040.3           $ 1,070.4
Fully eligible active plan
  participants                             112.5               142.9
Other active participants                  307.8               378.6
- ---------------------------------------------------------------------------
Accumulated postretirement
  benefit obligation (APBO)              1,460.6             1,591.9
Plan assets, primarily stocks and
  bonds at market                           53.3                53.4
- ---------------------------------------------------------------------------
APBO in excess of plan assets            1,407.3             1,538.5
Unrecognized net:
  Reduction in prior service
    costs                                  420.1               469.4
  Actuarial gains (losses)                 103.3               (78.8)
- ---------------------------------------------------------------------------
Accrued postretirement benefit
  liability                            $ 1,930.7           $ 1,929.1
- ---------------------------------------------------------------------------


For measuring the liability and expense, a 10% annual rate of 
increase in the per capita claims cost was assumed for 1995, 
declining gradually to 5.5% by the year 2003 and thereafter. 
Other assumptions used to measure the liability and expense 
follow.




December 31                   1994            1993            1992
- ------------------------------------------------------------------------------
                                                    
Settlement discount rate     8.25%           6.75%           6.75%
Long-term rate for
  compensation increases     5.5             5.5             5.5
Long-term rate of return on
  plan assets                9.0             9.0             9.0
- ------------------------------------------------------------------------------


  For 1994 a 1% increase in the trend rate for health care 
costs would have increased the APBO by 8% and service and 
interest costs by 9%.

SUPPLEMENTAL FINANCIAL INFORMATION
QUARTERLY DATA (UNAUDITED)
(dollars in millions, except share amounts)




1994                          First    Second     Third    Fourth      Year
- ------------------------------------------------------------------------------
                                                   
Sales and operating
  revenues                $ 2,221.6 $ 2,479.4 $ 2,561.5 $ 2,641.8 $ 9,904.3
Income from operations          1.5      78.7     121.3     401.8     603.3
Net income (loss)*           (108.3)     45.4      70.1     368.0     375.2
    Per common share           (.61)      .25       .39      2.07      2.10
- ------------------------------------------------------------------------------
<FN>
*After a special charge of $50.0, or 28 cents per share, and an extraordinary
 loss of $67.9, or 38 cents per share, in the first quarter and a gain of
 $300.2, or $1.69 per share, in the fourth quarter





1993                          First    Second     Third    Fourth      Year
- ------------------------------------------------------------------------------
                                                   
Sales and operating
  revenues                $ 2,109.6 $ 2,405.3 $ 2,230.2 $ 2,310.8 $ 9,055.9
Income from operations         64.5     109.6      73.4     (46.1)    201.4
Net income (loss)*^            27.6      35.3      28.8     (86.9)      4.8
    Per common share            .16       .20       .16      (.50)      .02
- ------------------------------------------------------------------------------
<FN>
* After special items of $23.8, or 14 cents per share, in the second quarter,
  $4.0, or two cents per share, in the third quarter and $70.2, or 43 cents
  per share, in the fourth quarter
^ Net income for the second quarter includes a credit of $26.3 from a
  reduction in Australia's corporate tax rate from 39% to 33% and a $9.1
  credit in the third quarter from the change in the U.S. tax rate.


                            37


                      GRAPHICS APPENDIX LIST




Aluminum Product Shipments - page 19.
(thousands of metric tons)

                                1990      1991      1992      1993      1994
                                ----      ----      ----      ----      ----
                                                         
Fabricated products             1,545     1,657     1,774     1,739     1,896
Ingot                           1,179     1,179     1,023       841       655
                                -----     -----     -----     -----     -----

Total                           2,724     2,836     2,797     2,580     2,551
                                =====     =====     =====     =====     =====







Alcoa's Average Realized Ingot Price - page 21.
(cents per pound)

                                1990      1991      1992      1993      1994
                                ----      ----      ----      ----      ----
                                                            
                                $.75      $.67      $.59      $.56      $.64







Percent Return on Shareholders' Equity - page 23.

                                1990      1991      1992      1993      1994
                                ----      ----      ----      ----      ----
                                                         

Before unusual items            10.9       5.5       4.6       2.2       5.2

After unusual items              5.7       1.2         *       0.1       9.9

<FN>
* The return on reported earnings was a negative 26.7%







Average Number of Employees - page 23.

                                1990      1991      1992      1993      1994
                                ----      ----      ----      ----      ----
                                                        

Outside U.S.                   27,100    29,300    29,400    31,700    31,400

U.S.                           36,600    36,300    34,200    31,700    30,300
                               ------    ------    ------    ------    ------

Total                          63,700    65,600    63,600    63,400    61,700 
                               ======    ======    ======    ======    ======







Cash From Operations - page 24.
(millions of dollars)

                                1990      1991      1992      1993      1994
                                ----      ----      ----      ----      ----
                                                           

                               1,558     1,426     1,208       535     1,394







Capital Expenditures and Depreciation - page 24.
(millions of dollars)

                                1990      1991      1992      1993      1994
                                ----      ----      ----      ----      ----
                                                         

Capital Expenditures             851       850       789       757       612  

Depreciation                     690       698       682       693       671