EXHIBIT 24

                        POWER OF ATTORNEY


     KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned
Directors of Alcoa Inc. (the "Company") hereby constitute and
appoint RICHARD B. KELSON, ROBERT G. WENNEMER, TIMOTHY S. MOCK
and DENIS A DEMBLOWSKI, or any of them, their true and lawful
attorneys and agents to do any and all acts and things and
execute any and all instruments which said attorneys and agents,
or any of them, may deem necessary or advisable or may be
required to enable the Company to comply with the Securities Act
of 1933, as amended, and any rules, regulations or requirements
of the Securities and Exchange Commission in respect thereof, in
connection with the registration under said Act of shares of
common stock of the Company to be issued and distributed pursuant
to the Alumax Inc. Thrift Plan for Salaried Employees, Alumax
Inc. Thrift Plan for Hourly Employees and Alumax Thrift Plan for
Collectively Bargained Employees or any successor plans (the
"Plans"), including specifically, but without limiting the
generality of the foregoing, power and authority to sign the name
of the undersigned Directors to any registration statements to be
filed with the Securities and Exchange Commission in respect of
said Plans or successor plans and shares of common stock, or
either of them, to any and all pre-effective amendments, post-
effective amendments and supplements to any such registration
statements, and to any instruments or documents filed as part of
or in connection with any such registration statements or pre-
effective amendments or post-effective amendments or supplements
thereto; and the undersigned hereby ratify and confirm all that
said attorneys and agents, or any of them, shall do or cause to
be done by virtue hereof.

     IN WITNESS WHEREOF, the undersigned have subscribed these
presents on the date set opposite their names below.

November 12, 1999                /s/Kenneth W. Dam
                                 Kenneth W. Dam

November 12, 1999                /s/Joseph T. Gorman
                                 Joseph T. Gorman

November 12, 1999                /s/Judith M. Gueron
                                 Judith M. Gueron

November 12, 1999                /s/Sir Ronald Hampel
                                 Sir Ronald Hampel

November 12, 1999                /s/Hugh M. Morgan
                                 Hugh M. Morgan

November 12, 1999                /s/John P. Mulroney
                                 John P. Mulroney

November 12, 1999                /s/Paul H. O'Neill
                                 Paul H. O'Neill

November 12, 1999                /s/Henry B. Schacht
                                 Henry B. Schacht

November 12, 1999                /s/Franklin A. Thomas
                                 Franklin A. Thomas

November 12, 1999                /s/Marina v.N. Whitman
                                 Marina v.N. Whitman