Form: 8-K

Current report filing

October 26, 2006

8-K: Current report filing

Published on October 26, 2006

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported) October 19, 2006

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

Canada 001-32312 98-0442987
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)

3399 Peachtree Road NE, Suite 1500, Atlanta, GA 30326
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(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code (404) 814-4200

Not Applicable
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(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))


ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

On October 19, 2006, Novelis Inc. (the "Company"), disclosed that David
Godsell, Vice President, Human Resources and Employee Health and Safety, should
have been disclosed as one of the Company's named executive officers in the
annual report on Form 10-K and proxy statement. The Company had previously
entered into a letter agreement (the "Agreement") with Mr. Godsell on November
10, 2004, regarding the terms of his employment as Vice President, Human
Resources and Employee Health and Safety. The Agreement, attached hereto as
Exhibit 10.1, was entered into before the Company was spun-off from Alcan Inc.
("Alcan"), and it outlines the treatment of certain Alcan compensation plans
prior to spin-off such as the conversion of his Alcan options, his Alcan bonus
for 2004, and his participation in the Alcan Total Shareholder Return
Performance Plan. Additionally, under the Agreement, which became effective
January 1, 2005, Mr. Godsell was entitled to receive a base salary of $310,000,
participation in the Company's short term incentive plan at a target guideline
of 55% of base salary, and participation in the Novelis benefit plans and
miscellaneous plans (e.g., Flexperks, Auto, and Executive Physical Exams).
Finally, the Agreement provides that Mr. Godsell would receive a Change in
Control Agreement from Alcan. The Alcan Change in Control was replaced on
September 25, 2006 with a new Novelis Change in Control Agreement. Mr. Godsell
also received a Recognition Agreement from the Company on September 25, 2006.
The terms of Mr. Godsell's Change in Control Agreement and Recognition Agreement
were filed in a Form 8-K filed on September 26, 2006.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits

10.1 Letter Agreement between Novelis Inc. and David Godsell dated as of
November 10, 2004


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

NOVELIS INC.

Date: October 25, 2006 By: /s/ Nichole Robinson
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Nichole Robinson
Secretary


INDEX TO EXHIBITS

Exhibit
Number Description
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10.1 Letter Agreement between Novelis Inc. and David Godsell dated as of
November 10, 2004