EHXIBIT 5
October 2, 2000
U.S. Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Dear Sir or Madam:
This opinion is furnished in connection with the registration by Alcoa Inc. (the
"Company") pursuant to a Registration Statement on Form S-8 (the "Registration
Statement") under the Securities Act of 1933, as amended (the "1933 Act"), of an
aggregate of 1,697,834 shares of common stock, $1.00 par value, of the Company
(the "Shares"), which are to be offered and sold by the Company through the
following plans: the Cordant Retirement Savings and Investment Plan, the Huck
International Inc. Retirement Savings and Investment Plan, the Howmet
Corporation Salaried Employees Savings Plan and the Howmet Corporation Hourly
Employees Savings Plan (collectively, the "Plans").
As counsel of the Company, I am of the opinion, based upon my familiarity with
the affairs of the Company and upon my examination of the law and pertinent
documents, that the Shares, when issued and sold pursuant to the Plans, will be
legally issued, fully paid and non-assessable shares of common stock of the
Company.
I hereby consent to the filing of this opinion with the Securities and Exchange
Commission (the "Commission") as an Exhibit to the Registration Statement with
respect to the Shares under the 1933 Act. In giving this consent, I do not admit
that I am in the category of persons whose consent is required under Section 7
of the Securities Act or the Rules and Regulations of the Commission issued
thereunder.
Very truly yours,
/s/Thomas F. Seligson
Thomas F. Seligson
