13D Filing: Elliott Associates, L.P. Increases Activist Stake in Alcoa Inc. (AA)

1.

NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Elliott International, L.P.

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)    [x]

(b)    [ ]

3.

SEC USE ONLY

4.

SOURCE OF FUNDS

WC

5.

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)      [ ]

6.

CITIZENSHIP OR PLACE OF ORGANIZATION

Cayman Islands, British West Indies

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

7.

SOLE VOTING POWER

0

8.

SHARED VOTING POWER

54,516,040

9.

SOLE DISPOSITIVE POWER

0

10.

SHARED DISPOSITIVE POWER

54,516,040

11.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

54,516,040

12.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES    [ ]

13.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

4.2%

14.

TYPE OF REPORTING PERSON

PN