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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, StateD.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Amendment No. 1
KAISER ALUMINUM CORPORATION
(Name of Issuer)
Common Stock, $.01 Par Value Per Share
(Title of Class of Securities)
483007704
(CUSIP Number)
January 31, 2007
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
X Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Persons who respond to the collection of information contained in this
form are not required to respond unless the form displays a currently
valid OMB control number.
Page 2 of 5
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1 NAMES OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only).
VEBA for Retirees of Kaiser Aluminum
--------- ---------------------------------------------- ----------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
(b) X
--------- ---------------------------------------------------------------------
3 SEC USE ONLY
--------- ---------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Commonwealth of Pennsylvania
------------------------ ------- ----------------------------------------------
5 SOLE VOTING POWER
None
NUMBER OF SHARES
BENEFICIALLY
OWNED BY
EACH:
REPORTING
PERSON WITH:
------- ----------------------------------------------
6 SHARED VOTING POWER
None
------- ----------------------------------------------
7 SOLE DISPOSITIVE POWER
None
------- ----------------------------------------------
8 SHARED DISPOSITIVE POWER
None
------------------------ ------- ----------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,472,665 shares
--------- ---------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions)
--------- ---------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
26.7%
--------- ---------------------------------------------------------------------
12 TYPE OF REPORTING PERSON (See Instructions)
EP
--------- ---------------------------------------------------------------------
Page 3 of 5
Item 1(a) Name of Issuer
Kaiser Aluminum Corporation
Item 1(b) Address of Issuer's Principal Executive Offices
27422 Portola Parkway, Suite 350
Foothill Ranch, California 92610-2831
Item 2(a) Name of Person Filing
VEBA for Retirees of Kaiser Aluminum
Item 2(b) Address of Principal Business Office or, if none, Residence
-----------------------------------------------------------
c/o National City Bank, as Trustee for Kaiser VEBA Trust
20 Stanwix Street
Lcator 46-25162
Pittsburgh, PA 15222
Item 2(c) Citizenship
Commonwealth of Pennsylvania
Item 2(d) Title of Class of Securities
Common Stock, $.01 Par Value Per Share
Item 2(e) CUSIP Number
483007704
Item 3 If this statement is filed pursuant to ss.ss.240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
(a) Broker or dealer registered under section 15 of the Act
(15 U.S.C. 78o).
(b) Bank as defined in section 3(a)(6) of the Act (15 U.S.C.
78c).
(c) Insurance company as defined in section 3(a)(19) of the
Act (15 U.S.C. 78c).
(d) Investment company registered under section 8 of
the Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e) An investment adviser in accordance with
ss.240.13d-1(b)(1)(ii)(E);
XX (f) An employee benefit plan or endowment fund in accordance
with ss.240.13d-1(b)(1)(ii)(F);
(g) A parent holding company or control person in
accordance with ss. 240.13d-1(b)(1)(ii)(G);
(h) A savings associations as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) A church plan that is excluded from the definition of
an investment company under section 3(c)(14) of the
Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) Group, in accordance with ss.240.13d-1(b)(1)(ii)(J).
Item 4 Ownership
(a) Amount beneficially owned: 5,472,665 shares
(b) Percent of class: 26.7%
(c) Number of Shares as to which the person has:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the
disposition of: 0
(iv) Shared power to dispose or to direct the
disposition of: 0
Item 5 Ownership of Five Percent or Less of a Class
--------------------------------------------
Not Applicable
Item 6 Ownership of More than Five Percent on Behalf of another Person
--------------------------------------------------------------
Not Applicable
Item 7 Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company
Not Applicable
Item 8 Identification and Classification of Members of the Group
---------------------------------------------------------
Not Applicable
Item 9 Notice of Dissolution of Group
------------------------------
Not Applicable
Item 10 Certification
By signing below the undersigned certifies that, to the best
of its knowledge and belief, the securities referred to above
were acquired and are held in the ordinary course of business
and were not acquired and are not held for the purpose of or
with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not
held in connection with or as a participant in any transaction
having that purpose or effect.
Signature
After reasonable inquiry and to the best of its knowledge and
belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
National City Bank, as Trustee for Kaiser VEBA Trust
Date: February 12, 2007 By: /s/ Mark Minar
---------------------------- ------------------------------
Mark Minar, Vice President
and Director, Client Service