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): January 2, 2009~~ ___________________________________

February 12, 2009

Date of Report (Date of Earliest Event Reported)

___________________________________

ALERIS INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

Delaware		1-7170		75-2008280
Delaware (State or other jurisdiction of incorporation or organization)	1-7170 (Commission File Number)		75-2008280 (I.R.S. Employer Identification No.)
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification No.)
25825 Science Park Drive, Suite 400 Beachwood, Ohio (Address of principal executive offices)		44122 (Zip Code)

25825 Science Park Drive, Suite 400 Beachwood, Ohio		44122
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (216) 910-3400

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 (see General Instruction A.2. below):

¨o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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

¨o Pre-commencement communications pursuant to Rule 14d–−2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e−4(c) under the Exchange Act (17 CFR 240.13e-4(c))

¨Item 7.01. Regulation ~~Pre-commencement communications pursuant to Rule 13e–4(c) under the Exchange Act (17 CFR 240~~FD.~~13e-4(c))~~

~~Item~~On February 112, 2009, Aleris International, Inc.~~01.~~ ~~Entry~~(the ~~into~~“Company”) issued a ~~Material~~press release ~~Definitive~~announcing ~~Agreement~~that it and substantially all of its U.S. subsidiaries have filed voluntary petitions for reorganization under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware in Wilmington, Delaware. A copy of that press release is attached hereto as Exhibit 99.1.

OnThe ~~December 26,~~information ~~2008,~~contained ~~Aleris~~in ~~International,~~this ~~Inc.,~~Current aReport ~~Delaware~~on ~~corporation~~Form ~~(the “Company”)~~8-K, ~~notified~~including the ~~administrative~~exhibit attached ~~agent~~hereto, ~~under~~is ~~the~~being ~~credit~~furnished ~~agreement~~and ~~governing~~shall ~~its~~not ~~senior~~be ~~secured~~deemed ~~asset-based~~to ~~revolving~~be ~~credit~~“filed” ~~facility dated as of~~for ~~August 1,~~the ~~2006,~~purposes ~~amended and restated as~~ of ~~December 19,~~Section ~~2006~~18 ~~and further amended as~~ of ~~November 9, 2007 and September 10, 2008, among~~ the ~~Company,~~Securities ~~each~~Exchange ~~subsidiary~~Act of ~~the Company party thereto~~1934, ~~the~~as ~~lenders party thereto~~amended, ~~Deutsche~~ ~~Bank~~or AGotherwise ~~New~~subject ~~York~~to ~~Branch as administrative agent, Deutsche Bank AG, Canada Branch, as Canadian administrative agent and certain other signatories thereto (~~the ~~“ABL~~liabilities ~~Credit~~of ~~Agreement”)~~ that, ~~effective~~Section. ~~December 31~~Furthermore, ~~2008, it will~~the ~~voluntarily~~information ~~reduce~~contained ~~(without~~in ~~premium~~this orCurrent ~~penalty)~~Report ~~the~~on ~~size~~Form ~~of the ABL Credit Agreement by $250.0 million~~8-K, ~~thereby~~including ~~decreasing~~ the ~~size~~exhibit attached ofhereto, ~~the~~shall ~~ABL~~not ~~Credit~~be ~~Agreement~~deemed ~~from up~~ to ~~$1,094.0~~be ~~million~~incorporated toby upreference tointo ~~$844.0 million, subject to applicable borrowing~~any ~~bases.~~registration ~~The~~statement ~~Company~~or ~~will~~other ~~apply~~document ~~the~~filed ~~entire~~pursuant ~~$250.0 million reduction~~ to ~~reduce~~ the ~~U.S./European~~Securities ~~Commitments,~~Act ~~such that the total Canadian Commitments and U.S./European Commitments will now be $35.0 million and $809.0 million~~of 1933, ~~respectively.~~as amended.

~~Item~~The information contained in this Current Report on Form 8-K and on Exhibit 99.011 contains certain forward-looking statements made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995. ~~Other~~These ~~Events~~include statements that contain words such as “believe,” “expect,” “anticipate,” “intend,” “estimate,” “should” and similar expressions intended to connote future events and circumstances, and include statements regarding future actual and adjusted earnings and earnings per share; future improvements in margins, processing volumes and pricing; overall 2008 operating performance; anticipated higher adjusted effective tax rates; expected cost savings; success in integrating the Company’s recent acquisitions, including the acquisition of the downstream aluminum businesses of Corus Group plc; its future growth; the economic environment in 2009; future benefits from acquisitions and new products; expected benefits from changes in the industry landscape; and anticipated synergies resulting from the Company’s acquisitions. Investors are cautioned that all forward-looking statements involve risks and uncertainties, and that actual results could differ materially from those described in the forward-looking statements. These risks and uncertainties would include, without limitation, the Company’s levels of indebtedness and debt service obligations; its ability to effectively integrate the business and operations of its acquisitions; further slowdowns in automotive production in the U.S. and Europe; the financial condition of the Company’s customers and future bankruptcies and defaults by major customers; the availability at favorable cost of aluminum scrap and other metal supplies that the Company processes; the ability of the Company to enter into effective metals, natural gas and other commodity derivatives; continued increases in natural gas and other fuel costs of the Company; a weakening in industrial demand resulting from a decline in U.S. or world economic conditions, including any decline caused by terrorist activities or other unanticipated events; future utilized capacity of the Company’s various facilities; a continuation of building and construction customers and distribution customers reducing their inventory levels and reducing the volume of the Company’s shipments; restrictions on and future levels and timing of capital expenditures; retention of the Company’s major customers; the timing and amounts of collections; currency exchange fluctuations; future write-downs or impairment charges which may be required because of the occurrence of some of the uncertainties listed above; and other risks listed in the Company’s filings with the Securities and Exchange Commission (the “SEC”), including but not limited to the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2007 and quarterly report on Form 10-Q for the fiscal quarter ended September 30, 2008, particularly the sections entitled “Risk Factors” contained therein. The forward looking statements contained in this report and on such exhibit are made only as of the date hereof. We do not assume any obligation to update any of these forward-looking statements.

~~On December 26, 2008, an~~Item affiliate of TPG, the primary stockholder of the Company, agreed to provide a short-term letter of credit in connection with an arrangement with a metal hedge counterparty of a subsidiary of the Company in the amount of approximately $45 million9. ~~This~~01. Financial ~~arrangement~~Statements ~~facilitated~~and ~~the release of cash that had previously been used for margin requirements under the related metal hedging obligations~~Exhibits.

Exhibit No. Description

99.1 Press Release, dated February 12, 2009, issued by Aleris International, Inc.

SIGNATURES

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

Dated: ~~January 2~~ February 12, 2009

Aleris International, Inc. By: /s/ ~~Scott~~Sean AM. ~~McKinley~~Stack ~~Scott~~Sean AM. ~~McKinley~~Stack ~~Senior~~Executive Vice President ~~and Controller~~

EXHIBIT INDEX

Exhibit No. Description

99.1 Press Release, dated February 12, 2009, issued by Aleris International, Inc.

Filing Compare · Aleris International, Inc.