Form: 10-Q

Quarterly report [Sections 13 or 15(d)]

EX 3.4 CERTIFICATE OF ELIMINATION

Published on


Exhibit 3.4

CERTIFICATE OF ELIMINATION
OF
KAISER ALUMINUM CORPORATION
UNDER
SECTION 151 OF THE GENERAL CORPORATION LAW OF DELAWARE

In accordance with Section 151 of the General Corporation Law of the
State of Delaware, Kaiser Aluminum Corporation (the "Corporation"), a
Delaware corporation, DOES HEREBY CERTIFY:

FIRST: That the following resolution has been adopted by the Board
of Directors of the Corporation:

"RESOLVED, that none of the authorized shares of the 8.255% PRIDES,
Convertible Preferred Stock, par value $.05 per share, (the "8.255%
PRIDES") of Kaiser Aluminum Corporation (the "Corporation"), are
outstanding; and that none will be issued subject to the Certificate
of Designations of 8.255% PRIDES, Convertible Preferred Stock of
Kaiser Aluminum Corporation previously filed with respect to the
8.255% PRIDES."

SECOND: That when this Certificate of Elimination becomes effective
in accordance with Section 103 of the General Corporation Law of the State
of Delaware, it shall have the effect of eliminating from the Restated
Certificate of Incorporation of the Corporation all matters set forth in
the Certificate of Designations of 8.255% PRIDES, Convertible Preferred
Stock of Kaiser Aluminum Corporation with respect to the 8.255% PRIDES.

IN WITNESS WHEREOF, the Corporation has caused this Certificate of
Elimination to be signed by E. Bruce Butler, a Vice President, and attested
by John Wm. Niemand II, its Secretary, this 1st day of July, 1998.

KAISER ALUMINUM CORPORATION


By: /S/ E. BRUCE BUTLER
E. Bruce Butler, Vice President

ATTEST:

/S/ JOHN WM. NIEMAND II
John Wm. Niemand II, Secretary
[Corporate Seal]