Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
MAHONEY ROBERT B
  2. Issuer Name and Ticker or Trading Symbol
Noranda Aluminum Holding CORP [NOR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
Former CFO as of 10.26.13
(Last)
(First)
(Middle)
801 CRESCENT CENTRE DRIVE, SUITE 600
3. Date of Earliest Transaction (Month/Day/Year)
10/26/2013
(Street)

FRANKLIN, TN 37067
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
restricted stock 10/26/2013   D   16,785 (1) D $ 0 6,809.2109 D  
Common stock 10/26/2013   A   6,500 (2) A $ 2.88 184,702 D  
Common stock 10/26/2013   F   1,778 (3) D $ 0 182,924 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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. SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
restricted stock units $ 0 10/26/2013   J     26,000 (4) 03/04/2012   (4) Common stock 26,000 $ 0 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MAHONEY ROBERT B
801 CRESCENT CENTRE DRIVE
SUITE 600
FRANKLIN, TN 37067
      Former CFO as of 10.26.13

Signatures

 /s/ Gail E. Lehman, Attorney-in-Fact for Robert B. Mahoney   10/29/2013
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Termination of employment and forfeiture date of Restricted Stock occurred on same day - 10/26/13, at which time 16,785 was forfeited from grants awarded on 3/6/12 and 4/12/13, including any DEUs awarded thereon.
(2) Reports the acceleration of T-B RSUs awarded initially on Table II on 3.7.11. As a result of the termination of filer on 10.26.13, 6,500 was accelerated and vested on 10.26.13. This is to accurately reflect the vesting of the T-B RSUs initially filed on Table II and converted to Common Stock.
(3) Reports the units withheld for taxes upon vesting.
(4) The initial filing of this RSU was 3.4.11 of 26,000 RSUs comprised of (i) 13,000 unvested time-based RSUs, with 25% vesting on each of 1st & 2nd anniversaries and 50% vesting on the 3rd anniv. of the grant date, and (ii) 13,000 unvested performance-based RSUs relating to Common Stock of the Company. The P-B RSUs should not have been reported until vesting 3 yrs from the grant date in 2014. The T-B and P-B RSUs were subject to acceleration based on termination of employment. Mahoney's employment terminated on 10.26.13 at which time the remaining T-B RSUs vested on 10.26.13 of 6,500 (which does not include DEUs awarded on this initial grant and filed on Table I). The remaining 6,500 of the initial 13,000 T-B RSUs vested on 3.4.12 and 3.4.13, which were reported on Table I and not removed from Table II. This is to report the acceleration of the T-B RSUs of 6,500 on 10.26.13 & correctly reflect such vesting on Table I.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.