<PAGE>   1
    AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER 6, 1996

                                                           REGISTRATION NO. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT

                                      UNDER

                           THE SECURITIES ACT OF 1933

                            CENTURY ALUMINUM COMPANY

             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

               DELAWARE                                  13-3070826
     (State or other jurisdiction           (I.R.S. Employer Identification No.)
   of incorporation or organization)

          1200 PIEDMONT AVENUE                              93950
             P.O. BOX 51130                               (Zip Code)
        PACIFIC GROVE, CALIFORNIA
  (Address of principal executive offices)

                            CENTURY ALUMINUM COMPANY
                            1996 STOCK INCENTIVE PLAN
                            (FULL TITLE OF THE PLAN)

                                GERALD A. MEYERS
                              1200 PIEDMONT AVENUE
                                 P.O. BOX 51130
                             PACIFIC GROVE, CA 93950
                     (NAME AND ADDRESS OF AGENT FOR SERVICE)

          TELEPHONE NUMBER, INCLUDING AREA CODE, OF AGENT FOR SERVICE:
                                 (408) 657-1280

                         CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
=======================================================================================================================
                                                           Proposed              Proposed
                                                           Maximum               Maximum
  Title of Securities to be       Amount to be          Offering Price          Aggregate             Amount of
         Registered                Registered            Per Share(1)         Offering Price       Registration Fee
-----------------------------------------------------------------------------------------------------------------------
<S>           <C>                <C>                        <C>                <C>                    <C>      
Common Stock, $.01 par value...  1,200,000 Shares           $13.50             $16,200,000            $4,909.09
=======================================================================================================================
</TABLE>

1)  Estimated solely for the purpose of computing the registration fee, based
    on the average of the high and low prices for the Common Stock as reported
    on the Nasdaq National Market System on October 30, 1996.      



<PAGE>   2


                                     PART II

                             INFORMATION REQUIRED IN
                           THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

        The following documents are incorporated herein by reference:

        (a) The Company's Final Prospectus, dated March 28, 1996.

        (b) All other reports filed pursuant to Section 13(a) or 15(d) of the
Securities Exchange Act of 1934 since the end of the fiscal year covered by the
registrant document referred to in (a) above.

        (c) The description of the Company's Common Stock incorporated by
reference in the Company's Registration Statement on Form 8-A (File No.
0-27918), dated March 4, 1996.

        All documents subsequently filed by the Company pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934, prior to the
filing of a post-effective amendment which indicates that all securities offered
have been sold or which deregisters all securities then remaining unsold, shall
be deemed to be incorporated herein by reference and shall be deemed to be a
part hereof, from the date of filing of such documents.

        Any statement contained in a document incorporated by reference herein
shall be deemed to be modified or superseded for purposes hereof to the extent
that a statement contained herein (or in any other subsequently filed document
which also is incorporated by reference herein) modifies or supersedes such
statement. Any statement so modified or superseded shall not be deemed to
constitute a part hereof except as so modified or superseded.

ITEM 4.  DESCRIPTION OF SECURITIES.

        Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

        Not applicable.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

        Pursuant to Section 102(b)(7) of the Delaware General Corporation Law,
as amended, (the "DGCL"), the Restated Certificate of Incorporation of the
Company eliminates the liability of the Company's directors to the Company or
its stockholders, except for liabilities related to breach of duty of loyalty,
actions 


                                       2
<PAGE>   3

not in good faith or which involve intentional misconduct or a knowing violation
of law and certain other liabilities.

        Section 145 of the DGCL provides that a corporation may indemnify any
person, including officers and directors, who are, or are threatened to be made,
parties to any threatened, pending or completed legal action, suit or
proceeding, whether civil, criminal, administrative or investigative (other than
an action by or in the right of such corporation), by reason of the fact that
such person was an officer, director, employee or agent of such corporation, or
is or was serving at the request of such corporation as a director, officer,
employee or agent of another corporation. The indemnity may include expenses
(including attorneys' fees), judgments, fines and amounts paid in settlement
actually and reasonably incurred by such person in connection with such action,
suit, or proceeding, provided such officer, director, employee or agent acted in
good faith and in a manner he reasonably believed to be in or not opposed to the
corporation's best interests and, for criminal proceedings, had no reasonable
cause to believe that his conduct was unlawful. A Delaware corporation may
indemnify officers and directors in an action by or in the right of the
corporation under the same conditions, except that no indemnification is
permitted without judicial approval if the officer or director is adjudged to be
liable to the corporation. Where an officer or director is successful on the
merits or otherwise in the defense of any action referred to above, the
corporation must indemnify him against the expenses which such officer or
director actually or reasonably incurred. The Amended and Restated Bylaws of the
Company provide for indemnification of the officers and directors to the fullest
extent permitted by the DGCL. In addition, the Company maintains officers' and
directors' liability insurance which insures against liabilities that officers
and directors of the Company may incur in such capacities.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

        Not applicable.

ITEM 8.  EXHIBITS.

        See Index to Exhibits.

ITEM 9.  UNDERTAKINGS.

        (a) The undersigned registrant hereby undertakes:

           (1) To file, during any period in which offers or sales are being
               made, a post-effective amendment to this registration statement:

                    (i) To include any prospectus required by section 10(a)(3)
                   of the Securities Act of 1933;

                    (ii) To reflect in the prospectus any facts or events
                   arising after the effective date of the registration
                   statement (or the most recent post-effective amendment
                   thereof) which, individually or in the aggregate, represent a
                   fundamental change in the information set forth in the
                   registration statement. Notwithstanding the foregoing, any
                   increase or decrease in volume of securities offered (if the
                   total dollar value of securities offered 

                                       3
<PAGE>   4

                   would not exceed that which was registered) and any
                   deviation from the low or high end of the estimated maximum
                   offering range may be reflected in the form of prospectus
                   filed with the Commission pursuant to Rule 424(b) if, in the
                   aggregate, the changes in volume and price represent no more
                   than a 20% change in the maximum aggregate offering price set
                   forth in the "Calculation of Registration Fee" table in the
                   effective registration statement;

                    (iii) To include any material information with respect to
                   the plan of distribution not previously disclosed in the
                   registration statement or any material change to such
                   information in the registration statement;

                   Provided, however, that paragraph (a)(1)(i) and (a)(1)(ii) do
                   not apply if the registration statement is on Form S-3 or
                   Form S-8, and the information required to be included in a
                   post-effective amendment by those paragraphs is contained in
                   periodic reports filed by the registrant pursuant to section
                   13 or section 15(d) of the Securities Exchange Act of 1934
                   that are incorporated by reference in the registration
                   statement.

           (2) That, for the purpose of determining any liability under the
               Securities Act of 1933, each such post-effective amendment shall
               be deemed to be a new registration statement relating to the
               securities offered therein, and the offering of such securities
               at that time shall be deemed to be the initial bona fide offering
               thereof.

           (3) To remove from registration by means of a post-effective
               amendment any of the securities being registered which remain
               unsold at the termination of the offering.

        (b) The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to section 13(a) or section 15(d) of the
Securities Exchange Act of 1934 (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

        (h) Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or otherwise,
the registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.


                                       4
<PAGE>   5

                                   SIGNATURES

    Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Pacific Grove, State of California, on the 6th day
of November, 1996.

                                        Century Aluminum Company

                                        By:/s/ Gerald A. Meyers
                                           --------------------
                                           Name: Gerald A. Meyers
                                           Title:President and Chief Operating
                                                 Officer

    Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates indicated:

<TABLE>
<CAPTION>
            SIGNATURE                            TITLE                        DATE
            ---------                            -----                        ----
<S>                               <C>                                  <C> 
       /s/ Craig A. Davis            Chairman and Chief Executive       November 6, 1996
-------------------------------                Officer
         Craig A. Davis        


    /s/ William R. Hampshire          Vice-Chairman and Director        November 6, 1996
-------------------------------
      William R. Hampshire

      /s/ Gerald A. Meyers            President, Chief Operating        November 6, 1996
-------------------------------          Officer and Director
        Gerald A. Meyers       

      /s/ David W. Beckley             Executive Vice President         November 6, 1996
-------------------------------       and Chief Financial Officer
        David W. Beckley             (Principal Financial Officer
                                   and Principal Accounting Officer)

      /s/ Roman A. Bninski                     Director                 November 6, 1996
-------------------------------
        Roman A. Bninski

      /s/ John C. Fontaine                     Director                 November 6, 1996
-------------------------------
        John C. Fontaine

     /s/ Willy R. Strothotte                   Director                 November 6, 1996
-------------------------------
       Willy R. Strothotte
</TABLE>


                                       5
<PAGE>   6

                                INDEX TO EXHIBITS

EXHIBIT
NUMBER                    DESCRIPTION OF DOCUMENT
------                    -----------------------

  4.1          Restated Certificate of Incorporation of the Registrant
               (Incorporated by reference to Exhibit 3.1 of the Registrant's
               Registration Statement on Form S-1, as amended, File No.
               33-95486).

  4.2          Amended and Restated By Laws of the Registrant (Incorporated by
               reference to Exhibit 3.2 of the Registrant's Registration
               Statement on Form S-1, as amended, File No. 33-95486).

  5.1          Opinion of Curtis, Mallet-Prevost, Colt & Mosle.

  23.1         Consent of Deloitte & Touche LLP.

  23.2         Consent of Curtis, Mallet-Prevost, Colt & Mosle (included in
               Exhibit 5.1).


                                       6
[{"type": "S-8", "sequence": "1", "description": "CENTURY ALUMINUM: '96 STOCK INCENTIVE PLAN", "secsgml_size_bytes": 15685}]
{"company-data": {"conformed-name": "CENTURY ALUMINUM CO", "cik": "0000949157", "assigned-sic": "3350", "irs-number": "133070826", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-15689", "film-number": "96655597"}, "business-address": {"street1": "RTE 2 S", "city": "RAVENSWOOD", "state": "WV", "zip": "26164", "phone": "3042736000"}, "mail-address": {"street1": "RT 2 SOUTH WILLOW GROVE ROAD", "city": "RAVENSWOOD", "state": "WV", "zip": "26164"}}
1
    AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER 6, 1996

                                                           REGISTRATION NO. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT

                                      UNDER

                           THE SECURITIES ACT OF 1933

                            CENTURY ALUMINUM COMPANY

             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

               DELAWARE                                  13-3070826
     (State or other jurisdiction           (I.R.S. Employer Identification No.)
   of incorporation or organization)

          1200 PIEDMONT AVENUE                              93950
             P.O. BOX 51130                               (Zip Code)
        PACIFIC GROVE, CALIFORNIA
  (Address of principal executive offices)

                            CENTURY ALUMINUM COMPANY
                            1996 STOCK INCENTIVE PLAN
                            (FULL TITLE OF THE PLAN)

                                GERALD A. MEYERS
                              1200 PIEDMONT AVENUE
                                 P.O. BOX 51130
                             PACIFIC GROVE, CA 93950
                     (NAME AND ADDRESS OF AGENT FOR SERVICE)

          TELEPHONE NUMBER, INCLUDING AREA CODE, OF AGENT FOR SERVICE:
                                 (408) 657-1280

                         CALCULATION OF REGISTRATION FEE
=======================================================================================================================
                                                           Proposed              Proposed
                                                           Maximum               Maximum
  Title of Securities to be       Amount to be          Offering Price          Aggregate             Amount of
         Registered                Registered            Per Share(1)         Offering Price       Registration Fee
-----------------------------------------------------------------------------------------------------------------------
Common Stock, $.01 par value...  1,200,000 Shares           $13.50             $16,200,000            $4,909.09
=======================================================================================================================
1)  Estimated solely for the purpose of computing the registration fee, based
    on the average of the high and low prices for the Common Stock as reported
    on the Nasdaq National Market System on October 30, 1996.
2

                                     PART II

                             INFORMATION REQUIRED IN
                           THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

        The following documents are incorporated herein by reference:

        (a) The Company's Final Prospectus, dated March 28, 1996.

        (b) All other reports filed pursuant to Section 13(a) or 15(d) of the
Securities Exchange Act of 1934 since the end of the fiscal year covered by the
registrant document referred to in (a) above.

        (c) The description of the Company's Common Stock incorporated by
reference in the Company's Registration Statement on Form 8-A (File No.
0-27918), dated March 4, 1996.

        All documents subsequently filed by the Company pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934, prior to the
filing of a post-effective amendment which indicates that all securities offered
have been sold or which deregisters all securities then remaining unsold, shall
be deemed to be incorporated herein by reference and shall be deemed to be a
part hereof, from the date of filing of such documents.

        Any statement contained in a document incorporated by reference herein
shall be deemed to be modified or superseded for purposes hereof to the extent
that a statement contained herein (or in any other subsequently filed document
which also is incorporated by reference herein) modifies or supersedes such
statement. Any statement so modified or superseded shall not be deemed to
constitute a part hereof except as so modified or superseded.

ITEM 4.  DESCRIPTION OF SECURITIES.

        Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

        Not applicable.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

        Pursuant to Section 102(b)(7) of the Delaware General Corporation Law,
as amended, (the "DGCL"), the Restated Certificate of Incorporation of the
Company eliminates the liability of the Company's directors to the Company or
its stockholders, except for liabilities related to breach of duty of loyalty,
actions 

                                       2
3

not in good faith or which involve intentional misconduct or a knowing violation
of law and certain other liabilities.

        Section 145 of the DGCL provides that a corporation may indemnify any
person, including officers and directors, who are, or are threatened to be made,
parties to any threatened, pending or completed legal action, suit or
proceeding, whether civil, criminal, administrative or investigative (other than
an action by or in the right of such corporation), by reason of the fact that
such person was an officer, director, employee or agent of such corporation, or
is or was serving at the request of such corporation as a director, officer,
employee or agent of another corporation. The indemnity may include expenses
(including attorneys' fees), judgments, fines and amounts paid in settlement
actually and reasonably incurred by such person in connection with such action,
suit, or proceeding, provided such officer, director, employee or agent acted in
good faith and in a manner he reasonably believed to be in or not opposed to the
corporation's best interests and, for criminal proceedings, had no reasonable
cause to believe that his conduct was unlawful. A Delaware corporation may
indemnify officers and directors in an action by or in the right of the
corporation under the same conditions, except that no indemnification is
permitted without judicial approval if the officer or director is adjudged to be
liable to the corporation. Where an officer or director is successful on the
merits or otherwise in the defense of any action referred to above, the
corporation must indemnify him against the expenses which such officer or
director actually or reasonably incurred. The Amended and Restated Bylaws of the
Company provide for indemnification of the officers and directors to the fullest
extent permitted by the DGCL. In addition, the Company maintains officers' and
directors' liability insurance which insures against liabilities that officers
and directors of the Company may incur in such capacities.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

        Not applicable.

ITEM 8.  EXHIBITS.

        See Index to Exhibits.

ITEM 9.  UNDERTAKINGS.

        (a) The undersigned registrant hereby undertakes:

           (1) To file, during any period in which offers or sales are being
               made, a post-effective amendment to this registration statement:

                    (i) To include any prospectus required by section 10(a)(3)
                   of the Securities Act of 1933;

                    (ii) To reflect in the prospectus any facts or events
                   arising after the effective date of the registration
                   statement (or the most recent post-effective amendment
                   thereof) which, individually or in the aggregate, represent a
                   fundamental change in the information set forth in the
                   registration statement. Notwithstanding the foregoing, any
                   increase or decrease in volume of securities offered (if the
                   total dollar value of securities offered 

                                       3
4

                   would not exceed that which was registered) and any
                   deviation from the low or high end of the estimated maximum
                   offering range may be reflected in the form of prospectus
                   filed with the Commission pursuant to Rule 424(b) if, in the
                   aggregate, the changes in volume and price represent no more
                   than a 20% change in the maximum aggregate offering price set
                   forth in the "Calculation of Registration Fee" table in the
                   effective registration statement;

                    (iii) To include any material information with respect to
                   the plan of distribution not previously disclosed in the
                   registration statement or any material change to such
                   information in the registration statement;

                   Provided, however, that paragraph (a)(1)(i) and (a)(1)(ii) do
                   not apply if the registration statement is on Form S-3 or
                   Form S-8, and the information required to be included in a
                   post-effective amendment by those paragraphs is contained in
                   periodic reports filed by the registrant pursuant to section
                   13 or section 15(d) of the Securities Exchange Act of 1934
                   that are incorporated by reference in the registration
                   statement.

           (2) That, for the purpose of determining any liability under the
               Securities Act of 1933, each such post-effective amendment shall
               be deemed to be a new registration statement relating to the
               securities offered therein, and the offering of such securities
               at that time shall be deemed to be the initial bona fide offering
               thereof.

           (3) To remove from registration by means of a post-effective
               amendment any of the securities being registered which remain
               unsold at the termination of the offering.

        (b) The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to section 13(a) or section 15(d) of the
Securities Exchange Act of 1934 (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

        (h) Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or otherwise,
the registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.

                                       4
5

                                   SIGNATURES

    Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Pacific Grove, State of California, on the 6th day
of November, 1996.

                                        Century Aluminum Company

                                        By:/s/ Gerald A. Meyers
                                           --------------------
                                           Name: Gerald A. Meyers
                                           Title:President and Chief Operating
                                                 Officer

    Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates indicated:
SIGNATURE                            TITLE                        DATE
            ---------                            -----                        ----
/s/ Craig A. Davis            Chairman and Chief Executive       November 6, 1996
-------------------------------                Officer
         Craig A. Davis        

    /s/ William R. Hampshire          Vice-Chairman and Director        November 6, 1996
-------------------------------
      William R. Hampshire

      /s/ Gerald A. Meyers            President, Chief Operating        November 6, 1996
-------------------------------          Officer and Director
        Gerald A. Meyers       

      /s/ David W. Beckley             Executive Vice President         November 6, 1996
-------------------------------       and Chief Financial Officer
        David W. Beckley             (Principal Financial Officer
                                   and Principal Accounting Officer)

      /s/ Roman A. Bninski                     Director                 November 6, 1996
-------------------------------
        Roman A. Bninski

      /s/ John C. Fontaine                     Director                 November 6, 1996
-------------------------------
        John C. Fontaine

     /s/ Willy R. Strothotte                   Director                 November 6, 1996
-------------------------------
       Willy R. Strothotte
5
6

                                INDEX TO EXHIBITS

EXHIBIT
NUMBER                    DESCRIPTION OF DOCUMENT
------                    -----------------------

  4.1          Restated Certificate of Incorporation of the Registrant
               (Incorporated by reference to Exhibit 3.1 of the Registrant's
               Registration Statement on Form S-1, as amended, File No.
               33-95486).

  4.2          Amended and Restated By Laws of the Registrant (Incorporated by
               reference to Exhibit 3.2 of the Registrant's Registration
               Statement on Form S-1, as amended, File No. 33-95486).

  5.1          Opinion of Curtis, Mallet-Prevost, Colt & Mosle.

  23.1         Consent of Deloitte & Touche LLP.

  23.2         Consent of Curtis, Mallet-Prevost, Colt & Mosle (included in
               Exhibit 5.1).

                                       6