NL INDUSTRIES INC — Director's Dealing 2004

May 20, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NL INDUSTRIES INC (NL)
CIK: 0000072162
Period of Report: 2004-05-20

Reporting Person: CONTRAN CORP (10% Owner)
Reporting Person: VALHI INC /DE/ (10% Owner)
Reporting Person: NATIONAL CITY LINES INC (10% Owner)
Reporting Person: TITANIUM METALS CORP (10% Owner)
Reporting Person: DIXIE RICE AGRICULTURE CORP INC (10% Owner)
Reporting Person: NOA INC (10% Owner)
Reporting Person: SOUTHWEST LOUISIANA LAND CO INC (10% Owner)
Reporting Person: TIMET FINANCE MANAGEMENT CO (10% Owner)
Reporting Person: SIMMONS HAROLD C (Director, Chairman of the Board and CEO, 10% Owner)
Reporting Person: TREMONT LLC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-05-20	Common Stock,. $0.01 par value	J	35100	$11.2315	Acquired	185100	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $0.01 par value	30135390	Indirect
Common Stock, $0.01 par value	10215541	Indirect

Footnotes

F1: Open market purchase by TIMET Finance Management Company. See the Additional Information filed as an exhibit to this
statement for a description of the relationships among the persons joining in this filing.

F2: Directly held by TIMET Finance Management Company. See the Additional Information filed as an exhibit to this statement for
a description of the relationships among the persons joining in this filing.

F3: Directly held by Valhi, Inc. See the Additional Information filed as an exhibit to this statement for a description of the
relationships among the persons joining in this filing.

F4: Directly held by Tremont LLC. See the Additional Information filed as an exhibit to this statement for a description of the
relationships among the persons joining in this filing.