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VALHI INC /DE/ Director's Dealing 2004

Feb 25, 2004

32913_dirs_2004-02-24_3d5b5956-7a2a-4d61-adce-51140952d577.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TITANIUM METALS CORP (tie)
CIK: 0001011657
Period of Report: 2004-02-20

Reporting Person: CONTRAN CORP (10% Owner)
Reporting Person: TREMONT LLC (10% Owner)
Reporting Person: VALHI INC /DE/ (10% Owner)
Reporting Person: VALHI GROUP INC (10% Owner)
Reporting Person: NATIONAL CITY LINES INC (10% Owner)
Reporting Person: NOA INC (10% Owner)
Reporting Person: DIXIE HOLDING CO (10% Owner)
Reporting Person: DIXIE RICE AGRICULTURE CORP INC (10% Owner)
Reporting Person: SOUTHWEST LOUISIANA LAND CO INC (10% Owner)
Reporting Person: SIMMONS HAROLD C (10% Owner)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2004-02-20 TIMET Capital Trust I Convertible Preferred $0 J 1600000 Disposed 2026-12-01 Common Stock $.01 par value (214240) Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
TIMET Capital Trust I Convertible Preferred $0 2026-12-01 Common Stock $.01 par value (1968) 14700 Indirect

Footnotes

F1: The 6 5/8% Convertible Preferred Securities, Beneficial Unsecured Convertible Securities of TIMET Capital Trust I

F2: The 6 5/8% Convertible Preferred Securities, Beneficial Unsecured Convertible Securities of TIMET Capital Trust I conversion ratio is 1 for 0.1339 shares of common stock of the issuer.

F3: On February 20, 2004, Contran Corporation sold, in a private transaction, 1,600,000 6 5/8% Convertible Preferred Securities, Beneficial Unsecured Convertible Securities, liquidation preference $50 per security, which represent undivided beneficial ownership interests in the assets of TIMET Capital Trust I, a Delaware statutory business trust, to the spouse of Harold C. Simmons for an aggregate purchase price of $19,500,000.00. The purchase price consisted of the reduction in full of $19,090,847.00 of indebtedness and the balance in cash. See the Additional Information filed as an exhibit to this statement for a description of the relationship among the persons joining in this filing.

F4: Exercisable immediately.

F5: Directly held by Valhi, Inc. See the Additional Information filed as an exhibit to this statement for a description of the relationship among the persons joining in this filing.