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Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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<SEC-DOCUMENT>0001074791-04-000001.txt : 20040707
<SEC-HEADER>0001074791-04-000001.hdr.sgml : 20040707
<ACCEPTANCE-DATETIME>20040707163757
ACCESSION NUMBER:		0001074791-04-000001
CONFORMED SUBMISSION TYPE:	3
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20040705
FILED AS OF DATE:		20040707

REPORTING-OWNER:	

	OWNER DATA:	
		COMPANY CONFORMED NAME:			TITANIUM METALS CORP
		CENTRAL INDEX KEY:			0001011657
		STANDARD INDUSTRIAL CLASSIFICATION:	SECONDARY SMELTING & REFINING OF NONFERROUS METALS [3341]
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		3
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-31763
		FILM NUMBER:		04904563

	BUSINESS ADDRESS:	
		STREET 1:		1999 BROADWAY
		STREET 2:		STE 4300
		CITY:			DENVER
		STATE:			CO
		ZIP:			80202
		BUSINESS PHONE:		3032965600

	MAIL ADDRESS:	
		STREET 1:		TITANIUM METALS CORP
		STREET 2:		1999 BROADWAY SUITE 4300
		CITY:			DENVER
		STATE:			CO
		ZIP:			80202

ISSUER:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			KRONOS WORLDWIDE INC
		CENTRAL INDEX KEY:			0001257640
		STANDARD INDUSTRIAL CLASSIFICATION:	INDUSTRIAL INORGANIC CHEMICALS [2810]
		IRS NUMBER:				760294959

	BUSINESS ADDRESS:	
		STREET 1:		5430 LBJ FREEWAY
		STREET 2:		SUITE 1700
		CITY:			DALLAS
		STATE:			TX
		ZIP:			75240
		BUSINESS PHONE:		9722331700

	MAIL ADDRESS:	
		STREET 1:		5430 LBJ FREEWAY
		STREET 2:		SUITE 1700
		CITY:			DALLAS
		STATE:			TX
		ZIP:			75240

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	KRONOS INC
		DATE OF NAME CHANGE:	20030730

REPORTING-OWNER:	

	OWNER DATA:	
		COMPANY CONFORMED NAME:			TIMET FINANCE MANAGEMENT CO
		CENTRAL INDEX KEY:			0001074791

	FILING VALUES:
		FORM TYPE:		3
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-31763
		FILM NUMBER:		04904564

	BUSINESS ADDRESS:	
		STREET 1:		913 N MARKET ST
		STREET 2:		SUITE 217
		CITY:			WILMINGTON
		STATE:			DE
		ZIP:			19801
		BUSINESS PHONE:		9722331700

	MAIL ADDRESS:	
		STREET 1:		913 N MARKET ST
		STREET 2:		SUITE 217
		CITY:			WILMINGTON
		STATE:			DE
		ZIP:			19801
</SEC-HEADER>
<DOCUMENT>
<TYPE>3
<SEQUENCE>1
<FILENAME>f3tfmc_ex.xml
<TEXT>
<XML>
<?xml version="1.0"?>
<ownershipDocument>

    <schemaVersion>X0202</schemaVersion>

    <documentType>3</documentType>

    <periodOfReport>2004-07-05</periodOfReport>

    <noSecuritiesOwned>0</noSecuritiesOwned>

    <issuer>
        <issuerCik>0001257640</issuerCik>
        <issuerName>KRONOS WORLDWIDE INC</issuerName>
        <issuerTradingSymbol>KRO</issuerTradingSymbol>
    </issuer>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001074791</rptOwnerCik>
            <rptOwnerName>TIMET FINANCE MANAGEMENT CO</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>913 N MARKET ST</rptOwnerStreet1>
            <rptOwnerStreet2>SUITE 217</rptOwnerStreet2>
            <rptOwnerCity>WILMINGTON</rptOwnerCity>
            <rptOwnerState>DE</rptOwnerState>
            <rptOwnerZipCode>19801</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>0</isDirector>
            <isOfficer>0</isOfficer>
            <isTenPercentOwner>1</isTenPercentOwner>
            <isOther>0</isOther>
        </reportingOwnerRelationship>
    </reportingOwner>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001011657</rptOwnerCik>
            <rptOwnerName>TITANIUM METALS CORP</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>1999 BROADWAY</rptOwnerStreet1>
            <rptOwnerStreet2>STE 4300</rptOwnerStreet2>
            <rptOwnerCity>DENVER</rptOwnerCity>
            <rptOwnerState>CO</rptOwnerState>
            <rptOwnerZipCode>80202</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>0</isDirector>
            <isOfficer>0</isOfficer>
            <isTenPercentOwner>1</isTenPercentOwner>
            <isOther>0</isOther>
        </reportingOwnerRelationship>
    </reportingOwner>

    <nonDerivativeTable>
        <nonDerivativeHolding>
            <securityTitle>
                <value>Common Stock $0.01 par value</value>
            </securityTitle>
            <postTransactionAmounts>
                <sharesOwnedFollowingTransaction>
                    <value>1480</value>
                </sharesOwnedFollowingTransaction>
            </postTransactionAmounts>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>D</value>
                    <footnoteId id="F1"/>
                </directOrIndirectOwnership>
            </ownershipNature>
        </nonDerivativeHolding>
    </nonDerivativeTable>

    <footnotes>
        <footnote id="F1">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.</footnote>
    </footnotes>

    <ownerSignature>
        <signatureName>Gregory M. Swalwell, Vice President, for TIMET Finance Management Company</signatureName>
        <signatureDate>2004-07-06</signatureDate>
    </ownerSignature>

    <ownerSignature>
        <signatureName>A. Andrew R. Louis, Assistant Secretary, for Titanium Metals Corporation</signatureName>
        <signatureDate>2004-07-06</signatureDate>
    </ownerSignature>
</ownershipDocument>

</XML>
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>kro40707.htm
<DESCRIPTION>ADDITIONAL INFORMATION
<TEXT>
<HTML>
<HEAD>
<TITLE>Additional Information</TITLE>
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     <!-- Project:        F:\EdgarEase Filings\Contran\2004\ KRO\f4kro40707.eep      -->
     <!-- Control Number: jgc40707                                                         -->
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</HEAD>

<BODY>
<P>Additional Information</P>


<P>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;NL Industries, Inc. ("NL"), Valhi, Inc. ("Valhi") and
 Tremont LLC ("Tremont") are the holders of 49.8%, 33.4% and 10.7%, respectively, of the outstanding
 shares of common stock, par value $0.01 per share ("Common Stock"), of the issuer.</P>


<P>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;Valhi and Tremont are the direct holders of approximately
 62.3% and 21.1%, respectively, of the outstanding common stock of NL. Valhi is the direct holder of
 100% of the membership interests of Tremont. Valhi Group, Inc. ("VGI"), National City Lines, Inc. ("National"),
 Contran Corporation ("Contran"), the Harold Simmons Foundation, Inc. (the "Foundation"), the Contran
 Deferred Compensation Trust No. 2 (the "CDCT No. 2") and The Combined Master Retirement Trust (the "CMRT")
 are the direct holders of approximately 77.6%, 9.1%, 3.1%, 0.9%, 0.4% and 0.1%, respectively, of the
 outstanding shares of Valhi common stock. National, NOA, Inc. ("NOA") and Dixie Holding Company ("Dixie
 Holding") are the direct holders of approximately 73.3%, 11.4% and 15.3%, respectively, of the outstanding
 common stock of VGI. Contran and NOA are the direct holders of approximately 85.7% and 14.3%, respectively,
 of the outstanding common stock of National. Contran and Southwest Louisiana Land Company, Inc. ("Southwest")
 are the direct holders of approximately 49.9% and 50.1%, respectively, of the outstanding common stock
 of NOA. Dixie Rice Agricultural Corporation, Inc. ("Dixie Rice") is the direct holder of 100% of the
 outstanding common stock of Dixie Holding. Contran is the holder of 100% of the outstanding common stock
 of Dixie Rice and approximately 88.9% of the outstanding common stock of Southwest.</P>


<P>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;Substantially all of Contran's outstanding voting stock
 is held by trusts established for the benefit of certain children and grandchildren of Harold C. Simmons
 (the "Trusts"), of which Mr. Simmons is the sole trustee, or is held by Mr. Simmons or persons or entities
 related to Mr. Simmons. As sole trustee of the Trusts, Mr. Simmons has the power to vote and direct
 the disposition of the shares of Contran stock held by the Trusts. Mr. Simmons disclaims beneficial
 ownership of all Contran shares that the Trusts hold.</P>


<P>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;Harold C. Simmons is the chairman of the board and chief
 executive officer of each of the issuer and NL and the chairman of the board of each of Tremont, Valhi,
 VGI, National, NOA, Dixie Holding, Dixie Rice, Southwest and Contran.</P>


<P>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;The Foundation directly holds approximately 0.9% of the
 outstanding shares of Valhi common stock. The Foundation is a tax-exempt foundation organized for charitable
 purposes. Harold C. Simmons is the chairman of the board of the Foundation.</P>


<P>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;The CDCT No. 2 directly holds approximately 0.4% of the
 outstanding shares of Valhi common stock. U.S. Bank National Association serves as the trustee of the
 CDCT No. 2. Contran established the CDCT No. 2 as an irrevocable "rabbi trust" to assist Contran in
 meeting certain deferred compensation obligations that it owes to Harold C. Simmons. If the CDCT No.
 2 assets are insufficient to satisfy such obligations, Contran is obligated to satisfy the balance of
 such obligations as they come due. Pursuant to the terms of the CDCT No. 2, Contran (i) retains the
 power to vote the shares of Valhi common stock held directly by the CDCT No. 2, (ii) retains dispositive
 power over such shares and (iii) may be deemed the indirect beneficial owner of such shares.</P>


<P>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;The CMRT directly holds approximately 0.1% of the outstanding
 shares of Valhi common stock. Valhi established the CMRT to permit the collective investment by master
 trusts that maintain the assets of certain employee benefit plans Valhi and related companies adopt.
 Harold C. Simmons is the sole trustee of the CMRT and a member of the trust investment committee for
 the CMRT. Valhi's board of directors selects the trustee and members of the trust investment committee
 for the CMRT. Mr. Simmons is a participant in one or more of the employee benefit plans that invest
 through the CMRT. Harold C. Simmons disclaims beneficial ownership of the shares of Valhi common stock
 held by the CMRT, except to the extent of his individual vested beneficial interest, if any, in the
 assets held by the CMRT.</P>


<P>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;By virtue of the holding of the offices, the stock ownership
 and his services as trustee, all as described above, (a) Harold C. Simmons may be deemed to control
 such entities and (b) Mr. Simmons and certain of such entities may be deemed to possess indirect beneficial
 ownership of shares directly held by certain of such other entities. However, Mr. Simmons disclaims
 such beneficial ownership of the shares beneficially owned directly or indirectly by any of such entities,
 except to the extent of his vested beneficial interest, if any, in shares held by the CMRT and his interest
 as a beneficiary of the CDCT No. 2. Mr. Harold Simmons disclaims beneficial ownership of all shares
 of Common Stock that NL, Valhi or Tremont directly holds.</P>


<P>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;TIMET Financial Management
Company ("TFMC") owns 1,480 shares of Common Stock.  Titanium Metals Corporation
("TIMET") owns 100% of the outstanding common stock of TFMC.  Tremont, CMRT, Harold C. Simmons' spouse and
Valhi are the holders of approximately 39.7%, 8.4%, 6.3% and 1.2% of the
outstanding common stock of TIMET.  The ownership of Mr. Simmons' spouse
is based on the 1,600,000 6 5/8% Convertible Preferred Securities, Beneficial
Unsecured Convertible Securities of TIMET Capital Trust 1 (the "BUCS") that she
directly owns, which are convertible into 214,240 shares of TIMET common
stock.  The ownership of Valhi includes 1,968 shares of TIMET common
stock that Valhi has the right to acquire upon conversion of 14,700 BUCs that
Valhi directly holds.  The percentage ownership of TIMET common stock
held by Mr. Simmons' spouse and Valhi assumes the full conversion of only the
BUCS owned by Mr. Simmons' spouse and Valhi, respectively.</P>


<P>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;Harold C. Simmons' spouse is
the direct owner of 35,195 shares of Common Stock, 69,475 shares of NL common
stock, 43,400 shares of Valhi common stock and 1,600,000 BUCS which are
convertible into 214,240 shares of TIMET common stock. Mr. Simmons may be
deemed to share indirect beneficial ownership of such shares. Mr. Simmons
disclaims all such beneficial ownership.</P>


<P>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;Harold C. Simmons directly
holds 3,833 shares of Common Stock, 30,800 shares of NL common stock (including
stock options exercisable for 6,000 shares) and 3,383 shares of Valhi common stock.</P>


<P>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;Valmont Insurance Company ("Valmont"), NL and a subsidiary
 of NL directly own 1,000,000, 3,522,967 and 1,186,200 shares of Valhi common stock, respectively. Valhi
 is the direct holder of 100% of the outstanding common stock of Valmont. Pursuant to Delaware law, Valhi
 treats the shares of Valhi common stock that Valmont, NL and the subsidiary of NL own as treasury stock
 for voting purposes. For the purposes of the percentage calculations herein, such shares are not deemed
 outstanding.</P>

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</SEC-DOCUMENT>
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