VALHI INC /DE/
8-K, 1996-04-05
SUGAR & CONFECTIONERY PRODUCTS
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                         SECURITIES AND EXCHANGE COMMISSION


                                WASHINGTON, DC 20549


                                      FORM 8-K

                                   CURRENT REPORT


                  Pursuant to Section 13 or 15(d) of the Securities
                                Exchange Act of 1934



                                   March 14, 1996
                  -------------------------------------------------

                  (Date of Report, date of earliest event reported)


                                      VALHI, INC.
             -----------------------------------------------------------

               (Exact name of Registrant as specified in its charter)


                Delaware              1-5467             87-0110150
            ------------------------------------------------------------

              (State or other        (Commission         (IRS Employer
                jurisdiction of        File Number)        Identification
                incorporation)                             No.)


               5430 LBJ Freeway, Suite 1700, Dallas, TX     75240-2697
            ------------------------------------------------------------

               (Address of principal executive offices)     (Zip Code)


                                  (214) 233-1700
            ------------------------------------------------------------

                (Registrant's telephone number, including area code)


                                  Not applicable
            ------------------------------------------------------------

               (Former name or address, if changed since last report)

          Item 5:  Other Events
                   ------------


                      On March 14,  1996 , the Registrant issued the press

          release attached  hereto as  Exhibit 99.1  which is  incorporated
          herein by reference.

          Item 7:  Financial Statements,  Pro Forma  Financial Information
                   -------------------------------------------------------

                      and Exhibits
                      ------------


              (c)  Exhibit
                   -------


                      Item No.             Exhibit Index
                      --------      -----------------------------------


                        99.1        Press release dated March 14, 1996
                                                        --------------

                                     issued by the Registrant







                                     SIGNATURES
                                     ----------



                  Pursuant to the requirements  of the Securities  Exchange
          Act of 1934,  the Registrant has  duly caused this  report to  be
          signed on its behalf by the undersigned hereunto duly authorized.



                                           VALHI, INC.
                                           (Registrant)



                                           By:/s/ Steven L. Watson
                                              ----------------------------

                                                     Steven L. Watson
                                                Vice President & Secretary



          Date:  March 11, 1996
                 --------------





                         Valhi to Close New Mexico MDF Plant

            DALLAS, March 14, 1996:   Valhi, Inc. (NYSE: VHI)  announced
            today that  it plans  to close  its  Medite Las  Vegas,  New
            Mexico medium density fiberboard (MDF) operations by May 13,
            1996.  In connection  with the closure  Valhi will record  a
            charge of approximately  $15 million  after-tax ($.13  cents
            per share).  Cash costs net of tax benefits are not expected
            to be  material.   Medite will  continue its  operations  in
            Oregon and The Republic of Ireland.

            Michael A. Snetzer,  Chairman and CEO  of Medite said  ``Our
            decision was  based upon  the prohibitive  additional  costs
            required to  seek and  possibly obtain  long-term  operating
            permits, particularly in  light of high  operating costs  of
            the older multi-opening  press technology  employed at  this
            plant, the high cost of raw materials used by the plant  and
            a  weak  MDF  pricing  environment.    These  problems   are
            magnified by significant MDF  capacity additions which  have
            been announced  elsewhere  in  North America  and  the  weak
            pricing environment we expect until this new capacity can be
            absorbed by the MDF market.  Accordingly, we do not  believe
            the cost  of  further  investment in  this  plant  could  be
            recovered.''     Mr.  Snetzer   added  ``we  are   presently
            evaluating alternatives for  disposition of  the New  Mexico
            plant's assets.''

            Medite employs  approximately  120 hourly  and  40  salaried
            personnel in the New Mexico plant which in 1995 had sales of
            $28 million to 162 customers in 36 states and seven  foreign
            countries.  In the  months between today's announcement  and
            final closure, Medite expects to  work closely with its  New
            Mexico  employees,  customers  and  suppliers  as  well   as
            government officials in  this period of  transition to  make
            the adjustments which will inevitably result from closure of
            the new Mexico operations.

            Medite will continue to serve MDF customers from its  larger
            MDF plants in  Ireland and Oregon  which together  accounted
            for 1995 sales of $121 million (81% of Medite's MDF  sales).
            In addition to  its MDF  business, Medite  owns and  manages
            170,000 acres of timberland in Southern Oregon and  operates
            a sawmill and veneer/wood  chip facility in close  proximity
            to its timber holdings.   These traditional timber  products
            activities had 1995 sales of $50 million.

            In 1995, Medite's  total MDF operations  accounted for  less
            than 8% of Valhi's 1995 sales.  Valhi is a major producer of
            titanium dioxide  pigments,  refined sugar,  MDF  and  other
            products.



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