VALHI INC /DE/
8-K, 1998-06-19
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



                                 June 19, 1998
               (Date of Report, date of earliest event reported)



                                  VALHI, INC.
             (Exact name of Registrant as specified in its charter)

           Delaware                1-5467              87-011015
       (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)



                                 (972) 233-1700
              (Registrant's telephone number, including area code)



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

Item 5: Other Events

     On June 19, 1998, the registrant, Valhi, Inc., 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 June 19, 1998 issued by Valhi, Inc.

                                   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:  June 19, 1998








                          PRESS RELEASE


FOR IMMEDIATE RELEASE:                       CONTACT:

VALHI, INC.                                  STEVEN L. WATSON
THREE LINCOLN CENTRE                         VICE PRESIDENT
5430 LBJ FREEWAY, SUITE 1700                 (972) 450-4216
DALLAS, TEXAS  75240-2697



             VALHI, INC. ANNOUNCES PURCHASE OF TREMONT CORPORATION
                          SHARES FROM RELATED ENTITIES


     DALLAS, TEXAS . . . June 19, 1998 . . .Valhi, Inc. (NYSE: VHI) announced
today the purchase of 2,948,031 shares of Tremont Corporation (NYSE: TRE) common
stock, representing 43.8% of the total outstanding Tremont shares from Contran
Corporation and certain of its subsidiaries at a price of $56.00 per share, in a
privately-negotiated transaction.  Contran and related entities own, directly
and indirectly, 93% of Valhi.  A special committee of Valhi's board of
directors, with the assistance of its own legal and financial advisors,
negotiated the terms of the transaction on behalf of Valhi.  A portion of the
proceeds of the transaction were used to repay in full approximately $106.6
million of principal and accrued interest outstanding under a revolving line of
credit between Valhi and Contran.

     Valhi is engaged in the titanium dioxide pigments, titanium metal products,
component products and waste management industries.

                                   * * * * *




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