NL INDUSTRIES INC
8-K, 1994-02-25
INDUSTRIAL INORGANIC CHEMICALS
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                       SECURITIES AND EXCHANGE COMMISSION

                            Washington, D. C.  20549


                                  --------------

                                    FORM 8-K


                                 CURRENT REPORT


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


Date of Report (Date of earliest event reported): February 24, 1994

                              NL INDUSTRIES, INC.
- --------------------------------------------------------------------------------
              (Exact name of registrant as specified in charter)
                                   
New Jersey                           1-640                           13-5267260 
- --------------------------------------------------------------------------------
(State or other jurisdiction     (Commission       (Employer Identification No.)
      of incorporation)            File No.)      

3000 N. Sam Houston Parkway East, Houston, Texas                           77032
- --------------------------------------------------------------------------------
(Address of principal executive offices)                              (Zip Code)


Registrant's telephone number, including area code                (713) 987-5000
- --------------------------------------------------------------------------------


                                Not Applicable
- --------------------------------------------------------------------------------
        (former name or former address, if changed since last report)



                                  Page 1 of 4

                           Exhibit Index is at Page 3
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ITEM 5.     OTHER EVENTS.


         On February 24, 1994, the Registrant issued the press release attached
hereto as Exhibit 99.1 and incorporated herein in its entirety by this
reference.


ITEM 7.     FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
            EXHIBITS.

        (c) EXHIBITS
       
             (i)   Exhibit 99.1 Press Release dated February 24, 1994.


                             *     *    *    *    *



                                   SIGNATURE


         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 thereunto duly authorized.


                                                     NL INDUSTRIES, INC.
                                                     (Registrant)

                                                     /s/ David B. Garten
                                                     ------------------------
                                                     David B. Garten
                                                     Vice President, Secretary
                                                       and General Counsel




Dated:  February 25, 1994





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<PAGE>   3
                                 EXHIBIT INDEX



Exhibit                                                                Page
- -------                                                                ----
Exhibit 99.1    Press Release Issued                                    4
                February 24, 1994





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<PAGE>   1
                                                                    EXHIBIT 99.1




FOR IMMEDIATE RELEASE


                     NL INDUSTRIES, INC. SETTLES LITIGATION
                          AGAINST LOCKHEED CORPORATION


     HOUSTON, TX...February 24, 1994...NL Industries, Inc. announced today that
it has settled its pending lawsuit against Lockheed Corporation and Lockheed's
directors.  Under the settlement, Lockheed paid NL $27 million in cash.  In
connection with the settlement, NL and Lockheed agreed to dismiss the pending
proceedings and to release all claims that each may have against the other.

     NL stated that the litigation arose out of NL's claims, among others, that
Lockheed had violated the federal securities laws by making false an misleading
statements about its employee stock ownership plan that impacted the value of
the Lockheed stock formerly owned by NL.  The jury concluded in December 1992
verdict that Lockheed violated the antifraud provisions of the federal
securities laws and awarded NL $30 million.  Both companies appealed.

     NL's Chairman, Harold C. Simmons, expressed satisfaction with the
resolution of the disputes with Lockheed and its management.

     NL Industries, Inc., a producer of titanium dioxide pigments and specialty
chemicals, is headquartered in Houston, Texas.  NL's common stock is traded on
the New York and Pacific Stock Exchanges under the symbol "NL".

                                     # # #





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