TREMONT CORPORATION
8-K, 1999-02-16
PRIMARY SMELTING & REFINING OF NONFERROUS METALS
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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



                               February 16, 1999

               (Date of Report, date of earliest event reported)



                             TREMONT CORPORATION

             (Exact name of Registrant as specified in its charter)



                  Delaware                1-10126            76-0262791

               (State or other          (Commission         (IRS Employer
                jurisdiction of          File Number)        Identification
                incorporation)                               Number)
<PAGE>



             1999 Broadway, Suite 4300, Denver, CO            80202

           (Address of principal executive offices)         (Zip Code)



                                (303) 296-5600

              (Registrant's telephone number, including area code)


                                Not Applicable

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

Item 5:   Other Events

     On February 16, 1999 the Registrant issued the press release attached
hereto as Exhibit 99.1, which is incorporated herein by reference.  The press
release relates to an announcement by Registrant regarding Registrant's increase
of its stake in TIMET.



Item 7:   Financial Statements, Pro Forma Financial Information and Exhibits

     (c)  Exhibits

Item            Exhibit List
No.

<PAGE>


          99.1           Press release dated February 16, 1999 issued by
                         Registrant.
                             

<PAGE>

                                   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.



                              TREMONT CORPORATION
                              (Registrant)




                              By: /s/ Robert E. Musgraves
                                  Robert E. Musgraves
                                  Vice President, General Counsel
                                   and Secretary




Date: February 16, 1999
                              

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                                                                    Exhibit 99.1
                                 PRESS RELEASE



FOR IMMEDIATE RELEASE             CONTACT:

Tremont Corporation               Robert E. Musgraves
1999 Broadway, Suite 4300         Vice President, General Counsel & Secretary
Denver, Colorado  80202           303-296-5600


                      TREMONT INCREASES ITS STAKE IN TIMET


     DENVER, COLORADO . . . February 16, 1999 . . . Tremont Corporation (NYSE:
TRE) announced today that it has exercised an option to acquire from an
affiliate of IMI plc a total of  2,011,305 shares of the common stock of
Titanium Metals Corporation ("TIMET") (NYSE: TIE).  The shares acquired
represent approximately 6.4% of the TIMET shares outstanding and bring Tremont's
holdings in TIMET to approximately 12.3 million shares, or 39% of the common
shares outstanding.

     The option was acquired from IMI in connection with TIMET's purchase of
IMI's titanium business in 1996.  The option price was approximately $7.95 per
share, representing a total cost of just under $16 million.

     Tremont Corporation, headquartered in Denver, Colorado, is principally a
holding company with operations in the titanium metals business, conducted
through TIMET, the titanium dioxide business, conducted through NL Industries,
Inc., and real estate development, conducted through Victory Valley Land
Company, L.P.
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