SEC Filing | Kronos Worldwide, Inc.

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SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

SIMMONS HAROLD C

(Last)

(First)

(Middle)

THREE LINCOLN CENTRE

5430 LBJ FREEWAY STE 1700

(Street)

DALLAS

75240-2697

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
KRONOS WORLDWIDE INC [ KRO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
Chairman of the Board & CEO

3. Date of Earliest Transaction (Month/Day/Year)
12/17/2007

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock $0.01 par value	12/17/2007		P		2,800	A	$15.75	126,867	D
Common Stock $0.01 par value	12/17/2007		P		200	A	$15.61	127,067	D
Common Stock $0.01 par value	12/17/2007		P		400	A	$15.63	127,467	D
Common Stock $0.01 par value	12/17/2007		P		200	A	$15.87	127,667	D
Common Stock $0.01 par value	12/17/2007		P		300	A	$15.89	127,967	D
Common Stock $0.01 par value	12/17/2007		P		1,400	A	$16	129,367	D
Common Stock $0.01 par value	12/17/2007		P		5,000	A	$15.95	134,367	D
Common Stock $0.01 par value								28,995,021	I	by Valhi⁽¹⁾
Common Stock $0.01 par value								17,516,312	I	by NL⁽²⁾
Common Stock $0.01 par value								5,203	I	by TFMC⁽³⁾
Common Stock $0.01 par value								36,356	I	by Spouse⁽⁴⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Directly held by Valhi, Inc. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationships among the persons joining in this filing.

2. Directly held by NL Industries, Inc. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationships among the persons joining in this filing.

3. Directly held by TIMET Finance Management Company. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationships among the persons joining in this filing.

4. Directly held by the Reporting Person's spouse. The Reporting Person disclaims beneficial ownership of these shares.

Remarks:

Exhibit Index 99 Additional Information

	A. Andrew R. Louis, Attorney-in-fact, for Harold C. Simmons	12/19/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Exhibit 99 Additional Information

     Valhi,  Inc.  ("Valhi") and NL Industries,  Inc.  ("NL") are the holders of
59.2% and 35.8%,  respectively,  of the outstanding  shares of common stock, par
value $0.01 per share ("Common Stock"), of the issuer.

     Valhi and TIMET Finance  Management Company ("TFMC") are the direct holders
of approximately 83.1% and 0.5%,  respectively,  of the outstanding common stock
of NL. Valhi Holding Company ("VHC"),  the Harold Simmons Foundation,  Inc. (the
"Foundation"), the Contran Amended and Restated Deferred Compensation Trust (the
"CDCT") and The  Combined  Master  Retirement  Trust (the "CMRT") are the direct
holders of 92.5%,  0.9%,  0.4% and 0.1%,  respectively,  of the common  stock of
Valhi. Valhi Group, Inc. ("VGI"),  National City Lines, Inc.  ("National"),  and
Contran Corporation  ("Contran") are the direct holders of approximately  88.6%,
10.4% and 1.0%, respectively,  of the outstanding common stock of VHC. National,
NOA, Inc. ("NOA") and Dixie Rice Agricultural  Corporation,  Inc. ("Dixie Rice")
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.  Contran  is  the  holder  of  100%  of the
outstanding common stock of Dixie Rice and Southwest.

     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.

     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 Valhi,
VHC, VGI, National, NOA, Dixie Rice, Southwest and Contran.

     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.

     The CDCT 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.  Contran  established  the CDCT as an irrevocable  "rabbi trust" to assist
Contran in meeting certain  deferred  compensation  obligations  that it owes to
Harold  C.  Simmons.  If the  CDCT  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,  Contran (i) retains the power
to vote the shares of Valhi common stock held directly by the CDCT, (ii) retains
dispositive  power  over  such  shares  and (iii)  may be  deemed  the  indirect
beneficial owner of such shares.

     The CMRT directly holds  approximately  0.1% of the  outstanding  shares of
Valhi common stock.  Contran  sponsors the CMRT,  which  permits the  collective
investment by master trusts that maintain the assets of certain employee benefit
plans Contran 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.
Contran'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.

     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.  Mr.
Harold Simmons disclaims beneficial ownership of all shares of Common Stock that
Valhi, NL or TFMC directly holds.

     Titanium Metals Corporation ("TIMET") directly owns 100% of the outstanding
common  stock of TFMC.  VHC,  Harold C.  Simmons'  spouse,  the CMRT,  Harold C.
Simmons,  NL,  Valhi,  the  Foundation,  the CDCT and Contran are the holders of
approximately  26.5%,  11.6%,  8.4%,  3.8%, 0.8%, 0.5%, 0.2%, 0.1% and less than
0.1%,  respectively,  of the outstanding  common stock of TIMET. NL's percentage
ownership of TIMET common stock  includes  0.3%  directly held by a subsidary of
NL. Harold C. Simmons is the chairman of the board of TIMET.

     Harold C.  Simmons'  spouse is the direct owner of 36,356  shares of Common
Stock,  269,775  shares of NL common stock,  43,400 shares of Valhi common stock
and 21,167,875  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.

     Harold C. Simmons  directly holds 134,367  shares of Common Stock,  617,200
shares of NL common  stock,  3,383 shares of Valhi  common  stock and  6,894,239
shares of TIMET common stock.

     A trust,  of which  Harold C.  Simmons and his spouse are  trustees and the
beneficiaries  are the  grandchildren  of his  spouse,  is the direct  holder of
36,500  shares of Valhi  common  stock and  17,432 of TIMET  common  stock.  Mr.
Simmons,  as  co-trustee  of this  trust,  has the power to vote and  direct the
disposition  of the shares of Valhi common stock the trust  holds.  Mr.  Simmons
disclaims beneficial ownership of any shares that this trust holds.

     NL and a subsidiary of NL directly own  3,522,967  and 1,186,200  shares of
Valhi common stock,  respectively.  Pursuant to Delaware  law,  Valhi treats the
shares of Valhi  common stock that 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.