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 OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* CONTRAN CORP (Last) (First) (Middle) 5430 LBJ FRWY SUITE 1700 (Street) DALLAS TX 75240 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol TITANIUM METALS CORP [ TIE ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 03/26/2007
	4. If Amendment, Date of Original Filed (Month/Day/Year) 03/28/2007	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $.01 par value	03/26/2007		J(1)		50,474,000	D	(1)	0	I	by Tremont LLC(4)
Common Stock, $.01 par value	03/26/2007		J(1)(2)(3)	V	50,474,000	A	(1)(2)(3)	56,797,000	I	by Valhi(5)
Common Stock, $.01 par value	03/26/2007		J(1)(2)		56,789,383	D	(1)(2)	7,617	I	by Valhi(5)
Common Stock, $.01 par value	03/26/2007		J(1)(2)(3)	V	566,529	A	(1)(2)(3)	566,529	I	by NL EMS(6)
Common Stock, $.01 par value	03/26/2007		J(1)(2)(3)	V	1,682,568	A	(1)(2)(3)	1,682,568	I	by NL(7)
Common Stock, $.01 par value	03/26/2007		J(1)(2)(3)	V	19,342	A	(1)(2)(3)	26,959	I	by Valhi(5)
Common Stock, $.01 par value	03/26/2007		J(1)(2)(3)	V	50,195,169	A	(1)(2)(3)	50,195,169	I	by VHC(8)
Common Stock, $.01 par value	03/26/2007		J(1)(2)(3)	V	209,857	A	(1)(2)(3)	209,857	I	by CDCT(9)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* CONTRAN CORP (Last) (First) (Middle) 5430 LBJ FRWY SUITE 1700 (Street) DALLAS TX 75240 (City) (State) (Zip)

1. Name and Address of Reporting Person* VALHI INC /DE/ (Last) (First) (Middle) THREE LINCOLN CENTER 5430 LBJ FREEWAY SUITE 1700 (Street) DALLAS TX 75240 (City) (State) (Zip)

1. Name and Address of Reporting Person* NATIONAL CITY LINES INC (Last) (First) (Middle) 5430 LBJ FREEWAY SUITE 1700 (Street) DALLAS TX 75240 (City) (State) (Zip)

1. Name and Address of Reporting Person* DIXIE RICE AGRICULTURE CORP INC (Last) (First) (Middle) 600 PASQUIERE ST (Street) GUEYDAN LA 70542 (City) (State) (Zip)

1. Name and Address of Reporting Person* SOUTHWEST LOUISIANA LAND CO INC (Last) (First) (Middle) 402 CANAL ST (Street) HOUMA LA 70360 (City) (State) (Zip)

1. Name and Address of Reporting Person* NOA INC (Last) (First) (Middle) 5430 LBJ FREEWAY SUITE 1700 (Street) DALLAS TX 75240 (City) (State) (Zip)

1. Name and Address of Reporting Person* VALHI GROUP INC (Last) (First) (Middle) 5430 LBJ FREEWAY SUITE 1700 (Street) DALLAS TX 75240 (City) (State) (Zip)

1. Name and Address of Reporting Person* VALHI HOLDING CO (Last) (First) (Middle) 5430 LBJ FREEWAY SUITE 1700 (Street) DALLAS TX 75240 (City) (State) (Zip)

1. Name and Address of Reporting Person* TREMONT LLC (Last) (First) (Middle) 5430 LBJ FREEWAY SUITE 1700 (Street) DALLAS TX 75240 (City) (State) (Zip)

1. Name and Address of Reporting Person* SIMMONS HAROLD C (Last) (First) (Middle) THREE LINCOLN CENTRE 5430 LBJ FREEWAY STE 1700 (Street) DALLAS TX 75240-2697 (City) (State) (Zip)

Explanation of Responses:

1. On March 26, 2007, Tremont LLC paid a dividend to its sole member, Valhi, Inc. ("Valhi"), of 50,474,000 share of the issuer's common stock. On that same day, Valhi paid a special dividend to its stockholders in the form of 56,797,000 shares of the issuer's common stock owned by Valhi (the "Special Dividend"). As a result of the Special Dividend, Valhi's common stockholders received approximately .4776 of a share of the issuer's common stock for each share of Valhi common stock that they owned at the close of business on March 12, 2007 (the record date for the Special Dividend) and cash in lieu of any resulting fractional share of the issuer's common stock.

2. While Valhi made 56,797,000 shares of the issuer's common stock available for payment of the Special Dividend, Valhi only distributed 56,789,383 of such shares, which reduction in the amount of shares paid was the result of rounding the Special Dividend ratio per share to only four decimal places.

3. Valhi received 19,342 shares of the issuer's common stock in the Special Dividend as a result of Valhi purchasing 40,500 shares of Valhi common stock pursuant to its publicly disclosed repurchase plan after the record date and before the payment date of the Special Dividend, the purchase of which shares pursuant to New York Stock Exchange procedures were purchased with "due bill" entitling Valhi to receive the rights of the seller of such shares to the Special Dividend. Valhi's acquisition of the issuer's common stock pursuant to the dividend by Tremont LLC and all of the acquisitions resulting from the Special Dividend are exempt from reporting pursuant to Rule 16a-9(a) promulgated by the U.S. Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended. Accordingly, these acquisitions are reported voluntarily.

4. Directly held by Tremont LLC. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationship among the persons joining in this filing.

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

6. Directly held by NL Environmental Management Services, Inc. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationship among the persons joining in this filing.

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

8. Directly held by Valhi Holding Company. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationship among the persons joining in this filing.

9. Directly held by the Contran Deferred Compensation Trust . See the Additional Information filed as Exhibit 99 to this statement for a description of the relationship among the persons joining in this filing.

Remarks:

On March 26, 2007, Harold C. Simmons, Annette C. Simmons and The Annette Simmons Grandchildren's Trust acquired in the Special Dividend 1,615 shares, 20,727 shares and 17,432 shares, respectively, of the issuer's common stock. On March 26, 2007, following the Special Dividend, Mr. Simmons, Ms. Simmons and the trust directly owned 5,114,515 shares, 152,627 shares and 17,432 shares, respectively, of the issuer's common stock. Mr. and Ms. Simmons disclaim beneficial ownership of any shares of the issuer's common stock that they do not directly hold. See the Additional Information filed as an exhibit to this statement for a description of the relationship of the trust to the persons joining in this filing. Pursuant to Rule 16a-9(a), Mr. and Ms. Simmons report these acquisitions voluntarily. This form is also filed on behalf of Dixie Holding Company, 5430 LBJ Freeway, Suite 1700, Dallas, TX 75240 By: /s/ A. Andrew R. Louis, Secretary (executed 06/04/2007) and Annette C. Simmons, 5430 LBJ Freeway, Suite 1700, Dallas, TX 75240 By: /s/ A. Andrew R. Louis, Attorney-in-fact (executed 06/04/2007). See the Additional Information attached as Exhibit 99 to this filing for a description of the relationships among the issuer and the reporting persons. Exhibit Index 99 Additional Information

	A. Andrew R. Louis, Secretary, for Contran Corporation	06/04/2007
	A. Andrew R. Louis, Secretary, for Valhi, Inc.	06/04/2007
	A. Andrew R. Louis, Secretary, for National City Lines, Inc.	06/04/2007
	A. Andrew R. Louis, Secretary, for Dixie Rice Agricultural Corporation, Inc.	06/01/2007
	A. Andrew R. Louis, Secretary, for Southwest Louisiana Land Company, Inc.	06/04/2007
	A. Andrew R. Louis, Secretary, for NOA, Inc.	06/04/2007
	A. Andrew R. Louis, Secretary, for Valhi Group, Inc.	06/04/2007
	A. Andrew R. Louis, Secretary, for Valhi Holding Company	06/04/2007
	A. Andrew R. Louis, Secretary, for Tremont LLC	06/04/2007
	A. Andrew R. Louis, Attorney-in-fact, for Harold C. Simmons	06/04/2007
	** Signature of Reporting Person	Date
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Exhibit 99: Additional Exhibits
Additional Information


     Valhi Holding  Company  ("VHC"),  Annette C. Simmons,  The Combined  Master
Retirement Trust (the "CMRT"), Harold C. Simmons, NL Industries, Inc. ("NL"), NL
Environmental   Management  Services,   Inc.  ("NL  EMS"),  the  Harold  Simmons
Foundation  (the  "Foundation"),  the  Contran  Amended  and  Restated  Deferred
Compensation  Trust (the "CDCT"),  Valhi, Inc. ("Valhi") and The Annette Simmons
Grandchildren's  Trust  (the   "Grandchildren's   Trust")  are  the  holders  of
approximately  31.0%,  11.5%, 9.5%, 3.1%, 1.0%, 0.3%, 0.3%, 0.1%, less than 0.1%
and less than 0.1%,  respectively,  of the outstanding shares of common stock of
the issuer.  The  ownership of Ms.  Simmons  includes  20,824,200  shares of the
issuer's  common  stock  that she has the  right to  acquire  upon  exercise  of
1,561,815  shares of the issuer's 6 3/4% Series A Convertible  Preferred  Stock,
par value $0.01 per share (the  "Series A Preferred  Stock"),  that she directly
owns. The percentage  ownership of the issuer's common stock held by Ms. Simmons
assumes the full conversion of only the shares of Series A Preferred Stock owned
by her.

     NL is the holder of 100% of the  outstanding  common stock of NL EMS. 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.
The issuer is the holder of 100% of the outstanding common stock of TFMC.

     VHC, the Foundation, the CDCT and the CMRT are the direct holders of 92.1%,
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  holders  of 87.4%,  10.3% and 2.3%,  respectively,  of the
outstanding common stock of VHC.  National,  NOA, Inc. ("NOA") and Dixie Holding
Company ("Dixie Holding") 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.  Dixie  Rice
Agricultural  Corporation,  Inc.  ("Dixie Rice") is the direct holder of 100% of
the outstanding common stock of Dixie Holding.  Contran is the holder of 100% of
the  outstanding  common  stock of Dixie  Rice  and  approximately  90.1% of the
outstanding common stock of 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 other entities related to Mr. Simmons. As sole trustee
of each of the  Trusts,  Mr.  Simmons  has the  power  to vote  and  direct  the
disposition  of the shares of  Contran  stock  held by each of the  Trusts.  Mr.
Simmons, however,  disclaims beneficial ownership of any shares of Contran stock
that the Trusts hold.

     The CMRT directly holds  approximately  9.5% of the outstanding  shares of
the  issuer's  common stock and 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.  Mr. Simmons is a
participant in one or more of the employee benefit plans that invest through the
CMRT.

     The Foundation  directly holds approximately 0.3% of the outstanding shares
of the issuer's common stock and 0.9% of the outstanding 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 0.1% of the outstanding shares of the
issuer's common stock and 0.4% of the outstanding  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.

     NL  and  NL  EMS  directly  own  3,522,967  shares  and  1,186,200  shares,
respectively,  of Valhi common stock. Pursuant to Delaware law, Valhi treats the
shares of Valhi common stock that NL and NL EMS own as treasury stock for voting
purposes  and for the  purposes  of this  statement  such  shares are not deemed
outstanding.

     Valhi directly holds 100% of the outstanding membership interest of Tremont
LLC ("Tremont").

     Mr. Harold C. Simmons is chairman of the board and chief executive  officer
of NL and  chairman  of the  board of the  issuer,  Tremont,  Valhi,  VHC,  VGI,
National, NOA, Dixie Holding, Dixie Rice, Southwest and Contran.

     By virtue of the  holding  of the  offices,  the  stock  ownership  and his
services as trustee,  all as described  above,  (a) Mr. Simmons may be deemed to
control the  entities  described  above and (b) Mr.  Simmons and certain of such
entities may be deemed to possess indirect beneficial ownership of shares of the
issuer's  securities  directly held by certain of such other entities.  However,
Mr. Simmons disclaims beneficial ownership of the securities beneficially owned,
directly or  indirectly,  by any of such  entities,  except to the extent of his
vested beneficial  interest,  if any, in the shares of the issuer's common stock
the CMRT  directly  holds and his interest as a  beneficiary  of the CDCT No. 2.
Other than securities that she holds directly,  Ms. Simmons disclaims beneficial
ownership  of all of the issuer's  securities  beneficially  owned,  directly or
indirectly, by any of such entities or Mr. Simmons.

     Annette C. Simmons is the wife of Harold C. Simmons and the direct owner of
126,475 shares of the issuer's  common stock,  1,561,815  shares of the Series A
Preferred  Stock,  256,575  shares of NL common stock and 43,400 shares of Valhi
common stock. Mr. Simmons may be deemed to share indirect  beneficial  ownership
of such shares. Mr. Simmons disclaims all such beneficial ownership. Ms. Simmons
disclaims  beneficial  ownership of all shares of the issuer's common stock that
she does not own directly.

     Harold C. Simmons is the direct  owner of 5,057,974  shares of the issuer's
common stock, 555,300 shares of NL common stock and 3,383 shares of Valhi common
stock.

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