EX-99

F4vhi110518kroexh991.txt



Exhibit 99.1

Description of the Transaction



Kronos Worldwide, Inc. ("Kronos Worldwide") purchased these shares in the open

market.  The issuer directly holds 50.0% of the outstanding shares of Kronos

Worldwide common stock.  See the Additional Information filed as Exhibit 99.2 to

this statement for additional relationships that Kronos Worldwide and the issuer

have to the persons joining in this filing.



Since Kronos Worldwide is a majority owned subsidiary of the issuer and pursuant

to Delaware law and Section 13(d)(4) of the Securities Exchange Act of 1934, as

amended (the "Exchange Act"), the issuer treats the shares of its common stock

that Kronos Worldwide holds as treasury stock.  Accordingly, there is no

beneficial ownership or reporting obligation under Section 16 of the Exchange

Act for purchases or holdings of the shares of the issuer's common stock by

Kronos Worldwide.  As a result, this Form 4 is a voluntary report.  Each share

of the issuer's common stock purchased by Kronos Worldwide reduces by one share

the outstanding shares of the issuer's common stock.

EX-99

f4vhi110518kroexh992.txt



Exhibit 99.2

Additional Information



     The following persons directly hold the following percentages of the

outstanding shares of common stock of the issuer, Valhi, Inc. ("Valhi"):



Valhi Holding Company ("VHC")................................92.7%

TIMET Finance Management Company ("TFMC").....................1.3%

Harold Simmons Foundation, Inc. (the "Foundation")............0.8%

Contran Amended and Restated Deferred Compensation

  Trust ("CDCT")..............................................0.3%

Harold C. Simmons.............................................0.3%

Annette C. Simmons............................................0.2%

The Combined Master Retirement Trust ("CMRT").................0.1%

The Annette Simmons Grandchildren's Trust

  (the "Grandchildren's Trust") ..............................less than 0.1%

Contran Corporation ("Contran")...............................less than 0.1%



Titanium Metals Corporation ("TIMET") is the sole stockholder of TFMC.



     The following persons directly hold the following percentages of the

outstanding shares of common stock of Kronos Worldwide, Inc. ("Kronos"):



Valhi........................................................50.0%

NL Industries, Inc. ("NL")...................................30.4%

Harold C. Simmons.............................................0.4%

TFMC..........................................................0.3%

Annette C. Simmons............................................0.1%

Contran.......................................................less than 0.1%



     Except as otherwise indicated, the following persons directly hold the

following percentages of the outstanding shares of common stock of TIMET:



VHC..........................................................23.2%

Annette C. Simmons...........................................12.1%

CMRT..........................................................8.6%

Harold C. Simmons.............................................3.1%

Kronos........................................................2.1%

Contran.......................................................2.0%

NL............................................................0.8%

Valhi.........................................................0.5%

Foundation....................................................less than 0.1%

Grandchildren's Trust.........................................less than 0.1%



NL's percentage ownership of TIMET common stock includes 0.3% directly held by

a subsidiary of NL.



     The following persons directly hold the following percentages of the

outstanding shares of common stock of NL:



Valhi........................................................83.0%

Harold C. Simmons.............................................2.2%

Annette C. Simmons............................................0.6%

TFMC..........................................................0.5%

Kronos........................................................less than 0.1%



     Dixie Rice Agricultural Corporation, Inc. ("Dixie Rice") is the direct

holder of 100% of the outstanding shares of common stock of VHC.  Contran is the

holder of 100% of the outstanding shares of common stock of Dixie Rice.



     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 Foundation is a tax-exempt foundation organized for charitable

purposes.  Harold C. Simmons is the chairman of the board of the Foundation and

may be deemed to control the Foundation.



     Contran sponsors the CMRT as a trust to permit the collective investment by

master trusts that maintain the assets of certain employee benefit plans Contran

and related companies adopt.  Mr. 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.



     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 the issuer's 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.



     Mr. Harold C. Simmons is chairman of the board of Kronos, Valhi, TIMET,

VHC, Dixie Rice and Contran, and chairman of the board and chief executive

officer of NL.



     By virtue of the offices held, the stock ownership and his services as

trustee, all as described above, (a) Mr. Simmons may be deemed to control

certain of such entities and (b) Mr. Simmons and certain of such entities may be

deemed to possess indirect beneficial ownership of, and a pecuniary interest in,

shares of common stock directly held by certain of such other entities. However,

Mr. Simmons disclaims such beneficial ownership of, and such pecuniary interest

in, such shares beneficially owned, directly or indirectly, by any of such

entities, except to the extent of his vested beneficial interest, if any, in the

shares the CDCT and the CMRT hold directly.



     The reporting person understands that NL, a subsidiary of NL and Kronos

directly own 3,604,790 shares, 1,186,200 shares and 486,700 shares,

respectively, of Valhi common stock as of the date of this statement. As already

stated, Valhi is the direct holder of approximately 83.0% of the outstanding

shares of common stock of NL and 50.0% of the outstanding shares of Kronos

common stock.  As a result of Valhi's direct and indirect ownership of NL, its

subsidiary and Kronos, the reporting person further understands that, pursuant

to Delaware law, Valhi treats the shares of Valhi common stock that NL, its

subsidiary and Kronos own as treasury stock for voting purposes. For the

purposes of this statement, such shares of Valhi common stock that NL, its

subsidiary and Kronos hold directly are not deemed outstanding.



     Annette C. Simmons is the wife of Harold C. Simmons.  Mr. Simmons may be

deemed to share indirect beneficial ownership of the shares that his wife holds

directly.  Mr. Simmons disclaims beneficial ownership of all securities that his

wife holds directly.  Mrs. Simmons disclaims beneficial ownership of all shares

she does not hold directly.



     The Grandchildren's Trust is a trust of which Harold C. Simmons and his

wife are trustees and the beneficiaries are the grandchildren of his wife.  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.