8-K

                       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



                           Date of Report: May 5, 2003




                                   VALHI, INC.
             (Exact name of Registrant as specified in its charter)



     Delaware                         1-546                   87-0110150
  (State or other                  (Commission               (IRS Employer
  jurisdiction of                  File Number)              Identification
   incorporation)                                                 No.)



             5430 LBJ Freeway, Suite 1700, Dallas, TX    75240-2697
             (Address of principal executive offices)    (Zip Code)



                                 (972) 233-1700
              (Registrant's telephone number, including area code)



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






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

                  (c)  Exhibit

         Item No.                Exhibit Index
         ----------              ----------------------------------------
         99.1                    Press release dated May 5, 3003
                                  issued by Valhi, Inc.


Item 9:  Regulation FD Disclosure

     The  registrant  hereby  furnishes the  information  set forth in the press
release  issued on May 5, 2003,  a copy of which is  attached  hereto as Exhibit
99.1 and incorporated herein by reference.

     The information,  including the exhibit,  the registrant  furnishes in this
report is not deemed  "filed" for  purposes of section 18 of the Exchange Act or
otherwise subject to the liabilities of that section. Registration statements or
other  documents  filed with the  Securities and Exchange  Commission  shall not
incorporate this information by reference,  except as otherwise expressly stated
in such filing.





                                    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 hereunto duly authorized.

                                  VALHI, INC.
                                  (Registrant)




                                  By: /s/ Gregory M. Swalwell
                                      ----------------------------
                                      Gregory M. Swalwell
                                      Secretary




Date:  May 5,2003







                                INDEX TO EXHIBITS


Exhibit No.       Description
- -----------       --------------------------------------------------

99.1              Press release dated May 5, 2003 issued by Valhi, Inc.

EX-99.1

FOR IMMEDIATE RELEASE:                CONTACT:
Valhi, Inc.                           Bobby D. O'Brien
Three Lincoln Centre                  Vice President and Chief Financial Officer
5430 LBJ Freeway, Suite 1700          (972) 233-1700
Dallas, Texas  75240-2697

             VALHI, INC. ANNOUNCES TENDER OFFER FOR UP TO 1,000,000
          6 5/8% CONVERTIBLE PREFERRED SECURITIES, BENEFICIAL UNSECURED
                CONVERTIBLE SECURITIES, OF TIMET CAPITAL TRUST I

     DALLAS,  TEXAS.  . . May 5,  2003  . . .  Valhi,  Inc.  (NYSE:  VHI)  today
announced  that it will  commence  a  tender  offer to  purchase  for cash up to
1,000,000 6?% convertible preferred securities, beneficial unsecured convertible
securities,  of TIMET  Capital  Trust  I, for a  purchase  price of  $10.00  per
security.  The securities  include the associated  guarantee by Titanium  Metals
Corporation (NSYE:TIE),  or TIMET. The tender offer will commence today and will
expire at 12:00 midnight,  New York City time, on Monday,  June 2, 2003,  unless
extended.  Tendered  securities  may be  withdrawn  at  any  time  prior  to the
expiration date.

     The terms and  conditions  of the tender offer  appear in Valhi's  Offer to
Purchase,  dated May 5, 2003, and the related Letter of  Transmittal.  Copies of
these  and  other  related  documents  will  be  mailed  to all  holders  of the
securities. Completion of the tender offer is conditioned upon certain terms and
conditions described in the Offer to Purchase.  Subject to applicable law, Valhi
may, in its sole discretion,  waive any condition applicable to the tender offer
and may extend or otherwise amend the tender offer.

     Innisfree M&A  Incorporated is the  information  agent for the tender offer
and  Computershare  Trust Company of New York is the  depositary.  Copies of the
Offer to Purchase,  Letter of Transmittal and related  documents may be obtained
at no charge from the  information  agent or from the website of the  Securities
and Exchange Commission at www.sec.gov.  Additional  information  concerning the
terms of the tender offer,  including all questions relating to the mechanics of
the tender offer,  may be obtained by contacting the information  agent at (888)
750-5834.

     This news release is not an offer to  purchase,  nor a  solicitation  of an
offer to sell, with respect to any securities. The tender offer may only be made
pursuant to the Offer to Purchase and the accompanying Letter of Transmittal.

     INVESTORS AND SECURITY HOLDERS ARE STRONGLY ADVISED TO READ BOTH THE TENDER
OFFER  STATEMENT  AND THE  SOLICITATION/RECOMMENDATION  STATEMENT  REGARDING THE
TENDER  OFFER  REFERRED TO IN THIS PRESS  RELEASE,  WHEN THEY BECOME  AVAILABLE,
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. THE TENDER OFFER STATEMENT WILL
BE  FILED  BY  VALHI  WITH  THE  SECURITIES  AND  EXCHANGE  COMMISSION  AND  THE
SOLICITATION/RECOMMENDATION STATEMENT WILL BE FILED BY TIMET WITH THE SECURITIES
AND EXCHANGE  COMMISSION.  INVESTORS AND SECURITY HOLDERS MAY OBTAIN A FREE COPY
OF THESE  STATEMENTS  (WHEN  AVAILABLE) AND OTHER  DOCUMENTS  FILED BY VALHI AND
TIMET AT THE SEC'S WEBSITE AT WWW.SEC.GOV.