8-K

UNITED STATES

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 (Date of earliest event reported): March 1, 2006

TOR Minerals International, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

0-17321	74-2081929
(Commission File Number)	(IRS Employer Identification No.)
722 Burleson Street Corpus Christi, Texas	78402
(Address of Principal Executive Offices)	(Zip Code)

(361) 883-5591

(Registrant's Telephone Number, Including Area Code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

___	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
___	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
___	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
___	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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ITEM 2.02             RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

 On March 1, 2006, TOR Minerals International, Inc., or the Company, issued a press release announcing its financial results for the year ended December 31, 2005.  The Company reported net income available to shareholders of $423,000, or $0.05 per share, versus $1,048,000, or $0.13 per share during 2004.  Net sales for 2005 were $32,669,000 versus $30,476,000 reported for 2004.

For the quarter ended December 31, 2005, the Company reported essentially breakeven results, on net sales of $10,085,000.  This compares with net income available to shareholders of $185,000 or $0.02 per share, on net sales of $8,642,000 for the quarter ended December 31, 2004.

TOR Minerals will host a conference call at 4 p.m. Central Time on March 1 to further discuss fourth quarter and annual results. The call will be simultaneously webcast, and can be accessed via the News section on the Company's website at www.torminerals.com.  

A copy of the press release relating to this Item 2.02 is furnished as Exhibit 99.1 to this Current Report on Form 8-K.  A copy of the press release is also available on its website at www.torminerals.com, under the News tab.

The information in this Current Report on Form 8-K, including the exhibits, is provided under Item 2.02 of Form 8-K and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section. Furthermore, the information in this Current Report on Form 8-K, including the exhibits, shall not be deemed to be incorporated by reference into the filings of the registrant under the Securities Act of 1933 regardless of any general incorporation language in such filings.

ITEM 9.01             FINANCIAL STATEMENTS AND EXHIBITS

(a)	Financial Statements of Businesses Acquired. Not applicable.
(b)	Pro Forma Financial Information. Not applicable.
(c)	Shell company transaction Not applicable
(d)	Exhibits. The following exhibit is furnished in accordance with the provisions of Item 601 of Regulation S-B:
	Exhibit Number                                  Description    99.1                      Press Release, dated March 1, 2006, announcing the financial results for the year ended December 31, 2005.

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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.

	TOR MINERALS INTERNATIONAL, INC. _____________________ (Registrant)
Date:  March 1, 2006	/s/ LAWRENCE W. HAAS
	Lawrence W. Haas Treasurer and CFO

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release, dated March 1, 2006, announcing the financial results for the year ended December 31, 2005.

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EX-99

Exhibit 99.1

TOR Minerals Announces Fourth Quarter 2005 Financial Results

   CORPUS CHRISTI, Texas, March 1, 2006 TOR Minerals International (Nasdaq:TORM), producer of natural titanium dioxide pigments and specialty aluminas, today announced its financial results for the year ended December 31, 2005.  The Company reported net income available to shareholders of $423,000, or $0.05 per share, versus $1,048,000, or $0.13 per share during 2004.  Net sales for 2005 were $32,669,000 versus $30,476,000 reported for 2004.

For the quarter ended December 31, 2005, the Company reported essentially breakeven results, on net sales of $10,085,000.  This compares with net income available to shareholders of $185,000 or $0.02 per share, on net sales of $8,642,000 for the quarter ended December 31, 2004.

Fourth quarter revenue grew 16% year-over-year due to increased volumes and pricing in both the HITOX and specialty alumina businesses.  Synthetic rutile sales, which were approximately 20% of fourth quarter revenue, were flat compared the same period in 2004.  Profitability during the fourth quarter of 2005 was negatively impacted by difficulties with the new HITOX manufacturing process.  While the Corpus Christi plant worked its way through these manufacturing difficulties by the end of 2005, it required significant labor and maintenance expense and significant quantities of HITOX to be produced on the Company's natural gas consuming system, all of which negatively impacted profitability during the fourth quarter of 2005.  Income tax expense increased during the fourth quarter, reflecting a greater contribution of profits from foreign subsidiaries.

Mr. Richard Bowers, President and Chief Executive Officer, commented, "2005 was a challenging year due to both internal and external factors.  While we are disappointed with the financial results, we are working hard to make 2006 a better year.   We have resolved the manufacturing issues that we encountered with the new HITOX production process and almost all of current HITOX production has shifted to our new process.  We expect to receive significant cost savings from this new process going forward.  In addition, we have shipped our first commercial orders for HITOX SF during the fourth quarter of 2005 and the order rates are growing each month.  Mr. Bowers continued, "We have taken the appropriate steps to rationalize our operations in the Netherlands to meet the anticipated level of business for our alumina products and intensified our efforts to pursue existing and new applications and customers to fill excess capacity at our Netherlands plant." 

As previously stated, the Company expects cash flow from operations and liquidity to be positive in 2006. 

TOR Minerals will host a conference call at 4 p.m. Central Time on March 1 to further discuss fourth quarter and annual results. The call will be simultaneously webcast, and can be accessed via the News section on the Company's website at www.torminerals.com.  

Based in Corpus Christi, Texas, TOR Minerals is an international manufacturer of specialty mineral products for high performance applications with plants and regional offices located in the United States, Netherlands and Malaysia.

This statement provides forward-looking information as that term is defined in the Private Securities Litigation Reform Act of 1995, and, therefore, is subject to certain risks and uncertainties.  There can be no assurance that the actual results, business conditions, business developments, losses and contingencies and local and foreign factors will not differ materially from those suggested in the forward-looking statements as a result of various factors, including market conditions, general economic conditions, including the risks of a general business slow down or recession, the increasing cost of energy, raw materials and labor, competition, advances in technology, changes in foreign currency rates, freight price increase, commodity price increases, delays in delivery of required equipment and other factors.

Contact for Further Information:

David Mossberg

Beacon Street Group, LLC

(817) 310-0051

Tables Follow 

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TOR Minerals International, Inc.
Condensed Consolidated Statements of Operations
(in thousands, except per share amounts)
		Three Months Ended				Twelve Months Ended
		December 31,				December 31,
		2005		2004		2005		2004
NET SALES	$	10,085	$	8,642	$	32,669	$	30,476
Cost of sales		8,521		6,995		26,318		23,911
GROSS MARGIN		1,564		1,647		6,351		6,565
Technical services and research and development		72		153		376		453
General, administrative and selling expenses		1,140		1,186		4,506		4,567
(Gain) loss on disposal of assets		-		-		(12)		55
OPERATING INCOME (LOSS)		352		308		1,481		1,490
OTHER INCOME (EXPENSE):
Interest expense, net		(123)		(73)		(402)		(228)
Other, net		(12)		1		(125)		25
INCOME (LOSS) BEFORE INCOME TAX		217		236		954		1,287
Income tax expense		204		36		471		183
NET INCOME (LOSS)	$	13	$	200	$	483	$	1,104
Less:  Preferred Stock Dividends		15		15		60		56
Income (Loss) Available to Common Shareholders	$	(2)	$	185	$	423	$	1,048
Income (loss) per common shareholder:
Basic	$	(0.00)	$	0.02	$	0.05	$	0.14
Diluted	$	(0.00)	$	0.02	$	0.05	$	0.13
Weighted average common shares and equivalents outstanding:
Basic		7,825		7,782		7,812		7,735
Diluted		7,825		8,071		8,129		8,034

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TOR Minerals International, Inc.
Condensed Consolidated Balance Sheets
(in thousands, except per share amounts)
		December 31,		December 31,
		2005		2004
ASSETS
Current Assets	$	12,725	$	12,446
Property, plant and equipment, net		19,535		18,988
Goodwill, net		1,729		1,981
Other assets		46		219
Total Assets	$	34,035	$	33,634
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities	$	5,095	$	6,911
Long-term debt, excluding current maturities		5,460		3,731
Deferred tax liability		528		279
Total Liabilities		11,083		10,921
Shareholders' equity		22,952		22,713
Total Liabilities & Shareholders' Equity	$	34,035	$	33,634

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