UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 the earliest event reported)
June 1, 2006
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Kronos International, Inc.
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(Exact name of Registrant as specified in its charter)
Delaware 333-100047 22-2949593
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) No.)
5430 LBJ Freeway, Suite 1700, Dallas, Texas 75240-2697
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(Address of principal executive offices) (Zip Code)
(972) 233-1700
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(Registrant's telephone number, including area code)
(Former name or 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):
[ ] 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))
Item 5.02 Departure of Directors or Principal Officers; Election of
Directors; Appointment of Principal Officers.
(b) On June 1, 2006, Mr. James W. Brown ceased to hold the positions of
vice president and assistant controller of the registrant. Mr. Brown has been
appointed vice president, corporate finance for Titanium Metals Corporation, a
publicly held corporation related to the registrant ("TIMET").
(c) On June 1, 2006, Mr. Tim C. Hafer, age 44, was appointed as vice
president and assistant controller of the registrant to serve at the pleasure of
the registrant's board of directors. From 2003 to May 24, 2006, Mr. Hafer served
as director - finance and control of Kronos Worldwide, Inc., the publicly held
sole stockholder of the registrant ("Kronos Worldwide"), and of NL Industries,
Inc., a publicly held corporation related to the registrant and Kronos Worldwide
("NL"). From prior to 2001 to 2003, Mr. Hafer served as an assistant controller
of Valhi, Inc., a publicly held parent corporation of the registrant and Kronos
Worldwide ("Valhi"), and Contran Corporation, a privately held parent
corporation of the registrant, Kronos Worldwide NL, TIMET and Valhi ("Contran").
Mr. Hafer is an employee of Contran and provides his services to the registrant
under an intercorporate services agreement between Contran and Kronos Worldwide.
Kronos Worldwide charges the registrant for a portion of the fee it pays Contran
for his services under the agreement. For a description of the intercorporate
services agreement, see "Certain Relationships and Transactions" in Kronos
Worldwide's 2006 proxy statement ("Proxy Statement") filed with the U.S.
Securities and Exchange Commission on April 13, 2006 (SEC File No. 1-31763),
which description is incorporated herein by reference.
On May 24, 2006, Mr. Hafer was also appointed as vice president and
controller of Kronos Worldwide and NL. For a discussion of potential conflicts
of interest of officers who serve more than one corporation, see "Certain
Relationships and Transactions" in the Proxy Statement, which discussion is
incorporated herein by reference.
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.
KRONOS INTERNATIONAL, INC.
(Registrant)
By: /s/ A. Andrew R. Louis
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A. Andrew R.Louis
Assistant Secretary
Date: June 6, 2006