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)
                                November 12, 2004
                                -----------------

                                   Valhi, Inc.
             ------------------------------------------------------
             (Exact name of Registrant as specified in its charter)

        Delaware                  1-5467                    87-0110150
   -------------------      ------------------          -----------------
     (State or other           (Commission                (IRS Employer
     jurisdiction of           File Number)               Identification
     incorporation)                                       No.)

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

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


         (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):

[   ]   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))

<PAGE>

     Titanium Metals Corporation, a Delaware corporation and a subsidiary of the
registrant  ("TIMET"),  filed  a  Current  Report  on Form  8-K  with  the  U.S.
Securities and Exchange Commission on November 17, 2004 reporting the following.

Item 1.01      Entry into a Material Definitive Agreement.

     On November 12, 2004, TIMET UK Ltd. ("TIMET UK"), a wholly owned subsidiary
of TIMET,  entered into three new leases with The Prudential  Assurance  Company
Limited  ("Prudential")  for TIMET UK's principal  facilities located in Witton,
England. The two leases for TIMET UK's manufacturing facilities each have a term
of 20 years,  and the lease for TIMET UK's office  space has a term of 10 years.
TIMET UK pays aggregate rent of  approximately  752,580 U.K. pounds sterling per
year for the three  leases,  which  amount is subject to  adjustment  every five
years at a rate of 2.0% per annum,  compounded annually.  The first rent payment
under the new leases is not due until October 2006. The leases are substantially
identical in form,  and a form of lease is  incorporated  herein by reference to
Exhibit 10.1 to a Current  Report on Form 8-K filed by TIMET (File No.  0-28538)
with the U.S. Securities and Exchange Commission on November 17, 2004.

Item 1.02      Termination of a Material Definitive Agreement.

     Contemporaneously with entering into the new leases described in Item 1.01,
TIMET UK and Prudential agreed to terminate the previously  effective leases for
the  same  facilities.  The  previously  effective  leases  permitted  TIMET  to
terminate  the  leases at the end of 2006 or 2016,  while the new  leases do not
contain a similar  termination  right.  Under the previously  effective  leases,
TIMET UK's aggregate rental rate was approximately  663,224 U.K. pounds sterling
per year,  which  amount was subject to  adjustment  every five years based upon
changes in the Retail Prices Index for all items excluding  housing as published
by  HM  Government's  relevant  statistics  office,  with  the  next  adjustment
scheduled for February 2006. TIMET agreed to the new rental rate and lease terms
under the new leases in exchange  for the  abatement  of rental  payments  until
October 2006 and the fixed rent escalation provision.

Item 9.01      Financial Statements and Exhibits.

         (c)      Exhibits.

                  Item No.                Exhibit Index
                  ----------              --------------------------------------
                  10.1                    Form of Lease Agreement dated November
                                          12,  2004,   between  The   Prudential
                                          Assurance Company Limited and TIMET UK
                                          Ltd., related to the premises known as
                                          Timet   Number   2   Plant,   The  Hub
                                          Birmingham  (incorporated by reference
                                          to Exhibit 10.1 to a Current Report on
                                          Form  8-K  filed  by  Titanium  Metals
                                          Corporation  (File No.  0-28538)  with
                                          the  U.S.   Securities   and  Exchange
                                          Commission on November 17, 2004).

<PAGE>

                                    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
                                              Vice President and Controller




Date:  November 18, 2004
[{"type": "8-K", "sequence": "1", "filename": "vhi8k111204.txt", "description": "FORM 8-K, VHI, 11-12-04", "secsgml_size_bytes": 6230}]
{"company-data": {"conformed-name": "VALHI INC /DE/", "cik": "0000059255", "assigned-sic": "2810", "irs-number": "870110150", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "333-48391", "film-number": "041154231"}, "business-address": {"street1": "5430 LBJ FRWY", "street2": "STE 1700", "city": "DALLAS", "state": "TX", "zip": "75240", "phone": "9722331700"}, "mail-address": {"street1": "THREE LINCOLN CENTER", "street2": "5430 LBJ FREEWAY SUITE 1700", "city": "DALLAS", "state": "TX", "zip": "75240"}, "former-company": [{"former-conformed-name": "LLC CORP", "date-changed": "19870329"}, {"former-conformed-name": "LIBERTY LOAN CORP", "date-changed": "19800414"}]}
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)
                                November 12, 2004
                                -----------------

                                   Valhi, Inc.
             ------------------------------------------------------
             (Exact name of Registrant as specified in its charter)

        Delaware                  1-5467                    87-0110150
   -------------------      ------------------          -----------------
     (State or other           (Commission                (IRS Employer
     jurisdiction of           File Number)               Identification
     incorporation)                                       No.)

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

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

         (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):

[   ]   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))
Titanium Metals Corporation, a Delaware corporation and a subsidiary of the
registrant  ("TIMET"),  filed  a  Current  Report  on Form  8-K  with  the  U.S.
Securities and Exchange Commission on November 17, 2004 reporting the following.

Item 1.01      Entry into a Material Definitive Agreement.

     On November 12, 2004, TIMET UK Ltd. ("TIMET UK"), a wholly owned subsidiary
of TIMET,  entered into three new leases with The Prudential  Assurance  Company
Limited  ("Prudential")  for TIMET UK's principal  facilities located in Witton,
England. The two leases for TIMET UK's manufacturing facilities each have a term
of 20 years,  and the lease for TIMET UK's office  space has a term of 10 years.
TIMET UK pays aggregate rent of  approximately  752,580 U.K. pounds sterling per
year for the three  leases,  which  amount is subject to  adjustment  every five
years at a rate of 2.0% per annum,  compounded annually.  The first rent payment
under the new leases is not due until October 2006. The leases are substantially
identical in form,  and a form of lease is  incorporated  herein by reference to
Exhibit 10.1 to a Current  Report on Form 8-K filed by TIMET (File No.  0-28538)
with the U.S. Securities and Exchange Commission on November 17, 2004.

Item 1.02      Termination of a Material Definitive Agreement.

     Contemporaneously with entering into the new leases described in Item 1.01,
TIMET UK and Prudential agreed to terminate the previously  effective leases for
the  same  facilities.  The  previously  effective  leases  permitted  TIMET  to
terminate  the  leases at the end of 2006 or 2016,  while the new  leases do not
contain a similar  termination  right.  Under the previously  effective  leases,
TIMET UK's aggregate rental rate was approximately  663,224 U.K. pounds sterling
per year,  which  amount was subject to  adjustment  every five years based upon
changes in the Retail Prices Index for all items excluding  housing as published
by  HM  Government's  relevant  statistics  office,  with  the  next  adjustment
scheduled for February 2006. TIMET agreed to the new rental rate and lease terms
under the new leases in exchange  for the  abatement  of rental  payments  until
October 2006 and the fixed rent escalation provision.

Item 9.01      Financial Statements and Exhibits.

         (c)      Exhibits.

                  Item No.                Exhibit Index
                  ----------              --------------------------------------
                  10.1                    Form of Lease Agreement dated November
                                          12,  2004,   between  The   Prudential
                                          Assurance Company Limited and TIMET UK
                                          Ltd., related to the premises known as
                                          Timet   Number   2   Plant,   The  Hub
                                          Birmingham  (incorporated by reference
                                          to Exhibit 10.1 to a Current Report on
                                          Form  8-K  filed  by  Titanium  Metals
                                          Corporation  (File No.  0-28538)  with
                                          the  U.S.   Securities   and  Exchange
                                          Commission on November 17, 2004).
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
                                              Vice President and Controller

Date:  November 18, 2004