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 14, 2005
                                ----------------

                                   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>



Item 2.02 Results of Operations and Financial Condition.

Item 7.01 Regulation FD Disclosures.

     Pursuant  to Items 2.02 and 7.01 of this  Current  Report on Form 8-K,  the
Registrant  hereby  furnishes  the  information  set forth in its press  release
issued on November 14, 2005, a copy of which is attached  hereto as Exhibit 99.1
and incorporated herein by reference.

     The information,  including Exhibit 99.1, the Registrant  furnishes in this
Current  Report  is  not  deemed  "filed"  for  purposes  of  Section  18 of the
Securities  Exchange  Act of 1934,  as  amended,  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 stated in such filing.

     As  disclosed  in the  Company's  other  Current  Report  on Form 8-K dated
November 14, 2005 and filed with the  Securities  and Exchange  Commission,  the
Company  will file an Annual  Report on Form 10-K/A for the year ended  December
31, 2004 to restate its  consolidated  financial  statements for certain matters
more fully described in such Current Report. The Company's results of operations
for the 2004 interim  periods,  as presented in Exhibit 99.1, have been restated
for the effect of one of the matters discussed in such Form 8-K,  resulting in a
$1.1 million  decrease,  or $.01 per diluted share,  in net income for the three
months ended  September 30, 2004 and a $1.6 million,  or $.01 per diluted share,
decrease in net income for the nine months ended  September  30,  2004.  As more
fully  described in such Current  Report,  such amounts relate to certain income
taxes which the Company  previously  accounted for as a direct  reduction in its
stockholders' equity. The aggregate effect of the restatement,  however, will be
to increase the  Company's  stockholders'  equity as of December 31, 2004.  As a
result of the time involved in addressing the matters  described in such Current
Report,  the Company will be delayed in filing its Quarterly Report on Form 10-Q
for the quarter ended September 30, 2005, which Quarterly Report would otherwise
be required  to be filed on  November  14,  2005.  While the  Company  currently
believes the financial  information contained in Exhibit 99.1 will be consistent
with the Company's  consolidated  financial statements that will be contained in
its Quarterly Report when filed, the financial  information contained in Exhibit
99.1 is,  however,  subject to future  correction  and revision and could differ
from the Company's  consolidated  financial statements that will be contained in
its Quarterly Report when filed.


Item 8.01  Other Events.


     As  disclosed  in the  Company's  other  Current  Report  on Form 8-K dated
November 14, 2005 and filed with the  Securities  and Exchange  Commission,  the
Company  will file an Annual  Report on Form 10-K/A for the year ended  December
31, 2004 to restate its  consolidated  financial  statements for certain matters
more fully described in such Current Report. As a result of the time involved in
addressing  the matters  described in such Current  Report,  the Company will be
delayed  in filing  its  Quarterly  Report on Form  10-Q for the  quarter  ended
September 30, 2005,  which  Quarterly  Report would  otherwise be required to be
filed on November 14, 2005.

     Attached  hereto is Exhibit  99.2 which  contains the  Company's  unaudited
consolidated  financial  statements of the  Registrant as of September 30, 2005,
and for the  interim  periods  ended  September  30 2004 and 2005,  and  related
financial  and other  disclosures.  While the  Company  currently  believes  the
consolidated  financial  statements and related  financial and other disclosures
contained  in Exhibit 99.2 to this Current  Report will be  consistent  with the
Company's  consolidated  financial  statements  and related  financial and other
disclosures  that will be  contained  in its  Quarterly  Report when filed,  the
consolidated  financial  statements and related  financial and other disclosures
contained  in  Exhibit  99.2 are,  however,  subject  to future  correction  and
revision and could differ from the Company's  consolidated  financial statements
and  related  financial  and other  disclosures  that will be  contained  in its
Quarterly   Report  when  filed.   PricewaterhouseCoopers   LLP,  the  Company's
independent  registered  public  accounting  firm,  has not yet completed  their
review of the consolidated  financial statements included in Exhibit 99.2. Prior
to filing such Quarterly  Report,  the Company's  independent  registered public
accounting firm will have completed their review.


<PAGE>



Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

      Item No.                Exhibit Index
    ----------              ----------------------------------------

       99.1*        Press  Release  dated   November  14,  2005  issued  by  the
                    Registrant.

       99.2*        Unaudited   Consolidated   Financial   Statements   of   the
                    Registrant  as of September  30,  2005,  and for the interim
                    periods  ended  September  30 2004  and  2005,  and  related
                    financial and other disclosures.




-----------
*  Filed herewith.




<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 14, 2005


<PAGE>


                                INDEX TO EXHIBITS


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

    99.1*           Press  Release  dated   November  14,  2005  issued  by  the
                    Registrant.

    99.2*           Unaudited   Consolidated   Financial   Statements   of   the
                    Registrant  as of September  30,  2005,  and for the interim
                    periods  ended  September  30 2004  and  2005,  and  related
                    financial and other disclosures.
[{"type": "8-K", "sequence": "1", "filename": "v8k1114.txt", "secsgml_size_bytes": 8950}]
{"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": "051204272"}, "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 14, 2005
                                ----------------

                                   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))
Item 2.02 Results of Operations and Financial Condition.

Item 7.01 Regulation FD Disclosures.

     Pursuant  to Items 2.02 and 7.01 of this  Current  Report on Form 8-K,  the
Registrant  hereby  furnishes  the  information  set forth in its press  release
issued on November 14, 2005, a copy of which is attached  hereto as Exhibit 99.1
and incorporated herein by reference.

     The information,  including Exhibit 99.1, the Registrant  furnishes in this
Current  Report  is  not  deemed  "filed"  for  purposes  of  Section  18 of the
Securities  Exchange  Act of 1934,  as  amended,  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 stated in such filing.

     As  disclosed  in the  Company's  other  Current  Report  on Form 8-K dated
November 14, 2005 and filed with the  Securities  and Exchange  Commission,  the
Company  will file an Annual  Report on Form 10-K/A for the year ended  December
31, 2004 to restate its  consolidated  financial  statements for certain matters
more fully described in such Current Report. The Company's results of operations
for the 2004 interim  periods,  as presented in Exhibit 99.1, have been restated
for the effect of one of the matters discussed in such Form 8-K,  resulting in a
$1.1 million  decrease,  or $.01 per diluted share,  in net income for the three
months ended  September 30, 2004 and a $1.6 million,  or $.01 per diluted share,
decrease in net income for the nine months ended  September  30,  2004.  As more
fully  described in such Current  Report,  such amounts relate to certain income
taxes which the Company  previously  accounted for as a direct  reduction in its
stockholders' equity. The aggregate effect of the restatement,  however, will be
to increase the  Company's  stockholders'  equity as of December 31, 2004.  As a
result of the time involved in addressing the matters  described in such Current
Report,  the Company will be delayed in filing its Quarterly Report on Form 10-Q
for the quarter ended September 30, 2005, which Quarterly Report would otherwise
be required  to be filed on  November  14,  2005.  While the  Company  currently
believes the financial  information contained in Exhibit 99.1 will be consistent
with the Company's  consolidated  financial statements that will be contained in
its Quarterly Report when filed, the financial  information contained in Exhibit
99.1 is,  however,  subject to future  correction  and revision and could differ
from the Company's  consolidated  financial statements that will be contained in
its Quarterly Report when filed.

Item 8.01  Other Events.

     As  disclosed  in the  Company's  other  Current  Report  on Form 8-K dated
November 14, 2005 and filed with the  Securities  and Exchange  Commission,  the
Company  will file an Annual  Report on Form 10-K/A for the year ended  December
31, 2004 to restate its  consolidated  financial  statements for certain matters
more fully described in such Current Report. As a result of the time involved in
addressing  the matters  described in such Current  Report,  the Company will be
delayed  in filing  its  Quarterly  Report on Form  10-Q for the  quarter  ended
September 30, 2005,  which  Quarterly  Report would  otherwise be required to be
filed on November 14, 2005.

     Attached  hereto is Exhibit  99.2 which  contains the  Company's  unaudited
consolidated  financial  statements of the  Registrant as of September 30, 2005,
and for the  interim  periods  ended  September  30 2004 and 2005,  and  related
financial  and other  disclosures.  While the  Company  currently  believes  the
consolidated  financial  statements and related  financial and other disclosures
contained  in Exhibit 99.2 to this Current  Report will be  consistent  with the
Company's  consolidated  financial  statements  and related  financial and other
disclosures  that will be  contained  in its  Quarterly  Report when filed,  the
consolidated  financial  statements and related  financial and other disclosures
contained  in  Exhibit  99.2 are,  however,  subject  to future  correction  and
revision and could differ from the Company's  consolidated  financial statements
and  related  financial  and other  disclosures  that will be  contained  in its
Quarterly   Report  when  filed.   PricewaterhouseCoopers   LLP,  the  Company's
independent  registered  public  accounting  firm,  has not yet completed  their
review of the consolidated  financial statements included in Exhibit 99.2. Prior
to filing such Quarterly  Report,  the Company's  independent  registered public
accounting firm will have completed their review.
Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

      Item No.                Exhibit Index
    ----------              ----------------------------------------

       99.1*        Press  Release  dated   November  14,  2005  issued  by  the
                    Registrant.

       99.2*        Unaudited   Consolidated   Financial   Statements   of   the
                    Registrant  as of September  30,  2005,  and for the interim
                    periods  ended  September  30 2004  and  2005,  and  related
                    financial and other disclosures.

-----------
*  Filed herewith.
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 14, 2005
INDEX TO EXHIBITS

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

    99.1*           Press  Release  dated   November  14,  2005  issued  by  the
                    Registrant.

    99.2*           Unaudited   Consolidated   Financial   Statements   of   the
                    Registrant  as of September  30,  2005,  and for the interim
                    periods  ended  September  30 2004  and  2005,  and  related
                    financial and other disclosures.