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                       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 earliest event reported): October 24, 1994


                              NL INDUSTRIES, INC.                       
_______________________________________________________________________________
               (Exact name of registrant as specified in charter)



       New Jersey                 1-640                   13-5267260
________________________________________________________________________________
(State or other           (Commission File No.)    (Employer Identification No.)
jurisdiction of 
incorporation)                        





       3000 N. Sam Houston Parkway East, Houston, Texas             77032
________________________________________________________________________________
           (Address of principal executive offices)               (Zip Code)



      Registrant's telephone number, including area code   (713) 987-5000
                                                           _____________________

                                 Not Applicable                         
________________________________________________________________________________
         (Former name or former address, if changed since last report)
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ITEM 5.  OTHER EVENTS.

         On October 24, 1994, the Registrant issued the press release attached
hereto as Exhibit 99.1 and incorporated herein in its entirety by this
reference.


ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

         (C)  EXHIBITS

              (i)  Exhibit 99.1.  Press Release dated October 24, 1994.



                         *      *      *      *      *




                                   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 thereunto duly authorized.


                                                NL INDUSTRIES, INC.
                                                (Registrant)



                                                /s/ David B. Garten         
                                               _______________________________
                                               David B. Garten
                                               Vice President, Secretary
                                                 and General Counsel





Dated: October 27, 1994

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                                                               Dennis G. Newkirk
                                                                  (713) 987-6332


                                                                    EXHIBIT 99.1





FOR IMMEDIATE RELEASE


                 NL RECORDS IMPROVED RESULTS FOR THIRD QUARTER


HOUSTON, TEXAS -- October 24, 1994 -- NL Industries, Inc. (NYSE:NL) announced a
substantially reduced net loss for the third quarter of 1994 of $4.6 million,
or $.09 per share, on sales of $225 million compared to a net loss in the third
quarter of 1993 of $18.7 million, or $.37 per share, on sales of $202 million.
The improvement in NL's results was primarily driven by higher average selling
prices for its principal product, titanium dioxide pigments ("TiO2"), which
increased 6% over the third quarter of 1993.  NL's net loss for the first nine
months of 1994 was $26.5 million, or $.52 per share, on sales of $664 million.
The net loss for the comparable 1993 period was $60.2 million, or $1.18 per
share, on sales of $622 million.

Operating income of Kronos' TiO2 business in the third quarter was $18.8
million, an increase of $13.0 million over the third quarter of 1993.  In
addition to higher TiO2 selling prices, Kronos recorded a 4% increase in sales
volumes.  As a result of improved pricing in all major markets, Kronos' average
TiO2 selling prices in the third quarter were 3% higher than the second quarter
of 1994.  Kronos' operating income in the first nine months of 1994 was $21.3
million higher than that of the first nine months of 1993.  J. Landis Martin,
President and CEO, stated, "We are encouraged by the recent trend of TiO2
selling prices and anticipate further improvements in 1995."

Rheox's operating income improved on higher volumes and lower operating costs.
Lower levels of debt and lower average interest rates contributed to the
improved results.

NL Industries, Inc. is a major international producer of titanium dioxide
pigments and specialty chemicals.

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                              NL INDUSTRIES, INC.
                CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

                      (In millions, except per share data)
                                  (Unaudited)


Quarter ended Nine months ended September 30, September 30, ---------------- ------------------ 1993 1994 1993 1994 ---- ---- ---- ---- Net sales: Kronos $174.0 $194.1 $539.3 $574.9 Rheox 28.1 31.1 82.7 89.3 ------ ------ ------ ------ $202.1 $225.2 $622.0 $664.2 ====== ====== ====== ====== Operating income: Kronos $ 5.8 $ 18.8 $ 30.4 $ 51.7 Rheox 7.0 8.3 20.6 23.9 ------ ------ ------ ------ Operating income 12.8 27.1 51.0 75.6 General corporate income (expense): Securities earnings 1.6 1.3 5.6 2.1 Expenses, net (7.3) (10.0) (29.0) (28.3) Interest expense (23.2) (21.0) (76.0) (63.1) ------ ------ ------ ------ Loss before income taxes (16.1) (2.6) (48.4) (13.7) Income tax expense (2.4) (1.9) (11.3) (12.2) Minority interest (.2) (.1) (.5) (.6) ------ ------ ------ ------ Net loss $(18.7) $ (4.6) $(60.2) $(26.5) ====== ====== ====== ====== Net loss per share of common stock $ (.37) $ (.09) $(1.18) $ (.52) ====== ====== ====== ====== Weighted average common shares outstanding 50.9 51.0 50.9 51.0 ==== ==== ==== ====