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): January 30, 1998


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



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



16825 Northchase Dr., Suite 1200, Houston, Texas             77060
(Address of principal executive offices)                   (Zip Code)



Registrant's telephone number, including area code   (281) 423-3300


                          Not Applicable
(Former name or former address, if changed since last report)






Item 5.     Other Events.


      On January 30, 1998,  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 January 30, 1998.



                        *      *      *      *      *




                                   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/ Dennis G. Newkirk
                                          Dennis G. Newkirk
                                          Vice President & Controller



Dated: February 2, 1998

                                                          Dennis G. Newkirk
                                                             (281) 423-3332


                                                               EXHIBIT 99.1







FOR IMMEDIATE RELEASE



                 NL COMPLETES SALE OF RHEOX FOR $465 MILLION



HOUSTON,  TEXAS -- January 30, 1998 -- NL Industries,  Inc. (NYSE:NL)  announced
today that it has completed the previously announced sale of its Rheox specialty
chemicals operations to Elementis plc for $465 million in cash.

The Company stated that it intends to use the net proceeds of about $400 million
to invest in additional TiO2 capacity and to reduce outstanding indebtedness.

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

The statements in this release relating to matters that are not historical facts
are forward-looking statements that involve risks and uncertainties,  including,
but not limited to, future global economic and political conditions, global TiO2
production  capacity and the amount and timing of capacity changes,  competitive
products and prices, and other risks and uncertainties detailed in the Company's
Securities and Exchange Commission filings.


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