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): May 8, 1996


                       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   (713) 423-3300


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






Item 5.   Other Events.


     On May 8, 1996, 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 May 8, 1996.



                         *      *      *      *      *  




                                    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: May 9, 1996

                                                           Joseph S. Compofelice
                                                           (713) 423-3303       


                                                                   EXHIBIT  99.1






FOR IMMEDIATE RELEASE


              NL INDUSTRIES, INC. ANNOUNCES SECOND QUARTER DIVIDEND


Houston, Texas May 8, 1996 -- NL Industries, Inc. (NYSE:NL) announced that its
Board of Directors has declared its regular dividend of ten cents per share on
its common stock, payable June 28, 1996 to shareholders of record June 14, 1996.


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



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