SECURITIES AND EXCHANGE COMMISSION


                              WASHINGTON, DC 20549


                                    FORM 8-K

                                 CURRENT REPORT


                Pursuant to Section 13 or 15(d) of the Securities
                              Exchange Act of 1934



                               November 10, 1994                   
                (Date of Report, date of earliest event reported)




                                    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, TX     75240-2697  
             (Address of principal executive offices)     (Zip Code)



                                (214) 233-1700                        
              (Registrant's telephone number, including area code)



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

Item 5:  Other Events

         On November 10, 1994, the Registrant issued the press release attached
hereto as Exhibit 99.1 which is incorporated herein by reference.  

Item 7:  Financial Statements,  Pro Forma  Financial Information
         and Exhibits

    (c)  Exhibit

         Item No.                    Exhibit Index               

           99.1        Press release dated November 10, 1994
                       issued by the Registrant

                                   SIGNATURES


     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/ Steven L. Watson           
                                  Steven L. Watson
                                  Vice President & Secretary



Date:  November 10, 1994

FOR IMMEDIATE RELEASE:                     CONTACT:

VALHI, INC.                                Steven L. Watson
Three Lincoln Centre                       Vice President and Secretary
5430 LBJ Freeway, Suite 1700               (214)  450-4216
Dallas, Texas   75240-2697
(214)  233-1700






                        VALHI DECLARES QUARTERLY DIVIDEND


        DALLAS, TEXAS . . . November 10, 1994 . . . Valhi, Inc. announced today
that its Board of Directors has declared a regular quarterly dividend of two
cents ($.02) per share on its common stock, payable December 30, 1994, to
stockholders of record at the close of business December 15, 1994.

        Valhi, Inc., headquartered in Dallas, Texas, is engaged in the refined
sugar, forest products, fast food and hardware products industries as well as
the chemicals and titanium metals industries through its equity interests in NL
Industries, Inc. and Tremont Corporation.  Valhi's common stock is traded on the
New York and Pacific Stock Exchanges under the symbol "VHI".


                                     *  *  *