UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 2)
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)
August 2, 2005
Titanium Metals Corporation
(Exact name of Registrant as specified in its charter)
Delaware 1-14368 13-5630895
(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))
Explanatory Footnote
The registrant filed with the U.S. Securities and Exchange Commission
(the "SEC"):
o a Current Report on Form 8-K (the "Original Form 8-K") on
August 3, 2005 (accession no. 0001011657-05-000037) disclosing
that on August 2, 2005 the registrant had entered into an
agreement for the purchase and sale of titanium products with
The Boeing Company (the "Supply Agreement"); and
o a Current Report on Form 8-K/A on November 16, 2005 (accession
no. 0001299933-05-005974) that amended the Original Form 8-K
and included under Exhibits 10.2 and 10.3 the terms of the
Supply Agreement, portions of which exhibits had been omitted
pursuant to a confidential treatment request submitted to the
SEC ("Amendment No. 1 to the Original Form 8-K" and
collectively with the Original Form 8-K, the "Form 8-K").
Pursuant to comments received from the SEC, the registrant hereby amends and
restates Item 9.01(c) and files amended versions of Exhibits 10.2 and 10.3 to
the Form 8-K, which amended exhibits reduce the omitted portions of the exhibits
filed with Amendment No. 1 to the Original Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
Item No. Exhibit Index
---------- ----------------------------------------
10.2* General Terms Agreement between The Boeing
Company and Titanium Metals Corporation.
10.3* Special Business Provisions between The
Boeing Company and Titanium Metals
Corporation.
-----------
* Filed herewith. Certain portions of these documents have been
omitted based on a request for confidential treatment
submitted to the SEC. The non-public information that has been
omitted from these documents has been separately filed with
the SEC. Each redacted portion of these documents is indicated
by a "[ * ]" and is subject to the request for confidential
treatment submitted to the SEC. The redacted information is
confidential information of the registrant and The Boeing
Company.
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.
Titanium Metals Corporation
(Registrant)
By: /s/ A. Andrew R. Louis
----------------------
A. Andrew R. Louis
Secretary
Date: November 17, 2006
INDEX TO EXHIBITS
Exhibit No. Description
----------- --------------------------------------------------
10.2* General Terms Agreement between The Boeing Company and
Titanium Metals Corporation.
10.3* Special Business Provisions between The Boeing Company and
Titanium Metals Corporation.
-----------
* Filed herewith. Certain portions of these documents have been omitted
based on a request for confidential treatment submitted to the SEC. The
non-public information that has been omitted from these documents has
been separately filed with the SEC. Each redacted portion of these
documents is indicated by a "[ * ]" and is subject to the request for
confidential treatment submitted to the SEC. The redacted information
is confidential information of the registrant and The Boeing Company.