kwiformrw.htm
FORM RW
Kronos
Worldwide, Inc.
Three
Lincoln Centre
5430
LBJ Freeway, Suite 1700
Dallas,
Texas 75240-2697
February
27, 2009
U.S.
Securities and Exchange Commission
|
Via
EDGAR
|
Division
of Corporation Finance
100 F
Street, N.E.
Washington,
D.C. 20549
|
Re:
|
Kronos
Worldwide, Inc.
|
Form
S-3 Registration Statement
Filed
January 24, 2005
Pre-Effective
Amendments Filed on February 17 and February 28, 2005
File
No. 333-122249
Ladies
and Gentlemen:
Pursuant
to the provisions of Rule 477 promulgated by the U.S. Securities and Exchange
Commission (the “SEC”)
under the Securities Act of 1933, as amended, Kronos Worldwide, Inc., a Delaware
corporation, hereby requests the withdrawal of its Form S-3 Registration
Statement filed with the SEC on January 24, 2005 (File No.: 333-122249), as such
registration statement was amended by Pre-Effective Amendment No. 1 to Form S-3
Registration Statement filed with the SEC on February 17, 2005 and
Pre-Effective Amendment No. 2 to Form S-3 Registration Statement filed with the
SEC on February 28, 2005 (collectively the “Registration
Statement”).
The
Registration Statement terminated on December 1, 2008 pursuant to Rule 415(a)(5)
promulgated by the SEC under the Securities Act of 1933, as amended, and the
transition interpretations of the staff of the Division of Corporation Finance
of the SEC regarding the application of the December 1, 2005 amendments to Rule
415(a)(5) as they applied to registration statements that were effective before
December 1, 2005 (Question 12 to the Securities Offering Reform Transition
Questions and Answers, Staff of the Division of Corporation Finance of the SEC,
www.sec.gov/divisions/corpfin/transitionfaq.htm).
No
securities have been sold pursuant to the Registration Statement.
If you
should have any questions regarding this filing, please do not hesitate to call
the undersigned at 972.450.4243.
Secretary and
Associate General Counsel