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



                                 March 29, 2002
 -------------------------------------------------------------------------------
                (Date of Report, date of earliest event reported)



                           TITANIUM METALS CORPORATION
 -------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its charter)



Delaware                         0-28538                    13-5630895
--------------------------------------------------------------------------------
(State or other                 (Commission                (IRS Employer
 jurisdiction of                 File Number)               Identification
 incorporation)                                             Number)



1999 Broadway, Suite 4300, Denver, CO                      80202
--------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)


                                 (303) 296-5600
 -------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)


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





Item 5:           Other Events

     On March 28, 2002 the Registrant  issued the press release  attached hereto
as Exhibit 99.1,  which is incorporated  herein by reference.  The press release
relates to an announcement by Registrant that it has learned that Special Metals
Corporation  and its  U.S.  subsidiaries  have  filed  voluntary  petitions  for
reorganization under Chapter 11 of the U.S. Bankruptcy Code.


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

         (c)  Exhibits

              Item No.  Exhibit List
              --------  --------------------------------------------------------

              99.1      Press Release dated March 28, 2002 issued by 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.



                                     TITANIUM METALS CORPORATION
                                     (Registrant)


                                     By: /s/ Joan H. Prusse
                                         -------------------------------
                                         Joan H. Prusse
                                         Vice President, Deputy General Counsel
                                           and Secretary


Date: March 29, 2002








                                                                    EXHIBIT 99.1
                                  PRESS RELEASE

FOR IMMEDIATE RELEASE                                         Contact:

Titanium Metals Corporation                           Mark A. Wallace
1999 Broadway, Suite 4300                             Executive Vice President &
Denver, Colorado 80202                                  Chief Financial Officer
                                                      (303) 296-5615


                      TIMET ANNOUNCES SPECIAL METALS FILING

     DENVER, COLORADO . . . . March 28, 2002 . . . . Titanium Metals Corporation
("TIMET")  (NYSE:  TIE)  announced  that  it has  learned  that  Special  Metals
Corporation  (NASDAQ:  SMCX)  and its U.S.  subsidiaries  have  filed  voluntary
petitions for  reorganization  under Chapter 11 of the U.S.  Bankruptcy  Code in
Lexington,   Kentucky.  Special  Metals  is  a  New  Hartford,  New  York  based
manufacturer of high-performance nickel-based alloys.

     In 1998, TIMET invested $80 million in convertible  preferred securities of
Special  Metals.  In the fourth  quarter of 2001,  TIMET  recorded an impairment
charge  related to its  investment  in Special  Metals that reduced the carrying
amount of such securities,  including accrued dividends and interest,  to a then
estimated  fair  value  of $27.5  million.  TIMET  expects  to  re-evaluate  the
estimated fair value of this  investment in light of Special  Metal's Chapter 11
filing and other  developments.  Accordingly,  TIMET could record an  additional
impairment charge in the first quarter of 2002.

     Titanium  Metals  Corporation,  headquartered  in  Denver,  Colorado,  is a
leading worldwide integrated producer of titanium metal products. Information on
TIMET is available on the world wide web at http://www.timet.com/.


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