UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20546

                                    FORM 8-A

                FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                     PURSUANT TO SECTION 12(b) OR (g) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

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


                Delaware                                  13-5630895
(State of incorporation or organization)    (I.R.S. Employer Identification No.)

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




                                                      
If this form relates to the registration of a            If this form relates to the registration of a class
class of securities pursuant to Section 12(b) of         of securities pursuant to Section 12(g) of the
the Exchange Act and is effective pursuant to            Exchange Act and is effective pursuant to General
General Instruction A.(c), please check the              Instruction A.(d), please check the following box.
following box.  |_|                                      |X|


Securities Act registration file number to which this form relates: 333-114218

Securities to be registered pursuant to Section 12(b) of the Act: None

Securities to be registered pursuant to Section 12(g) of the Act:

                   6 3/4% Series A Convertible Preferred Stock




Item 1. Description of Registrant's Securities to be Registered.

     The  information  set forth under the heading  "Description of the Series A
Preferred Stock" in the prospectus that is part of the Registration Statement on
Form S-4  originally  filed by the  Registrant  on April  5,  2004,  as  amended
(Registration No. 333-114218), is hereby incorporated by reference.

Item 2. Exhibits

Exhibit No.        Description

    3.1        Amended and Restated  Certificate  of  Incorporation  of Titanium
               Metals  Corporation,  as amended  effective  February  14,  2003,
               incorporated  by  reference  to Exhibit  3.1 to  Titanium  Metals
               Corporation's Annual Report on Form 10-K (No. 1-10126) filed with
               the  SEC  on  March  17,  2003.
    4.1        Form of Certificate of Designations,  Rights and Preferences of 6
               3/4%  Series  A  Convertible  Preferred  Stock,  incorporated  by
               reference  to Exhibit  4.1 to  Pre-Effective  Amendment  No. 1 to
               Titanium Metals Corporation's  Registration Statement on Form S-4
               (Registration  Statement  No.  333-114218)  filed with the SEC on
               June 23, 2004.
    4.2        Specimen  Certificate  of 6 3/4% Series A  Convertible  Preferred
               Stock,  incorporated  by  reference  to Exhibit  4.2 to  Titanium
               Metals  Corporation's  Registration  Statement  on Form S-4 filed
               with the SEC on April 5, 2004.




                                    SIGNATURE

     Pursuant to the  requirements of Section 12 of the Securities  Exchange Act
of 1934, the Registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereto duly authorized.


Date:  July 30, 2004                         TITANIUM METALS CORPORATION

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