SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K/A
AMENDMENT NO. 1
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT 
OF 1934 - For the fiscal year ended December 31, 2003
Commission file number 1-13905

COMPX INTERNATIONAL INC.
(Exact name of registrant as specified in its charter)

Delaware                                            57-0981653     
(State or other jurisdiction of                              (IRS Employer
incorporation or organization)                            Identification 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) 448-1400   

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

Name of each exchange on
Title of each class                                 which registered

Class A common stock                            New York Stock Exchange
($.01 par value per share)

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

None.

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months and (2) has been subject to such filing requirements for
the past 90 days. Yes X No  

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best of Registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K.

Indicate  by check mark  whether  the  registrant  is an  accelerated  filer (as
defined in Rule 12b-2 of the Act). Yes No X

The  aggregate  market  value of the 4.7 million  shares of voting stock held by
nonaffiliates of CompX International Inc. as of June 30, 2003 approximated $26.1
million.

As of  January  30,  2004,  5,124,780  shares  of  Class  A  common  stock  were
outstanding.

Documents incorporated by reference

The  information  required by Part III is  incorporated  by  reference  from the
Registrant's definitive proxy statement to be filed with the Commission pursuant
to  Regulation  14A not later  than 120 days  after the end of the  fiscal  year
covered by this report.

The  undersigned   Registrant  hereby  amends  the  following  items,  financial
statements, exhibits or other portions of its Annual Report on Form 10-K for the
year  ended  December  31,  2003 as set forth  below  and in the pages  attached
hereto:

Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.

Item No.                   Exhibit Index

31.1      Certification

31.2      Certification

99.1      Annual Report of the CompX  Contributory  Retirement  Plan (Form 11-K)
for the year ended December 31, 2003.

SIGNATURE

Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant  has duly  caused  this  amendment  to be signed on its behalf by the
undersigned, thereunto duly authorized.

COMPX INTERNATIONAL INC.  
(Registrant)

Dated:  June 25, 2004            By:      /s/Darryl R. Halbert
-------------------------------------
Darryl R. Halbert
Vice President, Chief
Financial Officer and
Controller

EXHIBIT 31.1

CERTIFICATION

I,  David A.  Bowers,  the Vice  Chairman  of the  Board,  President  and  Chief
Executive Officer of CompX International Inc., certify that:

1)   I have  reviewed  this annual  report on Form 10-K/A  (Amendment  No. 1) of
CompX International Inc.; and

2)   Based on my  knowledge,  this  annual  report  does not  contain any untrue
statement of a material fact or omit to state a material fact  necessary to
make the statements  made, in light of the  circumstances  under which such
statements  were made, not misleading with respect to the period covered by
this annual report.

Date:  June 25, 2004

/s/ David A. Bowers

David A. Bowers
Vice Chairman of the Board, President
and Chief Executive Officer

EXHIBIT 31.2

CERTIFICATION

I, Darryl R. Halbert, the Vice President, Chief Financial Officer and Controller
of CompX International Inc., certify that:

1)   I have  reviewed  this annual  report on Form 10-K/A  (Amendment  No. 1) of
CompX International Inc.; and

2)   Based on my  knowledge,  this  annual  report  does not  contain any untrue
statement of a material fact or omit to state a material fact  necessary to
make the statements  made, in light of the  circumstances  under which such
statements  were made, not misleading with respect to the period covered by
this annual report.

Date:  June 25, 2004

/s/ Darryl R. Halbert
------------------------------------------------------
Darryl R. Halbert
Vice President, Chief Financial Officer and Controller

EXHIBIT 99.1

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 11-K

ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 - For the fiscal year ended December 31, 2003

Commission file number 1-13905
-------

A. Full title of the plan and the address of the plan,  if  different  from
that of the issuer named below:

COMPX CONTRIBUTORY RETIREMENT PLAN
5430 LBJ Freeway, Suite 1700
Dallas, Texas 75240-2697

B. Name of  issuer  of the  securities  held  pursuant  to the plan and the
address of its principal executive office:

COMPX INTERNATIONAL INC.
5430 LBJ Freeway, Suite 1700
Dallas, Texas 75240-2697

SIGNATURE

Pursuant  to  the   requirements   of  the  Securities  Act  of  1934,  the
Administrator has duly caused this Annual Report to be signed by the undersigned
thereunto duly authorized.

COMPX CONTRIBUTORY RETIREMENT PLAN

By:  ADMINISTRATIVE COMMITTEE OF THE
COMPX CONTRIBUTORY RETIREMENT PLAN

By:  /s/ Raymond S. Staton               
------------------------------------
Raymond S. Staton
Committee Member

June 25, 2004

COMPX CONTRIBUTORY RETIREMENT PLAN

FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE

December 31, 2003

with

REPORT OF INDEPENDENT registered public
accounting firm

COMPX CONTRIBUTORY RETIREMENT PLAN

Index of Financial Statements and Supplemental Schedule

Page

Report of Independent Registered Public Accounting Firm                   2

Financial Statements

Statements of Net Assets Available for Benefits -
December 31, 2002 and 2003                                           3

Statement of Changes in Net Assets Available for Benefits -
Year ended December 31, 2003                                         4

Notes to Financial Statements                                         5-8

Supplemental Schedule

Schedule H, line 4i - Schedule of Assets (Held at End of Year) -
December 31, 2003                                                       9

Exhibit A

Consent of Independent Registered Public Accounting Firm

Report of Independent Registered Public Accounting Firm

To the Administrative Committee of
CompX Contributory Retirement Plan

In our opinion, the accompanying statements of net assets available for benefits
and the  related  statement  of  changes in net assets  available  for  benefits
present fairly, in all material respects,  the net assets available for benefits
of CompX  Contributory  Retirement  Plan (the  "Plan") at December  31, 2002 and
2003,  and the changes in net assets  available  for benefits for the year ended
December 31, 2003 in conformity with accounting principles generally accepted in
the United States of America.  These financial statements are the responsibility
of the Plan's  management.  Our responsibility is to express an opinion on these
financial  statements  based on our  audits.  We  conducted  our audits of these
statements in accordance  with the  standards of the Public  Company  Accounting
Oversight  Board  (United  States).  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements,  assessing the accounting  principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

Our audits  were  conducted  for the  purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental Schedule of Assets (Held
at End of Year) is presented for the purpose of additional analysis and is not a
required part of the basic financial statements but is supplementary information
required by the  Department of Labor's Rules and  Regulations  for Reporting and
Disclosure  under the Employee  Retirement  Income  Security  Act of 1974.  This
supplemental  schedule  is the  responsibility  of the  Plan's  management.  The
supplemental  schedule has been subjected to the auditing  procedures applied in
the audits of the basic  financial  statements  and, in our  opinion,  is fairly
stated in all material  respects in relation to the basic  financial  statements
taken as a whole.

PricewaterhouseCoopers LLP

Dallas, Texas
June 24, 2004

COMPX CONTRIBUTORY RETIREMENT PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS

December 31, 2002 and 2003

2002                2003
----                ----

Assets:

Investments at fair value ....................      $12,613,840      $15,543,274

Contributions receivable - employer ..........          536,559          538,091
-----------      -----------

Net assets available for benefits ........      $13,150,399      $16,081,365
===========      ===========

COMPX CONTRIBUTORY RETIREMENT PLAN

STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

Year ended December 31, 2003

Additions:
Investment income:

Net appreciation in fair value of investments ............       $ 2,020,777
Interest and dividends ...................................           327,896
-----------

2,348,673

Contributions:
Employer .................................................           538,814
Participants .............................................         1,268,072
-----------

1,806,886

Total additions ........................................         4,155,559
-----------

Deductions:
Benefits to participants ...................................         1,222,508
Administrative expenses ....................................             2,085
-----------

Total deductions .......................................         1,224,593
-----------

Net increase in net assets available for benefits ............         2,930,966

Net assets available for benefits:
Beginning of year ..........................................        13,150,399
-----------

End of year ................................................       $16,081,365

COMPX CONTRIBUTORY RETIREMENT PLAN

NOTES TO FINANCIAL STATEMENTS

Note 1 -  Description of Plan and significant accounting policies:

General.  The following  description of the Compx  Contributory  Retirement
Plan (the "Plan") provides only general  information.  Participants should refer
to the Plan agreement for a more complete description of the Plan's provisions.

The Plan is a defined  contribution plan which covers eligible salaried and
hourly U.S.  employees of CompX  International  Inc.  and its U.S.  subsidiaries
(collectively,  the  "Employer").  Employees are eligible to  participate in the
Plan as of the first entry date, as defined,  concurrent  with or next following
the completion of 90 days of eligible service and attaining 20 years of age. The
Plan is subject to the provisions of the Employee Retirement Income Security Act
of 1974, as amended ("ERISA").

The Employer is a 69%-owned subsidiary of Valhi, Inc. at December 31, 2003.
Valhi is a 90%-owned  subsidiary  of Contran  Corporation  at December 31, 2003.
Substantially  all of  Contran's  outstanding  voting  stock  is held by  trusts
established for the benefit of certain  children and  grandchildren of Harold C.
Simmons,  of which Mr.  Simmons is sole  trustee,  or is held by Mr.  Simmons or
persons or other entities related to Mr. Simmons.  Mr. Simmons,  the Chairman of
the Board of each of Contran  and Valhi,  may be deemed to control  each of such
companies and the Employer.

Contributions.  The Plan permits  participants to defer 1% to 100% of their
annual  compensation  as  pre-tax  contributions,  not to exceed a  deferral  of
$12,000  in 2003  (subject  to  adjustment  in future  years),  through  payroll
deductions. Participants who will be at least age 50 by the end of the Plan year
may elect to make "catch-up" contributions, not to exceed an additional deferral
of $2,000 in 2003  (subject to  adjustments  in future  years)  through  payroll
deductions.  The Employer's  contribution is based upon a profit-sharing formula
and the  Employer's  profit,  as defined,  during the Plan year.  The Employer's
contribution is allocated to participants'  accounts on a percentage or matching
basis  relative  to  the   participants'   contributions   (excluding   catch-up
contributions) for the year. The Employer's contribution is reduced, as provided
by the Plan, by nonvested  amounts  forfeited by participants  who withdraw from
the Plan.  At  December  31,  2002 and  2003,  unallocated  forfeited  nonvested
accounts  were $45,501 and $73,250  respectively.  No  forfeitures  were used to
reduce employer contributions for the year ended December 31, 2003.

Vesting and benefits.  Salary deferrals  (including  earnings  thereon) are
immediately  vested while Employer  contributions  (including  earnings thereon)
vest at the rate of 20% per year of service, as defined.

Upon  termination  of  employment,   retirement,  death  or  disability,  a
participant  (or  beneficiary,  if applicable) may elect to receive either (i) a
lump sum amount equal to the vested value of the participant's  accounts or (ii)
installments  over a period of not more than 30 years.  With the  consent of the
Plan  administrators,  participants can borrow amounts from their vested account
balances, subject to certain limitations under the Plan.

Benefits are recorded when paid.

Participants'  accounts.  Participants can direct the Plan administrator to
invest, in 1% increments,  their account balance in  publicly-traded  registered
investment  companies or pooled funds  administered by Putnam  Investments or in
CompX  International  Inc. common stock (not to exceed 25% of account balances).
Below are the investment fund options  available to participants at December 31,
2003:

Putnam  Voyager Fund - Seeks  capital  appreciation.  Invests  primarily in
common stocks.

Putnam Vista Fund - Seeks capital  appreciation.  Invests primarily in
common stocks.

Putnam International  Capital  Opportunities - Seeks long-term capital
appreciation.  Invests primarily in a diversified  portfolio of stocks
of small to midsize companies located outside of the United States.

The  George  Putnam  Fund of  Boston - Seeks  to  provide  a  balanced
investment  which will produce both capital growth and current income.
Invests in a diversified group of stocks and bonds.

PIMCO  Total  Return  Fund - Seeks  maximum  current  income and price
appreciation.  Invests  in  fixed-income  securities  from  all  major
sectors of the bond market.

UAM ICM Small Company Portfolio Fund - Seeks maximum,  long-term total
return. Invests in common stocks of smaller to midsize companies.

Putnam Stable Value Fund - This pooled fund seeks stable principal and
relatively  high current  income.  Invests  primarily in  high-quality
fixed-income investments.

Putnam  Asset  Allocation  Fund -  Growth  Portfolio  - Seeks  capital
appreciation. Invests in both stocks and bonds.

Putnam  Asset  Allocation  Fund -  Balanced  Portfolio  - Seeks  total
return. Invests in both stocks and bonds.

Putnam Asset  Allocation  Fund - Conservative  Portfolio - Seeks total
return with preservation of capital. Invests in both stocks and bonds.

Putnam  S&P 500 Index  Fund - This  pooled  fund  seeks to mirror  the
performance and composition of Standard & Poor's 500 Composite Index.

Putnam  Equity  Income  Fund - Seeks  to  provide  current  income  by
investing  primarily in a  diversified  portfolio of income  producing
equity securities.

Putnam International Equity Fund - Seeks capital appreciation. Invests
in growth and value stocks outside of the United States.

Managers  Special  Equity Fund - Seeks  capital  appreciation  through
investment  primarily in the equity  securities of a diversified group
of companies  expected to have superior earnings and growth potential.
The fund's  investments will tend to be in the securities of companies
having small to medium market capitalizations.

Company  Stock  Fund - Invests  in CompX  International  Inc.  class A
common stock.

The above fund descriptions provide only general information.  Participants
should refer to the Prospectus of each fund for a more complete description.

Each participant's account is credited with the participant's  contribution
and an allocation of the Employer's  contribution and Plan earnings, and charged
with  an  allocation  of  administrative  expenses.  Allocations  are  based  on
participant earnings, matching or account balances, as defined in the Plan.

In addition to the investment fund options,  a "Loan Fund" is maintained to
account for loans to  participants,  as permitted by the Plan. A participant  is
able to borrow from  his/her  fund  account an amount  ranging from a minimum of
$1,000 up to a maximum that is  generally  equal to the lesser of $50,000 or 50%
of his/her vested account balance.  A loan is  collateralized  by the balance in
the  participant's  account and bears interest at rates  commensurate with local
prevailing rates. For outstanding loans at December 31, 2003, the interest rates
ranged from 5.00% to 10.5% and mature through 2017.

Plan termination.  The Employer has the right under the Plan to discontinue
its  contributions at any time and to terminate the Plan, in compliance with the
provisions of ERISA.  In the event the Plan is  terminated,  the accounts of all
participants will become fully vested.

Basis of accounting.  The financial  statements of the Plan are prepared in
accordance with accounting principles generally accepted in the United States of
America. Valuation of investments is more fully described in Note 2.

Management estimates. The preparation of financial statements in conformity
with accounting  principles  generally  accepted in the United States of America
requires  management to make estimates and assumptions  that affect the reported
amounts  of  assets,  liabilities,   and  changes  therein,  and  disclosure  of
contingent assets and liabilities. Actual results may, in some instances, differ
from previously estimated amounts.

Risks and  uncertainties.  The Plan provides for various investment options
in a variety of stocks, bonds, fixed income securities,  mutual funds, and other
investment securities.  Investment securities are exposed to various risks, such
as interest rate,  market, and credit risks. Due to the level of risk associated
with certain  investment  securities,  it is at least  reasonably  possible that
changes in the values of investment  securities  will occur in the near term and
that such changes could materially affect participants' account balances and the
amounts reported in the Plan's statement of net assets available for benefits.

Expenses of  administering  the Plan.  The Plan  provides that the Employer
will generally reimburse the Plan for administrative  expenses paid by the Plan.
The Employer paid a significant portion of the 2003 administrative expenses.

Tax status. The Plan has been notified by the Internal Revenue Service that
it is a qualified  plan under Section  401(a) and Section 401(k) of the Internal
Revenue Code (the  "Code"),  and is therefore  exempt from federal  income taxes
under provisions of Section 501(a) of the Code.

The Plan has been amended since it was notified of its exempt status by the
Internal Revenue Service. Management believes the Plan currently is designed and
operates  in  accordance  with  the  applicable  requirements  of the  Code  and
therefore  remains exempt from federal income taxes under  provisions of Section
501(a) of the Code. In February 2002, the Plan submitted the Plan's  document to
the Internal Revenue Service for approval.

Note 2 - Investments:

General.  The  assets  of the  Plan are  held  and the  related  investment
transactions  are  executed by Putnam  Fiduciary  Trust  Company as trustee (the
"Trustee")  of the CompX  Master  401(k)  Plan  Trust (the  "Trust").  The Trust
invests  in  publicly-traded  registered  investment  companies,   pooled  funds
administered by Putnam  Investments and CompX  International Inc. class A common
stock  (see Note 1). The Plan's  investments  are stated at fair value  based on
quoted  market  prices and net  appreciation  for the year is  reflected  in the
Plan's statement of changes in net assets  available for plan benefits.  The net
appreciation consists of realized gains or losses and unrealized appreciation or
depreciation on investments.

The following presents investments that represent 5 percent or more of
the Plan's net assets at year end:

December 31,
2002            2003
----            ----

Putnam Stable Value Fund (pooled fund) .........      $3,491,376      $3,724,941

Putnam Voyager Fund (class Y shares) ...........       2,138,814       2,611,650

PIMCO Total Return Fund ........................       1,398,213       1,321,890

Putnam Vista Fund (class Y shares) .............       1,244,218       1,776,808

Putnam S&P 500 Index Fund (pooled fund) ........         859,583       1,183,846

Managers Special Equity Fund ...................            --           881,869

UAM ICM Small Company Portfolio Fund ...........            --           843,808

The George Putnam Fund of Boston
(class Y shares) ..............................         743,085            --   

COMPX CONTRIBUTORY RETIREMENT PLAN

SCHEDULE H, line 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)

December 31, 2003

Fair
value

*Putnam Stable Value Fund (Common/Collective Trust) ...........      $ 3,724,941
*Putnam Voyager Fund - Class Y ................................        2,611,650
PIMCO Total Return Fund ......................................        1,321,890
*Putnam Vista Fund - Class Y ..................................        1,776,808
*Putnam S&P 500 Index Fund (Common/Collective Trust) ..........        1,183,846
*The George Putnam Fund of Boston - Class Y ...................          790,966
*Putnam International Equity Fund - Class Y ...................          667,603
UAM ICM Small Company Portfolio Fund .........................          843,808
*Putnam Equity Income Fund - Class Y ..........................          426,511
*Putnam Asset Allocation Fund -
Conservative Portfolio - Class Y ............................          155,009
*Putnam Asset Allocation Fund -
Balanced Portfolio - Class Y ................................           67,380
*Putnam Asset Allocation Fund -
Growth Portfolio - Class Y ..................................          124,333
Managers Special Equity Fund .................................          881,869
*Putnam International Capital Opportunities - Class Y .........          129,807
*CompX International Inc. Class A common stock ................          172,134

*Loans to participants (with interest rates from
5.00% to 10.5%), mature through 2017 ........................          664,719
-----------

$15,543,274

* Investment in a "Party-in-interest" entity, as defined by ERISA.

EXHIBIT A

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We  hereby  consent  to the  incorporation  by  reference  in  the  Registration
Statement on Form S-8 (File No.  333-56163) of CompX  International  Inc. of our
report  dated  June  24,  2004,   relating  to  the  financial   statements  and
supplementary schedule of the CompX Contributory  Retirement Plan, which appears
in this Form 11-K.

PricewaterhouseCoopers LLP

Dallas, Texas
June 25, 2004