Exhibit 99.1

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

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)
January 24, 2004
----------------

CompX International Inc.
------------------------------------------------------
(Exact name of Registrant as specified in its charter)

Delaware                     1-13905                 57-0981653
-------------------          ------------------        -----------------
(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) 448-1400
--------------

(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))

Item 1.01      Entry into a Material Definitive Agreement

Item 2.01.     Completion of Acquisition or Disposition of Assets

On January 24, 2005 the registrant  completed the  disposition of
all of the net assets of its Thomas  Regout  precision  slide and
window  furnishing  operations,  conducted at its facility in the
Netherlands,  to members  of Thomas  Regout  management  (through
Anchor Holdings B.V.) for proceeds of $22.9 million. The proceeds
consisted of $18.7 million in cash and a subordinated  promissory
note of $4.2 million.  The subordinated note is to be repaid over
a period of four years and bears interest at 7% per annum.

Item 7.01      Regulation FD Disclosure.

The registrant hereby furnishes the information set forth in its press
release  issued on January 25, 2005, a copy of which is attached  hereto as
Exhibit 99.2 and incorporated herein by reference.

The information, including the exhibit, the registrant furnishes under
this  item  is  not  deemed  "filed"  for  purposes  of  section  18 of the
Securities  Exchange Act of 1934, as amended,  or otherwise  subject to the
liabilities  of that section.  Registration  statements or other  documents
filed with the Securities  and Exchange  Commission  shall not  incorporate
this information by reference, except as otherwise expressly stated in such
filing.

Item 9.01.        Financial Statements and Exhibits

(b) Pro forma financial information.

Pro  forma  condensed   consolidated   financial   statements  of  the
Registrant,  which  present the pro forma  effects of the  transaction
described in Items 1.01 and 2.01 above,  assuming such transaction had
occurred  as of the  dates set forth in the  accompanying  notes,  are
included herein as Exhibit 99.1

(c) Exhibit

Item No.            Exhibit Index

99.1      Pro forma financial information of the Registrant.

99.2      Press release dated January 25, 2005 issued by the registrant

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.

CompX International Inc.
(Registrant)

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

Date:  January 28, 2005

Exhibit 99.1

CompX International Inc.

Index to Pro Forma Condensed Consolidated Financial Statements

Page

Pro Forma Condensed Consolidated Balance Sheet -
September 30, 2004                                              F-2/F-3

Notes to Pro Forma Condensed Consolidated Balance Sheet          F-4/F-5

Pro Forma Condensed Consolidated Statement of Income -
Nine months ended September 30, 2004                              F-6

Pro Forma Condensed Consolidated Statement of Income -
Year ended December 31, 2003                                      F-7

Notes to Pro Forma Condensed Consolidated Statements of
Income                                                            F-8

These pro forma condensed  consolidated  financial  statements should be read in
conjunction  with the  historical  consolidated  financial  statements  of CompX
International Inc. The pro forma condensed consolidated financial statements are
not necessarily indicative of what the Company's consolidated financial position
or results of continuing  operations  would have been had the Company  completed
the transaction described in the accompanying notes at the dates indicated,  nor
are they necessarily indicative of the Company's consolidated financial position
or results of continuing operations as they may be in the future.

F-1

CompX International Inc.
Pro Forma Condensed Consolidated Balance Sheet
September 30, 2004
(Unaudited)

(In thousands)

Pro forma
adjustments
---------------------
Assets                                Historical                 (I)                Pro forma
------------------    ---------------------   -----------------

Current assets:

Cash and cash equivalents                                     $ 16,071               $ 16,718               $ 32,789
Accounts receivable, net                                        28,181                 (5,651)                22,530
Inventories                                                     26,594                 (6,037)                20,557
Other                                                            3,320                 (1,977)                 1,343
------------------    ---------------------   -----------------

Total current assets                                      74,166                  3,053                 77,219
------------------    ---------------------   -----------------

Other assets:
Goodwill                                                        43,022                (14,268)                28,754
Other                                                            2,670                  3,928                  6,598
------------------    ---------------------   -----------------

Total other assets                                        45,692                (10,340)                35,352
------------------    ---------------------   -----------------

Property and equipment, net                                        73,444                 (7,291)                66,153
------------------    ---------------------   -----------------

$193,302               $(14,578)              $178,724
==================    =====================   =================

F-2

CompX International Inc.
Pro Forma Condensed Consolidated Balance Sheet (Continued)
September 30, 2004
(Unaudited)

(In thousands)

Pro forma
adjustments
-------------------
Liabilities and Stockholders' Equity                  Historical               (I)                Pro forma
----------------    -------------------    -----------------

Current liabilities:
Accounts payable and accrued

liabilities                                                    $ 23,706             $ (4,654)             $ 19,052
Income taxes                                                       2,151                 (183)                1,968
Deferred income taxes                                                758                 (509)                  249
----------------    -------------------    -----------------

Total current liabilities                                   26,615               (5,346)               21,269
----------------    -------------------    -----------------

Noncurrent liabilities:
Deferred income taxes                                              3,393                    -                 3,393
Other                                                                112                  (21)                   91
----------------    -------------------    -----------------

Total noncurrent liabilities                                 3,505                  (21)                3,484
----------------    -------------------    -----------------

Stockholders' equity
Common stock and paid-in capital                                 108,861                    -               108,861
Retained earnings                                                 52,160              (12,143)               40,017
Accumulated other comprehensive
income - currency translation                                     2,161                2,932                 5,093
----------------    -------------------    -----------------
----------------    -------------------    -----------------

Total stockholders' equity                                          163,182               (9,211)              153,971
----------------    -------------------    -----------------

$193,302             $(14,578)             $178,724
================    ===================    =================

See accompanying notes to pro forma condensed consolidated balance sheet.

F-3

CompX International Inc.

Notes to Pro Forma Condensed Consolidated Balance Sheet

Note 1 - Basis of presentation

The Pro Forma  Condensed  Consolidated  Balance Sheet assumes the following
transaction,  more fully  described in Item 2.01 of this Current  Report on Form
8-K dated January 24, 2005, occurred on September 30, 2004:

The Company sells all of the net assets of its Thomas  Regout's  operations
for  approximately  euro 17.6 million ($21.6  million),  net of selling expenses
totaling approximately $500,000. The euro net proceeds were translated into U.S.
dollars using the actual  September  30, 2004 exchange rate of U.S.  $1.2275 per
euro.

Note 2 - Pro forma adjustments:

I - Reflect the sale of substantially  all of Thomas Regout's net assets as
follows:

Amount
------------------------
(In thousands)

Net proceeds                                                                                    $ 21,595
========================

Carrying value of assets sold and liabilities assumed:
Cash and cash equivalents                                                                             1,873
Accounts receivable, net                                                                              5,651
Inventories                                                                                           6,037
Other current assets                                                                                  1,977
Goodwill, net                                                                                        14,268
Net property, plant, and equipment                                                                    7,291
Accounts payable and accrued liabilities                                                             (4,654)
Income taxes                                                                                           (183)
Deferred income taxes                                                                                  (509)
Long term debt and other noncurrent liabilities                                                         (21)
Accumulated other comprehensive income - foreign
currency translation                                                                                 2,932
------------------------
34,662
------------------------
(13,067)

Income tax benefit                                                                                       (924)
------------------------

Net-of-tax loss                                                                            $(12,143)
========================

The  net  proceeds  consist  of  $17.7  million  in  cash  and a  long-term
subordinated  note receivable of $3.9 million.  The subordinated note receivable
bears interest at 7.0% per annun.

The pro forma adjustment to cash and cash  equivalents  consists of the net
effect of (i) $17.7  million of net  proceeds,  (ii) $1.9  million cash and cash

F-4

equivalents  of Thomas  Regout  assumed to have been sold and (iii) $.9  million
income tax benefit from the sale. The pro forma  adjustment to other  noncurrent
assets  represents  the  subordinated  note  receivable  received as part of the
consideration from the sale.

The Company's  actual  net-of-tax  loss on the sale of Thomas  Regout's net
assets will differ from the amount shown above  because of, among other  things,
(a)  differences in the net carrying value of the net assets sold as shown above
as  compared  to the date of sale and (b)  differences  in the U.S.  dollar/euro
exchange rate as shown above as compared to the date of sale.

F-5

CompX International Inc.
Pro Forma Condensed Consolidated Statement of Income
Nine months ended September 30, 2004
(Unaudited)

(In thousands, except per share data)

Pro forma
adjustments
-----------------------------------------
Historical                (I)                   (II)            Pro forma
------------------    -------------------    ------------------    ----------------

Net sales                                           $165,858              $(29,801)               $  -                $136,057
Cost of goods sold                                   130,022               (23,584)                                    106,438
------------------    -------------------    ------------------    ----------------

Gross margin                                     35,836                (6,217)                   -                 29,619

Selling, general and
administrative expense                               21,511                (4,088)                   -                17,423

Operating income                                 14,325                (2,129)                   -                 12,196

Other general corporate (income)
expense, net                                           (335)               (1,143)                (123)                (1,601)
Interest expense                                         442                     -                    -                    442
------------------    -------------------    ------------------    ----------------

Income before income taxes                       14,218                  (986)                 123                 13,355

Provision for income taxes                             5,491                  (343)                  49                  5,197
------------------    -------------------    ------------------    ----------------

Income from continuing
operations                                    $  8,727              $   (643)                $ 74                $ 8,158
==================    ===================    ==================    ================

Basic and diluted earnings per
common share                                      $   0.58                                                           $   0.54
==================                                                 ================

Basic earnings per common share                       15,141                                                            15,141
Dilutive impact of outstanding
stock options                                            15                                                                15
------------------                                                 ----------------

Diluted common shares                                 15,156                                                           15,156
==================                                                 ================

See accompanying notes to pro forma condensed consolidated income statement.

F-6

CompX International Inc.
Pro Forma Condensed Consolidated Statement of Income
Year ended December 31, 2003
(Unaudited)

(In thousands, except per share data)

Pro forma
Adjustments
----------------------------------------
Historical               (I)                  (II)            Pro forma
-----------------    ------------------    ------------------    -------------------

Net sales                                     $207,543              $(33,577)                 $  -             $173,966
Cost of goods sold                             172,843               (29,966)                    -              142,877
-----------------    ------------------    ------------------    -------------------

Gross margin                               34,700                (3,611)                    -               31,089

Selling, general and
administrative expense                         27,288                (5,691)                    -               21,597
Restructuring expense                            3,303                (3,303)                    -                    -
-----------------    ------------------    ------------------    -------------------

Operating income                            4,109                 5,383                     -                9,492

Other general corporate
(income) expense, net                             532                (1,493)                 (237)              (1,198)
Interest expense                                 1,301                    (2)                    -                1,299
-----------------    ------------------    ------------------    -------------------

Income before income taxes                  2,276                 6,878                   237                9,391

Provision for income taxes                       1,003                 2,373                    97                3,473
-----------------    ------------------    ------------------    -------------------

Income from continuing
operations                              $  1,273              $  4,505                 $ 140             $  5,918
=================    ==================    ==================    ===================

Basic and diluted earnings
(loss) per common share                    $   0.08                                                          $   0.39
=================                                                ===================

Basic earnings per common share                 15,121                                                           15,121
Dilutive impact of outstanding
stock options                                       -                                                                -
-----------------                                                -------------------

Diluted common shares                           15,121                                                           15,121
=================                                                ===================

See accompanying notes to pro forma condensed consolidated income statement.

F-7

CompX International Inc.

Notes To Pro Forma Condensed Consolidated Statements of Income

Note 1 - Basis of presentation:

The Pro  Forma  Condensed  Consolidated  Statements  of Income  assume  the
Company  sells all of the net assets of its Thomas  Regout's  operations  , more
fully described in Item 2.01 of the Current Report on Form 8-K dated January 24,
2005, occurred as of the beginning of 2003.

Note 2 - Pro forma adjustments:

I -   Elminate  Thomas  Regout's   historical   results  of  operations
included in the Company's consolidated  statements of operations.
In future  filings,  the  Company  will  report  Thomas  Regout's
results  of   operations   through   the  date  of   disposal  as
discontinued operations.

II -  Recognize  interest  income on the  subordinated  promissory note
received as partial consideration,  net of income taxes using the
estimated combined federal and state income tax rate of 40%.

F-8

Exhibit 99.2

COMPX INTERNATIONAL INC.

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PRESS RELEASE

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FOR IMMEDIATE RELEASE:                              CONTACT:

CompX International Inc.                            David A. Bowers
Three Lincoln Centre                                Chief Executive Officer
5430 LBJ Freeway, Suite 1700                        Tel.:  864.286.1122
Dallas, Texas   75240-2697

COMPX ANNOUNCES THE COMPLETION OF THE SALE OF THOMAS REGOUT

DALLAS,  TEXAS . . . January 25, 2005 . . . CompX International Inc. (NYSE:
CIX)  announced  today that on January  24,  2005 it  completed  the sale of its
Thomas  Regout  operations,  conducted  at its facility in the  Netherlands,  to
members  of  Thomas  Regout  management  for  approximately  $23  million.   The
transaction is not expected to have a significant  impact on CompX's  results of
operations  in 2005.  As  previously  announced,  CompX  recorded  a  charge  of
approximately  $14 million in the fourth  quarter of 2004 in order to write-down
its investment in Thomas Regout to the then estimated realizable value.

CompX is a leading manufacturer of precision ball bearing slides,  security
products and ergonomic computer support systems.

* * * * *