SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

For the quarter ended September 30, 2001          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
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
--------------

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

Number of shares of Class A common stock outstanding on October 24, 2001: 
5,103,280.

COMPX INTERNATIONAL INC.

INDEX

Page
number

Part I.          FINANCIAL INFORMATION

Item 1.        Financial Statements.

Consolidated Balance Sheets - December 31, 2000
and September 30, 2001                                 3-4

Consolidated Statements of Income -
Three months and nine months ended
September 30, 2000 and 2001                             5

Consolidated Statements of Comprehensive Income -
Three months and nine months ended
September 30, 2000 and 2001                             6

Consolidated Statements of Cash Flows -
Nine months ended September 30, 2000 and 2001          7-8

Consolidated Statement of Stockholders' Equity -
Nine months ended September 30, 2001                    9

Notes to Consolidated Financial Statements             10-13

Item 2.        Management's Discussion and Analysis of Financial
Condition and Results of Operations.                  14-16

Part II.         OTHER INFORMATION

Item 6.        Exhibits and Reports on Form 8-K.                        17

COMPX INTERNATIONAL INC.

CONSOLIDATED BALANCE SHEETS

(In thousands)

ASSETS                                     December 31,  September 30,
2000          2001
------        ------

Current assets:

Cash and cash equivalents ........................      $  9,820      $ 17,989
Accounts receivable ..............................        30,833        27,751
Income taxes receivable from affiliates ..........           305           247
Refundable income taxes ..........................         2,165         1,620
Inventories ......................................        36,246        35,224
Deferred income taxes ............................         1,209         1,220
Prepaid expenses and other .......................         2,408         2,443
--------      --------

Total current assets .........................        82,986        86,494
--------      --------

Other assets:
Goodwill .........................................        42,213        39,916
Other intangible assets ..........................         2,646         2,502
Deferred income taxes ............................         1,813         1,930
Other ............................................           868           666
--------      --------

Total other assets ...........................        47,540        45,014
--------      --------

Property and equipment:
Land .............................................         5,709         5,594
Buildings ........................................        34,500        33,577
Equipment ........................................        78,357        85,021
Construction in progress .........................         9,787        10,891
--------      --------
128,353       135,083
Less accumulated depreciation ....................        33,394        41,418
--------      --------

Net property and equipment ...................        94,959        93,665
--------      --------

$225,485      $225,173
========      ========

See accompanying notes to consolidated financial statements.

COMPX INTERNATIONAL INC.

CONSOLIDATED BALANCE SHEETS (CONTINUED)

(In thousands)

LIABILITIES AND STOCKHOLDERS' EQUITY                   December 31,   September 30,
2000            2001
--------        -------

Current liabilities:

Current maturities of long-term debt ...........     $   1,638      $      68
Accounts payable and accrued liabilities .......        26,487         19,331
Deferred income taxes ..........................           103            272
Income taxes ...................................           648            400
---------      ---------

Total current liabilities ..................        28,876         20,071
---------      ---------

Noncurrent liabilities:
Long-term debt .................................        39,000         49,000
Deferred income taxes ..........................         4,852          5,936
Accrued pension costs ..........................         1,168          1,153
Other ..........................................           626            901
---------      ---------

Total noncurrent liabilities ...............        45,646         56,990
---------      ---------

Stockholders' equity:
Preferred stock ................................          --             --   
Class A common stock ...........................            62             62
Class B common stock ...........................           100            100
Additional paid-in capital .....................       119,194        119,224
Retained earnings ..............................        51,395         54,186
Accumulated other comprehensive income
- currency translation ........................       (11,123)       (14,145)
Treasury stock .................................        (8,665)       (11,315)
---------      ---------

Total stockholders' equity .................       150,963        148,112
---------      ---------

$ 225,485      $ 225,173
=========      =========

See accompanying notes to consolidated financial statements.

Commitments and contingencies (Note 1)

COMPX INTERNATIONAL INC.

CONSOLIDATED STATEMENTS OF INCOME

(In thousands, except per share data)

Three months ended          Nine months ended
September 30,             September 30,
----------------          ----------------
2000         2001        2000        2001
------       ------      ------      ------

Net sales                               $63,045      $51,484     $194,248     $164,438
-------      -------     --------     --------

Costs and expenses:
Cost of sales .....................     47,129       40,255      142,268      127,062
Selling, general and administrative      6,784        7,113       20,616       21,111
Other income, net .................       (163)        (691)        (451)        (910)
Interest expense ..................        573          604        1,643        2,276
--------    ---------    ---------    ---------

54,323       47,281      164,076      149,539
--------    ---------    ---------    ---------

Income before income taxes
and minority interest ........      8,722        4,203       30,172       14,899

Provision for income taxes .........      3,185        2,132       11,012        6,443
--------    ---------    ---------    ---------

Income before minority interest       5,537        2,071       19,160        8,456

Minority interest ..................       --           --             (3)        --
--------    ---------    ---------    ---------

Net income .....................   $  5,537    $   2,071    $  19,163    $   8,456
========    =========    =========    =========

Basic earnings per common share ....   $    .34    $     .14    $    1.19    $     .56
========    =========    =========    =========

Diluted earnings per common share ..   $    .34    $     .14    $    1.18    $     .56
========    =========    =========    =========

Cash dividends per share ...........   $   .125    $    .125    $    .375    $    .375
========    =========    =========    =========

Shares used in the calculation
of per share amounts:
Basic common shares .............     16,187       15,103       16,162       15,158
Dilutive impact of outstanding
Stock options ..................         87           13           42            7
--------    ---------    ---------    ---------

Diluted common shares ...........     16,274       15,116       16,204       15,165
========    =========    =========    =========

See accompanying notes to consolidated financial statements.

COMPX INTERNATIONAL INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In thousands)

Three months ended      Nine months ended
September 30,          September 30,
-----------------       -----------------
2000      2001       2000        2001
----      ----       ----        ----

Net income ..........................   $ 5,537    $2,071   $ 19,163    $ 8,456

Other comprehensive income -
Currency translation adjustment,
net of tax ........................    (2,795)      534     (6,192)    (3,022)
-------    ------   --------    -------

Comprehensive income ..........   $ 2,742    $2,605   $ 12,971    $ 5,434
=======    ======   ========    =======

See accompanying notes to consolidated financial statements.

COMPX INTERNATIONAL INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

Nine months ended September 30, 2000 and 2001

(In thousands)

2000         2001
----         ----

Cash flows from operating activities:

Net income ...........................................   $ 19,163    $  8,456
Depreciation and amortization ........................      9,231      11,128
Deferred income taxes ................................       (244)      1,503
Other, net ...........................................       (619)        370
--------    --------
27,531      21,457
Change in assets and liabilities:
Accounts receivable ................................     (2,085)      2,387
Inventories ........................................     (4,649)        309
Accounts payable and accrued liabilities ...........     (1,636)     (7,087)
Accounts with affiliates ...........................       (198)       --
Income taxes .......................................      1,499         355
Other, net .........................................       (892)       (108)
--------    --------

Net cash provided by operating activities ........     19,570      17,313
--------    --------

Cash flows from investing activities:
Capital expenditures .................................    (16,722)     (9,345)
Purchase of business unit ............................     (9,497)       --
Other, net ...........................................        309           5
--------    --------

Net cash used by investing activities ............    (25,910)     (9,340)
--------    --------

Cash flows from financing activities:
Indebtedness:
Additions .........................................     13,081      14,919
Principal payments ................................     (2,754)     (6,504)
Dividends ............................................     (6,064)     (5,665)
Common stock reacquired ..............................       --        (2,650)
Issuance of common stock .............................      1,073        --
--------    --------

Net cash provided by financing activities ........      5,336         100
--------    --------

Net increase (decrease) in cash and cash equivalents ...   $ (1,004)   $  8,073
========    ========

See accompanying notes to consolidated financial statements.

COMPX INTERNATIONAL INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)

Nine months ended September 30, 2000 and 2001

(In thousands)

2000           2001
----           ----

Cash and cash equivalents:
Net change from operating, investing

and financing activities ..........................     $ (1,004)     $ 8,073
Currency translation ...............................         (664)          96
--------      -------
(1,668)       8,169

Balance at beginning of period .....................       12,169        9,820
--------      -------

Balance at end of period ...........................     $ 10,501      $17,989
========      =======

Supplemental disclosures:
Cash paid for:
Interest .........................................     $  1,592      $ 2,590
Income taxes .....................................       10,298        4,614

Business unit acquired - net assets consolidated:
Goodwill and other intangible assets .............     $  2,561      $  --
Other non-cash assets ............................        8,458         --
Liabilities ......................................       (1,522)        --
--------      -------

Cash paid ........................................     $  9,497      $  --
========      =======

See accompanying notes to consolidated financial statements.

COMPX INTERNATIONAL INC.

CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY

Nine months ended September 30, 2001

(In thousands)

Accumulated
other
comprehensive
Additional             income -                Total
Common Stock    paid-in   Retained   currency     Treasury  stockholders'
Class A Class B  capital   earnings  translation    stock      equity
---    ---    ---------  --------  -----------  ---------   --------

Balance at December 31, 2000 ..   $62   $100   $119,194   $ 51,395    $(11,123)   $ (8,665)   $ 150,963

Net income ....................    --    --        --        8,456        --          --          8,456

Other comprehensive income, net    --    --        --         --        (3,022)       --         (3,022)

Issuance of common stock ......    --    --          30       --          --          --             30

Cash dividends ................    --    --        --       (5,665)       --          --         (5,665)

Common stock reacquired .......    --    --        --         --          --        (2,650)      (2,650)
---   ----   --------   --------    --------    --------    ---------

Balance at September 30, 2001 .   $62   $100   $119,224   $ 54,186    $(14,145)   $(11,315)   $ 148,112
===   ====   ========   ========    ========    ========    =========

See accompanying notes to consolidated financial statements.

COMPX INTERNATIONAL INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1 -       Basis of presentation:

The consolidated balance sheet of CompX International Inc. and Subsidiaries
(collectively,  the  "Company") at December 31, 2000 has been condensed from the
Company's  audited   consolidated   financial   statements  at  that  date.  The
consolidated balance sheet at September 30, 2001 and the consolidated statements
of income,  comprehensive  income,  stockholders'  equity and cash flows for the
interim  periods  ended  September  30, 2000 and 2001 have been  prepared by the
Company,  without  audit.  In  the  opinion  of  management,   all  adjustments,
consisting only of normal recurring adjustments, necessary to present fairly the
consolidated financial position,  results of operations and cash flows have been
made.  The results of  operations  for the interim  periods are not  necessarily
indicative  of the  operating  results for a full year or of future  operations.
Certain  information  normally  included  in  financial  statements  prepared in
accordance with accounting principles generally accepted in the United States of
America has been condensed or omitted. The accompanying  consolidated  financial
statements  should be read in  conjunction  with the Company's  Annual Report on
Form 10-K for the year ended December 31, 2000 (the "2000 Annual Report").

Basic earnings per share of common stock is based upon the weighted average
number of  common  shares  actually  outstanding  during  each  period.  Diluted
earnings per share of common stock includes the impact of  outstanding  dilutive
stock options.

Commitments and contingencies are discussed in "Management's Discussion and
Analysis of Financial  Condition and Results of Operations"  and the 2000 Annual
Report.

The  Company  is  69%  owned  by  Valhi,   Inc.  (NYSE:  VHI)  and  Valhi's
wholly-owned  subsidiary Valcor,  Inc. Contran  Corporation  holds,  directly or
through  subsidiaries,  approximately 94% of Valhi's  outstanding  common stock.
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.  Mr. Simmons, the Chairman of the
Board and Chief Executive Officer of each of Contran,  Valhi and Valcor,  may be
deemed to control such companies and the Company.

The Company adopted Statement of Financial  Accounting  Standards  ("SFAS")
No. 133,  Accounting  for  Derivative  Instruments  and Hedging  Activities,  as
amended,  effective  January 1, 2001.  Under SFAS No. 133, all  derivatives  are
recognized  as either  assets or  liabilities  and  measured at fair value.  The
accounting  for changes in fair value of  derivatives  depends upon the intended
use of the derivative,  and such changes are recognized  either in net income or
other comprehensive income. As permitted by the transition  requirements of SFAS
No. 133, as amended, the Company has exempted from the scope of SFAS No. 133 all
host contracts  containing  embedded  derivatives  which were issued or acquired
prior to January 1, 1999.  Other than certain currency  forward  contracts,  the
Company  was not a party to any  significant  derivative  or hedging  instrument
covered by SFAS No. 133 during the first nine months of 2001. The accounting for
such currency forward  contracts under SFAS No. 133 is not materially  different
from the  accounting  for such  contracts  under  prior  accounting  rules,  and
therefore the impact to the Company of adopting SFAS No. 133 was not material.

Note 2 - Business segment information:

The Company  operates in one business segment - the manufacture and sale of
hardware  components  for office  furniture  and other  markets.  The  Company's
products consist of ergonomic  computer support systems,  precision ball bearing
slides and security products.

Three months ended         Nine months ended
September 30,             September 30,
------------------         ----------------
2000       2001         2000        2001
----       ----         ----        ----
(In thousands)

Net sales ....................   $ 63,045    $ 51,484    $ 194,248    $ 164,438
========    ========    =========    =========

Operating income .............   $  9,132    $  4,116    $  31,364    $  16,265
Interest expense .............       (573)       (604)      (1,643)      (2,276)
Other, net ...................        163         691          451          910
--------    --------    ---------    ---------

Income before income taxes ...   $  8,722    $  4,203    $  30,172    $  14,899
========    ========    =========    =========

Note 3 -       Inventories:

December 31,        September 30,
2000               2001
------            -------
(In thousands)

Raw materials ............................            $11,866            $12,003
Work in process ..........................             11,454             12,807
Finished products ........................             12,811             10,275
Supplies .................................                115                139
-------            -------

$36,246            $35,224
=======            =======

Note 4 -       Accounts payable and accrued liabilities:

December 31,      September 30,
2000              2001
------           --------
(In thousands)

Accounts payable ...........................           $12,560           $ 9,174
Accrued liabilities:
Employee benefits ........................             7,898             5,896
Insurance ................................               311               242
Royalties ................................               470               316
Other ....................................             5,248             3,703
-------           -------

$26,487           $19,331
=======           =======

Note 5 - Indebtedness:

December 31,   September 30,
2000            2001
----            ----
(In thousands)

Revolving bank credit facility ...................        $39,000        $49,000
Capital lease obligations and other ..............          1,638             68
-------        -------

40,638         49,068
Less current maturities ..........................          1,638             68
-------        -------

$39,000        $49,000
=======        =======

Note 6 - Other income:

Three months ended  Nine months ended
September 30,      September 30,
----------------   ---------------
2000     2001      2000     2001
-------  -------   ------   ------
(In thousands)

Interest income ............................    $ 153     $145    $ 438     $432
Foreign currency transactions, net .........       18      533      (29)     445
Other, net .................................       (8)      13       42       33
-----     ----    -----     ----

$ 163     $691    $ 451     $910
=====     ====    =====     ====

Note 7 - Provision for income taxes:

Three months ended       Nine months ended
September 30,          September 30,
------------------      ------------------
2000        2001        2000        2001
-------     ------      -------     ------
(In thousands)

Expected tax expense ..............   $ 3,053    $  1,471    $ 10,560    $ 5,215
Non-U.S. tax rates ................      (139)        (90)        (55)      (264)
Incremental U.S. tax and rate
differences on earnings of foreign
subsidiaries .....................       (90)        722        (375)       684
No tax benefit for amortization of
goodwill .........................       204         174         515        520
U.S. state income taxes, net ......       128          12         436        145
Other, net ........................        29        (157)        (69)       143
-------    --------    --------    -------

$ 3,185    $  2,132    $ 11,012    $ 6,443
=======    ========    ========    =======

Note 8 - Foreign currency forward contracts:

Certain of the Company's  sales  generated by its non-U.S.  operations  are
denominated in U.S.  dollars.  The Company  periodically  uses currency  forward
contracts  to manage a portion of foreign  exchange  rate risk  associated  with
receivables  denominated  in a  currency  other  than  the  holder's  functional
currency.  At each balance sheet date,  any such  outstanding  currency  forward
contracts are  marked-to-market  with any resulting  gain or loss  recognized in
income currently.  These contracts are not accounted for as hedging  instruments
under SFAS No. 133. At December 31, 2000,  the Company held  contracts to manage
such  exchange  rate risk to exchange an aggregate  of U.S.  $9.1 million for an
equivalent  amount of Canadian  dollars at an exchange  rate of Cdn.  $1.482 per
U.S. dollar.  Such contracts  matured through March 2001. At September 30, 2001,
the Company did not hold any such contracts.

Note 9 - Accounting principles not yet adopted:

The Company will adopt Statement of Financial Accounting Standards ("SFAS")
No. 141, Business  Combinations,  for all business combinations  initiated on or
after July 1, 2001, and all purchase business combinations completed on or after
July 1, 2001.  Under SFAS No. 141,  all  business  combinations  initiated on or
after  July 1,  2001  will be  accounted  for by the  purchase  method,  and the
pooling-of-interests method will be prohibited.

The Company will adopt SFAS No. 142, Goodwill and Other Intangible  Assets,
effective January 1, 2002. Under SFAS No. 142, goodwill will not be amortized on
a periodic  basis,  but  instead  will be subject  to an  impairment  test to be
performed at least  annually.  Under the transition  provisions of SFAS No. 142,
goodwill existing as of June 30, 2001 will cease to be periodically amortized as
of January 1, 2002, but any goodwill arising in a purchase business  combination
completed on or after July 1, 2001 would not be periodically  amortized from the
date of such  combination.  The  Company  will  complete  its  initial  goodwill
impairment  analysis  under the new  accounting  standard  during  2002.  If any
goodwill  impairment  under  the new  standard  is  determined  to  exist,  such
impairment would be recognized as a cumulative  effect of a change in accounting
principle  no later than  December  31,  2002,  as  required  by the  transition
requirements  of SFAS No. 142.  The Company  would have  reported  net income of
$10.2 million,  or $.67 per diluted  share,  in the first nine months of 2001 if
the goodwill  amortization included in the Company's reported net income had not
been recognized.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS 
------------------------------------------------------------------------------

Overview

The Company  reported  net income of $2.1  million in the third  quarter of
2001, a decrease of 63% from net income of $5.5 million for the third quarter of
2000.  The Company  reported net income of $8.5 million in the first nine months
of 2001,  a 56%  decrease  from net  income of $19.2  million  in the first nine
months of 2000.

Results of Operations

Net sales.  Net sales decreased $11.6 million,  or 18%, to $51.5 million in
the third quarter of 2001 from $63.0  million in the third quarter of 2000.  For
the first nine months of 2001,  net sales of $164.4  million  decreased 15% when
compared to net sales of $194.2  million for the first nine months of 2000.  The
decrease is  principally  due to  decreased  demand for the  Company's  products
resulting from continued weak economic conditions in the manufacturing sector in
North America,  Europe and Asia, and to a lesser extent the negative  effects of
fluctuations in currency  exchange rates. Net sales of slide products  decreased
32% and 25%, respectively,  for the three and nine month periods ended September
30, 2001 compared to the same periods in 2000,  with sales of security  products
decreasing 11% for each of the same comparable  periods.  For the three and nine
month periods ending  September 30, 2001, sales of ergonomic  products  declined
12% and 13%, respectively, over the corresponding periods of the prior year.

Operating  income.  Operating income in the third quarter of 2001 decreased
55% to $4.1  million  compared to $9.1  million  for the third  quarter of 2000,
while operating income margins were 8% for the third quarter of 2001 compared to
14% for the third quarter of 2000. For the first nine months of 2001,  operating
income  decreased 48% to $16.3  million  compared to $31.4 million for the first
nine months of 2000, while operating income margins were 10% for the 2001 period
compared to 16% for the 2000 period.  Reductions  in  manufacturing  fixed costs
beginning  in the first  quarter  of 2001  partially  offset  the  effect of the
decline in net sales.  Despite these cost  reductions,  operating income margins
for the third quarter and first nine months of 2001 were  adversely  impacted by
the  decline  in  volume  levels  and  the  related   impact  on   manufacturing
efficiencies,  the effects of  unfavorable  changes in the sales mix and general
pricing pressures.

CompX has  substantial  operations  and assets  located  outside the United
States (principally in Canada, the Netherlands and Taiwan). A portion of CompX's
sales generated from its non-U.S. operations are denominated in currencies other
than the U.S. dollar,  principally the Canadian  dollar,  the Dutch guilder (the
euro), and the New Taiwan dollar. In addition,  approximately 60% of CompX's net
sales generated from its Canadian operations are denominated in the U.S. dollar.
Most  raw  materials,  labor  and  other  production  costs  for  such  non-U.S.
operations are  denominated  primarily in local  currencies.  Consequently,  the
translated U.S. dollar value of CompX's foreign sales and operating  results are
subject  to  currency  exchange  rate   fluctuations   which  may  favorably  or
unfavorably   impact  reported   earnings  and  may  affect   comparability   of
period-to-period  operating  results.  During the third  quarter  and first nine
months of 2001,  currency exchange rate fluctuations of the Canadian dollar, the
New  Taiwan  dollar  and  the  euro  negatively  impacted  the  Company's  sales
comparisons with the  corresponding  periods of the prior year (principally with
respect to slide products),  decreasing net sales by 1% in the third quarter and
2% in the first nine months of 2001.  Currency  exchange rate  fluctuations with
respect to the Canadian dollar  positively  affected  CompX's  operating  income
comparisons  with the  corresponding  three and nine month  periods of the prior
year whereas exchange rate fluctuations in the euro and other currencies did not
materially  impact these operating income  comparisons.  Excluding the effect of
currency, operating income decreased 52% and 45%, respectively, in the three and
nine month periods  ending  September 30, 2001 as compared to the  corresponding
period in 2000.

Outlook. The Company remains concerned and uncertain regarding the duration
and severity of the current weak economic  cycle and its impact on the Company's
business.  The  Company  continues  to see  downward  pressure  on  sales as its
customers and the overall industry respond to the continued contracting economic
environment,  indicating  the  Company's  results  of  operations  in the fourth
quarter  of  2001  will be  lower  than  the  Company's  previous  expectations.
Therefore,  the Company continues implementing various cost control initiatives,
including ongoing company-wide headcount rationalization efforts and operational
cost  improvements.  These cost reduction  measures are designed to minimize the
adverse  effect of lower sales and more  favorably  position the Company to meet
demand when the economy recovers.

Liquidity and Capital Resources

Consolidated cash flows

Operating  activities.  Trends in cash  flows  from  operating  activities,
excluding changes in assets and liabilities, are generally similar to the trends
in the  Company's  earnings.  Such cash flows  totaled  $27.5  million and $21.5
million in the first nine months of 2000 and 2001, respectively, compared to net
income of $19.2 million and $8.5 million, respectively.

Changes  in assets  and  liabilities  result  primarily  from the timing of
production,  sales  and  purchases.  Such  changes  in  assets  and  liabilities
generally  tend to even out over time and  result in trends in cash  flows  from
operating activities generally reflecting earnings trends.

Investing  activities.  Net cash used by investing activities totaled $25.9
million  and  $9.3   million  in  the  first  nine  months  of  2000  and  2001,
respectively.  Investing  activities  in the first nine months of 2000  included
$9.5  million  used to  acquire  substantially  all of the  operating  assets of
Chicago Lock Company. No such business  acquisitions  occurred in the first nine
months of 2001.

The   capital   expenditures   for  2001  relate   primarily   to  capacity
rationalization  and tooling  costs at the  Company's  facilities  and equipment
additions  designed  to  improve  manufacturing  efficiencies  at the  Company's
security  products  and  ergonomic  and  slide  products   facilities.   Capital
expenditures for 2001 are estimated at approximately  $13 million,  the majority
of which relate to projects that emphasize improved production efficiency.  Firm
purchase  commitments  for capital  projects not commenced at September 30, 2001
were not material.

Financing  activities.  Net cash provided by financing  activities  totaled
$5.3  million  and  $100,000  in  the  first  nine  months  of  2000  and  2001,
respectively. The Company paid its regular quarterly dividend of $1.9 million or
$.125 per share,  in each of the first,  second and third  quarters of 2001. The
Company also used $2.7 million to reacquire  approximately 260,000 shares of its
Class A common stock.  Borrowings under the Company's  unsecured  revolving bank
credit  facility were  increased by a net amount of $10.0  million.  The Company
repaid its short-term  bank  borrowing  denominated in New Taiwan dollars during
the first quarter of 2001 and borrowed and repaid an additional  $900,000 of New
Taiwan dollar short-term bank borrowings in the second quarter of 2001.

In July 2001, the Company's board of directors authorized the repurchase of
up to 500,000 shares of its common stock in open market or  privately-negotiated
transactions  at unspecified  prices and over an unspecified  period of time. No
shares were repurchased during the quarter ended September 30, 2001.

Management  believes  that cash  generated  from  operations  and borrowing
availability under the Company's  unsecured  revolving bank credit facility ($51
million  available for  borrowing at September 30, 2001),  together with cash on
hand,  will be  sufficient  to meet the  Company's  liquidity  needs for working
capital,  capital  expenditures,  debt service and dividends for the foreseeable
future.

The Company periodically evaluates its liquidity requirements,  alternative
uses of capital,  capital needs and available  resources in view of, among other
things, its capital  expenditure  requirements in light of its capital resources
and estimated  future  operating  cash flows.  As a result of this process,  the
Company  may in the  future  seek to  raise  additional  capital,  refinance  or
restructure  indebtedness,  issue  additional  securities,  modify its  dividend
policy,  repurchase  shares of its common  stock or take a  combination  of such
steps to manage its  liquidity  and capital  resources.  In the normal course of
business,  the Company may review opportunities for acquisitions,  divestitures,
joint  ventures  or  other  business  combinations  in  the  component  products
industry.  In the event of any such transaction,  the Company may consider using
available  cash,   issuing   additional  equity  securities  or  increasing  the
indebtedness of the Company or its subsidiaries.

As  provided  by the  safe  harbor  provisions  of the  Private  Securities
Litigation  Reform Act of 1995, the Company cautions that the statements in this
Quarterly  Report on Form 10-Q relating to matters that are not historical facts
are  forward-looking   statements  that  represent   management's   beliefs  and
assumptions based on currently available information. Forward-looking statements
can be  identified  by the use of words such as  "believes,"  "intends,"  "may,"
"should," "anticipates," "expected" or comparable terminology, or by discussions
of strategies  or trends.  Although the Company  believes that the  expectations
reflected in such forward-looking  statements are reasonable, it cannot give any
assurances that these expectations will prove to be correct.  Such statements by
their  nature   involve   substantial   risks  and   uncertainties   that  could
significantly  impact expected  results,  and actual future results could differ
materially from those described in such  forward-looking  statements.  Among the
factors  that could cause actual  future  results to differ  materially  are the
risks and  uncertainties  discussed in this Quarterly Report and those described
from  time to time in the  Company's  other  filings  with  the  Securities  and
Exchange  Commission.  While it is not  possible to identify  all  factors,  the
Company  continues  to face many  risks  and  uncertainties  including,  but not
limited to,  future  supply and demand for the  Company's  products,  changes in
costs of raw materials and other operating costs (such as energy costs), general
global economic and political conditions,  demand for office furniture,  service
industry  employment levels,  the possibility of labor disruptions,  competitive
products and prices,  substitute products,  customer and competitor  strategies,
the  introduction  of trade  barriers,  the  impact of  pricing  and  production
decisions,  fluctuations  in the  value of the  U.S.  dollar  relative  to other
currencies  (such as the euro and Canadian  dollar),  potential  difficulties in
integrating completed  acquisitions,  uncertainties  associated with new product
development,  environmental  matters  (such  as  those  requiring  emission  and
discharge standards for existing and new facilities), government regulations and
possible  changes  therein,  possible  future  litigation  and  other  risks and
uncertainties.   Should  one  or  more  of  these  risks   materialize  (or  the
consequences of such a development worsen), or should the underlying assumptions
prove incorrect, actual results could differ materially from those forecasted or
expected.  The Company  disclaims any intention or obligation to update publicly
or revise such statements whether as a result of new information,  future events
or otherwise.

Part II. OTHER INFORMATION

ITEM 6. Exhibits and Reports on Form 8-K.

(a)    Exhibits

None

(b)    Reports on Form 8-K

Reports on Form 8-K for the quarter ended September 30, 2001:

None

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 thereunto duly authorized.

COMPX INTERNATIONAL INC.     
-----------------------------
(Registrant)

Date October 26, 2001                By /s/ Stuart M. Bitting      
-------------------                ---------------------------
Stuart M. Bitting
Vice President and
Chief Financial Officer
(Principal Financial Officer)

Date October 26, 2001                By /s/ Darryl R. Halbert      
-------------------                ---------------------------
Darryl R. Halbert
Vice President and Controller
(Principal Accounting Officer)