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, 2004

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 28, 2005

COMPX CONTRIBUTORY RETIREMENT PLAN

FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE

December 31, 2004

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, 2003 and 2004                                            3

Statement of Changes in Net Assets Available for Benefits -
Year ended December 31, 2004                                          4

Notes to Financial Statements                                          5-8

Supplemental Schedule *

Schedule H, line 4i - Schedule of Assets (Held at End of Year) -
December 31, 2004                                                     9

Exhibit A

Consent of Independent Registered Public Accounting Firm

*    Other  schedules  required  by Section  2520.103-10  of the  Department  of
Labor's Rules and  Regulations  for the Reporting and Disclosure  under the
Employer Retirement Income Security Act of 1974 ("ERISA") have been omitted
because they are not applicable.

-1-

Report of Independent Registered Public Accounting Firm

To the Participants and 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 the CompX Contributory  Retirement Plan (the "Plan") at December 31, 2003 and
2004,  and the changes in net assets  available  for benefits for the year ended
December 31, 2004 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 28, 2005

-2-

COMPX CONTRIBUTORY RETIREMENT PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS

December 31, 2003 and 2004

2003                2004
----                ----

Assets:

Investments at fair value                                                        $14,878,555         $16,568,572

Loans to participants                                                                664,719             777,015
-----------         -----------

15,543,274          17,345,587

Contributions receivable:
Employer                                                                           538,091             587,501

Participants                                                                         -                   4,084
-----------         -----------

Net assets available for benefits                                            $16,081,365         $17,937,172
===========         ===========

See accompanying notes to financial statements.
-3-

COMPX CONTRIBUTORY RETIREMENT PLAN

STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

Year ended December 31, 2004

Additions:
Investment income:

Net appreciation in fair value of investments                                                  $ 1,340,582
Dividends                                                                                          365,694
Interest                                                                                            38,928
-----------
1,745,204
Contributions:
Employer                                                                                           587,501
Participants                                                                                     1,230,498
-----------

1,817,999

Total additions                                                                                3,563,203
-----------

Deductions:
Benefits to participants                                                                           1,705,396
Administrative expenses                                                                                2,000
-----------

Total deductions                                                                               1,707,396
-----------

Net increase in net assets available for benefits                                                    1,855,807

Net assets available for benefits:
Beginning of year                                                                                 16,081,365
-----------

End of year                                                                                      $17,937,172
===========

See accompanying notes to financial statements.
-4-

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  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 83% owned by CompX Group, a majority-owned subsidiary of NL
Industries,  Inc.  at  December  31,  2004.  NL owns 82.4% of CompX  Group,  and
Titanium Metals  Corporation  ("TIMET") owns the remaining 17.6% of CompX Group.
At December 31, 2004 (i) TIMET owns an  additional  2% of CompX  directly,  (ii)
Valhi, Inc. holds,  directly or through a subsidiary,  approximately 83% of NL's
outstanding  common stock and  approximately 41% of TIMET's  outstanding  common
stock and (iii) Contran  Corporation  holds,  directly or through  subsidiaries,
approximately  91% 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,  or is held by Mr. Simmons or persons or other entities related
to Mr. Simmons.  Consequently, Mr. Simmons 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
$13,000  in 2004  (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 $3,000 in 2004  (subject to  adjustments  in future  years)  through  payroll
deductions.   Pursuant  to  the  Internal   Revenue  Code,   total   participant
contributions  (pre-tax and after-tax) and employer contributions are limited to
an aggregate of $41,000 from all employer  defined  contribution  plans in 2004.
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,  2003 and 2004,  unallocated  forfeited  nonvested  accounts  were
$73,250 and $103,175  respectively.  Forfeitures  of $17,642 were used to reduce
employer contributions for the year ended December 31, 2004.

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 or death,  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. Distribution of a participant's account
balance  in a lump sum  without  the  participant's  consent  may be made if the
vested  portion of the  participant's  account  is not  greater  than  $5,000 or
distribution  commences after the participant attains 65 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 commingled trusts 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, 2004:

Calamos Growth Fund - Seeks long-term capital growth. Invests in securities
of companies that are  undervalued  and offer  above-average  potential for
earnings growth. Invests all or a portion of its assets in small to midsize
companies.

Fidelity  Diversified  International  Fund - Seeks capital growth.  Invests
primarily  in common  stocks of non-U.S.  issues.  The fund  allocates  its
investments across countries and regions considering the size of the market
in each  country  and  region  relative  to the  size of the  international
market.

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.

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

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

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

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.

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

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

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

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.

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

-6-

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

The 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, 2004, the interest rates
ranged from 5.0% to 10.5% and mature through 2019.

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 2004 administrative expenses.

Tax status. The Plan has been notified by the Internal Revenue Service in a
letter dated  December 13, 2004 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  that  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.

-7-

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,  commingled trusts
administered by Putnam  Investments and CompX  International Inc. class A common
stock  (see  Note 1).  The Plan  assets  invested  in  Putnam  mutual  funds and
commingled  trusts  qualify  as  party-in-interest   transactions.   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.
Purchases and sales of securities are recorded on a trade-date basis.  Dividends
are recorded on the ex-dividend date.

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

December 31,
2003                     2004
----                     ----

Putnam Stable Value Fund (commingled trust)                                       $3,724,941              $4,201,986

Putnam Voyager Fund (class Y shares)                                               2,611,650               2,287,495

Calamos Growth Fund (class A shares)                                                   -                   2,017,371

PIMCO Total Return Fund (class A shares)                                           1,321,890               1,282,783

Putnam S&P 500 Index Fund (commingled trust)                                       1,183,846               1,241,106

UAM ICM Small Company Portfolio Fund
(Institutional shares)                                                              843,808               1,154,597

Managers Special Equity Fund                                                         881,869               1,046,159

Putnam Vista Fund (class Y shares)                                                 1,776,808                   -

During  2004,  the  Plan's  investments  (including  gains  and  losses  on
investments  bought and sold,  as well as held during the year)  appreciated  in
value by $1,340,582 as follows:

Mutual funds                                                                                        $  997,439
Commingled trusts                                                                                      121,347
Common stock                                                                                           221,796
----------
$1,340,582
==========

-8-

COMPX CONTRIBUTORY RETIREMENT PLAN

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

December 31, 2004

Fair
value
-----

*Putnam Stable Value Fund - Commingled Trust                                           $ 4,201,986
*Putnam Voyager Fund - Class Y                                                           2,287,495
Calamos Growth Fund - Class A                                                           2,017,371
PIMCO Total Return Fund - Class A                                                       1,282,783
*Putnam S&P 500 Index Fund - Commingled Trust                                            1,241,106
UAM ICM Small Company Portfolio Fund -
Class Institutional                                                                    1,154,597
Managers Special Equity Fund                                                            1,046,159
Fidelity Diversified International Fund                                                   886,196
*The George Putnam Fund of Boston - Class Y                                                722,665
*Putnam Equity Income Fund - Class Y                                                       605,045
*Putnam International Capital Opportunities - Class Y                                      321,608
*CompX International Inc. Class A common stock                                             292,828
*Putnam Asset Allocation Fund -
Growth Portfolio - Class Y                                                               244,257
*Putnam Asset Allocation Fund -
Conservative Portfolio - Class Y                                                         184,565
*Putnam Asset Allocation Fund -
Balanced Portfolio - Class Y                                                              79,911

*Loans to participants (with interest rates from
5.0% to 10.5%), mature through 2019                                                      777,015
-----------

$17,345,587
===========

* 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 (No.  333-56163) of CompX  International  Inc. of our
report  dated  June 28,  2005  relating  to the  financial  statements  of CompX
Contributory Retirement Plan, which appears in this Form 11-K.

PricewaterhouseCoopers LLP
Dallas, Texas
June 28, 2005