Exhibit 10.26


                    RAW MATERIAL PURCHASE AND SALE AGREEMENT



     This  Agreement is made as of January 1, 2004 between each entity listed as
a "Seller" on Schedule 1 attached hereto (each a "Seller" and  collectively  the
"Sellers")  and each  entity  listed  as a  "Purchaser"  on  Schedule  2 (each a
"Purchaser" and collectively the "Purchasers").


                                    RECITALS


     Purchaser is engaged in the manufacture and sale of titanium  dioxide,  and
Purchaser's   operations   require  the  supply  of  raw  materials,   including
titanium-bearing feedstock (the "Products").


     Seller has entered into contracts with third parties for the acquisition of
Products.


     Purchaser desires to purchase  Products from Seller,  and Seller desires to
sell such Products to Purchaser, pursuant to the terms and conditions hereof.


     NOW,  THEREFORE,  in consideration of the mutual covenants contained herein
and other good and valuable consideration the parties hereto agree as follows:

Section 1.  Purchase  and Sale.  Seller  hereby  agrees sell to  Purchaser,  and
     Purchaser hereby agrees to purchase from Seller,  the Products set forth on
     Schedule 3 under the terms and conditions of this Agreement.

Section 2. Purchasing Services.

     2.1. Purchasing  Services.  Seller will provide the  following  services to
          Purchaser:

          (a)  Upon receipt from  Purchaser of an order  containing the standard
               specifications  listed on Schedule 4 attached hereto, Seller will
               purchase  the  Products  from  a  third-party   supplier  in  the
               quantities  set  forth  in  such  standard  specifications.  Upon
               Purchaser's  request,  Seller will make available to Purchaser at
               Seller's  offices,  copies of all  purchase  orders  submitted to
               suppliers for Purchaser's review and copying.

          (b)  Seller is responsible for all payments to suppliers  arising from
               the purchase of Products,  including  transportation  and related
               costs, customs, duties and local and other applicable taxes.

          (c)  Seller is responsible  for all  administrative  costs  associated
               with the performance of this Agreement,  including  personnel and
               overhead costs.

          (d)  Seller  shall  process  all  freight  or  other  claims  for  the
               replacement  of lost or  damaged  Products  with the  responsible
               parties.

          (e)  Seller  shall use  reasonable  efforts to ensure  good and timely
               performance and delivery from each supplier. In addition,  Seller
               will   inform   Purchaser   on   shipping   delays   or   Product
               unavailability  and use its  reasonable  good  faith  efforts  to
               acquire Product from alternate sources. Seller is responsible for
               obtaining  corrective  action  from the  supplier  and  providing
               recommendations  to Purchaser on a suggested  course of action to
               remedy problems in the supply of Products.

Section 3. Purchaser's Rights and Obligations.

     3.1. Product Purchases.

          (a)  Purchaser shall deliver to Seller a purchase order (the "Purchase
               Order") for  Products to be  purchased  according to the standard
               specifications.

          (b)  Purchaser  shall have the right to inspect  and test all  Product
               purchases   and  to  reject   any  or  all   Products   that  are
               non-conforming in Purchaser's reasonable judgment.

          (c)  Purchaser  shall be required to accept delivery of all conforming
               Products  supplied by Seller pursuant to a Purchase Order and the
               standard specifications.

          (d)  Purchaser  shall be  responsible  for all  payments due to Seller
               hereunder for Products supplied pursuant hereto.

          (e)  Purchaser  shall  be  responsible  for  all   transportation  and
               delivery costs for Products purchased.

Section 4. Compensation and Reimbursable Expenses.

     4.1. Seller's Fee. Purchaser shall pay to Seller for its services hereunder
          the fee (the "Fee") set forth on Schedule 5 attached hereto.

     4.2. Payment.  Seller shall invoice  Purchaser  for all Products  purchased
          hereunder.  The Fee shall be due and  payable net 15 days from the end
          of the month in which the  Products are  purchased  by Purchaser  from
          Seller.  Purchaser may offset amounts due to Seller through the Kronos
          netting system.

Section 5. Delivery.  All sales of Products to Purchaser and passage of title to
     such Products shall take place upon delivery of the Products at Purchaser's
     dock.

Section 6.  Term.  The term of this  Agreement  shall  begin  on the date  first
     written above (the  "Effective  Date") and shall continue in full force and
     effect for one year from the Effective Date,  subject to automatic  renewal
     for a consecutive one year term, unless terminated pursuant to the terms of
     this Agreement.

Section 7. Termination.

     7.1. Without Cause. Either Purchaser or Seller may terminate this Agreement
          at any time by giving written notice of termination, via Registered or
          Certified Mail, to the other party at least one  hundred-eighty  (180)
          days prior to the effective date of termination. This Agreement may be
          terminated for any reason or no reason and with or without cause.

     7.2. For Cause.  This  Agreement  may be  terminated  if either party shall
          violate a material term of this Agreement and fail to discontinue  the
          violation or to cure the  violation  within thirty (30) days after the
          receipt of written notice of the violation.

Section 8. Product  Warranties.  Seller warrants that at the time of delivery to
     Purchaser,  the  Products  shall  conform in all  material  respects to the
     specifications for such Products set forth in the standard  specifications.
     Seller further  warrants that it will convey to Purchaser good title to the
     Products  free from any lawful  encumbrance.  Seller  MAKES NO  WARRANTY OF
     MERCHANTABILITY  OR FITNESS FOR A  PARTICULAR  USE,  NOR IS THERE ANY OTHER
     EXPRESS OR IMPLIED WARRANTY.

Section 9. Returns and Adjustments. In the event of a breach of the warranty set
     forth herein, Seller shall replace the non-conforming Products, at its cost
     and expense, with conforming Products.

Section 10. Limitation of Liability. In no event shall either party be liable to
     the other for any type of indirect, special,  consequential,  exemplary, or
     punitive damages, including but not limited to loss of profit or revenue or
     loss of operating time or production.

Section 11. General Provisions.

     11.1.Force  Majeure.  In the  event  of war,  fire,  flood,  strike,  labor
          trouble, breakage, or failure of performance of equipment, or shortage
          or inadequacy of raw materials, supplies or equipment, accident, riot,
          act  of  governmental  authority,   acts  of  God,  or  other  similar
          contingencies beyond the reasonable control of Seller interfering with
          Seller's  supply or  transportation  of  Products,  or in the event of
          inability to obtain, on terms deemed by Seller to be practicable,  any
          raw material  (including  energy  source) used in connection  with the
          production  of Products,  quantities  so affected  shall be eliminated
          from quantities ordered without any liability of Seller, but the terms
          shall otherwise  remain  unaffected.  Seller may, during any period of
          shortage,  due to  any of the  causes  indicated  in  this  paragraph,
          allocate its available  supply of Products among any or all Purchasers
          on such basis as Seller, in its reasonable  discretion,  may deem fair
          and practical.

     11.2.Assignments;  Amendment.  This  Agreement  shall  not be  assigned  by
          Seller  in whole or in part  without  the  prior  written  consent  of
          Purchaser.  This  Agreement  may be  amended at any time by the mutual
          consent of both parties.

     11.3.Entirety.   All   Schedules   and  Exhibits  to  this   Agreement  are
          incorporated  by  reference  herein  and  shall  form a part  of  this
          Agreement  as  though   expressly  set  forth  herein.   There  is  no
          understanding,  representation,  or warranty of any kind  expressed or
          implied, not expressly set forth in this Agreement. No modification of
          this  Agreement  shall be of any  force or effect  unless  in  writing
          signed by the party to be bound.

     11.4.Notices.   Any  notice,   request,   demand,   instruction   or  other
          communication  to be  given to  either  party  hereunder,  shall be in
          writing,  and shall be deemed to be  delivered  (a) upon  receipt,  if
          delivered by facsimile,  or electronic  mail, (b) upon receipt if hand
          delivered,  (c) on the first  business day after having been delivered
          to a national  overnight air courier  service,  or (d) three  business
          days after  deposit in registered or certified  mail,  return  receipt
          requested.





     IN WITNESS  WHEREOF,  the parties hereto have executed this Agreement as of
the year and date first above written.


PURCHASER:


KRONOS TITAN GmbH


By:/s/ Volker Roth                      By:/s/ Ufert Fiand
-----------------------------           -------------------------------

Name: Volker Roth                       Name: Ufert Fiand
-----------------------------           -------------------------------

Title:                                  Title:
-----------------------------           -------------------------------

KRONOS EUROPE S.A./N.V.


By:/s/ Erik van der Auwera              By:/s/ Henry Basson
-----------------------------           -------------------------------

Name: Erik van der Auwera               Name: Henry Basson
-----------------------------           -------------------------------

Title:                                  Title:
-----------------------------           -------------------------------

KRONOS CANADA, INC.


By:/s/ Antoine Doan
-----------------------------

Name: Antoine Doan
-----------------------------

Title:
-----------------------------


SELLER:


KRONOS (US), INC.


By:/s/ Gregory M. Swalwell
-----------------------------

Name: Gregory M. Swalwell
-----------------------------

Title:Vice President Finance; Chief FInancial OFficer
------------------------------------------------------




                                   SCHEDULE 1
                                     SELLER

The following entities are each a "Seller" under the Agreement

1.   Kronos (US), Inc.




                                   SCHEDULE 2
                                    PURCHASER

     The following entities are each a "Purchaser" under the Agreement

1.   Kronos Titan GmbH
2.   Kronos Europe S.A./N.V.
3.   Kronos Canada, Inc.





                                   SCHEDULE 3
                                    PRODUCTS

     Each Seller shall procure the following Products listed below its name:

1.   Kronos (US), Inc.
     a.   Titanium-bearing Rutile
     b.   Titanium-bearing Slag





                                   SCHEDULE 4
                             STANDARD SPECIFICATIONS


     Orders  placed by  Purchaser  with Seller for  Products  shall  contain the
following information:

1.   Product type

2.   Product specifications

3.   Quantity

4.   Delivery date




                                   SCHEDULE 5
                                      PRICE

     Seller's  Fee for Products  purchased by Purchaser  shall be the sum of the
following:

1.   Seller's cost for the Products

2.   All  freight,  customs,  duties and taxes  arising from the purchase of the
     Products plus a service fee of 2.5% of the sum of 1 and 2 above.