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 JUNE 30, 1998        COMMISSION FILE NUMBER 1-13905





                           COMPX INTERNATIONAL INC.                           

            (Exact name of Registrant as specified in its charter)




           DELAWARE                                             57-0981653    

(State or other jurisdiction of                               (IRS Employer
 incorporation or organization)                            Identification No.)


              200 Old Mill Road, Mauldin, South Carolina  29662               

              (Address of principal executive offices)    (Zip Code)


REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:             (864) 297-6655





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 AUGUST 10, 1998:
6,144,880.

                     COMPX INTERNATIONAL INC.

                              INDEX




                                                          PAGE
                                                         NUMBER

PART I.  FINANCIAL INFORMATION

  Item 1. Financial Statements.

         Consolidated Balance Sheets - December 31, 1997
          and June 30, 1998                                3-4

         Consolidated Statements of Income -
          Three months and six months ended
          June 30, 1997 and 1998                            5

         Consolidated Statements of Comprehensive Income -
          Six months ended June 30, 1997 and 1998           6

         Consolidated Statement of Stockholders' Equity -
          Six months ended June 30, 1998                    7

         Consolidated Statements of Cash Flows -
          Six months ended June 30, 1997 and 1998           8-9

         Notes to Consolidated Financial Statements        10-14

  Item 2. Management's Discussion and Analysis of Financial
          Condition and Results of Operations.             15-17

PART II. OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K.                 18

                     COMPX INTERNATIONAL INC.

                   CONSOLIDATED BALANCE SHEETS

                          (IN THOUSANDS)

<TABLE>
<CAPTION>
              ASSETS                   DECEMBER 31,    JUNE 30,
                                           1997          1998   

<S>                                    <C>            <C>
Current assets:
  Cash and cash equivalents             $19,187       $ 48,169
  Accounts receivable                    14,573         19,380
  Receivable from affiliate                -               729
  Inventories                            11,073         15,689
  Prepaid expenses and other                161            759
  Deferred income taxes                     438            698


      Total current assets               45,432         85,424


Other assets:
  Intangible assets                          66         22,927
  Deferred income taxes                     133           -   
  Other                                    -               206


      Total other assets                    199         23,133


Property and equipment:
  Land                                      383            878
  Buildings                               8,194         10,843
  Equipment                              24,343         31,898
  Construction in progress                  707          3,167

                                         33,627         46,786

  Less accumulated depreciation          15,464         16,657


      Net property and equipment         18,163         30,129


                                        $63,794       $138,686

                                                              

</TABLE>

                     COMPX INTERNATIONAL INC.

             CONSOLIDATED BALANCE SHEETS (CONTINUED)

                          (IN THOUSANDS)

<TABLE>
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) DECEMBER 31,  JUNE 30,
                                                   1997        1998   

<S>                                            <C>           <C>
Current liabilities:
  Demand note payable to affiliate              $50,000      $   -   
  Current maturities of long-term debt              113           496
  Accounts payable and accrued liabilities       11,427        14,855
  Payable to affiliates                             331          -   
  Income taxes                                    2,559         1,759


      Total current liabilities                  64,430        17,110


Noncurrent liabilities:
  Long-term debt                                    262           988
  Deferred income taxes                             115         2,060
  Other                                             150          -   


      Total noncurrent liabilities                  527         3,048


Minority interest                                    


Stockholders' equity (deficit):
  Preferred stock                                   -            -   
  Class A common stock                              -              61
  Class B common stock                              100           100
  Additional paid-in capital                      4,412       118,027
  Retained earnings (deficit)                    (4,596)        1,854

  Currency translation adjustment                (1,079)       (1,601)


      Total stockholders' equity (deficit)       (1,163)      118,441


                                                $63,794      $138,686

                                                                     

</TABLE>








Commitments and contingencies (Note 1)

                     COMPX INTERNATIONAL INC.

                CONSOLIDATED STATEMENTS OF INCOME

                          (IN THOUSANDS)

<TABLE>
<CAPTION>
                                        THREE MONTHS ENDED    SIX MONTHS ENDED
                                             JUNE 30,              JUNE 30,

                                          1997      1998       1997       1998

<S>                                    <C>        <C>        <C>        <C>

Net sales                                $27,427   $39,686    $53,256    $71,815


Costs and expenses:
  Cost of sales                           18,061    26,555     35,084     47,948
  Selling, general and administrative      2,433     4,009      4,973     10,425
  Other expense (income) net                   5      (570)       234      (570)
  Interest                                     9        85         18        821


                                          20,508    30,079     40,309     58,624


    Income before income taxes
     and minority interest                 6,919     9,607     12,947     13,191

Provision for income taxes                 2,704     3,585      5,063      5,019


    Income before minority interest        4,215     6,022      7,884      8,162

Minority interest                           -          (62)      -          (78)


    Net income                           $ 4,215   $ 6,084    $ 7,884    $ 8,250



Basic and diluted earnings per
 common share                            $   .42   $   .38    $   .79    $   .59

                                                                                

Shares used in the calculation of
 earnings per common share:
  Basic earnings per common share         10,000    16,145     10,000     13,960
  Dilutive impact of outstanding
   stock options                            -           67       -            44


  Diluted earnings per common share       10,000    16,212     10,000     14,004

                                                                                

</TABLE>





                            COMPX INTERNATIONAL INC.

         CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

             SIX MONTHS ENDED JUNE 30, 1997 AND 1998

                          (IN THOUSANDS)

<TABLE>
<CAPTION>
                                               1997       1998

<S>
                                            <C>       <C>
Net income                                   $7,884     $8,250


Other comprehensive income -


  Currency translation adjustment:

    Pre-tax amount                              (98)      (757)
    Less income tax benefit                     (34)      (235)


    Total other comprehensive income            (64)      (522)


      Comprehensive income                   $7,820     $7,728

                                                              



</TABLE>


                     COMPX INTERNATIONAL INC.

     CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)

                  SIX MONTHS ENDED JUNE 30, 1998

                          (IN THOUSANDS)

<TABLE>
<CAPTION>


                                                    ADDITIONAL
                                                      PAID-IN
                                   COMMON STOCK  
                                                      CAPITAL  
                                CLASS A  CLASS B

<S>                                      <C>        <C>
Balance at December 31, 1997     $ -      $100      $  4,412

Net income                         -        -           -   
Other comprehensive income         -        -           -   
Issuance of common stock:

  Initial public offering         60        -        110,318
  Management shares                1        -          3,297
Dividends paid                     -        -           -   


Balance at June 30, 1998         $61      $100      $118,027

                                                            



</TABLE>




                      COMPX INTERNATIONAL INC.

      CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)

                   SIX MONTHS ENDED JUNE 30, 1998

                           (IN THOUSANDS)

<TABLE>
<CAPTION>


                                  RETAINED    CURRENCY        TOTAL
                                  EARNINGS  TRANSLATION   STOCKHOLDERS'
                                 (DEFICIT)   ADJUSTMENT  EQUITY (DEFICIT)

<S>                             <C>            <C>       <C>
Balance at December 31, 1997     $(4,596)    $(1,079)       $ (1,163)

Net income                         8,250        -              8,250
Other comprehensive income          -           (522)           (522)
Issuance of common stock:

  Initial public offering           -           -            110,378
  Management shares                 -           -              3,298
Dividends paid                    (1,800)       -             (1,800)


Balance at June 30, 1998         $ 1,854     $(1,601)       $118,441

                                                                    



</TABLE>


                     COMPX INTERNATIONAL INC.

              CONSOLIDATED STATEMENTS OF CASH FLOWS

             SIX MONTHS ENDED JUNE 30, 1997 AND 1998

                          (IN THOUSANDS)

<TABLE>
<CAPTION>
                                                      1997        1998

<S>                                                <C>        <C>
Cash flows from operating activities:
  Net income                                        $ 7,884    $  8,250
  Depreciation, depletion and amortization            1,538       2,192
  Deferred income taxes                                 195        (196)
  Noncash stock award of Management Shares             -          3,298
  Other, net                                            115         (89)

                                                      9,732      13,455

  Change in assets and liabilities:
    Accounts receivable                              (2,560)     (2,475)
    Inventories                                         349        (276)
    Accounts payable and accrued liabilities          1,195        (471)
    Accounts with affiliates                            164      (1,006)
    Income taxes                                       (259)       (882)
    Other, net                                          (19)       (696)


        Net cash provided by operating activities     8,602       7,649



Cash flows from investing activities:
  Capital expenditures                               (1,899)     (3,827)
  Fort Lock Acquisition                                -        (33,234)
  Other, net                                           -            274


        Net cash used by investing activities        (1,899)    (36,787)


Cash flows from financing activities:
  Repayment of demand note to Valcor                   -        (50,000)
  Borrowing (repayments) of other indebtedness          (77)        160
  Deferred financing costs paid                        -           (220)
  Dividends                                          (3,011)     (1,800)
  Issuance of common stock                             -        110,378


        Net cash provided (used) by financing
         activities
                                                     (3,088)     58,518


Net increase in cash and cash equivalents           $ 3,615    $ 29,380

                                                                       

</TABLE>


                            COMPX INTERNATIONAL INC.

        CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)

             SIX MONTHS ENDED JUNE 30, 1997 AND 1998

                          (IN THOUSANDS)

<TABLE>
<CAPTION>
                                                    1997       1998

<S>                                               <C>       <C>
Cash and cash equivalents:
  Net changes from operating, investing
   and financing activities                       $ 3,615    $29,380
  Currency translation                                (56)      (398)

                                                    3,559     28,982

  Balance at beginning of period                    8,550     19,187


  Balance at end of period                        $12,109    $48,169

                                                                    



Supplemental disclosures:


  Cash paid for:

    Interest                                      $    18    $   971
    Income taxes                                    4,958      7,125



Net assets consolidated - Fort Lock Acquisition:

    Cash and cash equivalents                     $  -       $  -   
    Goodwill and other intangibles                   -        23,261
    Other non-cash assets                            -        17,782
    Liabilities                                      -        (7,809)


    Cash paid                                     $  -       $33,234

                                                                    



</TABLE>



                     COMPX INTERNATIONAL INC.

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 1 -     BASIS OF PRESENTATION:

    The consolidated balance sheet at December 31, 1997 has been condensed from
the Company's audited consolidated financial statements at that date.  The
consolidated balance sheet at June 30, 1998 and the consolidated statements of
income, comprehensive income, cash flows and stockholders' equity (deficit) for
the interim periods ended June 30, 1997 and 1998 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 generally accepted accounting principles has been condensed or
omitted.  The accompanying consolidated financial statements should be read in
conjunction with the Company's consolidated financial statements for the year
ended December 31, 1997 included in the Pre-effective Amendment No. 2 to Form S-
1 of the Company filed with the Securities and Exchange Commission on March 6,
1998.

NOTE 2 -     BUSINESS SEGMENT INFORMATION:

    The Company is a manufacturer of ergonomic computer support systems,
precision ball bearing slides and cabinet locks for furniture and other markets.

The Company is a 62%-owned subsidiary of Valcor, Inc., which is a wholly-owned
subsidiary of Valhi, Inc. (NYSE: VHI).

<TABLE>
<CAPTION>
                                 THREE MONTHS ENDED    SIX MONTHS ENDED
                                      JUNE 30,              JUNE 30,    

                                  1997       1998       1997      1998

                                             (IN THOUSANDS)
<S>                              <C>        <C>        <C>       <C>
Net sales                         $27,427    $39,686   $53,256   $71,815

                                                                        

Operating income                  $ 6,933    $ 9,122   $13,199   $13,442
General corporate items, net           (5)       570      (234)      570
Interest expense                       (9)       (85)      (18)     (821)


    Income before income taxes    $ 6,919    $ 9,607   $12,947   $13,191

                                                                        

</TABLE>




NOTE 3 -     INVENTORIES:

<TABLE>
<CAPTION>
                                            DECEMBER 31,     JUNE 30,
                                                 1997          1998  

                                                  (IN THOUSANDS)
<S>                                         <C>             <C>
Raw materials                                $ 2,057        $ 4,899
Work in process                                5,193          6,276
Finished products                              3,775          4,464
Supplies                                          48             50


                                             $11,073        $15,689

                                                                   
</TABLE>




NOTE 4 - INTANGIBLE ASSETS:

<TABLE>
<CAPTION>
                                       DECEMBER 31,   JUNE 30,
                                           1997          1998  

                                             (IN THOUSANDS)
<S>                                     <C>          <C>
Intangible assets:
  Goodwill                              $  -         $19,805
  Other                                      66        3,122



                                        $    66      $22,927

                                                            


</TABLE>


    Goodwill, representing the excess of the purchase price over the estimated
fair value of underlying net assets acquired in the Fort Lock Acquisition, is
being amortized by the straight-line method over 20 years.  Other intangible
assets consist primarily of the estimated fair value of certain patents acquired
in the Fort Lock Acquisition and are being amortized by the straight-line method
over the average remaining lives of 15 years.

NOTE 5 -     ACCOUNTS PAYABLE AND ACCRUED LIABILITIES:

<TABLE>
<CAPTION>
                                        DECEMBER 31,   JUNE 30,
                                            1997         1998   

                                             (IN THOUSANDS)
<S>                                       <C>          <C>
Accounts payable                          $ 5,497      $ 7,189
Accrued liabilities:
  Employee benefits                         3,490        3,939
  Insurance                                   633          836
  Royalties                                   447          317
  Taxes other than income taxes               175          697
  Other                                     1,185        1,877


                                          $11,427      $14,855

                                                              

</TABLE>




NOTE 6 - PROVISION FOR INCOME TAXES:

<TABLE>
<CAPTION>
                                                 SIX MONTHS ENDED
                                                      JUNE 30,    

                                                 1997       1998

                                                    (IN THOUSANDS)
<S>                                              <C>      <C>
Expected tax expense                            $4,531     $4,617
Incremental tax on non-U.S. earnings               305         77
State income taxes and other, net                  227        325



                                                $5,063     $5,019

                                                                 



</TABLE>



NOTE 7 - LONG-TERM DEBT AND LOANS FROM VALCOR:

     On December 12, 1997, the Company paid a $50 million dividend to Valcor in
the form of a $50 million demand note payable (the "Valcor Note").  The Valcor
Note was unsecured and bore interest at a fixed rate of 6%.  Interest expense
related to the Valcor Note was $460,000 in 1998.  The Valcor Note was repaid on
February 26, 1998 as discussed below.

     On February 26, 1998, the Company entered into a new $100 million revolving
credit facility (the "Revolving Senior Credit Facility").  The Revolving Senior
Credit Facility is an unsecured five-year revolving facility.  Borrowings are
available for the Company's general corporate purposes, including potential
acquisitions.  On February 26, 1998, the Company utilized borrowings under the
Revolving Senior Credit Facility to repay fully the Valcor Note.  Borrowings
under the Revolving Senior Credit Facility (nil outstanding at June 30, 1998)
were repaid with a portion of the net proceeds of the Company's initial public
offering discussed in Note 9.

     The Revolving Senior Credit Facility matures in 2003.  Borrowings of up to
$100 million are available under the Revolving Senior Credit Facility subject to
limitation with respect to compliance with certain coverage ratios and
covenants.  At June 30, 1998, $100 million was available for borrowing under
this facility.  The Revolving Senior Credit Facility has no required principal
amortization payments prior to maturity absent noncompliance with certain
covenants and conditions of the agreement.  Amounts drawn under the Revolving
Senior Credit Facility will bear interest at the Eurodollar Rate plus between
17.5 and 90.0 basis points depending on certain coverage ratios for the most
recent four quarter period.  The Revolving Senior Credit Facility contains
certain covenants and restrictions customary in lending transactions of this

type, including restrictions on the payment of dividends and requirements to
maintain specified levels of Consolidated Net Worth (as defined).

NOTE 8 - ACQUISITION:

     On March 3, 1998, the Company completed the acquisition of the Fort Lock
Corporation for an aggregate purchase price of approximately $33 million (the
"Fort Lock Acquisition"). Fort Lock, a vertically integrated manufacturer of
highly engineered mechanical locks for a diverse customer base of original
equipment manufacturers and locksmith distributors, is headquartered in River
Grove, Illinois.  Funding for the Fort Lock Acquisition was provided by cash on
hand and $25 million of borrowings under the Revolving Senior Credit Facility
discussed above.

     The aggregate purchase price is subject to possible reduction pending the
completion of a post closing audit and the outcome of certain contingencies for
which the Company has been indemnified by the sellers.

     The Company accounted for the Fort Lock Acquisition by the purchase method
of accounting and, accordingly, Fort Lock's results of operations and cash flows
are included in the Company's consolidated financial statements subsequent to
the Fort Lock Acquisition.  The purchase price has been allocated to the
individual assets acquired and liabilities assumed of Fort Lock based upon
preliminary estimated fair values.  The actual allocation of the purchase price
may be different from the preliminary allocation due to adjustments in the
purchase price and refinements in estimates of the fair values of the net assets
acquired.

     Assuming the Fort Lock Acquisition occurred as of January 1, 1997, the
Company's pro forma net sales would have been $67.5 million and $76.4 million,
net income would have been $7.8 million and $8.4 million and diluted earnings
per common share would have been $.78 and $.60 on weighted average shares of 10

million and 14 million for the six months ended June 30, 1997 and 1998,
respectively.  The pro forma financial information is not necessarily indicative
of actual results had the transactions occurred at the beginning of these
periods, nor do they purport to represent results of future operations of the
combined companies.

NOTE 9 - CAPITALIZATION:

    Recapitalization.  In February 1998, the Company amended and restated its
certificate of incorporation.  The authorized capital stock of the Company now
consists of shares of Class A Common Stock (20,000,000 shares authorized) and
Class B Common Stock (10,000,000 shares authorized), each par value $.01 per
share, and 1,000 shares of preferred stock, par value $.01 per share.  Upon the
effectiveness of the amendment and restatement of the certificate of
incorporation, the 1,000 shares of the Company's common stock, $1 par value,
previously outstanding and all held by Valcor, Inc. were reclassified into
10,000,000 shares of the Company's Class B Common Stock.  The accompanying
consolidated financial statements have been retroactively restated to reflect
this recapitalization.

    The shares of Class A Common Stock and Class B Common Stock are identical in
all respects, except for certain voting rights and certain conversion rights in
respect of the shares of the Class B Common Stock.  Holders of Class A Common
Stock are entitled to one vote per share.  Holders of Class B Common Stock are
entitled to one vote per share in all matters except for election of directors
where such holders are entitled to ten votes per share.  Holders of all classes
of common stock entitled to vote will vote together as a single class on all
matters presented to the stockholders for their vote or approval, except as
otherwise required by applicable law.  Each share of Class A Common Stock and
Class B Common Stock have an equal and ratable right to receive dividends to be
paid from the Company's assets when, and if declared by the Board of Directors.
In the event of the dissolution, liquidation or winding up of the Company, the

holders of Class A Common Stock and Class B Common Stock will be entitled to
share equally and ratably in the assets available for distribution after
payments are made to the Company's creditors and to the holders of any preferred
stock of the Company that may be outstanding at the time.  Shares of the Class A
Common Stock have no conversion rights.  Under certain conditions, shares of
Class B Common Stock will convert, on a share-for-share basis, into shares of
Class A Common Stock.

    Public offering.  In March 1998, the Company completed an initial public
offering of 5,980,000 shares of the Company's Class A Common Stock at an
offering price to the public of $20.00 per share.  The net proceeds to the
Company were approximately $110.4 million.  A majority of the net proceeds to
the Company from the offering were used to repay borrowings under the Revolving
Senior Credit Facility discussed above.

    Stock award grants.  In March 1998, the Company granted 164,880 shares of
Class A Common Stock to certain key individuals of the Company (the "Management
Shares") for their services in connection with the public offering.  The Company
valued such Class A shares awarded at the public offering price, and the
aggregate value of the Class A shares awarded was approximately $3.3 million.
The Company recognized a charge, at the time of the completion of the public
offering, equal to the aggregate value of the Class A shares awarded.

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


OVERVIEW

     The Company reported net income of $6.1 million in the second quarter of
1998 compared to $4.2 million in the second quarter of 1997.  The Company
reported net income of $8.3 million for the first six months of 1998 compared to
net income of $7.9 million for the first six months of 1997.  Operating results

in the first quarter of 1998 include a nonrecurring charge of $3.3 million ($2.3
million after tax) related to shares of the Company's Class A common stock
awarded to key individuals in connection with the Company's recently completed
initial public offering.  Net sales increased 45% from $27.4 million in the
second quarter of 1997 to $39.7 million in the second quarter of 1998, and
increased 35% from $53.3 million in the first six months of 1997 to $71.8
million in the first six months of 1998.  Sales volumes benefited from continued
strong demand for slide and ergonomic products and the recent completion of the
Fort Lock Acquisition.

    On March 3, 1998, the Company completed the Fort Lock Acquisition for an
aggregate purchase price of approximately $33 million.  Funding of the Fort Lock
Acquisition was provided by available cash on hand and borrowings under the
Revolving Senior Credit Facility, which borrowings were repaid with a portion of
the net proceeds of the Company's initial public offering.

    Assuming the Fort Lock Acquisition occurred January 1, 1997, the Company's
pro forma net sales would have been $67.5 million and $76.4 million for the six
months ended June 30, 1997 and 1998, respectively, and pro forma operating
income would have been $13.7 million and $13.6 million, respectively ($16.9
million in the 1998 period excluding the stock award charge).  The pro forma
financial information is not necessarily indicative of actual results had the
transactions occurred at the beginning of the periods, nor do they purport to
represent results of future operations of the merged companies.

    The statements in this Quarterly Report on Form 10-Q relating to matters
that are not historical facts, including, but not limited to, statements found
in this "Management's Discussion and Analysis of Financial Condition and Results
of Operations", are forward-looking statements that involve a number of risks
and uncertainties.  Factors that could cause actual future results to differ
materially from those expressed in such forward-looking statements include, but
are not limited to, future supply and demand for the Company's products

(including cyclicality thereof), general economic conditions, competitive
products and substitute products, customer and competitor strategies, the impact
of pricing and production decisions, potential difficulties in integrating
acquisitions, environmental matters, government regulations and possible changes
therein, and other risks and uncertainties as discussed in this Quarterly Report
and the Company's consolidated financial statements for the year ended December
31, 1997 included in the pre-effective amendment No. 2 to Form S-1 of the
Company filed with the Securities and Exchange Commission on March 6, 1998.

RESULTS OF OPERATIONS

<TABLE>
<CAPTION>
                     THREE MONTHS ENDED          SIX MONTHS ENDED
                           JUNE 30,        %         JUNE 30,         %

                       1997      1998   CHANGE    1997     1998     CHANGE

                       (IN THOUSANDS)             (IN THOUSANDS)
<S>                    <C>     <C>       <C>     <C>     <C>       <C>
Net sales             $27,427  $39,686   +45%   $53,256  $71,815   +35%
Operating income -
 before stock award
 charge                 6,933    9,122   +32%    13,199   16,740   +27%
Operating income        6,933    9,122   +32%    13,199   13,442    +2%
</TABLE>



    Net sales.  Net sales increased $12.3 million for the three months and $18.6
million for the six months, or 45% and 35% respectively, primarily due to
increased volumes in all product lines and the inclusion of the results of the
Fort Lock Acquisition beginning March 3, 1998.  Combined net sales from the
Company's ergonomic computer support systems and precision ball bearing slide
products increased $4.6 million for the three months and $9.3 million for the
six months, or 23% and 24% respectively, based on higher unit volumes and
relatively stable prices. Locking system sales increased $8.1 million for the
three months and $10.0 million for the six months, or 111% and 71% respectively,
primarily due to sales attributable to Fort Lock Acquisition.

    Operating income.  Operating income increased $2.2 million for the three
months and $3.5 million for the six months (excluding the $3.3 million stock
award charge discussed above), or 32% and 27% respectively, due primarily to the
increased volumes in all product lines, offset in part by lower margins
resulting from the consolidation of the Fort Lock Acquisition.  Fluctuations in
the value of the U.S. dollar relative to the Canadian dollar accounted for
approximately 10% of the increase in operating income in each of the 1998
periods.

LIQUIDITY AND CAPITAL RESOURCES

  Consolidated cash flows

    Operating activities.  Trends in cash flows from operating activities,
excluding changes in assets and liabilities and non-cash stock award charges are
generally similar to the trends in the Company's earnings.  Cash flow provided
by operating activities totaled $8.6 million and 7.6 for the six months ended
June 30, 1997 and June 30, 1998, respectively, compared to net income of $7.9
million and $8.3 million.


    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 $1.9
million and $36.8 million for the six months ended June 30, 1997 and June 30,
1998, respectively.  The majority of the increase in the 1998 period relates to
the Fort Lock Acquisition as discussed above.  The increase in capital
expenditures in 1998 relates primarily to building additions at a Company
facility in Canada.

    Capital expenditures of 1998 are estimated at approximately $13 million, the
majority of which relate to projects that emphasize improved production
efficiency and increased production capacity.  Firm purchase commitments for
capital projects not commenced at June 30, 1998 were approximately $6.5 million.

    Financing activities.  Net cash provided (used) by financing activities
totaled ($1.5) million, and $58.3 million for the six months ended June 30, 1997
and 1998, respectively.  Net cash provided in 1998 includes $110.4 million of
net proceeds from the recently completed initial public offering and the
repayment of the $50 million Valcor Note.  The Company paid dividends to its
parent company aggregating $1.5 million in 1997, and $1.8 million in 1998 prior
to completion of the Company's initial public offering.



                    PART II. OTHER INFORMATION


ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.


    (a) Exhibits

        27.1 Financial Data Selected for the six-month period ended
             June 30, 1998.

    (b) Reports on Form 8-K

        Reports on Form 8-K for the quarter ended June 30, 1998.

             April 21, 1998 -  Reported Items 5 and 7.


                            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 August 12, 1998                         By /s/ Joseph S. Compofelice     

                                                Joseph S. Compofelice
                                                Chairman of the Board and
                                                Chief Executive Officer
                                                (Principal Financial Officer)



Date August 12, 1998                         By /s/ Bobby D. O'Brien         

                                                Bobby D. O'Brien
                                                Vice President and Treasurer
                                                (Principal Accounting Officer)