EXHIBIT 10.19


                                2005 AMENDMENT TO
                               EMPLOYMENT CONTRACT


AMONG:

TIMET SAVOIE S.A., a Societe Anonyme with offices at 62 Avenue Paul Girod, 73400
Ugine,  France  (hereinafter  referred  to as  the  "Company"),  represented  by
Jean-Marc Frisch, President and Directeur General of the Company, and

TITANIUM METALS CORPORATION, a Delaware (USA) corporation,  with offices at 1999
Broadway,  Suite 4300,  Denver,  Colorado,  USA 80202 (hereafter  referred to as
"TIMET"),  represented  by J.  Landis  Martin,  Chairman,  President  and  Chief
Executive Officer of TIMET,

On the one hand,

AND

MR. CHRISTIAN J.M. LEONHARD, of French nationality, residing at 7 rue d'Alleray,
75015 Paris, France (hereinafter referred to as "Mr. Leonhard"),

On the other hand.


                                    PREAMBLES

     A. The parties entered into an Amendment to Employment Contract executed as
of November 25, 2003 ("Employment Contract").

     B. The  parties  now desire to further  amend the  Employment  Contract  as
provided herein.


                                    AMENDMENT

     1. Section 3 (a) of the  Employment  Contract shall be deleted and replaced
with the following:

          "(a) Commencing  January 1, 2005, Mr. Leonhard shall receive an annual
     gross  salary of  315,000  (euro)  (euros)  payable  in euros  through  the
     Company's payroll system."

     2.  Except as  expressly  amended  by this  2005  Amendment  to  Employment
Contract, the Employment Contract shall remain in full force and effect.






     IN WITNESS  WHEREOF,  the parties hereto have executed this Agreement as of
March 14, 2005.



                                             \s\ Christian J.M. Leonhard
                                             ----------------------------------
                                                  Christian J. M. Leonhard



                                         By: \s\ Jean Marc Frisch
                                             ----------------------------------
                                                  Jean Marc Frisch
                                                  President & Directeur General
                                                  TIMET SAVOIE



                                         By: \s\ J. Landis Martin
                                             ----------------------------------
                                                  J. Landis Martin
                                                  Chairman, President and Chief
                                                           Executive Officer
                                                  TITANIUM METALS CORPORATION

                                      - 2 -