Exhibit 99.3


                           KRONOS INTERNATIONAL, INC.

                                Offer to Exchange
              All Outstanding 6 1/2% Senior Secured Notes due 2013
                    For 6 1/2% Senior Secured Notes due 2013
           That Have Been Registered Under the Securities Act of 1933



To Our Clients:

     Enclosed for your  consideration is a Prospectus,  dated  _________,  2006,
(the  "Prospectus"),  and the  related  Letter of  Transmittal  (the  "Letter of
Transmittal"),   relating  to  the  offer  (the  "Exchange   Offer")  of  Kronos
International,  Inc. (the "Company") to exchange its 6 1/2% Senior Secured Notes
due 2013 (the "New Notes"),  which have been registered under the Securities Act
of 1933,  as  amended,  for all of its  outstanding  unregistered  6 1/2% Senior
Secured  Notes due 2013 (the "Old  Notes"),  upon the terms and  subject  to the
conditions  described  in the  Prospectus  and the  Letter of  Transmittal.  The
Exchange  Offer is being made in order to  satisfy  certain  obligations  of the
Company contained in the Registration  Rights  Agreement,  dated April 11, 2006,
between the Company and the initial purchaser named therein, relating to the Old
Notes.

     This material is being forwarded to you as the beneficial  owner of the Old
Notes held by us for your account but not  registered  in your name. A tender of
such Old Notes may only be made by us as the  holder of record and  pursuant  to
your instructions.

     Accordingly, we request instructions as to whether you wish us to tender on
your behalf the Old Notes held by us for your account, pursuant to the terms and
conditions set forth in the enclosed  Prospectus and Letter of  Transmittal.  We
urge you to read the Prospectus carefully before instructing us as to whether or
not to tender your Old Notes.

     Your  instructions  should be  forwarded  to us as  promptly as possible in
order to permit us to tender the Old Notes on your behalf in accordance with the
provisions  of the  Exchange  Offer.  The  Exchange  Offer will  expire at 12:00
midnight,  New York City time,  on  ___________,  2006,  unless  extended by the
Company (the "Expiration Date"). Any Old Notes tendered pursuant to the Exchange
Offer may be withdrawn at any time before the Expiration Date.

     Your attention is directed to the following:

     1.   The Exchange Offer is for any and all Old Notes.

     2.   The Exchange  Offer is subject to certain  conditions set forth in the
          Prospectus in the section  captioned  "The Exchange Offer - Conditions
          to the Exchange Offer."

     3.   Subject to the terms and  conditions in the  Prospectus and the Letter
          of  Transmittal,  any transfer  taxes  incident to the transfer of Old
          Notes from the Holder to the Company will be paid by the Company.

     4.   The Exchange Offer expires at 12:00  midnight,  New York City time, on
          _________, 2006, with respect to the Old Notes, unless extended by the
          Company.

     If you  wish to have us  tender  your  Old  Notes,  please  instruct  us by
completing,  executing and returning to us the  instruction  form on the back of
this letter.  The Letter of Transmittal is furnished to you for information only
and may not be used directly by you to tender Old Notes.

     If we do not receive written instructions in accordance with the procedures
presented in the  Prospectus and the Letter of  Transmittal,  we will not tender
any of the outstanding Old Notes on your account.

                 INSTRUCTIONS WITH RESPECT TO THE EXCHANGE OFFER

     The  undersigned  acknowledge(s)  receipt of your  letter and the  enclosed
material  referred  to therein  relating  to the  Exchange  Offer made by Kronos
International, Inc. with respect to its Old Notes.

     This will  instruct you to tender the Old Notes held by you for the account
of the  undersigned,  upon and subject to the terms and  conditions set forth in
the Prospectus and the related Letter of Transmittal.

     The  undersigned  expressly  agrees to be bound by the  enclosed  Letter of
Transmittal  and that such Letter of  Transmittal  may be  enforced  against the
undersigned.

     Please tender the Old Notes held by you for my account as indicated below:

                             Aggregate Principal Amount of Old Notes Tendered

                             6 1/2% Senior Secured Notes due 2013 ______________

     Please do not tender any Old Notes held
     by you for my account.

Dated: ___________________________, 2006    ___________________________________

                                            ___________________________________
                                            Signature(s)

                                            ___________________________________
                                            Please print name(s) here

                                            ___________________________________
                                            ___________________________________
                                            ___________________________________
                                            Address(es)

                                            ___________________________________
                                            Area Code and Telephone Number

                                            ___________________________________
                                            Tax Identification or Social
                                            Security No(s).

     None of the Old Notes held by us for your account  will be tendered  unless
we receive written  instructions  from you to do so. Unless a specific  contrary
instruction  is given in the space  provided,  your  signature(s)  hereon  shall
constitute an  instruction to us to tender all the Old Notes held by us for your
account.