IN THE COURT OF CHANCERY Of the state of delaware
LOUISIANA MUNICIPAL POLICE RETIREMENT SYSTEM,

Plaintiff,

v.

HAROLD C. SIMMONS, STEVEN L. WATSON, GLENN R. SIMMONS,

THOMAS P. STAFFORD, KEITH R. COOGAN, TERRY N. WORRELL

and PAUL J. ZUCCONI,

Defendants,

and

TITANIUM METALS CORPORATION,

Nominal Defendant. 		)
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) 		C.A. No. 7059-CS

SUMMARY NOTICE OF PENDENCY OF DERIVATIVE ACTION,
PROPOSED SETTLEMENT OF DERIVATIVE ACTION,
SETTLEMENT HEARING, AND RIGHT TO APPEAR

TO: all record and beneficial holders of shares of the common stock oftitanium Metals corporation("timet" OR THE "COMPANY") at the close of BUSINESS on OCTOBER 12, 2012 (the "record date").

YOU ARE HEREBY NOTIFIED that the plaintiff and defendants in the above-captioned derivative lawsuit (the "Court of Chancery Action") have entered into a proposed settlement of the Court of Chancery Action (the "Settlement").

            PLEASE BE FURTHER ADVISED that pursuant to an Order of the Court of Chancery of the State of Delaware, dated October 12, 2012, a hearing (the "Settlement Hearing") will be held on January 9, 2013, at 10:00 a.m., before The Honorable Leo E. Strine, Jr., in the Court of Chancery of the State of Delaware, New Castle County Courthouse, 500 North King Street, Wilmington, Delaware 19801.  The purpose of the Settlement Hearing is to:  (a) determine whether Plaintiffs and counsel for Plaintiffs have adequately represented the interests of TIMET and its stockholders; (b) determine whether the Settlement should be approved by the Court as fair, reasonable, adequate, and in the best interests of TIMET and its shareholders; (c) determine whether final judgment should be entered dismissing the Court of Chancery Action with prejudice, and releasing, barring, and enjoining prosecution of any and all Settled Plaintiffs' Claims (as defined in the parties' Stipulation of Settlement); (d) consider any application by counsel for Plaintiffs for an award of attorneys' fees and/or expenses; (e) hear and determine any objections to the Settlement and the application by counsel for Plaintiffs for an award of attorneys' fees and/or expenses; and (f) rule on such other matters as the Court may deem appropriate.

            The Court of Chancery Action and Settlement address claims alleging that certain directors of TIMET breached their fiduciary duties to the Company in approving or allowing the Company to engage in a number of related-party transactions (the "Past Transactions"), each of which were alleged to not be entirely fair to TIMET. Each of the Defendants denies and continues to deny all allegations of wrongdoing and denies liability on the claims asserted in the Court of Chancery Action.

            The Parties have agreed that, if the Settlement is approved by the Court, the Company will adopt a new related-party transaction policy, which will not be amended for a period of at least five years from its adoption, except as necessary to comply with applicable law, court order, or any final judgment.  Further, a committee of TIMET's independent directors (the "Committee") will investigate the Past Transactions and prepare a report about the findings of this review.  A summary of this report will be included in the Company's 2013 Proxy Statement.  To the extent that the Committee determines that any of the Past Transactions was not fair and reasonable to the Company and not on terms that were no less favorable to the Company than could have been obtained from unrelated parties, it will take corrective measures it determines to be appropriate to remedy such Past Transactions.  At or before the Settlement Hearing, counsel for Plaintiffs intends to apply to the Court for an award consisting of the repayment of out of pocket costs and/or expenses incurred by counsel for Plaintiffs in connection with the prosecution of the Actions, plus attorneys' fees, in an amount not exceeding $2,500,000.  The Company and Defendants reserve all rights to contest the amount of fees and expenses requested by counsel for Plaintiffs.

            If the Settlement is approved, the Court of Chancery Action will be dismissed with prejudice and the Defendants and other Released Persons will be released by Plaintiffs, TIMET, and its shareholders from all claims that were or could have been alleged in the Court of Chancery Action regarding the transactions challenged. 

            ANY INVESTOR WHO OWNS TIMET COMMON STOCK AS OF THE RECORD DATE AND WHO WISHES TO CONTEST EITHER THE SETTLEMENT OR THE APPLICATION FOR FEES AND EXPENSES BY COUNSEL FOR PLAINTIFFS, MAY DO SO BY FOLLOWING THE PROCEDURE SET FORTH IN THE SECTION TITLED "RIGHT TO APPEAR AT SETTLEMENT HEARING" OF THE NOTICE OF PENDENCY OF DERIVATIVE ACTION, PROPOSED SETTLEMENT OF DERIVATIVE ACTION, SETTLEMENT HEARING, AND RIGHT TO APPEAR.  The Notice of Pendency of Derivative Action, Proposed Settlement of Derivative Action, Settlement Hearing and Right to Appear, as well as the Stipulation and the Court's October 12, 2012 Scheduling Order, are available on the websites of counsel for Plaintiffs at (1) www.gelaw.com; and (2) www.robbinsumeda.com.

PLEASE DO NOT CONTACT THE COURT.

Dated: October 19, 2012

 BY ORDER OF THE COURT OF CHANCERY
 OF THE STATE OF DELAWARE


HUG#1650523

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