UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 
Date of Report (Date of earliest event reported): February 24, 2016 (February 23, 2016)
 
TRONOX LIMITED
 (Exact name of registrant as specified in its charter)

Western Australia, Australia
001-35573
98-1026700
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

263 Tresser Boulevard, Suite 1100
  
Lot 22 Mason Road
Stamford, Connecticut 06901
  
Kwinana Beach, WA 6167 Australia

(Address of principal executive offices, including zip code)
(203) 705-3800
(Registrant’s telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report)
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

£ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
£ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
£ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act(17 CFR 240.14d-2(b))
 
£ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act(17 CFR 240.13e-4(c))
 
Item 2.02. Results of Operations and Financial Condition

Attached as Exhibit 99.1 is a copy of a press release of Tronox Limited (the “Company”), dated February 23, 2016, reporting the Company’s financial results for the fourth quarter ended December 31, 2015.  Such information, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits
 
(d)
Exhibits.
 
Exhibit No.
  
Description
99.1
  
Press Release of Tronox Limited, dated February 23, 2016 reporting Tronox Limited’s financial results for the fourth quarter ended December 31, 2015.

SIGNATURE
 
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 hereunto duly authorized.

    TRONOX LIMITED  
         
    By:
/s/ Richard L. Muglia
  
Date: February 24, 2016
   Name:
Richard L. Muglia
  
    Title:
Senior Vice President, General Counsel and Secretary
  
 
Exhibit Index

Exhibit No.
  
Description
 
Press Release of Tronox Limited, dated February 23, 2016 reporting Tronox Limited’s financial results for the fourth quarter ended December 31, 2015.