Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Muglia Richard L
2. Date of Event Requiring Statement (Month/Day/Year)
03/01/2014
3. Issuer Name and Ticker or Trading Symbol
Tronox Ltd [TROX]
(Last)
(First)
(Middle)
263 TRESSER BOULEVARD, SUITE 1100
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP, General Counsel and Secre
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

STAMFORD, CT 06901
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock Class A 5,292 (1)
D
 
Common Stock Class A 19,961 (2)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Common Stock Class A (right to buy)   (3) 02/25/2023 Common Stock Class A 5,838 $ 19.09 D  
Common Stock Class A (right tobuy)   (3) 02/10/2024 Common Stock Class A 21,666 $ 21.98 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Muglia Richard L
263 TRESSER BOULEVARD
SUITE 1100
STAMFORD, CT 06901
      SVP, General Counsel and Secre  

Signatures

/s/ Richard L. Muglia 03/06/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) 2,470 time-based restricted shares and 2,822 performance based restricted shares were granted on February 25, 2013 pursuant to the Tronox Limited Management Equity Incentive Plan. The shares were granted to Mr. Muglia while he was Deputy General Counsel of the Company. The restricted shares subject to this grant vest in equal annual portions on each of the next three (3) anniversaries of the grant date provided that Mr. Muglia is then providing services to the Company on each such vesting date. 823 of the time-based shares have vested. The performance based restricted stock units will be paid at the end of 3 years. Fifty percent of the units are tied to Total Shareholder Return and fifty percent are tied to Return on Capital Employed.
(2) 19,961 time-based restricted shares granted on February 10, 2014 pursuant to the Tronox Limited Management Equity Incentive Plan. The shares were granted to Mr. Muglia while he was Deputy General Counsel of the Company. The restricted shares subject to this grant vest in equal annual portions on each of the next three (3) anniversaries of the grant date provided that Mr. Muglia is then providing services to the Company on each such vesting date.
(3) Options were granted pursuant to the Tronox Limited Management Equity Incentive Plan while Mr. Muglia was Deputy General Counsel of the Company. Options will vest in three equal installments on the anniversary date of the grant provided that Mr. Muglia is then providing services to the Company on each such vesting date.

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