FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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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1. Name and Address of Reporting Person * KIZIELEWICZ JAMES   2. Issuer Name and Ticker or Trading Symbol KRONOS INC [KRON] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Sr. VP, Corporate Strategy (Last) (First) (Middle) C/O KRONOS INCORPORATED, 297 BILLERICA ROAD 3. Date of Earliest Transaction (Month/Day/Year) 06/11/2007 (Street) CHELMSFORD, MA 01824 4. If Amendment, Date Original Filed(Month/Day/Year) 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 Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 06/11/2007   D   20,172 D (1) 0 D   Common Stock 06/11/2007   J   18,182 D (2) 0 D

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Option to Buy

$ 38.81

06/11/2007

D

43,500

(3)

05/21/2008

Common Stock

43,500

$ 16.19

0

D

Option to Buy

$ 48.21

06/11/2007

D

37,750

(4)

05/22/2009

Common Stock

37,750

$ 6.79

0

D

Option to Buy

$ 48.22

06/11/2007

D

40,000

(5)

06/05/2010

Common Stock

40,000

$ 6.78

0

D

Restricted Stock Units (right to buy)

$ 0.01

06/11/2007

D

15,000

(6)

12/16/2010

Common Stock

15,000

$ 54.99

0

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
KIZIELEWICZ JAMES C/O KRONOS INCORPORATED 297 BILLERICA ROAD CHELMSFORD, MA 01824			Sr. VP, Corporate Strategy

Signatures

Elspeth Grant Pruett/Attorney-in-fact		06/13/2007
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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)	Disposed of pursuant to merger agreement between issuer and Seahawk Merger Sub Corporation in exchange for a cash payment of $55 per share on the effective date of the merger.
(2)	Disposed of pursuant to merger agreement between issuer and Seahawk Merger Sub Corporation in exchange for 200,002 shares of Seahawk Acquisition Holdings Corporation ("Seahawk Holdings"). Each share of the issuer was exchanged for 11 shares of Seahawk Holdings.
(3)	This option, which provided for vesting in four equal installments beginning on November 21, 2004, was canceled in the merger in exchange for a cash payment of $704,265, representing the difference between the exercise price of the option and the market value of the underlying Kronos common stock on the effective date of the merger ($55 per share).
(4)	This option, which provided for vesting in four equal installments beginning on November 22, 2005, was canceled in the merger in exchange for a cash payment of $256,322.50, representing the difference between the exercise price of the option and the market value of the underlying Kronos common stock on the effective date of the merger ($55 per share).
(5)	This option, which provided for vesting in four equal installments beginning on December 5, 2006, was canceled in the merger in exchange for a cash payment of $271,200, representing the difference between the exercise price of the option and the market value of the underlying Kronos common stock on the effective date of the merger ($55 per share).
(6)	This restricted stock unit award ("RSU"), which, subject to a performance goal being met by the company for fiscal 2007, provided for vesting in four equal installments beginning on November 16, 2007, was canceled in the merger in exchange for a cash payment of $824,850, representing the difference between the conversion price of the RSU and the market value of the underlying Kronos common stock on the effective date of the merger ($55 per share).

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