(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Date of Event Which Requires Filing of this Statement)

CUSIP No. 897051108

Schedule 13G

Page 2 of 7 Pages

  1

NAMES OF REPORTING PERSONS

            Cheever Partners, LLC

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨ 

(b)  ¨ 

  3

SEC USE ONLY

  4

CITIZENSHIP OR PLACE OF ORGANIZATION

            Delaware

NUMBER OF  

SHARES  

BENEFICIALLY  

OWNED BY  

EACH  

REPORTING  

PERSON  

  5    SOLE VOTING POWER

                0

  6    SHARED VOTING POWER

                0

  7    SOLE DISPOSITIVE POWER

                0

  8    SHARED DISPOSITIVE POWER

                0

  9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

            0

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

            0%

12

TYPE OF REPORTING PERSON

            OO

CUSIP No. 897051108

Schedule 13G

Page 3 of 7 Pages

  1

NAMES OF REPORTING PERSONS

            Charles E. Cheever, III

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨ 

(b)  ¨ 

  3

SEC USE ONLY

  4

CITIZENSHIP OR PLACE OF ORGANIZATION

            Delaware

NUMBER OF  

SHARES  

BENEFICIALLY  

OWNED BY  

EACH  

REPORTING  

PERSON  

  5    SOLE VOTING POWER

                0

  6    SHARED VOTING POWER

                0

  7    SOLE DISPOSITIVE POWER

                0

  8    SHARED DISPOSITIVE POWER

                0

  9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

            0

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

            0%

12

TYPE OF REPORTING PERSON

            IN

Item 1

(a)

Name of Issuer:

Tronox Incorporated

Item 1

(b)

Address of Issuer’s Principal Executive Offices:

One Leadership Square, Suite 300

211 N. Robinson Ave.

Oklahoma City, Oklahoma 73102

Item 2

(a)

Name of Person Filing:

(i) Cheever Partners, LLC

(ii) Charles E. Cheever, III

(collectively, the “Reporting Persons” and each a “Reporting Person”)

Item 2

(b)

Address of Principal Business Office or, if none, Residence:

Each of the Reporting Persons has a business address at 65 Comstock Hill Avenue, Norwalk, CT 06850.

Item 2

(c)

Citizenship:

(i) Cheever Partners, LLC - Delaware

(ii) Charles Cheever - USA

Item 2

(d)

Title of Class of Securities:

Class B Common Stock, $0.01 par value

Item 2

(e)

CUSIP Number:

897051108

Item 3.

If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:

(a)

¨

Broker or dealer registered under section 15 of the Act (15 U.S..C. 78o);

(b)

¨

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

(c)

¨

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);

(d)

¨

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C.

80a-8);

(e)

¨

An investment adviser in accordance with §240-13d-1(b)(1)(ii)(E);

(f)

¨

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

¨

A parent holding company or control person in accordance with §240.13d-1(b)(ii)(G);

(h)

¨

A saving associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

¨

A church plan that is excluded from the definition of investment company under Section 3(c)(25) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

¨

A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);

(k)

¨

Group, in accordance with §240.13d-1(b)(1)(ii)(K).

Item 4.

Ownership

(i)

Cheever Partners, LLC

(a)

Amount Beneficially Owned:

0

(b)

Percent of Class:

0%

(c)

Number of shares as to which such person has:

(i)

Sole power to vote or to direct the vote:

0

(ii)

Shared power to vote or to direct the vote:

0

(iii)

Sole power to dispose or to direct the disposition of:

0

(iv)

Shared power to dispose or to direct the disposition of:

0

(ii)

Charles E Cheever, III

(a)

Amount Beneficially Owned:

0

(b)

Percent of Class:

0%

(c)

Number of shares as to which such person has:

(i)

Sole power to vote or to direct the vote:

0

(ii)

Shared power to vote or to direct the vote:

0

(iii)

Sole power to dispose or to direct the disposition of:

0

(iv)

Shared power to dispose or to direct the disposition of:

0

Item 5.

Ownership of Five Percent or Less of a Class

Not applicable.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not applicable.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person

Not applicable.

Item 8.

Identification and Classification of Members of the Group

Not applicable.

Item 9.

Notice of Dissolution of Group.

Not applicable.

Item 10.

Certifications.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

CHEEVER PARTNERS, LLC

By:

Name:

Title:

Charles E. Cheever, III

CHEEVER PARTNERS, LLC

By:

Name:

Title:

Charles E. Cheever, III