8-K 1 c85151e8vk.txt CURRENT REPORT 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): April 30, 2004 TENNECO AUTOMOTIVE INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-12387 76-0515284 (State or other (Commission (I.R.S. Employer jurisdiction of incorporation File Number) of Incorporation or organization) Identification No.) 500 NORTH FIELD DRIVE, LAKE FOREST, ILLINOIS 60045 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (847) 482-5000 ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE. On April 30, 2004, Tenneco Automotive Inc. announced that it has commenced a cash tender offer and consent solicitation for its $500,000,000 aggregate principal amount of 11-5/8% Senior Subordinated Notes due 2009. The announcement was contained in a press release, a copy of which is filed under Item 7 as Exhibit 99.1 and incorporated herein ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. Exhibit No. Description ----------- ----------- 99.1 Press release issued April 30, 2004. SIGNATURES 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. TENNECO AUTOMOTIVE INC. Date: May 3, 2004 By: /s/ Kenneth R. Trammell ------------------------------ Kenneth R. Trammell Senior Vice President and Chief Financial Officer