-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, U+ENssQSv4opLRcY5k5q1BmzSbSDwIZHLpxLc09MXVzN6Zn6CIpg0BIOfHQ02zSy 2VfOKzMFp4TNA1qwwy15mA== 0000950137-07-015709.txt : 20071018 0000950137-07-015709.hdr.sgml : 20071018 20071018172035 ACCESSION NUMBER: 0000950137-07-015709 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071017 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071018 DATE AS OF CHANGE: 20071018 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TENNECO INC CENTRAL INDEX KEY: 0001024725 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 760515284 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12387 FILM NUMBER: 071179461 BUSINESS ADDRESS: STREET 1: 500 NORTH FIELD DRIVE CITY: LAKE FOREST STATE: IL ZIP: 60045 BUSINESS PHONE: 847-482-50 MAIL ADDRESS: STREET 1: 500 N FIELD DR STREET 2: ROOM T 2560B CITY: LAKE FOREST STATE: IL ZIP: 60045 FORMER COMPANY: FORMER CONFORMED NAME: TENNECO AUTOMOTIVE INC DATE OF NAME CHANGE: 19991112 FORMER COMPANY: FORMER CONFORMED NAME: NEW TENNECO INC DATE OF NAME CHANGE: 19961011 8-K 1 c19423e8vk.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): October 17, 2007 TENNECO INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-12387 76-0515284 (State or other jurisdiction of (Commission (I.R.S. Employer of incorporation or organization) File Number) Incorporation 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 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 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS On October 17, 2007, Tenneco Inc. announced that it has changed the size of its Board of Directors to nine members and that Dennis J. Letham has been elected to the company's Board of Directors by action of the Board of Directors on that date. The Board of Directors also appointed Mr. Letham to be a member of the Audit Committee of the company's Board of Directors, effective immediately. Consistent with past practice, Mr. Letham received a grant of 747 shares of restricted stock, representing a pro rata portion of the annual grant of 3,500 shares of restricted stock granted to each of the other outside directors in January 2007. Mr. Letham will also receive the pro rata portion of the annual retainer fee paid to outside directors for 2007. Mr. Letham's election is described in the company's press release, dated October 17, 2007, which is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS Exhibit No. Description - ----------- ----------- 99.1 Press release issued October 17, 2007 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 INC. Date: October 18, 2007 By: /s/ David A. Wardell ------------------------------- David A. Wardell Senior Vice President, General Counsel and Corporate Secretary EX-99.1 2 c19423exv99w1.txt PRESS RELEASE NEWS RELEASE [TENNECO LOGO] Contacts: Jane Ostrander Leslie Hunziker Media Relations Investor Relations 847 482-5607 847 482-5042 jostrander@tenneco.com lhunziker@tenneco.com TENNECO ELECTS DENNIS J. LETHAM TO BOARD OF DIRECTORS Lake Forest, Illinois, October 17, 2007 -- Tenneco (NYSE: TEN) announced today that Dennis J. Letham has been elected to the company's board of directors, effective immediately. Dennis Letham is executive vice president, finance and chief financial officer of Anixter International Inc., a $5.5 billion global distributor of communications products, wire & cable products, fasteners and other small components for original equipment manufacturers. "We are pleased to add Dennis Letham to our board with his extensive financial background and global business experience," said Gregg Sherrill, chairman and CEO, Tenneco. "We look forward to his contributions as we accelerate our growth globally and capitalize on opportunities to enhance shareholder value." Dennis Letham has more than 17 years experience as a chief financial officer and for the past 12 years, has overseen all of Anixter International's finance, accounting, tax and internal audit activities in the 49 countries in which the company operates. Prior to assuming his role as chief financial officer in 1995, Mr. Letham served as executive vice president and chief financial officer of Anixter, Inc., the principal operating subsidiary of Anixter International Inc. He joined Anixter International in 1993. Previously, he had a ten-year career with National Intergroup Inc., where he held a number of senior financial management positions including senior vice president and chief financial officer. Tenneco is a $4.7 billion manufacturing company with headquarters in Lake Forest, Illinois and approximately 19,000 employees worldwide. Tenneco is one of the world's largest designers, manufacturers and marketers of emission control and ride control products and systems for the automotive original equipment market and the aftermarket. Tenneco markets its products principally under the Monroe(R), Walker(R), Gillet(TM) and Clevite(R)Elastomer brand names. ### -----END PRIVACY-ENHANCED MESSAGE-----