LAKE FOREST, Ill.--(BUSINESS WIRE)--October 28, 2010--Tenneco Inc. (NYSE: TEN) reported third quarter net income of $10 million, or 17-cents per diluted share, up from a net loss of $8 million, or 17-cents per diluted share, in third quarter 2009. Adjusted for the items below, net income increased to $24 million, or 39-cents per diluted share, from $3 million, or 7-cents per diluted share, a year ago, on a higher share count. The tables in this press release reconcile GAAP results to non-GAAP results.

EBIT (earnings before interest, taxes and noncontrolling interests) was $67 million, up 90% from $35 million a year ago. Adjusted EBIT was $77 million, up 64% from $46 million in third quarter 2009.

“We delivered another strong performance this quarter. Our results reflect our ability to take advantage of higher OE production volumes, which together with an increase in global aftermarket sales drove strong revenue growth and higher earnings,” said Gregg Sherrill, chairman and CEO, Tenneco. “Our results also show our commitment to ongoing actions that drive profitability improvement including managing costs and continuing to improve operational efficiency.”

EBITDA including noncontrolling interests (EBIT before depreciation and amortization) was $122 million, a 35% increase from $90 million the prior year. Adjusted EBITDA including noncontrolling interests was $129 million, a 28% increase from $101 million a year ago.

Revenue in the third quarter rose to $1.542 billion, a 23% increase from $1.254 billion a year ago. Excluding substrate sales and the impact of $22 million in negative currency, revenue increased to $1.201 billion, up 20% from $999 million in third quarter 2009. The revenue increase was driven by higher OE production volumes across all regions – particularly North America - and increased global aftermarket sales.

Gross margin in the quarter improved to 17.0% from 16.8% a year ago. The improvement was driven by stronger OE production volumes and related manufacturing efficiencies. Gross margin improved in both the OE and aftermarket businesses but was partially offset by a higher mix of OE generated revenue, including a higher mix of substrate sales, which together reduced gross margin by 1.1 percentage points.

SGA&E (selling, general, administrative and engineering) expense as a percent of sales decreased to 9.0% from 9.3% on higher year-over-year revenues. SGA&E expense increased to $139 million, versus $117 million in third quarter 2009, primarily due to higher performance-based compensation costs, restoring last year’s salary and benefit cuts and the $4 million charge for a lump-sum pension payment.

Cash generated by operations in the quarter was $17 million, versus $77 million in third quarter 2009. Inventory days-on-hand and days sales outstanding metrics improved in the quarter; however, the 23% increase in revenues drove a greater year-over-year use of cash for operations as the cash demand for accounts receivables and inventories increased.

Tenneco ended the third quarter with net debt at $1.113 billion, down from $1.331 billion a year ago.

Stronger earnings drove the company’s leverage ratio – net debt to adjusted EBITDA including noncontrolling interests – to 2.2x, an all-time low and down significantly from 5.0x at September 30, 2009.

Capital expenditures in the quarter were $34 million, up from third quarter 2009 spending of $22 million. Capital expenditures this quarter include investments in light and commercial vehicle customer programs and vehicle launches, and expanding in emerging markets such as India, China and Thailand. In the third quarter, Tenneco opened new facilities in Chennai, India and Guangzhou, China to support future business, beginning with the launch of Nissan’s new global small car platform.

Overall, the industry is recovering and that trend is continuing in the fourth quarter. However, the speed of the recovery varies by region. According to IHS Automotive fourth quarter production estimates, light vehicle production in North America is expected to rise 3% year-over-year but projected to decline in Europe by 5% and in South America by 2%. Light vehicle production in India is projected to increase 32% and China is expected to be relatively even with last year’s production level.

Tenneco’s revenue growth will be driven by global OE light vehicle production volume recovery; increasing ride and emission control content on light vehicle platforms; expanding business in fast-growing automotive markets; and the launch and ramp-up of new higher-content emission control business with commercial vehicle customers, particularly for off-road applications. In the third quarter, the company launched new emission control business with Caterpillar in North America and Deutz in Europe.

Tenneco is launching programs – beginning in the fourth quarter 2009 and through 2011 - with 11 different commercial vehicle customers to meet new diesel emissions regulations in China, North America, Europe and South America. Driving this growth is the company’s full suite of diesel aftertreatment solutions, which provides a range of options for different applications and customer powertrain strategies.

“Although the pace of the industry recovery continues to vary by region, Tenneco is well-positioned globally. We are benefiting from the balance across our operations in terms of markets, geography, customers, products and platform mix,” said Sherrill. “We are staying focused and aligned on our three-pillar strategy – technology-driven growth, operational excellence and balance sheet strength. Strong execution on these strategies continues to drive our performance as we launch new business and capture additional growth opportunities.”

*IHS Automotive production estimates, October 2010; Federation of Automotive Products Manufacturers for Australia production estimates, October 2010.

Attachment 1

Statements of Income – 3 Months

Statements of Income – 9 Months

Balance Sheets

Statements of Cash Flows –3 Months

Statements of Cash Flows – 9 Months

Attachment 2

Reconciliation of GAAP Net Income to EBITDA including noncontrolling interests – 3 Months

Reconciliation of GAAP to Non-GAAP Earnings Measures – 3 Months

Reconciliation of GAAP Net Income to EBITDA including noncontrolling interests – 9 Months

Reconciliation of GAAP to Non-GAAP Earnings Measures – 9 Months

Reconciliation of GAAP Revenue to Non-GAAP Revenue Measures – 3 Months

Reconciliation of GAAP Revenue to Non-GAAP Revenue Measures – 9 Months

Reconciliation of GAAP Revenue to Non-GAAP Revenue Measures – 3 and 9 Months

Reconciliation of Non-GAAP Measures – Debt Net of Cash/Adjusted EBITDA including noncontrolling interests

Reconciliation of GAAP Revenue to Non-GAAP Revenue Measures – Original Equipment and Aftermarket Revenue – 3 and 9 Months

The company will host a conference call on Thursday, October 28, 2010 at 10:30 a.m. EDT. The dial-in number is 800-369-3130 (domestic) or 312-470-7157 (international). The passcode is TENNECO. The call and accompanying slides will be available on the financial section of the Tenneco web site at www.tenneco.com. A recording of the call will be available one hour following completion of the call on October 28, 2010 through November 29, 2010. To access this recording, dial 866-373-1992 (domestic) or 203-369-0266 (international). The purpose of the call is to discuss the company’s operations for the quarter, as well as other matters that may impact the company’s outlook. A copy of the press release is available on the financial and news sections of the Tenneco web site.

Tenneco is a $4.6 billion global manufacturing company with headquarters in Lake Forest, Illinois and approximately 21,000 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®, Walker®, Gillet™ and Clevite®Elastomer brand names.

This press release contains forward-looking statements. Words such as “may,” “expects,” “anticipate,” ”projects,” “will,” and “outlook” and similar expressions identify forward-looking statements. These forward-looking statements are based on the current expectations of the company (including its subsidiaries). Because these forward-looking statements involve risks and uncertainties, the company's plans, actions and actual results could differ materially. Among the factors that could cause these plans, actions and results to differ materially from current expectations are:

(i) changes in automotive manufacturers' production rates and their actual and forecasted requirements for the company's products such as recent and significant production cuts by automotive manufacturers in response to difficult economic conditions;

(ii) the company's resultant inability to realize the sales represented by its awarded book of business which is based on anticipated pricing for the applicable program over its life, and is subject to increases or decreases due to changes in customer requirements, customer and consumer preferences, and the number of vehicles actually produced by customers;

(iii) increases in the costs of raw materials, including the company’s ability to successfully reduce the impact of any such cost increases through materials substitutions, cost reduction initiatives, customer recovery and other methods;

(iv) the cyclical nature of the global vehicular industry, including the performance of the global aftermarket sector, and changes in consumer demand and prices, including longer product lives of automobile parts and the cyclicality of automotive production and sales of automobiles which include the company's products, and the potential negative impact on the company's revenues and margins from such products;

(v) the company's continued success in cost reduction and cash management programs and its ability to execute restructuring and other cost reduction plans and to realize anticipated benefits from these plans;

(vi) the general political, economic and competitive conditions in markets and countries where the company and its subsidiaries operate, including the strength of other currencies relative to the U.S. dollar and currency fluctuations and other risks associated with operating in foreign countries;

(vii) governmental actions, including the ability to receive regulatory approvals and the timing of such approvals;

(viii) changes in capital availability or costs, including increases in the company's costs of borrowing (i.e., interest rate increases), the amount of the company's debt, the ability of the company to access capital markets at favorable rates, and the credit ratings of the company’s debt;

(ix) the cost and outcome of existing and any future legal proceedings, and the impact of changes in and compliance with laws and regulations, including environmental laws and regulations and the adoption of the current mandated timelines for worldwide emissions regulations;

(xi) the company's ability to develop and profitably commercialize new products and technologies, and the acceptance of such new products and technologies by the company's customers and the market;

(xii) further changes in the distribution channels for the company's aftermarket products, further consolidations among automotive parts customers and suppliers, and product warranty costs;

(xiii) changes by the Financial Accounting Standards Board or other accounting regulatory bodies to authoritative generally accepted accounting principles or policies;

(xiv) changes in accounting estimates and assumptions, including changes based on additional information;

(xv) acts of war and/or terrorism as well as actions taken or to be taken by the United States or other governments as a result of further acts or threats of terrorism, and the impact of these acts on economic, financial and social conditions in the countries where the company operates; and

(xvi) the timing and occurrence (or non-occurrence) of transactions and events which may be subject to circumstances beyond the control of the company and its subsidiaries.

The company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date of this press release. Additional information regarding these risk factors and uncertainties is detailed from time to time in the company's SEC filings, including but not limited to its report on Form 10-K for the year ended December 31, 2009.

ATTACHMENT 1
TENNECO INC. AND CONSOLIDATED SUBSIDIARIES
STATEMENTS OF INCOME (LOSS)
Unaudited
THREE MONTHS ENDED SEPTEMBER 30,
(Millions except per share amounts)


	2010				2009
Net sales and operating revenues	$	1,542			$	1,254

Costs and expenses
Cost of sales (exclusive of depreciation shown below)		1,280		(a)		1,043		(f)
Engineering, research and development		30				27
Selling, general and administrative		109		(b)		90
Depreciation and amortization of other intangibles		55		(a)		55
Total costs and expenses		1,474				1,215

Loss on sale of receivables		(1	)	(e)		(2	)
Other income (expense)		-				(2	)
Total other income (expense)		(1	)			(4	)

Income before interest expense, income taxes,
and noncontrolling ownership interests
North America		42		(a) (b)		17		(f)
Europe, South America & India		15				10
Asia Pacific		10		(a)		8
		67				35
Less:
Interest expense (net of interest capitalized)		36		(c) (e)		35
Income tax expense		15		(d)		4		(g)
Net income (loss)		16				(4	)

Less: Net income attributable to noncontrolling interests		6				4
Net income (loss) attributable to Tenneco Inc.	$	10			$	(8	)


Average common shares outstanding:
Basic		59.2				46.7
Diluted		61.1				46.7

Earnings (Loss) per share of common stock:
Basic	$	0.17			$	(0.17	)
Diluted	$	0.17			$	(0.17	)

(a) Includes restructuring and related charges of $6 million pre-tax, $4 million after tax or $0.06 per diluted share. Of the adjustment $3 million is recorded in cost of sales and $3 million is recorded in depreciation. Geographically, $5 million is recorded in North America and $1 million in Asia Pacific.

(b) Includes a charge of $4 million pretax, $2 million after tax or $0.04 per diluted share related to an actuarial loss for a lump-sum pension payment.

(c) Includes pre-tax expenses of $5 million, $4 million after tax or $0.06 per share for costs related to refinancing activities.

(d) Includes non-cash tax charges of $4 million or $0.06 per diluted share primarily related to the impact of recording a valuation allowance against our tax benefit for losses in certain foreign jurisdictions.

(e) The adoption of the new accounting guidance in Accounting Standards Codification (ASC) 860, "Accounting for Transfers of Financial Assets, an amendment to FAS No. 140" in the first quarter 2010 requires Tenneco to account for its accounts receivable securitization program in North America as secured borrowings. As a result, this impacted the statements of income by decreasing the loss on sale of receivables and increasing interest expense by the same amount.

(f) Includes restructuring and related charges of $11 million pre-tax, $7 million after tax or $0.16 per diluted share, which is recorded in cost of sales in North America.

(g) Includes tax charges of $4 million or $0.08 per diluted share primarily related to the impact of recording a valuation allowance against the tax benefit for losses in the U.S. and certain foreign jurisdictions.

ATTACHMENT 1
TENNECO INC. AND CONSOLIDATED SUBSIDIARIES
STATEMENTS OF INCOME (LOSS)
Unaudited
NINE MONTHS ENDED SEPTEMBER 30,
(Millions except per share amounts)


	2010				2009
Net sales and operating revenues	$	4,360			$	3,327

Costs and expenses
Cost of sales (exclusive of depreciation shown below)		3,575		(a)		2,783		(f)
Engineering, research and development		90				72
Selling, general and administrative		307		(b)		256		(f)
Depreciation and amortization of other intangibles		163		(a)		162		(f)
Total costs and expenses		4,135				3,273

Loss on sale of receivables		(3	)	(d)		(6	)
Other income (expense)		(3	)			(9	)	(g)
Total other income (expense)		(6	)			(15	)

Income before interest expense, income taxes,
and noncontrolling ownership interests
North America		128		(a) (b)		27		(f) (g)
Europe, South America & India		57		(a)		(1	)	(f)
Asia Pacific		34		(a)		13
		219				39
Less:
Interest expense (net of interest capitalized)		100		(c) (e)		101
Income tax expense		45		(d)		18		(h)
Net income (loss)		74				(80	)

Less: Net income attributable to noncontrolling interests		17				10
Net income (loss) attributable to Tenneco Inc.	$	57			$	(90	)


Average common shares outstanding:
Basic		59.1				46.7
Diluted		60.9				46.7

Earnings (Loss) per share of common stock:
Basic	$	0.97			$	(1.93	)
Diluted	$	0.94			$	(1.93	)

(a) Includes restructuring and related charges of $15 million pre-tax, $10 million after tax or $0.16 per diluted share. Of the adjustment $10 million is recorded in cost of sales and $5 million is recorded in depreciation. Geographically, $12 million is recorded in North America, $2 million in Europe, South America and India and $1 million in Asia Pacific.

(b) Includes a charge of $4 million pretax, $2 million after tax or $0.04 per diluted share related to an actuarial loss for a lump-sum pension payment.

(c) Includes pre-tax expenses of $6 million, $5 million after tax or $0.07 per share for costs related to refinancing activities.

(d) Includes income tax expense of $3 million or $0.06 per diluted share related to income generated in lower tax rate jurisdictions as well as adjustments to tax estimates partially offset by the impact of not benefiting from U.S. and foreign tax losses.

(f) Includes restructuring and related charges of $17 million pre-tax, $11 million after tax or $0.24 per diluted share. Of the adjustment $14 million is recorded in cost of sales, $1 million is recorded in SG&A and $2 million is recorded in depreciation. Geographically, $14 million is recorded in North America and $3 million in Europe, South America and India.

(g) Includes charge of $5 million pre-tax, $3 million after tax or $0.07 per diluted share related to environmental liabilities of a company Tenneco acquired in 1996, at locations never operated by Tenneco, and for which that acquired company had been indemnified by Mark IV Industries, which declared bankruptcy in the second quarter 2009.

(h) Includes tax charges of $40 million or $0.86 per diluted share primarily related to the impact of recording a valuation allowance against the tax benefit for losses in the U.S. and certain foreign jurisdictions.

		ATTACHMENT 1
TENNECO INC. AND CONSOLIDATED SUBSIDIARIES
BALANCE SHEETS
(Unaudited)
(Millions)

			September 30, 2010			December 31, 2009

Assets

		Cash and cash equivalents	$	184		$	167

		Receivables, net		969	(a),(c)		596		(a)

		Inventories		549			428

		Other current assets		215			202

		Investments and other assets		316			338

		Plant, property, and equipment, net		1,037			1,110

		Total assets	$	3,270		$	2,841




Liabilities and Shareholders' Equity

		Short-term debt	$	70	(c)	$	75

		Accounts payable		1,070			766

		Accrued taxes		49			36

		Accrued interest		30			22

		Other current liabilities		333			302

		Long-term debt		1,227	(b)		1,145		(b)

		Deferred income taxes		53			66

		Deferred credits and other liabilities		390			411

		Redeemable noncontrolling interests		10			7

		Tenneco Inc. shareholders' equity		5			(21	)

		Noncontrolling interests		33			32

		Total liabilities and shareholders' equity	$	3,270		$	2,841



			September 30, 2010			December 31, 2009
(a)	Accounts Receivables net of:
		North America - Accounts receivables securitization programs	$	-		$	62
		Other - Accounts receivables securitization programs	$	106		$	75

			September 30, 2010			December 31, 2009
(b)	Long term debt composed of:
		Borrowings against revolving credit facilities	$	86		$	-
		Term loan A (Due 2012)		-			133
		Term loan B (Due 2016)		150			-
		10.25% senior notes (Due 2013)		-			249
		8.625% subordinated notes (Due 2014)		500			500
		8.125% senior notes (Due 2015)		250			250
		7.75% senior notes (Due 2018)		225
		Other long term debt		16			13

			$	1,227		$	1,145

ATTACHMENT 1
Tenneco Inc. and Consolidated Subsidiaries
Statements of Cash Flows
(Unaudited)
(Millions)



	Three Months Ended
	September 30,
	2010			2009

Operating activities:
Net income (loss)	$	16		$	(4	)
Adjustments to reconcile net income (loss)
to net cash provided by operating activities -
Depreciation and amortization of other intangibles		55			55
Stock-based compensation		2			1
Deferred income taxes		(6	)		(7	)
Loss on sale of assets		-			2
Changes in components of working capital-
(Inc.)/dec. in receivables		(81	)		(67	)
(Inc.)/dec. in inventories		(52	)		9
(Inc.)/dec. in prepayments and other current assets		(3	)		(30	)
Inc./(dec.) in payables		33			92
Inc./(dec.) in taxes accrued		12			1
Inc./(dec.) in interest accrued		7			8
Inc./(dec.) in other current liabilities		15			13
Changes in long-term assets		3			2
Changes in long-term liabilities		18			3
Other		(2	)		(1	)
Net cash provided by operating activities		17			77

Investing activities:
Proceeds from sale of assets		2			1
Cash payments for plant, property & equipment		(33	)		(20	)
Cash payments for software-related intangibles		(3	)		(1	)
Investments and other		(1	)		1
Net cash used by investing activities		(35	)		(19	)

Financing activities:
Issuance of long-term debt		225			4
Debt issuance costs on long-term debt		(5	)		-
Retirement of long-term debt		(246	)		(7	)
Net inc./(dec.) in bank overdrafts		10			6
Net inc./(dec.) in revolver borrowings and short-term debt excluding
current maturities on long-term debt		63			(51	)
Distribution to noncontrolling interest partners		(3	)		-
Net cash provided (used) by financing activities		44			(48	)

Effect of foreign exchange rate changes on cash and cash equivalents		12			16

Increase in cash and cash equivalents		38			26
Cash and cash equivalents, July 1		146			111
Cash and cash equivalents, September 30	$	184		$	137

Cash paid during the period for interest	$	28		$	26
Cash paid during the period for income taxes (net of refunds)		18			20

Non-cash Investing and Financing Activities
Period ended balance of payables for plant, property, and equipment	$	12		$	13

ATTACHMENT 1
Tenneco Inc. and Consolidated Subsidiaries
Statements of Cash Flows
(Unaudited)
(Millions)



	Nine Months Ended
	September 30,
	2010				2009

Operating activities:
Net income (loss)	$	74			$	(80	)
Adjustments to reconcile net income (loss)
to net cash provided by operating activities -
Depreciation and amortization of other intangibles		163				162
Stock-based compensation		7				5
Deferred income taxes		(4	)			(10	)
Loss on sale of assets		3				6
Changes in components of working capital-
(Inc.)/dec. in receivables		(374	)	(a)		(124	)
(Inc.)/dec. in inventories		(123	)			76
(Inc.)/dec. in prepayments and other current assets		(1	)			(35	)
Inc./(dec.) in payables		265				56
Inc./(dec.) in taxes accrued		13				20
Inc./(dec.) in interest accrued		8				9
Inc./(dec.) in other current liabilities		34				8
Changes in long-term assets		4				8
Changes in long-term liabilities		(3	)			4
Other		(2	)			3
Net cash provided by operating activities		64				108

Investing activities:
Proceeds from sale of assets		3				3
Cash payments for plant, property & equipment		(105	)			(86	)
Cash payments for software-related intangibles		(11	)			(5	)
Acquisition of business, net of cash acquired		-				1
Investments and other		1				1
Net cash used by investing activities		(112	)			(86	)

Financing activities:
Issuance of long-term debt		380				6
Debt issuance costs on long-term debt		(14	)			(8	)
Retirement of long-term debt		(383	)			(15	)
Net inc./(dec.) in bank overdrafts		12				(18	)
Net inc./(dec.) in revolver borrowings and short-term debt excluding
current maturities on long-term debt		83				24
Distribution to noncontrolling interest partners		(14	)			(10	)
Net cash provided (used) by financing activities		64				(21	)

Effect of foreign exchange rate changes on cash and cash equivalents		1				10

Increase in cash and cash equivalents		17				11
Cash and cash equivalents, January 1		167				126
Cash and cash equivalents, September 30	$	184			$	137

Cash paid during the period for interest	$	89			$	91
Cash paid during the period for income taxes (net of refunds)		42				32

Non-cash Investing and Financing Activities
Period ended balance of payables for plant, property, and equipment	$	12			$	13

ATTACHMENT 2
TENNECO INC.
RECONCILIATION OF GAAP⁽¹⁾ NET INCOME TO EBITDAINCLUDING NONCONTROLLING INTERESTS ⁽²⁾
Unaudited



	Q3 2010
	North		Europe,		Asia
	America		SA & India		Pacific		Total
Net income attributable to Tenneco Inc.							$	10

Net income attributable to noncontrolling interests								6

Net income								16

Income tax expense								15

Interest expense (net of interest capitalized)								36

EBIT, Income before interest expense, income taxes and noncontrolling ownership interests (GAAP measure)	$	42	$	15	$	10		67

Depreciation and amortization of other intangibles		28		21		6		55

Total EBITDA including noncontrolling interests ⁽²⁾	$	70	$	36	$	16	$	122


	Q3 2009
	North		Europe,		Asia
	America		SA & India		Pacific		Total
Net loss attributable to Tenneco Inc.							$	(8	)

Net income attributable to noncontrolling interests								4

Net loss								(4	)

Income tax expense								4

Interest expense (net of interest capitalized)								35

EBIT, Income before interest expense, income taxes and noncontrolling ownership interests (GAAP measure)	$	17	$	10	$	8		35

Depreciation and amortization of other intangibles		27		23		5		55

Total EBITDA including noncontrolling interests ⁽²⁾	$	44	$	33	$	13	$	90

⁽¹⁾ Generally Accepted Accounting Principles

⁽²⁾ EBITDA including noncontrolling interests represents income before interest expense, income taxes, noncontrolling interests and depreciation and amortization. EBITDA including noncontrolling interests is not a calculation based upon generally accepted accounting principles. The amounts included in the EBITDA including noncontrolling interests calculation, however, are derived from amounts included in the historical statements of income data. In addition, EBITDA including noncontrolling interests should not be considered as an alternative to net income (loss) attributable to Tenneco Inc. or operating income as an indicator of the company's operating performance, or as an alternative to operating cash flows as a measure of liquidity. Tenneco has presented EBITDA including noncontrolling interests because it regularly reviews EBITDA including noncontrolling interests as a measure of the company's performance. In addition, Tenneco believes its investors utilize and analyze our EBITDA including noncontrolling interests for similar purposes. Tenneco also believes EBITDA including noncontrolling interests assists investors in comparing a company's performance on a consistent basis without regard to depreciation and amortization, which can vary significantly depending upon many factors. However, the EBITDA including noncontrolling interests measure presented may not always be comparable to similarly titled measures reported by other companies due to differences in the components of the calculation.

ATTACHMENT 2
TENNECO INC.
RECONCILIATION OF GAAP⁽¹⁾ TO NON-GAAP EARNINGS MEASURES⁽²⁾
Unaudited



		Q3 2010								Q3 2009
		EBITDA ⁽³⁾		EBIT		Net income attributable to Tenneco Inc.		Per Share		EBITDA ⁽³⁾		EBIT		Net income (loss) attributable to Tenneco Inc.			Per Share
Earnings Measures		$	122	$	67	$	10	$	0.17	$	90	$	35	$	(8	)	$	(0.17	)

Adjustments (reflect non-GAAP measures):
	Restructuring and related expenses		3		6		4		0.06		11		11		7			0.16
	Pension charge⁽⁴⁾		4		4		2		0.04		-		-		-			-
	Costs related to refinancing		-		-		4		0.06		-		-		-			-
	Net tax adjustments		-		-		4		0.06		-		-		4			0.08

Non-GAAP earnings measures		$	129	$	77	$	24	$	0.39	$	101	$	46	$	3		$	0.07


										Q3 2010
										North		Europe,		Asia
										America		SA & India		Pacific			Total
EBIT										$	42	$	15	$	10		$	67
	Restructuring and related expenses										5		-		1			6
	Pension charge										4		-		-			4
Adjusted EBIT										$	51	$	15	$	11		$	77


										Q3 2009
										North		Europe,		Asia
										America		SA & India		Pacific			Total
EBIT										$	17		10	$	8		$	35
	Restructuring and related expenses										11		-		-			11
Adjusted EBIT										$	28	$	10	$	8		$	46

⁽¹⁾ Generally Accepted Accounting Principles

⁽²⁾ Tenneco presents the above reconciliation of GAAP to non-GAAP earnings measures primarily to reflect the results for the third quarters of 2010 and 2009 in a manner that allows a better understanding of the results of operational activities separate from the financial impact of decisions made for the long-term benefit of the company and other items impacting comparability between the periods. Adjustments similar to the ones reflected above have been recorded in earlier periods, and similar types of adjustments can reasonably be expected to be recorded in future periods. Using only the non-GAAP earnings measures to analyze earnings would have material limitations because its calculation is based on the subjective determinations of management regarding the nature and classification of events and circumstances that investors may find material. Management compensates for these limitations by utilizing both GAAP and non-GAAP earnings measures reflected above to understand and analyze the results of the business. The company believes investors find the non-GAAP information helpful in understanding the ongoing performance of operations separate from items that may have a disproportionate positive or negative impact on the company's financial results in any particular period.

⁽³⁾ EBITDA including noncontrolling interests represents income before interest expense, income taxes, noncontrolling interests and depreciation and amortization. EBITDA including noncontrolling interests is not a calculation based upon generally accepted accounting principles. The amounts included in the EBITDA including noncontrolling interests calculation, however, are derived from amounts included in the historical statements of income data. In addition, EBITDA including noncontrolling interests should not be considered as an alternative to net income (loss) attributable to Tenneco Inc. or operating income as an indicator of the company's operating performance, or as an alternative to operating cash flows as a measure of liquidity. Tenneco has presented EBITDA including noncontrolling interests because it regularly reviews EBITDA including noncontrolling interests as a measure of the company's performance. In addition, Tenneco believes its investors utilize and analyze our EBITDA including noncontrolling interests for similar purposes. Tenneco also believes EBITDA including noncontrolling interests assists investors in comparing a company's performance on a consistent basis without regard to depreciation and amortization, which can vary significantly depending upon many factors. However, the EBITDA including noncontrolling interests measure presented may not always be comparable to similarly titled measures reported by other companies due to differences in the components of the calculation.

⁽⁴⁾ Includes a charge related to an actuarial loss for a lump-sum pension payment.

ATTACHMENT 2
TENNECO INC.
RECONCILIATION OF GAAP⁽¹⁾ NET INCOME TO EBITDAINCLUDING NONCONTROLLING INTERESTS ⁽²⁾
Unaudited



	YTD 2010
	North		Europe,			Asia
	America		SA & India			Pacific		Total
Net income attributable to Tenneco Inc.								$	57

Net income attributable to noncontrolling interests									17

Net income									74

Income tax expense									45

Interest expense (net of interest capitalized)									100

EBIT, Income before interest expense, income taxes and noncontrolling ownership interests (GAAP measure)	$	128	$	57		$	34		219

Depreciation and amortization of other intangibles		83		64			16		163

Total EBITDA including noncontrolling interests ⁽²⁾	$	211	$	121		$	50	$	382


	YTD 2009
	North		Europe,			Asia
	America		SA & India			Pacific		Total
Net loss attributable to Tenneco Inc.								$	(90	)

Net income attributable to noncontrolling interests									10

Net loss									(80	)

Income tax expense									18

Interest expense (net of interest capitalized)									101

EBIT, Income before interest expense, income taxes and noncontrolling ownership interests (GAAP measure)	$	27	$	(1	)	$	13		39

Depreciation and amortization of other intangibles		83		66			13		162

Total EBITDA including noncontrolling interests ⁽²⁾	$	110	$	65		$	26	$	201

⁽¹⁾ Generally Accepted Accounting Principles

⁽²⁾ EBITDA including noncontrolling interests represents income before interest expense, income taxes, noncontrolling interests and depreciation and amortization. EBITDA including noncontrolling interests is not a calculation based upon generally accepted accounting principles. The amounts included in the EBITDA including noncontrolling interests calculation, however, are derived from amounts included in the historical statements of income data. In addition, EBITDA including noncontrolling interests should not be considered as an alternative to net income (loss) attributable to Tenneco Inc. or operating income as an indicator of the company's operating performance, or as an alternative to operating cash flows as a measure of liquidity. Tenneco has presented EBITDA including noncontrolling interests because it regularly reviews EBITDA including noncontrolling interests as a measure of the company's performance. In addition, Tenneco believes its investors utilize and analyze our EBITDA including noncontrolling interests for similar purposes. Tenneco also believes EBITDA including noncontrolling interests assists investors in comparing a company's performance on a consistent basis without regard to depreciation and amortization, which can vary significantly depending upon many factors. However, the EBITDA including noncontrolling interests measure presented may not always be comparable to similarly titled measures reported by other companies due to differences in the components of the calculation.

ATTACHMENT 2
TENNECO INC.
RECONCILIATION OF GAAP⁽¹⁾ TO NON-GAAP EARNINGS MEASURES⁽²⁾
Unaudited



		YTD 2010								YTD 2009
		EBITDA ⁽³⁾		EBIT		Net income attributable to Tenneco Inc.		Per Share		EBITDA ⁽³⁾		EBIT			Net loss attributable to Tenneco Inc.			Per Share
Earnings Measures		$	382	$	219	$	57	$	0.94	$	201	$	39		$	(90	)	$	(1.93	)

Adjustments (reflect non-GAAP measures):
	Restructuring and related expenses		10		15		10		0.16		15		17			11			0.24
	Pension charge⁽⁴⁾		4		4		2		0.04		-		-			-			-
	Environmental reserve⁽⁵⁾		-		-		-		-		5		5			3			0.07
	Costs related to refinancing		-		-		5		0.07		-		-			-			-
	Net tax adjustments		-		-		3		0.06		-		-			40			0.86

Non-GAAP earnings measures		$	396	$	238	$	77	$	1.27	$	221	$	61		$	(36	)	$	(0.76	)


										YTD 2010
										North		Europe,			Asia
										America		SA & India			Pacific			Total
EBIT										$	128	$	57		$	34		$	219
	Restructuring and related expenses										12		2			1			15
	Pension charge										4		-			-			4
Adjusted EBIT										$	144	$	59		$	35		$	238


										YTD 2009
										North		Europe,			Asia
										America		SA & India			Pacific			Total
EBIT										$	27		(1	)	$	13		$	39
	Restructuring and related expenses										14		3			-			17
	Environmental reserve⁽⁵⁾										5		-			-			5

Adjusted EBIT										$	46	$	2		$	13		$	61

⁽¹⁾ Generally Accepted Accounting Principles

⁽²⁾ Tenneco presents the above reconciliation of GAAP to non-GAAP earnings measures primarily to reflect the results for the first nine months of 2010 and 2009 in a manner that allows a better understanding of the results of operational activities separate from the financial impact of decisions made for the long-term benefit of the company and other items impacting comparability between the periods. Adjustments similar to the ones reflected above have been recorded in earlier periods, and similar types of adjustments can reasonably be expected to be recorded in future periods. Using only the non-GAAP earnings measures to analyze earnings would have material limitations because its calculation is based on the subjective determinations of management regarding the nature and classification of events and circumstances that investors may find material. Management compensates for these limitations by utilizing both GAAP and non-GAAP earnings measures reflected above to understand and analyze the results of the business. The company believes investors find the non-GAAP information helpful in understanding the ongoing performance of operations separate from items that may have a disproportionate positive or negative impact on the company's financial results in any particular period.

⁽³⁾ EBITDA including noncontrolling interests represents income before interest expense, income taxes, noncontrolling interests and depreciation and amortization. EBITDA including noncontrolling interests is not a calculation based upon generally accepted accounting principles. The amounts included in the EBITDA including noncontrolling interests calculation, however, are derived from amounts included in the historical statements of income data. In addition, EBITDA including noncontrolling interests should not be considered as an alternative to net income (loss) attributable to Tenneco Inc. or operating income as an indicator of the company's operating performance, or as an alternative to operating cash flows as a measure of liquidity. Tenneco has presented EBITDA including noncontrolling interests because it regularly reviews EBITDA including noncontrolling interests as a measure of the company's performance. In addition, Tenneco believes its investors utilize and analyze our EBITDA including noncontrolling interests for similar purposes. Tenneco also believes EBITDA including noncontrolling interests assists investors in comparing a company's performance on a consistent basis without regard to depreciation and amortization, which can vary significantly depending upon many factors. However, the EBITDA including noncontrolling interests measure presented may not always be comparable to similarly titled measures reported by other companies due to differences in the components of the calculation.

⁽⁴⁾ Includes a charge related to an actuarial loss for a lump-sum pension payment.

⁽⁵⁾ Represents costs related to environmental liabilities of a company Tenneco acquired in 1996, at locations never operated by Tenneco, and for which that acquired company had been indemnified by Mark IV Industries, which declared bankruptcy in the second quarter 2009.

ATTACHMENT 2
TENNECO INC.
RECONCILIATION OF GAAP ⁽¹⁾ REVENUE TO NON-GAAP REVENUE MEASURES⁽²⁾
Unaudited


		Q3 2010
									Substrate		Revenues
									Sales		Excluding
							Revenues		Excluding		Currency
				Currency			Excluding		Currency		and Substrate
		Revenues		Impact			Currency		Impact		Sales
North America Original Equipment
	Ride Control	$	133	$	2		$	131	$	-	$	131
	Emission Control		457		1			456		216		240
	Total North America Original Equipment		590		3			587		216		371

North America Aftermarket
	Ride Control		125		-			125		-		125
	Emission Control		47		-			47		-		47
	Total North America Aftermarket		172		-			172		-		172

Total North America			762		3			759		216		543

Europe Original Equipment
	Ride Control		110		(10	)		120		-		120
	Emission Control		270		(18	)		288		95		193
	Total Europe Original Equipment		380		(28	)		408		95		313

Europe Aftermarket
	Ride Control		50		(3	)		53		-		53
	Emission Control		40		(3	)		43		-		43
	Total Europe Aftermarket		90		(6	)		96		-		96

South America & India			143		4			139		23		116

Total Europe, South America & India			613		(30	)		643		118		525

Asia			127		1			126		26		100

Australia			40		4			36		3		33

Total Asia Pacific			167		5			162		29		133

Total Tenneco Inc.		$	1,542	$	(22	)	$	1,564	$	363	$	1,201


		Q3 2009
									Substrate		Revenues
									Sales		Excluding
							Revenues		Excluding		Currency
				Currency			Excluding		Currency		and Substrate
		Revenues		Impact			Currency		Impact		Sales
North America Original Equipment
	Ride Control	$	107	$	-		$	107	$	-	$	107
	Emission Control		321		-			321		147		174
	Total North America Original Equipment		428		-			428		147		281

North America Aftermarket
	Ride Control		110		-			110		-		110
	Emission Control		40		-			40		-		40
	Total North America Aftermarket		150		-			150		-		150

Total North America			578		-			578		147		431

Europe Original Equipment
	Ride Control		107		-			107		-		107
	Emission Control		235		-			235		73		162
	Total Europe Original Equipment		342		-			342		73		269

Europe Aftermarket
	Ride Control		50		-			50		-		50
	Emission Control		46		-			46		-		46
	Total Europe Aftermarket		96		-			96		-		96

South America & India			103		-			103		12		91

Total Europe, South America & India			541		-			541		85		456

Asia			102		-			102		21		81

Australia			33		-			33		2		31

Total Asia Pacific			135		-			135		23		112

Total Tenneco Inc.		$	1,254	$	-		$	1,254	$	255	$	999

⁽¹⁾ Generally Accepted Accounting Principles

⁽²⁾Tenneco presents the above reconciliation of revenues in order to reflect the trend in the company's sales, in various product lines and geographical regions, separately from the effects of doing business in currencies other than the U.S. dollar. Additionally, substrate sales include precious metals pricing, which may be volatile. Substrate sales occur when, at the direction of its OE customers, Tenneco purchases catalytic converters or components thereof from suppliers, uses them in its manufacturing processes and sells them as part of the completed system. While Tenneco original equipment customers assume the risk of this volatility, it impacts reported revenue. Excluding substrate sales removes this impact. Tenneco uses this information to analyze the trend in revenues before these factors. Tenneco believes investors find this information useful in understanding period to period comparisons in the company's revenues.

ATTACHMENT 2
TENNECO INC.
RECONCILIATION OF GAAP ⁽¹⁾ REVENUE TO NON-GAAP REVENUE MEASURES⁽²⁾
Unaudited


		YTD 2010
									Substrate		Revenues
									Sales		Excluding
							Revenues		Excluding		Currency
				Currency			Excluding		Currency		and Substrate
		Revenues		Impact			Currency		Impact		Sales
North America Original Equipment
	Ride Control	$	401	$	10		$	391	$	-	$	391
	Emission Control		1,200		6			1,194		532		662
	Total North America Original Equipment		1,601		16			1,585		532		1,053

North America Aftermarket
	Ride Control		376		3			373		-		373
	Emission Control		128		2			126		-		126
	Total North America Aftermarket		504		5			499		-		499

Total North America			2,105		21			2,084		532		1,552

Europe Original Equipment
	Ride Control		340		(15	)		355		-		355
	Emission Control		805		(22	)		827		262		565
	Total Europe Original Equipment		1,145		(37	)		1,182		262		920

Europe Aftermarket
	Ride Control		145		(5	)		150		-		150
	Emission Control		108		(4	)		112		-		112
	Total Europe Aftermarket		253		(9	)		262		-		262

South America & India			382		28			354		49		305

Total Europe, South America & India			1,780		(18	)		1,798		311		1,487

Asia			359		2			357		78		279

Australia			116		18			98		7		91

Total Asia Pacific			475		20			455		85		370

Total Tenneco Inc.		$	4,360	$	23		$	4,337	$	928	$	3,409


		YTD 2009
									Substrate		Revenues
									Sales		Excluding
							Revenues		Excluding		Currency
				Currency			Excluding		Currency		and Substrate
		Revenues		Impact			Currency		Impact		Sales
North America Original Equipment
	Ride Control	$	269	$	-		$	269	$	-	$	269
	Emission Control		810		-			810		370		440
	Total North America Original Equipment		1,079		-			1,079		370		709

North America Aftermarket
	Ride Control		318		-			318		-		318
	Emission Control		118		-			118		-		118
	Total North America Aftermarket		436		-			436		-		436

Total North America			1,515		-			1,515		370		1,145

Europe Original Equipment
	Ride Control		304		-			304		-		304
	Emission Control		645		-			645		202		443
	Total Europe Original Equipment		949		-			949		202		747

Europe Aftermarket
	Ride Control		137		-			137		-		137
	Emission Control		120		-			120		-		120
	Total Europe Aftermarket		257		-			257		-		257

South America & India			261		-			261		33		228

Total Europe, South America & India			1,467		-			1,467		235		1,232

Asia			257		-			257		59		198

Australia			88		-			88		7		81

Total Asia Pacific			345		-			345		66		279

Total Tenneco Inc.		$	3,327	$	-		$	3,327	$	671	$	2,656

⁽¹⁾ Generally Accepted Accounting Principles

ATTACHMENT 2
TENNECO IC.
RECONCILIATION OF GAAP REVENUE TO NON-GAAP REVENUE MEASURES
Unaudited

	Q3 2010 vs. Q3 2009 $ Change and % Change Increase (Decrease)
	Revenues			% Change		Revenues Excluding Currency and Substrate Sales			% Change
North America Original Equipment
Ride Control	$	26		25	%	$	24		23	%
Emission Control		136		42	%		66		38	%
Total North America Original Equipment		162		38	%		90		32	%

North America Aftermarket
Ride Control		15		13	%		15		13	%
Emission Control		7		20	%		7		19	%
Total North America Aftermarket		22		15	%		22		14	%

Total North America		184		32	%		112		26	%

Europe Original Equipment
Ride Control		3		3	%		13		12	%
Emission Control		35		15	%		31		18	%
Total Europe Original Equipment		38		11	%		44		16	%

Europe Aftermarket
Ride Control		-		1	%		3		7	%
Emission Control		(6	)	(12	%)		(3	)	(4	%)
Total Europe Aftermarket		(6	)	(5	%)		-		2	%

South America & India		40		38	%		25		27	%

Total Europe, South America & India		72		13	%		69		15	%

Asia		25		25	%		19		24	%

Australia		7		16	%		2		2	%

Total Asia Pacific		32		23	%		21		18	%

Total Tenneco Inc.	$	288		23	%	$	202		20	%



	YTD Q3 2010 vs. YTD Q3 2009 $ Change Increase (Decrease)
	Revenues			% Change		Revenues Excluding Currency and Substrate Sales			% Change
North America Original Equipment
Ride Control	$	132		49	%	$	122		46	%
Emission Control		390		48	%		222		51	%
Total North America Original Equipment		522		48	%		344		49	%

North America Aftermarket
Ride Control		58		18	%		55		17	%
Emission Control		10		9	%		8		7	%
Total North America Aftermarket		68		16	%		63		14	%

Total North America		590		39	%		407		36	%

Europe Original Equipment
Ride Control		36		12	%		51		17	%
Emission Control		160		25	%		122		27	%
Total Europe Original Equipment		196		21	%		173		23	%

Europe Aftermarket
Ride Control		8		6	%		13		10	%
Emission Control		(12	)	(10	%)		(8	)	(6	%)
Total Europe Aftermarket		(4	)	(1	%)		5		2	%

South America & India		121		46	%		77		33	%

Total Europe, South America & India		313		21	%		255		21	%

Asia		102		40	%		81		41	%

Australia	$	28		30	%	$	10		12	%

Total Asia Pacific		130		37	%		91		33	%

Total Tenneco Inc.	$	1,033		31	%	$	753		28	%

ATTACHMENT 2
TENNECO INC.
RECONCILIATION OF NON-GAAP MEASURES
Debt net of cash / Adjusted EBITDA including noncontrolling interests
Unaudited

			Quarter Ended September 30,

			2010					2009

Total debt			$	1,297				$	1,468

Cash and cash equivalents				184					137

Debt net of cash balances ⁽¹⁾				1,113					1,331


Adjusted EBITDA including noncontrolling interests ^{(2) (3)}				510					268

Ratio of debt net of cash balances to adjusted EBITDA including noncontrolling interests ⁽⁴⁾			2.2x					5.0x




	Q4 09		Q1 10			Q2 10		Q3 10			Q3 10 LTM

Net income (loss) attributable to Tenneco Inc.	17			7		40			10		74

Net income attributable to noncontrolling interests	9			5		6			6		26

Income tax expense (benefit)	(5	)		15		15			15		40

Interest expense (net of interest capitalized)	32			32		32			36		132

EBIT, Income before interest expense, income taxes and noncontrolling ownership interests (GAAP measure)	53			59		93			67		272

Depreciation and amortization of other intangibles	59			55		53			55		222

Total EBITDA including noncontrolling interests ⁽²⁾	112			114		146			122		494

Restructuring and related expenses	2			4		3			3		12

Pension charge ⁽⁵⁾	-			-		-			4		4

Total Adjusted EBITDA including noncontrolling interest ⁽³⁾	114			118		149			129		510


	Q4 08		Q1 09			Q2 09		Q3 09			Q3 09 LTM

Net loss attributable to Tenneco Inc.	(298	)		(49	)	(33	)		(8	)	(388	)

Net income attributable to noncontrolling interests	2			2		4			4		12

Income tax expense	126			3		11			4		144

Interest expense (net of interest capitalized)	25			31		35			35		126

EBIT, Income before interest expense, income taxes and noncontrolling ownership interests (GAAP measure)	(145	)		(13	)	17			35		(106	)

Depreciation and amortization of other intangibles	54			52		55			55		216

Total EBITDA including noncontrolling interests ⁽²⁾	(91	)		39		72			90		110

Restructuring and related expenses	24			2		2			11		39

Environmental reserve ⁽⁶⁾	-			-		5			-		5

Goodwill impairment charge	114			-		-			-		114

Total Adjusted EBITDA including noncontrolling interest ⁽³⁾	47			41		79			101		268

⁽¹⁾Tenneco presents debt net of cash balances because management believes it is a useful measure of Tenneco's credit position and progress toward reducing leverage. The calculation is limited in that the company may not always be able to use cash to repay debt on a dollar-for- dollar basis.

⁽²⁾ EBITDA including noncontrolling interests represents income before interest expense, income taxes, noncontrolling interests and depreciation and amortization. EBITDA including noncontrolling interests is not a calculation based upon generally accepted accounting principles. The amounts included in the EBITDA including noncontrolling interests calculation, however, are derived from amounts included in the historical statements of income data. In addition, EBITDA including noncontrolling interests should not be considered as an alternative to net income (loss) attributable to Tenneco Inc. or operating income as an indicator of the company's operating performance, or as an alternative to operating cash flows as a measure of liquidity. Tenneco has presented EBITDA including noncontrolling interests because it regularly reviews EBITDA including noncontrolling interests as a measure of the company's performance. In addition, Tenneco believes its investors utilize and analyze our EBITDA including noncontrolling interests for similar purposes. Tenneco also believes EBITDA including noncontrolling interests assists investors in comparing a company's performance on a consistent basis without regard to depreciation and amortization, which can vary significantly depending upon many factors. However, the EBITDA including noncontrolling interests measure presented may not always be comparable to similarly titled measures reported by other companies due to differences in the components of the calculation.

⁽³⁾Adjusted EBITDA including noncontrolling interests is presented in order to reflect the results in a manner that allows a better understanding of operational activities separate from the financial impact of decisions made for the long term benefit of the company and other items impacting comparability between the periods. Similar adjustments to EBITDA including noncontrolling interests have been recorded in earlier periods, and similar types of adjustments can reasonably be expected to be recorded in future periods. The company believes investors find the non-GAAP information helpful in understanding the ongoing performance of operations separate from items that may have a disproportionate positive or negative impact on the company's financial results in any particular period.

⁽⁴⁾Tenneco presents the above reconciliation of the ratio of debt net of cash to annual adjusted EBITDA including noncontrolling interests to show trends that investors may find useful in understanding the company's ability to service its debt. For purposes of this calculation, annual adjusted EBITDA including noncontrolling interests is used as an indicator of the company's performance and debt net of cash is presented as an indicator of our credit position and progress toward reducing our financial leverage. This reconciliation is provided as supplemental information and not intended to replace the company's existing covenant ratios or any other financial measures that investors may find useful in describing the company's financial position. See notes (1), (2) and (3) for a description of the limitations of using debt net of cash, EBITDA including noncontrolling interests and adjusted EBITDA including noncontrolling interests.

⁽⁵⁾ Includes a charge related to an actuarial loss for a lump-sum pension payment.

⁽⁶⁾ Represents a charge related to environmental liabilities of a company Tenneco acquired in 1996, at locations never operated by Tenneco, and for which that acquired company had been indemnified by Mark IV Industries, which declared bankruptcy in the second quarter 2009.

CONTACT:
Tenneco Inc.
Jane Ostrander
Media inquiries
847 482-5607
jostrander@tenneco.com
or
Linae Golla
Investor inquiries
847 482-5162
lgolla@tenneco.com

500 NORTH FIELD DRIVE, LAKE FOREST, ILLINOIS	60045
(Address of Principal Executive Offices)	(Zip Code)

Exhibit No.		Description

99.1		Press release issued October 28, 2010

		TENNECO INC.


Date:	October 28, 2010	By:	/s/ Kenneth R. Trammell
			Kenneth R. Trammell
			Executive Vice President and
			Chief Financial Officer

		Q3 2010								Q3 2009
		EBITDA		EBIT		Net income attributable to Tenneco Inc.		Per Share		EBITDA		EBIT		Net income (loss) attributable to Tenneco Inc.			Per Share
Earnings Measures		$	122	$	67	$	10	$	0.17	$	90	$	35	$	(8	)	$	(0.17	)

Adjustments (reflects non-GAAP measures):
	Restructuring and related expenses		3		6		4		0.06		11		11		7			0.16
	Pension charge		4		4		2		0.04		-		-		-			-
	Costs related to refinancing		-		-		4		0.06		-		-		-			-
	Net tax adjustments		-		-		4		0.06		-		-		4			0.08


Non-GAAP earnings measures		$	129	$	77	$	24	$	0.39	$	101	$	46	$	3		$	0.07

		Q3 10 Revenues	% Change vs. Q3 09		Q3 10 Revenues Excluding Currency & Substrate Sales	% Change vs. Q3 09
North America Original Equipment
	Ride Control	133	25	%	131	23	%
	Emission Control	457	42	%	240	38	%
	Total North America Original Equipment	590	38	%	371	32	%

North America Aftermarket
	Ride Control	125	13	%	125	13	%
	Emission Control	47	20	%	47	19	%
	Total North America Aftermarket	172	15	%	172	14	%

Total North America		762	32	%	543	26	%