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-----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, KfVU8awCLO4+u7kYE+RPltdS384XK+PxHiBEhX+dZbiQR9Gmb4Sj2FgDGYl7CqLh 666j+Af/6k4GPUL7ZT9JvQ== 0001181431-10-037939.txt : 20100720 0001181431-10-037939.hdr.sgml : 20100720 20100720105714 ACCESSION NUMBER: 0001181431-10-037939 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100718 FILED AS OF DATE: 20100720 DATE AS OF CHANGE: 20100720 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Harrington James D. CENTRAL INDEX KEY: 0001463530 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12387 FILM NUMBER: 10959754 MAIL ADDRESS: STREET 1: 500 NORTH FIELD DRIVE CITY: LAKE FOREST STATE: IL ZIP: 60045 ISSUER: 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 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 4 1 rrd281485.xml X0303 4 2010-07-18 0 0001024725 TENNECO INC TEN 0001463530 Harrington James D. 500 NORTH FIELD DRIVE LAKE FOREST IL 60045 0 1 0 0 Sr. VP, Gen. Csl and Corp. Sec Common Stock 2010-07-18 4 J 0 183 0 A 2985 D Common Stock 2010-07-18 4 F 0 55 22.22 D 2930 D Common Stock 2010-07-18 4 J 0 183 0 D 12528 D Common Stock 11045 I By 401(k) Reflects vesting of restricted stock, which is now being reported as non-restricted stock. Reflects disposition of shares to the Issuer in the form of share withholding to satisfy tax obligations in connection with the vesting of restricted stock. Reflects resticted stock granted to the Reporting Person pursuant to Rule 16b-3. Reflects shares allocated to, and indirectly held by, the Reporting Person under the Issuer's 401(k) Plan. James D. Harrington 2010-07-20 EX-99.1 2 rrd252242_284722.htm POWER OF ATTORNEY rrd252242_284722.html

Exhibit 99.1

POWER OF ATTORNEY
AND
CONFIRMING STATEMENT

      KNOW ALL PERSONS BY THESE PRESENTS, that I hereby designate, appoint, and constitute, and hereby confirm the designation, appointment and constitution of, each of Anne E. Frueh, Bindoo K. Rizzo and Brandon B. Smith as my true and lawful attorney-in-fact and agent, with full power of substitution, for me and in my name, place and stead, in any and all capacities, to execute and file on my behalf all Forms 3, 4 and 5 (including any amendments thereto) that I may be required to file with the U.S. Securities and Exchange Commission and any stock exchange as a result of my direct or indirect ownership of, or transactions in, securities of Tenneco Inc. or its subsidiary companies.  I hereby further grant unto each said attorney-in-fact and agent all full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that each said attorney-i
n-fact and agent or my substitute or substitutes may lawfully do or cause to be done by virtue of the power and authority granted hereunder to each attorney-in-fact.  The authority of Anne E. Frueh, Bindoo K. Rizzo and Brandon B. Smith under this Power of Attorney and Confirming Statement shall continue until I am no longer required to file Forms 3, 4 and 5 with regard to my direct or indirect ownership of or transactions in securities of Tenneco Inc. or its subsidiary companies.

	I hereby acknowledge that Anne E. Frueh, Bindoo K. Rizzo and Brandon B. Smith are not assuming any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934, as amended.


Date:               June 22, 2010

Signed: /s/James D. Harrington
	     James D. Harrington






CHDB03 9252078.1 30-Mar-10 15:00

CHDB03 9252078.1 30-Mar-10 15:00



CHDB03 9252078.1 30-Mar-10 15:00

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