-----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, Mw0cT+4IfUF23mT9aLJAE81oS9nQzRzsjuFTVkyzl0e45wz572Ryjk9iMfdMJzET SFmIRbwNnjeAkTYsntuVQQ== 0001209191-06-031296.txt : 20060519 0001209191-06-031296.hdr.sgml : 20060519 20060519092813 ACCESSION NUMBER: 0001209191-06-031296 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060509 FILED AS OF DATE: 20060519 DATE AS OF CHANGE: 20060519 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Zimmerman J Jeffrey CENTRAL INDEX KEY: 0001362875 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12387 FILM NUMBER: 06853715 BUSINESS ADDRESS: BUSINESS PHONE: 847-482-5000 MAIL ADDRESS: STREET 1: 500 NORTH FIELD DRIVE CITY: LAKE FOREST STATE: IL ZIP: 60045 3 1 boc05520_boc1jjz.xml MAIN DOCUMENT DESCRIPTION X0202 3 2006-05-09 0 0001024725 TENNECO INC TEN 0001362875 Zimmerman J Jeffrey 500 NORTH FIELD DRIVE LAKE FOREST IL 60045 0 1 0 0 VP - Law and Corp. Sec. Common Stock 2208 D Common Stock 5416 D Common Stock 3405 I By 401(K) Employee Stock Options (Right to Buy) 8.68 2014-01-20 Common Stock 800 D Employee Stock Options (Right to Buy) 13.05 2011-07-01 Common Stock 400 D Employee Stock Options (Right to Buy) 16.00 2012-01-16 Common Stock 2000 D Employee Stock Options (Right to Buy) 21.19 2013-01-16 Common Stock 1750 D Employee Stock Options (Right to Buy) 21.60 2013-03-17 Common Stock 250 D Reflects restricted stock granted to the Reporting Person. Reflects shares allocated to, and indirectly held by, Reporting Person under the Issuer's 401(K) Plan (the "Plan Shares"). 400 options are currently exercisable and the remaining 400 options will become exercisable on January 20, 2007 134 options are currently exercisable, 133 options will become exercisable on July 1, 2006 and 133 options will become exercisable on July 1, 2007. 667 options are currently exercisable, 666 options will become exercisable on January 16, 2007 and 667 options will become exercisable on January 16, 2008. 584 options will become exercisable on January 16, 2007, 583 options will become exercisable on January 16, 2008 and 583 options will become exercisable on January 16, 2009. 84 options will become exercisable on March 17, 2007, 83 options will become exercisable on March 17, 2008 and 83 options will become exercisable on March 17, 2009. See Power of Attorney for Mr. Zimmerman (Exhibit 99.1). /s/ Timothy R. Donovan, Attorney-in-fact for J. Jeffrey Zimmerman 2006-05-18 EX-24 2 c05520poa.txt POWER OF ATTORNEY 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 Timothy R. Donovan, Anne E. Frueh, Horace V. Draa and James D. Harrington 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-in-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 Timothy R. Donovan, Anne E. Frueh, Horace V. Draa and James D. Harrington 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 Timothy R. Donovan, Anne E. Frueh, Horace V. Draa and James D. Harrington are not assuming any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934, as amended. Date: May 18, 2006 ------------------------------------- /s/ J. Jeffrey Zimmerman Signed: ---------------------------------- -----END PRIVACY-ENHANCED MESSAGE-----