Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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    Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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Filed By Romeo & Dye's Instant Form 4 Filer
www.section16.net

1. Name and Address of Reporting Person*

TEMBREULL MICHAEL A

2. Issuer Name and Ticker or Trading Symbol
PACCAR Inc (PCAR)

6. Relationship of Reporting Person(s)
to Issuer (Check all applicable)
X Director                                       10% Owner
X Officer (give title below)          Other (specify below)

VICE CHAIRMAN                                     

(Last)      (First)     (Middle)

777 106TH AVENUE NE
 

3. I.R.S. Identification Number
of Reporting Person,
if an entity (voluntary)

 

4. Statement for
Month/Day/Year
1/6/2003

(Street)

BELLEVUE, WA 98004

5. If Amendment,
Date of Original
(Month/Day/Year)
 		 7. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
    Form filed by More than One Reporting Person

(City)     (State)     (Zip)

Table I — Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security
(Instr. 3)

2. Trans-
action
Date
(Month/ Day/
Year)

2A. Deemed
Execution
Date,
if any
(Month/Day/
Year)

3. Trans-
action Code
(Instr. 8)

4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 & 5)

5. Amount of
Securities
Beneficially
Owned Follow-
ing Reported Transactions(s)
(Instr. 3 & 4)

6. Owner-
ship Form:
Direct (D)
or Indirect (I)
(Instr. 4)

7. Nature of Indirect
Beneficial Ownership
(Instr. 4)

Code

V

Amount

(A)
or
(D)

Price

COMMON STOCK

 

 

 

 

 

 

 

14,016

D

 

COMMON STOCK (SIP)(1)

 

 

 

 

 

20,524.2(2)

D

 
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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FORM 4 (continued)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security

(Instr. 3)

2. Conver-
sion or
Exercise
Price of Derivative Security

3. Trans-
action Date

(Month/
Day/
Year)

3A. Deemed
Execution
Date,
if any
(Month/
Day/
Year)

4. Trans-
action
Code

(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)

(Instr. 3, 4 & 5)

6. Date Exercisable
and Expiration
Date
(Month/Day/
Year)

7. Title and Amount of Underlying Securities
(Instr. 3 & 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of
Derivative
Securities
Beneficially
Owned
Following
Reported Transaction(s)
(Instr. 4)

10. Owner-
ship Form
of Deriv-
ative
Security:
Direct (D)
or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

V

(A)

(D)

Date Exer-cisable

Expira-
tion
Date

Title

Amount or Number of
Shares

STOCK OPTION

$35.67

 

 

 

 

 

 

01/01/01

04/28/08

COMMON STOCK

37,876

 

37,876

D

 

STOCK OPTION

$35.85

 

 

 

 

 

 

01/01/02

04/27/09

COMMON STOCK

52,519

 

52,519

D

 

STOCK OPTION

$27.83

 

 

 

 

 

 

01/01/03

01/25/10

COMMON STOCK

63,915

 

63,915

D

 

STOCK OPTION

$34.42

 

 

 

 

 

 

01/01/04

01/24/11

COMMON STOCK

57,633

 

57,633

D

 

STOCK OPTION

$42.31

 

 

 

 

 

 

01/01/05

01/23/12

COMMON STOCK

47,934

 

47,934

D

 

COMMON STOCK (LTIP)

N/A

01/06/03

 

J(3)

 

252.8(2)

 

N/A

N/A

COMMON STOCK

252.8(2)

$48.07

17,614.3(2)

D

 

COMMON STOCK (DICP)

N/A

01/06/03

 

J(4)

 

156.7(2)

 

N/A

N/A

COMMON STOCK

156.7(2)

$48.07

10,918.6(2)

D

 

Explanation of Responses:

(1) Shares held in PACCAR Savings Investment Plan (SIP)).
(2) All fractional shares rounded to nearest 1/10.
(3) Dividend on share units held in deferred phantom stock account under PACCAR Long Term Incentive Plan (LTIP) reinvested pursuant to LTIP.
(4) Dividend on share units held in deferred phantom stock account under PACCAR Deferred Incentive Compensation Plan (DICP) reinvested pursuant to DICP.
  By: /s/ M. A. Tembreull by G. Glen Morie (per power of attorney)
              
**Signature of Reporting Person		 1-08-03
Date

**Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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POWER OF ATTORNEY







 I, Michael A. Tembreull, hereby appoint and constitute G. Glen Morie and Janice M. D'Amato, acting individually, my true and lawful attorney-in-fact with full power to sign for me and in my name a Statement of Changes of Beneficial Ownership of Securities issued by PACCAR Inc on Form 4 and Form 5 to be filed with the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended, together with any and all amendments thereto.  This power of attorney shall remain in effect until December 31, 2005, unless earlier terminated by the undersigned in writing.



 IN WITNESS WHEREOF, the undersigned has executed this power of attorney this 5th day of September, 2002.





/s/ Michael A. Tembreull

Michael A. Tembreull