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 26, 2018


TENNECO INC.
(Exact Name of Registrant as Specified in Charter)

Delaware

1-12387

76-0515284

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

⃞

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ⃞

Item 2.02 Results of Operations and Financial Condition

On October 26, 2018, Tenneco Inc. announced its third quarter 2018 results of operations. Exhibit 99.1 to this Current Report on Form 8-K presents the company’s press release, including the company’s consolidated statements of income, balance sheets and statements of cash flows for the periods ended September 30, 2017 and 2018, as released by the company on October 26, 2018, and such Exhibit is incorporated herein by reference. Exhibit 99.1 also includes information regarding the company’s scheduled conference call to discuss the company’s results of operations for the third quarter of 2018, as well as other matters that may impact the company’s outlook.

The information furnished under Item 2.02, including Exhibit 99.1, shall not be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information in this Form 8-K shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, except as shall otherwise be expressly set forth by specific reference in such filing.


Item 9.01 Financial Statements and Exhibits
(d)

Exhibits

 
Exhibit
No.

Description

 

99.1

Press release issued October 26, 2018

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 26, 2018

By:

 

/s/ Brandon B. Smith

Brandon B. Smith

Senior Vice President, General Counsel

and Corporate Secretary