Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Zimmerman J Jeffrey
 2. Date of Event Requiring Statement (Month/Day/Year)
05/09/2006		 3. Issuer Name and Ticker or Trading Symbol
TENNECO INC [TEN]
(Last)
(First)
(Middle)
500 NORTH FIELD DRIVE		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP - Law and Corp. Sec.
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

LAKE FOREST, IL 60045		 6. 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 Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 2,208
D
 
Common Stock 5,416 (1)
D
 
Common Stock 3,405 (2)
I
By 401(K)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Options (Right to Buy)   (3) 01/20/2014 Common Stock 800 $ 8.68 D  
Employee Stock Options (Right to Buy)   (4) 07/01/2011 Common Stock 400 $ 13.05 D  
Employee Stock Options (Right to Buy)   (5) 01/16/2012 Common Stock 2,000 $ 16 D  
Employee Stock Options (Right to Buy)   (6) 01/16/2013 Common Stock 1,750 $ 21.19 D  
Employee Stock Options (Right to Buy)   (7) 03/17/2013 Common Stock 250 $ 21.6 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Zimmerman J Jeffrey
500 NORTH FIELD DRIVE
LAKE FOREST, IL 60045		       VP - Law and Corp. Sec.  

Signatures

/s/ Timothy R. Donovan, Attorney-in-fact for J. Jeffrey Zimmerman 05/18/2006
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Reflects restricted stock granted to the Reporting Person.
(2) Reflects shares allocated to, and indirectly held by, Reporting Person under the Issuer's 401(K) Plan (the "Plan Shares").
(3) 400 options are currently exercisable and the remaining 400 options will become exercisable on January 20, 2007
(4) 134 options are currently exercisable, 133 options will become exercisable on July 1, 2006 and 133 options will become exercisable on July 1, 2007.
(5) 667 options are currently exercisable, 666 options will become exercisable on January 16, 2007 and 667 options will become exercisable on January 16, 2008.
(6) 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.
(7) 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.
 
Remarks:
See Power of Attorney for Mr. Zimmerman (Exhibit 99.1).

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