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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1. Name and Address of Reporting Person *   Harrington James D. 2. Date of Event Requiring Statement (Month/Day/Year) 06/01/2009 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) Sr. VP, Gen. Csl 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 310 D   Common Stock 366 (1) D   Common Stock 567 (2) D   Common Stock 1,440 (3) D   Common Stock 9,243 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)	  (4)	01/14/2012	Common Stock	1,000	$ 16	D	Â
Employee Stock Options (Right to Buy)	  (4)	01/16/2013	Common Stock	1,000	$ 21.19	D	Â
Employee Stock Options (Right to Buy)	  (5)	01/16/2014	Common Stock	1,250	$ 26.7	D	Â
Employee Stock Options (Right to Buy)	  (6)	07/18/2014	Common Stock	526	$ 36	D	Â
Employee Stock Options (Right to Buy)	  (7)	01/01/2015	Common Stock	1,700	$ 23.75	D	Â
Employee Stock Options (Right to Buy)	  (8)	01/22/2016	Common Stock	3,120	$ 1.99	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Harrington James D. 500 NORTH FIELD DRIVE LAKE FOREST, IL 60045	Â	Â	  Sr. VP, Gen. Csl and Corp. Sec	Â

Signatures

James D. Harrington		06/02/2009
**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 grant of restricted stock to the Reporting Person pursuant to Rule 16b-3, one third of which vest on each of the first three anniversaries of the grant date. The first installment vested on July 18, 2008, the second installment becomes vested on July 18, 2009 and the third installment becomes vested on July 18, 2010.
(2)	Reflects grant of restricted stock to the Reporting Person pursuant to Rule 16b-3, one third of which vest on each of the first three anniversaries of the grant date. The first installment vested on January 15, 2009, the second installment becomes vested on January 15, 2010 and the third installment becomes vested on January 15, 2011.
(3)	Reflects grant of restricted stock to the Reporting Person pursuant to Rule 16b-3, one third of which vest on each of the first three anniversaries of the grant date. The first installment becomes vested on January 22, 2010, the second installment becomes vested on January 22, 2011 and the third installment becomes vested on January 22, 2012.
(4)	Reflects stock options granted to the Reporting Person pursuant to Rule 16b-3, one third of which vest on each of the first three anniversaries of the grant date. All of the stock options have become vested.
(5)	Reflects stock options granted to the Reporting Person pursuant to Rule 16b-3, one third of which vest on each of the first three anniversaries of the grant date. The first installment vested on January 16, 2008, the second installment vested on January 16, 2009 and the third installment becomes vested on January 16, 2010.
(6)	Reflects stock options granted to the Reporting Person pursuant to Rule 16b-3, one third of which vest on each of the first three anniversaries of the grant date. The first installment vested on July 18, 2008, the second installment becomes vested on July 18, 2009 and the third installment becomes vested on July 18, 2010.
(7)	Reflects stock options granted to the Reporting Person pursuant to Rule 16b-3, one third of which vest on each of the first three anniversaries of the grant date. The first installment vested on January 15, 2009, the second installment becomes vested on January 15, 2010 and the third installment becomes vested on January 15, 2011.
(8)	Reflects stock options granted to the Reporting Person pursuant to Rule 16b-3, one third of which vest on each of the first three anniversaries of the grant date. The first installment becomes vested on January 22, 2010, the second installment becomes vested on January 22, 2011 and the third installment becomes vested on January 22, 2012.

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