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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Smith Brandon B.

2. Date of Event Requiring Statement (MM/DD/YYYY)
10/11/2017 

3. Issuer Name and Ticker or Trading Symbol

TENNECO INC [TEN]

(Last)        (First)        (Middle)

500 N. FIELD DRIVE

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
Interim General Counsel* /

(Street)

LAKE FOREST, IL 60045       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


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   2661   D    
Common Stock   571   (1) D    
Common Stock   1502   (2) D    
Common Stock   1518   (3) D    
Common Stock   992   I   By 401(k)   (4)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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 Acquire)     (5) 3/31/2020   Common Stock   388   $38.90   D    
Employee Stock Options (Right to Acquire)     (5) 1/14/2021   Common Stock   876   $56.23   D    

Explanation of Responses:
(1)  Reflects restricted stock granted to the Reporting Person pursuant to Rule 16b-3. The restricted stock reflected above becomes vested on February 4, 2018.
(2)  Reflects restricted stock granted to the Reporting Person pursuant to Rule 16b-3. The restricted stock reflected above will vest 751 shares on February 3, 2018 and 751 shares on February 3, 2019.
(3)  Reflects restricted stock granted to the Reporting Person pursuant to Rule 16b-3. The restricted stock reflected above will vest 506 shares on February 1, 2018, 506 shares on February 1, 2019 and 506 shares on February 1, 2020.
(4)  Reflects stock allocated to, and indirectly held by, the Reporting Person under the Issuer's 401(k) Plan.
(5)  Reflects stock options granted to the Reporting Person pursuant to Rule 16b-3, one-third of which vested on each of the first three anniversaries of the grant date. All of the stock options reflected above have become vested.

Remarks:
* and Corporate Secretary

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Smith Brandon B.
500 N. FIELD DRIVE
LAKE FOREST, IL 60045


Interim General Counsel*

Signatures
/s/ Brandon B. Smith 10/20/2017
** Signature of Reporting Person Date


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 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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