Summary of TENNECO INC - Yahoo! Finance

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On and effective as of December 23, 2008, Tenneco, Inc. (the "Company") entered into a Third Amendment (the "Amendment") to the Second Amended and Restated Credit Agreement (as amended, the "Credit Agreement") which amends a financial covenant in the Credit Agreement for the fourth quarter of 2008. The Amendment relaxes the leverage covenant ratio (net debt/EBITDA) by increasing the maximum ratio to 4.25 from a maximum ratio of 4.0. The Company requested the Amendment as a precautionary step to provide cushion if needed to meet the leverage ratio requirement in light of deteriorating automotive industry conditions in the fourth quarter.
The Company has agreed to increase the rate it will pay on its senior credit facility from LIBOR + 150 basis points to LIBOR + 300 basis points if the leverage ratio is 4.0 or below, and LIBOR + 325 basis points if the leverage ratio is above 4.0. The Company has also agreed to pay each consenting lender a fee. That fee plus other amendment costs are expected to total approximately $3 million.
The above summary of the Amendment is not complete and is qualified in its entirety by reference to the terms of the Amendment, a copy of which is filed as Exhibit 10.1 hereto and is incorporated by reference herein.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits

Exhibit No.    Description

10.1           Third Amendment to the Second Amended and Restated Credit Agreement, dated
               as of December 23, 2008 among Tenneco, Inc, the several lenders from time
               to time parties thereto, JPMorgan Chase Bank, N.A., as administrative agent
               for the lenders and the other financial institutions named therein as
               agents for the lenders.