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<PAGE>
As filed with the Securities and Exchange Commission on January 25, 1996
Registration No. 33-18788
_________________________________________________________________________
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
________________
POST-EFFECTIVE AMENDMENT NO. 1
to
FORM S-3
REGISTRATION STATEMENT
of
TENNECO INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
________________________________________________________________________<PAGE>
<PAGE>
<PAGE>
DEREGISTRATION
The Registrant, Tenneco Inc., hereby removes from registration all securities
registered hereunder which remain unsold as of the date hereof. <PAGE>
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-3 and has duly caused this Registration
Statement or Amendment to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Houston, State of Texas, on the 25th day of
January, 1996.
TENNECO INC.
By DANA G. MEAD
Dana G. Mead, Chairman and
Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement or Amendment has been signed below by the following persons in the
capacities and on the dates indicated.
<TABLE>
<CAPTION>
Signature Title DATE
<S> <C> <C>
DANA G. MEAD Principal Executive January 25, 1996
Dana G. Mead Officer and Director
ROBERT T. BLAKELY Principal Financial January 25, 1996
Robert T. Blakely and Accounting
Officer
Mark Andrews, W. Michael Directors
Blumenthal, M. Kathryn
Eickhoff, Peter T. Flawn,
Henry U. Harris, Jr.,
Belton K. Johnson, John B.
McCoy, Joseph J. Sisco,
William L. Weiss, Clifton
R. Wharton, Jr.
By M. W. MEYER January 25, 1996<PAGE>
Attorney-in-fact
</TABLE> <PAGE>
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