SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

TEMBREULL MICHAEL A

(Last)

(First)

(Middle)

777 106TH AVENUE NE

(Street)

BELLEVUE

98004

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
PACCAR INC [ PCAR ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VICE CHAIRMAN

3. Date of Earliest Transaction (Month/Day/Year)
05/04/2006

4. If Amendment, Date of Original Filed (Month/Day/Year)

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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
COMMON STOCK	05/04/2006		M		13,937	A	$22.94	41,602	D
COMMON STOCK	05/04/2006		S		10,000	D	$75.81	31,602	D
COMMON STOCK	05/04/2006		S		3,937	D	$76	27,665	D
COMMON STOCK	05/05/2006		M		6,063	A	$22.94	33,728	D
COMMON STOCK	05/05/2006		S		6,063	D	$76	27,665	D
COMMON STOCK (SIP)⁽¹⁾								35,940.3	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
STOCK OPTION⁽²⁾	$22.94	05/04/2006		M			13,937	01/01/2004	01/24/2011	COMMON STOCK	13,937	⁽²⁾	32,512	D
STOCK OPTION⁽²⁾	$22.94	05/05/2006		M			6,063	01/01/2004	01/24/2011	COMMON STOCK	6,063	⁽²⁾	26,449	D
STOCK OPTION⁽²⁾	$28.2							01/01/2005	01/23/2012	COMMON STOCK	71,901		71,901	D
STOCK OPTION⁽²⁾	$31.4							01/01/2006	01/15/2013	COMMON STOCK	66,498		66,498	D
STOCK OPTION⁽²⁾	$56.95							01/01/2007	01/15/2014	COMMON STOCK	36,156		36,156	D
STOCK OPTION⁽²⁾	$72.25							01/01/2008	01/20/2015	COMMON STOCK	37,326		37,326	D
STOCK OPTION⁽²⁾	$72.51							01/01/2009	01/26/2016	COMMON STOCK	35,206		35,206	D
COMMON STOCK (LTIP)⁽³⁾	⁽³⁾							⁽³⁾	⁽³⁾	COMMON STOCK	32,660.6		32,660.6	D
COMMON STOCK (DICP)⁽⁴⁾	⁽⁴⁾							⁽⁴⁾	⁽⁴⁾	COMMON STOCK	21,821.8		21,821.8	D

Explanation of Responses:

1. Shares held in PACCAR Savings Investment Plan (SIP).

2. Option to buy awarded under PACCAR Long Term Incentive Plan (LTIP).

3. Share units held in deferred phantom stock account under LTIP convertible to common stock on a one-for-one basis upon satisfaction of all applicable vesting conditions.

4. Share units held in deferred phantom stock account under PACCAR Deferred Incentive Compensation Plan (DICP) convertible to common stock on a one-for-one basis upon satisfaction of all applicable vesting conditions.

Remarks:

Fractional shares rounded to nearest 1/10.

	M. A. Tembreull	05/05/2006
	** 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 4 (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 Number.