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October 26, 2022
Deborah O'Connor
Chief Financial Officer
ACCO Brands Corporation
Four Corporate Drive
Lake Zurich, Illinois 60047
Re:ACCO Brands Corporation
Form 10-K for the Year Ended December 31, 2021
Form 8-K furnished August 8, 2022
File No. 001-08454
Dear Deborah O'Connor:
            We have limited our review of your filing to the financial statements and related
disclosures and have the following comments.  In some of our comments, we may ask you to
provide us with information so we may better understand your disclosure.
            Please respond to these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond.  If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
            After reviewing your response to these comments, we may have additional comments.
Form 10-K for the Year Ended December 31, 2021
Financial Statements
Notes to Consolidated Financial Statements
7. Stock-Based Compensation
Stock Options, page 52
1.Please tell us in sufficient detail how you determined it was appropriate to use
the simplified method in determining the expected term of your stock option grants. See
SAB Topic 14D.
12. Income Taxes, page 59
2.We note your disclosure on page 60 that the decreased effective tax rate for 2020 is due to
changes in deferred taxes resulting from statutory rate changes and a release of an income
tax valuation allowance. However, we note no significant change in your valuation

 FirstName LastNameDeborah O'Connor
 Comapany NameACCO Brands Corporation
 October 26, 2022 Page 2
 FirstName LastName
Deborah O'Connor
ACCO Brands Corporation
October 26, 2022
Page 2
allowance per pages 61 and 84, yet the more significant change in your taxes for 2021 per
the reconciliation of the statutory rate to the effective rate on page 59 is from the change
in valuation allowance versus the change in statutory rates.  Please provide further details
on the nature of the change in the valuation allowance including how a $2.2 million
change per page 84 resulted in a significant reduction in your tax expense for 2021.
19. Commitments and Contingencies, page 72
3.Your disclosure indicates that your Tilibra subsidiary received a favorable decision in the
Brazilian courts resulting in $10.7 million by way of future tax credits.  Please tell us
whether you recorded this decision in your financial statements.  If so, please provide
detail on how you recorded the decision.
Form 8-K furnished August 8, 2022
Exhibit 99.1 , page 14
4.We note that your reconciliation of free cash flow includes adjustments for the payment of
contingent consideration.  Since free cash flow is typically calculated as cash flow from
operations adjusted by capital expenditures and your definition of free cash flow differs
from the typical definition per Question 102.07 of the May 2016 C&DI on non-GAAP
measures, please revise to retitle this measure.
            In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
            You may contact Heather Clark at 202-551-3624 or Kevin Woody at 202-551-3629 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing