SecProbe.io

June 18, 2014

Via E -mail
Thomas A. Kelly
Chief Financial Officer
Crown Holdings, Inc.
One Crown Way
Philadelphia, Pennsylvania  19154

 RE: Crown Holdings, Inc.
  Form 10 -K for Fiscal Year Ended December 31, 201 3
  Filed March 3, 2014
File No. 0-50189

Dear Mr. Kelly :

We have reviewed your filing an d 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 this letter within ten business days by providing the requested
information or by advising us when you will provide the requested response.   If you do not
believe our comments apply to your facts and circumstances, pleas e tell us why in your response.

After reviewing the information you provide in response to these  comments, we may
have  additional comments.

General

1. You stated in your letter to us dated August 22, 2011 that you sold products to Sudan and
Syria.   In addition, you disclose on page 1 that you operate in the Caribbean, a region that
includes Cuba.   Cuba, Sudan, and Syria are designated as state sponsors of terrorism by the
State Department, and are subject to U.S. economic sanctions and expor t controls.   Your
Form 10 -K does not include disclosure about contacts with Cuba, Sudan, or Syria.   Please
provide us with information regarding any contacts with Cuba, Sudan, and Syria since the
referenced letter.   Your response should describe any goods or services you have provided
into Cuba, Sudan and Syria, directly or indirectly, and any agreements, arrangements, or
other contacts you have had with the governments of Cuba, Sudan and Syria, or entities they
control.

Item 15.  Exhibits and Financial S tatement Schedules, page 114

2. We note that you have  not filed a signed credit agreement and you have not filed the
schedules and exhibits to your credit agreement filed as exhibit 4.r.  As indicated in our prior

Mr. Kelly
Crown Holdings, Inc.
June 18, 2014
Page 2

 comments 18 and 19 in our letter dated May 2 4, 2011 and comment 1 in our letter dated July
6, 2011, please file a complete copy of your credit agreement including all of the schedules
and exhibits to exhibit 4.r with your next Exchange Act report.

We urge all persons who are responsible for the acc uracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require.   Since the company and its management are
in possession of all fact s relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

 In responding to our comments, please provide  a written statement from the company
acknowledging that:

 the company is responsib le for the adequacy and accuracy of the disclosure in the filing;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

 the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federal securities laws of the United States.

You may contact Tracey Smith , Staff Accountant, at (202) 551 -3736, or in her absence,
Jeanne Baker, Assistant C hief Accountant , at (202) 551 -3691 , or me at (202) 551 -3355,  if you
have questions regarding comments on the financial statements and related matters.  Please
contact Sherry Haywood, Staff Attorney, at (202) 551 -3345 , or in her absence, Pamela A. Long,
Assistant Director, at (202) 551 -3765 , with any other questions.

Sincerely,

 /s/ Terence O ’Brien

Terence O’Brien
Accounting Branch Chief