SEC Comment Letter for CROWN HOLDINGS, INC. (CCK) (CIK 0001219601) (CCK) — Jun 1, 2017

CROWN HOLDINGS, INC. (CCK) (CIK 0001219601)
Date: June 1, 2017 · CIK: 0001219601 · Accession: 0000000000-17-019203

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Confidence

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Company Posture

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Reasoning

Date

June 1, 2017

Author

Assistant Director

Form

UPLOAD

Company

CROWN HOLDINGS, INC. (CCK) (CIK 0001219601)

Letter

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 -4631 DIVISION OF CORPORATION FINANCE Mail Stop 4631 June 1 , 2017 Via E-Mail Mr. Djalma Novaes, Jr. Presi dent Crown Holdings, Inc. 1 Crown Way Philadelphia, PA 19154

Re: Crown Holdings , Inc. Registration Statement on Form S -4 Filed May 31 , 2017 File No. 333 -218361

Dear Mr. Novaes :

This is to advise you that we have not reviewed and will not review your registration statement .

Please refer to Rules 460 and 461 regarding requests for acceleration. 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 absen ce of action by the staff.

You may contact Edward M. Kelly, Senior Counsel, at (202) 551 -3728 with any questions .

Very truly yours,
/s/ Pamela A. Long

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549 -4631
       DIVISION OF
CORPORATION FINANCE

 Mail Stop 4631

       June 1 , 2017

Via E-Mail
Mr. Djalma Novaes, Jr.
Presi dent
Crown Holdings, Inc.
1 Crown Way
Philadelphia, PA 19154

 Re: Crown Holdings , Inc.
  Registration  Statement on Form S -4
  Filed May 31 , 2017
  File No. 333 -218361

Dear Mr. Novaes :

This is to advise you that we have not reviewed and will not review your registration
statement .

Please refer to Rules 460 and 461 regarding requests for acceleration.  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 absen ce of action by the staff.

 You may contact  Edward M. Kelly, Senior  Counsel,  at (202) 551 -3728  with any
questions .

       Very truly yours,

       /s/ Pamela A. Long

       Pamela A. Long
       Assistant Director
       Office of Manufacturing and Construction

cc: Via E-Mail
 William G. Lawlor, Esq.
 Ian A. Hartman, Esq.

Mr. Djalma Novaes, Jr.
Crown Holdings, Inc.
June 1 , 2017
Page 2

  Dechert LLP
 Cira Center
 2929 Arch Street
 Philadelphia, PA 19104

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