8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 22, 2010

CROWN HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Pennsylvania	0-50189	75-3099507
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)
One Crown Way, Philadelphia, PA		19154-4599
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code     215-698-5100

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition

           On October 22, 2010, the Texas Supreme Court, in a 6-2 decision, reversed a lower court decision, Barbara Robinson v. Crown Cork & Seal Company, Inc., No. 14-04-00658-CV, Fourteenth Court of Appeals, Texas, which had upheld the dismissal of an asbestos-related case against Crown Cork & Seal Company, Inc (“Crown Cork”), a wholly-owned subsidiary of Crown Holdings, Inc. (the “Company”).  The lower court decision was based on a change to Texas corporate successor liability law enacted in June 2003 by the Texas legislature.

The Texas Supreme Court held that the Texas legislation was unconstitutional under the Texas Constitution when applied to asbestos-related claims pending against Crown Cork when the Texas legislation was enacted in June of 2003.

Crown believes that the decision of the Texas Supreme Court is limited to retroactive application of the Texas legislation to asbestos-related cases that were pending against Crown Cork in Texas on June 11, 2003.  Effective during the third quarter of 2010 the Company recorded a pre-tax charge of $15 million to increase its accrual for asbestos related costs for claims pending on June 11, 2003.  Attached as Exhibit 99.1 is updated financial information for the third quarter of 2010.

The information in this Report shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) or otherwise subject to the liability of that section, and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01.  Financial Statements and Exhibits

The following is furnished as an exhibit to this report.

 (d)  Exhibits:

       Exhibit 99.1    Updated Financial Information.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CROWN HOLDINGS, INC.

By:	/s/ Kevin C. Clothier
	Kevin C. Clothier
	Vice President and Corporate Controller

Dated:  October 25, 2010

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EXHIBIT INDEX

(d)  Exhibits:
Exhibit99.1	Updated Financial Information

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EX-99

Exhibit 99.1

Consolidated Statements of Operations (Unaudited)

(in millions, except share and per share data)

		Three Months Ended						Nine Months Ended
		September 30						September 30
			2010			2009			2010			2009
Net sales		$	2,205		$	2,282		$	5,992		$	6,021
Cost of products sold			1,788			1,868			4,902			4,936
Depreciation and amortization			40			49			128			142
Gross profit  (1)			377			365			962			943
Selling and administrative expense			82			95			256			274
Provision for asbestos			15						15
Provision for restructuring			17			40			41			42
Asset sales and impairments			(11)			(1)			(18)			(2)
Loss from early extinguishments of debt			16			27			16			27
Interest expense			55			66			147			189
Interest income			(3)			(1)			(6)			(4)
Translation and foreign exchange adjustments			(2)			(5)			(4)			(1)
Income before income taxes			208			144			515			418
Provision for income taxes			47			3			143			71
Equity loss in affiliates												(4)
Net income			161			141			372			343
Net income attributable to noncontrolling interests			(35)			(33)			(93)			(90)
Net income attributable to Crown Holdings		$	126		$	108		$	279		$	253
Earnings per share attributable to Crown Holdings common shareholders:
Basic		$	0.79		$	0.68		$	1.74		$	1.59
Diluted		$	0.78		$	0.67		$	1.71		$	1.56
Weighted average common shares outstanding:
Basic	159,181,133			159,208,879			160,280,362			158,876,444
Diluted	161,674,329			162,120,722			162,683,432			161,714,586
Actual common shares outstanding	159,087,919			160,605,953			159,087,919			160,605,953

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Consolidated Balance Sheets (Condensed & Unaudited)
(in millions)
September 30,		2010		2009
Assets
Current assets
Cash and cash equivalents	$	415	$	438
Receivables, net (1)		1,274		1,054
Inventories		1,068		1,077
Prepaid expenses and other current assets		122		104
Total current assets		2,879		2,673
Goodwill		1,998		2,060
Property, plant and equipment, net		1,524		1,496
Other non-current assets		745		949
Total	$	7,146	$	7,178
Liabilities and equity
Current liabilities
Short-term debt (1)	$	299	$	52
Current maturities of long-term debt		156		25
Accounts payable and accrued liabilities		1,974		1,929
Total current liabilities		2,429		2,006
Long-term debt, excluding current maturities		2,774		3,148
Other non-current liabilities		1,476		1,497
Noncontrolling interests		328		394
Crown Holdings shareholders' equity		139		133
Total  equity		467		527
Total	$	7,146	$	7,178

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Consolidated Statements of Cash Flows (Condensed & Unaudited)
(in millions)
Nine months ended September 30,		2010		2009
Cash flows from operating activities
Net income	$	372	$	343
Depreciation and amortization		128		142
Provision for restructuring		41		42
Asset sales and impairments		(18)		(2)
Loss from early extinguishments of debt		16		27
Pension expense		83		94
Pension contributions		(43)		(42)
Stock-based compensation		17		14
Working capital  (1)		(636)		(440)
Deferred taxes and other		79		2
Net cash provided by operating activities (A)		39		180
Cash flows from investing activities
Capital expenditures		(187)		(108)
Proceeds from sale of assets		20		2
Other		3		(4)
Net cash used for investing activities		(164)		(110)
Cash flows from financing activities
Net change in debt  (1)		452		(171)
Purchase of noncontrolling interests		(168)
Common stock repurchased		(105)		(4)
Dividends paid to noncontrolling interests		(77)		(53)
Other, net		(16)		(8)
Net cash provided by/(used for) financing activities		86		(236)
Effect of exchange rate changes on cash and cash equivalents		(5)		8
Net change in cash and cash equivalents		(44)		(158)
Cash and cash equivalents at January 1		459		596
Cash and cash equivalents at September 30	$	415	$	438

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