Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On December 11, 2008, Crown Holdings, Inc. (the "Company") announced that Alan W. Rutherford, 65, has decided to step down as Chief Financial Officer effective immediately. Timothy J. Donahue, 46, has been promoted to Executive Vice President and Chief Financial Officer of the Company effective immediately.

Mr. Rutherford will continue as Vice Chairman of the Board of Directors and as Executive Vice President of the Company. Mr. Rutherford expects to retire as Executive Vice President at the end of March 2009, but will remain as a member of the Company's Board of Driectors after his retirement.

Mr. Donahue was formerly Senior Vice President - Finance of the Company, a position he had held since 2000.

As a result of the changes noted above, the Company has amended the employment agreements of Mr. Rutherford and Mr. Donahue. Copies of the amendments are filed as exhibits to this Report and incorporated by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Ex. 10.1 Second amendment to the employment contract, dated May 3, 2007, between Crown Holdings, Inc. and Alan W. Rutherford, dated as of December 11, 2008.

Ex.10.2 Second amendment to the employment contract, dated May 3, 2007, between Crown Holdings, Inc. and Timothy J. Donahue, dated as of December 11, 2008.

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