Item 16. FORM 10-K SUMMARY

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Item 16. FORM 10-K SUMMARY

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None.

**AVERY DENNISON CORPORATION

INDEX TO FINANCIAL STATEMENTS **

Data incorporated by reference from the attached portions of the 2017 Annual Report to Shareholders of Avery Dennison Corporation:

Consolidated Financial Statements:
Consolidated Balance Sheets as of December 30, 2017 and December 31, 2016
Consolidated Statements of Income for 2017, 2016 and 2015
Consolidated Statements of Comprehensive Income for 2017, 2016 and 2015
Consolidated Statements of Shareholders' Equity for 2017, 2016 and 2015
Consolidated Statements of Cash Flows for 2017, 2016 and 2015
Notes to Consolidated Financial Statements
Statement of Management Responsibility for Financial Statements and Management's Report on Internal Control Over Financial Reporting
Report of Independent Registered Public Accounting Firm

Except for the Consolidated Financial Statements, Statement of Management Responsibility for Financial Statements, Management's Report on Internal Control Over Financial Reporting and Report of Independent Registered Public Accounting Firm listed above, and certain information referred to in Items 1, 5, 6, 7, and 7A of this report that is expressly incorporated herein by reference, our 2017 Annual Report to Shareholders is not to be deemed "filed" as part of this report.

**AVERY DENNISON CORPORATION

EXHIBIT INDEX

For the Year Ended December 30, 2017 **

Exhibit No.Exhibit NameOriginally Filed as Exhibit No.Filing(1)
3.1(i)Amended and Restated Certificate of Incorporation, as filed on April 28, 2011 with the Office of Delaware Secretary of State3.1Current Report on Form 8-K, filed April 29, 2011
3.1(ii)†Amended and Restated Bylaws, effective as of December 7, 20173.1(ii)Current Report on Form 8-K, filed December 8, 2017
4.1Indenture, dated as of March 15, 1991, between Registrant and Security Pacific National Bank, as Trustee (the "1991 Indenture")4.1Registration Statement on Form S-3 (File No. 33-39491), filed March 19, 1991
4.2First Supplemental Indenture, dated as of March 16, 1993, between Registrant and BankAmerica National Trust Company, as successor Trustee (the "Supplemental Indenture")4.4Registration Statement on Form S-3 (File No. 33-59642), filed March 17, 1993
4.3Officers' Certificate establishing a series of Securities entitled "Medium-Term Notes, Series C" under the 1991 Indenture, as amended by the Supplemental Indenture4.1Current Report on Form 8-K, filed May 12, 1995
4.4Officers' Certificate establishing a series of Securities entitled "Medium-Term Notes, Series D" under the 1991 Indenture, as amended by the Supplemental Indenture4.1Current Report on Form 8-K, filed December 16, 1996
4.5Indenture, dated as of July 3, 2001, between Registrant and Chase Manhattan Bank and Trust Company, National Association, as trustee ("2001 Indenture")4.1Registration Statement on Form S-3 (File No. 333-64558), filed July 3, 2001
4.6Officers' Certificate establishing two series of Securities entitled "4.875% Notes due 2013" and "6.000% Notes due 2033" under the 2001 Indenture4.2Current Report on Form 8-K, filed January 16, 2003
4.76.000% Notes Due 20334.4Current Report on Form 8-K, filed January 16, 2003
Exhibit No.Exhibit NameOriginally Filed as Exhibit No.Filing(1)
4.8Indenture, dated as of September 25, 2007, among Avery Dennison Office Products Company ("ADOPC"), Registrant and The Bank of New York Trust Company, N.A., as Trustee ("Bank of NY")99.1Current Report on Form 8-K, filed October 1, 2007
4.9Form of 6.625% Guaranteed Notes due 201799.1Current Report on Form 8-K, filed October 1, 2007
4.10Indenture, dated as of November 20, 2007, between Registrant and Bank of NY4.2Current Report on Form 8-K, filed November 20, 2007
4.11First Supplemental Indenture, dated as of November 20, 2007, between Registrant and Bank of NY4.3Current Report on Form 8-K, filed November 20, 2007
4.12Second Supplemental Indenture, dated as of April 13, 2010, between Registrant and Bank of NY4.2Current Report on Form 8-K, filed April 13, 2010
4.13Form of 5.375% Senior Notes due 20204.2Current Report on Form 8-K, filed April 13, 2010
4.14Third Supplemental Indenture, dated as of April 8, 2013, between Registrant and Bank of NY4.2Current Report on Form 8-K, filed April 8, 2013
4.15Form of 3.35% Senior Notes due 20234.2Current Report on Form 8-K, filed April 8, 2013
4.16Fourth Supplemental Indenture, dated as of March 3, 2017, between Registrant and The Bank of New York Mellon Trust Company, N.A. as Trustee (including Form of 1.250% Senior Notes due 2025 on Exhibit A thereto)4.2Current Report on Form 8-K, filed March 3, 2017
10.1Amended and Restated Credit Agreement, dated as of February 8, 2008, among ADOPC, Registrant, Bank of America, N.A. and Banc of America Securities LLC and JP Morgan Securities Inc. ("ADOPC Credit Agreement")10.1Quarterly Report on Form 10-Q, filed August 7, 2008
10.2Second Amendment to ADOPC Credit Agreement, dated as of January 23, 200999.4Current Report on Form 8-K, filed January 27, 2009
Exhibit No.Exhibit NameOriginally Filed as Exhibit No.Filing(1)
10.3Fourth Amended and Restated Credit Agreement, dated as of November 8, 2017, by and among Registrant, Bank of America, N.A., Citibank, N.A. and JPMorgan Chase Bank, N.A. and the other lenders party thereto10.1Current Report on Form 8-K, filed November 9, 2017
10.4*Deferred Compensation Plan for Directors10.31981 Annual Report on Form 10-K, filed February 29, 1982
10.5*Amended and Restated Supplemental Executive Retirement Plan ("SERP")10.11.1Quarterly Report on Form 10-Q, filed August 12, 2009
10.6*Letter of Grant to D.A. Scarborough under SERP10.11.2.1Quarterly Report on Form 10-Q, filed August 12, 2009
10.7*Letter Agreement with D.A. Scarborough regarding SERP benefits10.11.2.1Current Report on Form 8-K, filed December 15, 2010
10.8*Complete Restatement and Amendment of Executive Deferred Compensation Plan10.121994 Annual Report on Form 10-K, filed March 30, 1995
10.9*Amended and Restated Retirement Plan for Directors10.13.12002 Annual Report on Form 10-K, filed March 28, 2003
10.10*Amended and Restated Director Equity Plan ("Director Plan")10.15.1Current Report on Form 8-K, filed December 11, 2008
10.11*Form of Non-Employee Director Stock Option Agreement under Director Plan10.15.12003 Annual Report on Form 10-K, filed March 11, 2004
10.12*Complete Restatement and Amendment of Executive Variable Deferred Compensation Plan ("EVDCP")10.161994 Annual Report on Form 10-K, filed March 30, 1995
10.13*Amendment No. 1 to EVDCP10.16.11999 Annual Report on Form 10-K, filed March 30, 2000
10.14*Complete Restatement and Amendment of Directors Deferred Compensation Plan10.171994 Annual Report on Form 10-K, filed March 30, 1995
10.15*Amended and Restated 2005 Directors Variable Deferred Compensation Plan10.18.2Quarterly Report on Form 10-Q, filed May 10, 2011
10.16*Amended and Restated Stock Option and Incentive Plan ("Equity Plan")A2012 Proxy Statement on Schedule 14A, filed March 9, 2012
Exhibit No.Exhibit NameOriginally Filed as Exhibit No.Filing(1)
10.17First Amendment to Equity Plan10.202014 Annual Report on Form 10-K, filed February 25, 2015
10.18*2017 Incentive Award Plan ("2017 Plan")B2018 Proxy Statement on Schedule 14A, filed March 10, 2017
10.19*Senior Executive Annual Incentive PlanA2014 Proxy Statement on Schedule 14A, filed March 7, 2014
10.20*Annual Incentive Plan10.262014 Annual Report on Form 10-K, filed February 25, 2015
10.21*Complete Restatement and Amendment of Executive Deferred Retirement Plan ("EDRP")10.281994 Annual Report on Form 10-K, filed March 30, 1995
10.22*Amendment No. 1 to EDRP10.28.11999 Annual Report on Form 10-K, filed March 30, 2000
10.23*Amendment No. 2 to EDRP10.28.22001 Annual Report on Form 10-K, filed March 4, 2002
10.24*2005 Executive Variable Deferred Retirement Plan, amended and restated10.1Quarterly Report on Form 10-Q, filed May 7, 2013
10.25*Benefit Restoration Plan, amended and restated ("BRP")10.32.1Current Report on Form 8-K/A, filed December 11, 2008
10.26*First Amendment to BRP10.32.12010 Annual Report on Form 10-K, filed February 28, 2011
10.27*Amended and Restated Capital Accumulation Plan ("CAP")10.341999 Annual Report on Form 10-K, filed March 30, 2000
10.28*Amendment No. 1 to CAP10.34.21999 Annual Report on Form 10-K, filed March 30, 2000
10.29*†Amended and Restated Key Executive Change of Control Severance PlanN/AN/A
10.30*†Amended and Restated Executive Severance PlanN/AN/A
10.31*†Form of Executive Severance AgreementN/AN/A
10.32*Long-Term Incentive Unit Plan ("LTI Unit Plan")10.432012 Annual Report on Form 10-K, filed February 27, 2013
10.33*Form of Restricted Stock Unit Agreement under Equity Plan10.382013 Annual Report on Form 10-K, filed February 26, 2014
10.34*Form of Performance Unit Agreement under Equity Plan10.392013 Annual Report on Form 10-K, filed February 26, 2014
Exhibit No.Exhibit NameOriginally Filed as Exhibit No.Filing(1)
10.35*Form of Market-Leveraged Stock Unit Agreement under Equity Plan10.402013 Annual Report on Form 10-K, filed February 26, 2014
10.36*Form of Long-Term Incentive Unit Agreement under LTI Unit Plan10.412013 Annual Report on Form 10-K, filed February 26, 2014
10.37*Form of Director Restricted Stock Unit Agreement under 2017 Plan10.2Quarterly Report on Form 10-Q, filed August 1, 2017
10.38*Form of Employee Market-Leveraged Stock Unit Agreement under 2017 Plan10.3Quarterly Report on Form 10-Q, filed August 1, 2017
10.39*Form of Employee Performance Unit Agreement under 2017 Plan10.4Quarterly Report on Form 10-Q, filed August 1, 2017
10.40*Form of Employee Restricted Stock Unit Agreement under 2017 Plan10.5Quarterly Report on Form 10-Q, filed August 1, 2017
10.41*Form of Employee Non-Qualified Stock Option Agreement under 2017 Plan10.6Quarterly Report on Form 10-Q, filed August 1, 2017
10.42*Offer Letter to Georges Gravanis10.1Quarterly Report on Form 10-Q, filed May 5, 2015
10.43*Offer Letter to Dean A. Scarborough10.1Quarterly Report on Form 10-Q, filed May 3, 2016
10.44*Offer Letter to Mitchell R. Butier10.2Quarterly Report on Form 10-Q, filed May 3, 2016
10.45*Localization Letter to Georges Gravanis10.1Quarterly Report on Form 10-Q, filed August 2, 2016
10.46*Offer Letter to Gregory S. Lovins10.1Quarterly Report on Form 10-Q, filed May 2, 2017
10.47*Offer Letter to Gregory S. Lovins10.1Quarterly Report on Form 10-Q, filed August 2, 2017
12†Computation of Ratio of Earnings to Fixed ChargesN/AN/A
13†Portions of Annual Report to Shareholders for fiscal year ended December 30, 2017N/AN/A
21†List of SubsidiariesN/AN/A
23†Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting FirmN/AN/A
24†Power of Attorney (see Signatures — Power of Attorney)N/AN/A
Exhibit No.Exhibit NameOriginally Filed as Exhibit No.Filing(1)
31.1†Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002N/AN/A
31.2†Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002N/AN/A
32.1††Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002N/AN/A
32.2††Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002N/AN/A
101INS†††XBRL Instance FilingN/AN/A
101SCH†††XBRL Extension Schema FilingN/AN/A
101CAL†††XBRL Extension Calculation Linkbase FilingN/AN/A
101LAB†††XBRL Extension Label Linkbase FilingN/AN/A
101PRE†††XBRL Extension Presentation Linkbase FilingN/AN/A
101DEF†††XBRL Extension Definition Linkbase FilingN/AN/A

(1)

Unless otherwise noted, the File Number for all filings is File No. 1-7685.

Management contract or compensatory plan or arrangement required to be filed as an exhibit to this Form 10-K pursuant to Item 15(b) of Form 10-K.

†

Filed herewith.

††

This certification is being furnished solely to accompany this report pursuant to 18 U.S.C. 1350, and is not being filed for purposes of Section 18 of the Exchange Act and is not to be incorporated by reference into any filing of the registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

†††

Furnished herewith. Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act, are deemed not filed for purposes of Section 18 of the Exchange Act and otherwise are not subject to liability under those sections.

**SIGNATURES **

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

AVERY DENNISON CORPORATION
By:/s/Gregory S. Lovins
Gregory S. Lovins Senior Vice President and Chief Financial Officer

Dated: February 21, 2018

**POWER OF ATTORNEY **

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below does hereby constitute and appoint Gregory S. Lovins and Susan C. Miller, and each of them, with full power of substitution, his or her true and lawful attorney-in-fact to act for him or her in any and all capacities, to sign this Annual Report on Form 10-K and any or all amendments or supplements thereto, and to file each of the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in order to effectuate the same as fully, to all intents and purposes, as he or she could do in person, hereby ratifying and confirming all that said attorneys-in-fact or substitutes, or any of them, may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and as of the dates indicated.

SignatureTitleDate
/s/ Mitchell R. Butier Mitchell R. ButierPresident, Chief Executive Officer, and DirectorFebruary 21, 2018
/s/ Gregory S. Lovins Gregory S. LovinsSenior Vice President and Chief Financial Officer (Principal Financial Officer)February 21, 2018
/s/ Lori J. Bondar Lori J. BondarVice President, Controller, and Chief Accounting Officer (Principal Accounting Officer)February 21, 2018
/s/ Dean A. Scarborough Dean A. ScarboroughChairmanFebruary 21, 2018
/s/ Bradley A. Alford Bradley A. AlfordDirectorFebruary 21, 2018
/s/ Anthony K. Anderson Anthony K. AndersonDirectorFebruary 21, 2018
/s/ Peter K. Barker Peter K. BarkerDirectorFebruary 21, 2018
SignatureTitleDate
/s/ Ken C. Hicks Ken C. HicksDirectorFebruary 21, 2018
/s/ Andres A. Lopez Andres A. LopezDirectorFebruary 21, 2018
/s/ David E. I. Pyott David E. I. PyottDirectorFebruary 21, 2018
/s/ Patrick T. Siewert Patrick T. SiewertDirectorFebruary 21, 2018
/s/ Julia A. Stewart Julia A. StewartDirectorFebruary 21, 2018
/s/ Martha N. Sullivan Martha N. SullivanDirectorFebruary 21, 2018

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