March 19, 2019

Rustin Welton
Chief Financial Officer
Kontoor Brands, Inc.
400 N. Elm Street
Greensboro, North Carolina

       Re: Kontoor Brands, Inc.
           Amendment 1 to Draft Registration Statement on Form 10
           Submitted March 5, 2019
           CIK No. 0001760965

Dear Mr. Welton:

      We have reviewed your amended draft registration statement and 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 by providing the requested information and
either submitting
an amended draft registration statement or publicly filing your registration
statement on
EDGAR. If you do not believe our comments apply to your facts and circumstances
or do not
believe an amendment is appropriate, please tell us why in your response.

      After reviewing the information you provide in response to these comments
and your
amended draft registration statement or filed registration statement, we may
have additional
comments.

Amendment 1 to Draft Registration Statement on Form 10 Submitted March 5, 2019

General

1.     We note that your forum selection provision identifies the North
Carolina Business Court
       (or another state or federal court located in North Carolina, if a
dispute does not qualify
       for designation to the North Carolina Business Court or the North
Carolina Business Court
       otherwise lacks jurisdiction) as the exclusive forum for certain
litigation, including any
       "derivative action." Please disclose whether this provision applies to
actions arising under
       the Securities Act or Exchange Act. If so, please also state that there
is uncertainty as to
       whether a court would enforce such provision. If the provision applies
to Securities Act
       claims, please also state that stockholders will not be deemed to have
waived the
       company's compliance with the federal securities laws and the rules and
regulations
 Rustin Welton
Kontoor Brands, Inc.
March 19, 2019
Page 2
      thereunder. In that regard, we note that Section 22 of the Securities Act
creates concurrent
      jurisdiction for federal and state courts over all suits brought to
enforce any duty or
      liability created by the Securities Act or the rules and regulations
thereunder. If this
      provision does not apply to actions arising under the Securities Act or
Exchange Act,
      please also ensure that the exclusive forum provision in the governing
documents states
      this clearly.
Exhibit 99.1 - Preliminary Information Statement Dated March 5, 2019
Unaudited Pro Forma Combined Financial Statements, page 58

2.    On page 59, you indicate that VF will generally pay the majority of
certain nonrecurring
      costs incurred related to the Separation. Please include a pro forma
adjustment to the
      balance sheet for transaction costs related to effecting the Separation
that you, as opposed
      to VF, expect to incur. Provide similar pro forma adjustments to the
balance sheet for any
      restructuring/exit costs that you expect to incur related to the
operations being
      ceased/exited that are discussed in note (b) on page 62 and note (j) on
page 65. Refer to
      Rule 11-02(b)(6) of Regulation S-X.
Combined Financial Statements
Combined Statements of Cash Flows, page F-6

3.    Please revise the other assets and liabilities line item to present
changes in other assets
      separately from other liabilities and further breakout any material
components. Refer to
      ASC paragraphs 230-10-45-7 and 45-29.
        You may contact Angela Lumley at 202-551-3398 or Rufus Decker,
Accounting Branch
Chief, at 202-551-3769 if you have questions regarding comments on the
financial statements
and related matters. Please contact Ruairi Regan at 202-551-3269 or Pamela
Howell, Special
Counsel, at 202-551-3357 with any other questions.



                                                             Sincerely,

FirstName LastNameRustin Welton                              Division of
Corporation Finance
                                                             Office of
Beverages, Apparel and
Comapany NameKontoor Brands, Inc.
                                                             Mining
March 19, 2019 Page 2
cc:       Deanna Kirkpatrick, Esq.
FirstName LastName