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                              December 13, 2022

       Thibaut Mongon
       Chief Executive Officer
       Kenvue Inc.
       One Johnson & Johnson Plaza
       New Brunswick, NJ 08933

                                                        Re: Kenvue Inc.
                                                            Amendment No. 2 to
Draft Registration Statement on Form S-1
                                                            Submitted December
2, 2022
                                                            CIK No.: 0001944048

       Dear Thibaut Mongon:

             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. Unless we note otherwise, our references to prior comments are
to comments in our
       November 10, 2022 letter.

       Amendment No. 2 to Draft Registration Statement on Form S-1

       Prospectus Summary, page 1

   1.                                                   We acknowledge your
response to comment 1, but continue to believe that your disclosure
                                                        in the Prospectus
Summary discussing your strengths should be balanced. Please revise
                                                        accordingly.
   2.                                                   We acknowledge your
response to comment 2, but do not agree that referring to sales of
                                                        distinct products
sufficiently supports your statements that you "help consumers across the
                                                        world live healthier
lives every day, from their very first day" and "drive[] positive health
                                                        outcomes around the
world." Revise these statements to state them as your beliefs or to
                                                        provide substantiation.
 Thibaut Mongon
Kenvue Inc.
December 13, 2022
Page 2
3.    We acknowledge your revised disclosure in response to comment 3. Please
further revise
      as follows:
          Provide the disclosure regarding the FDA that you added on page iii
on page 8, to
           balance the disclosure of these studies. Your revised disclosure
states that improving
           skin hydration helps to support babies' developing skin microbiome.
Revise to clarify
           if the referenced study of baby wash and lotion supported this
conclusion, or if you
           extrapolated that skin hydration helps support the baby's
microbiome. Clarify here
           whether these products are cosmetics or drugs. In this regard, we
note that wipes
           intended for a therapeutic purpose, such as killing germs on the
skin, or treating acne,
           diaper rash, or other skin conditions, are drugs and would require
FDA approval as
           such.
          On page 9, revise to clarify how Aveeno products serve as
"therapeutic" products.
          Revise your document to clarify which of the products you name in
your summary
           are cosmetics, medical devices, or drugs, and cross-reference that
information from
           the discussion of your business segments at the top of page 4. We
note the
           Government Regulations beginning on page 150 section does not
address all products
           you have named in the document.
          Revise your discussion of the Rhinocort study on page 141 to avoid
conclusory
           language regarding efficacy, or, to the extent true, revise to
clarify that the
           determination of effectiveness was made by the FDA or a similar
regulatory
           authority. You may cite objective results from the study.
Management's Discussion and Analysis of Financial Condition and Results of
Operations, page
88
Critical Accounting Policies and Estimates, page 117

4.    We note disclosure of the $12 million impairment related to certain
trademarks deemed as
      irrecoverable recorded during the fiscal nine months ended October 2,
2022. Please revise
      MD&A to clarify where you have recorded this impairment. Also, explain to
us where the
      impairment is included in the intangible assets footnote on page F-10.
       You may contact Jenn Do at 202-551-3743 or Brian Cascio at 202-551-3676
if you have
questions regarding comments on the financial statements and related matters.
Please contact
Abby Adams at 202-551-6902 or Dorrie Yale at 202-551-8776 with any other
questions.



                                                            Sincerely,

FirstName LastNameThibaut Mongon                            Division of
Corporation Finance
                                                            Office of
Industrial Applications and
Comapany NameKenvue Inc.
                                                            Services
December 13, 2022 Page 2
cc:       Michael E. Mariani, Esq.
FirstName LastName