EXHIBIT 10.2




2006 Stock Unit Award





May
17, 2006


2006 Stock
Unit Award for:


[Name
of Director]


	
  Grant Date:

  	
   

  	
  May 2, 2006

  
	
  Stock
  Units Awarded:

  	
   

  	
  2,000

  



This
notice confirms the grant of 2,000 stock units by the Company on May 2, 2006.


This
grant of stock units awarded to you will vest on May 2, 2007 and is granted
under and is subject to the terms and conditions specified in the West
Pharmaceutical Services, Inc. 2004 Stock-Based Compensation Plan.  This grant is also subject to the terms and
conditions of the Company’s Non-Qualified Deferred Compensation Plan for
Outside Directors, as amended, and the accompanying grant documentation.


Enclosed
with this award letter is an information packet that contains a Summary of Key
Terms and a Participant Information Statement, which you should read carefully.


The
Participant Information Statement, which contains additional information about
the Plan, including the U.S. federal tax consequences of awards based on the
state of the law at the time of the grant. 
We strongly suggest that you consult a qualified financial or tax
advisor.


	
  

  	
   

  	
  Very truly yours,

  
	
   

  	
   

  	
  

  
	
   

  	
   

  	
  John R. Gailey III

  
	
   

  	
   

  	
  Secretary

  



 


JRG/kmt


Enclosures









 



 







2006 Stock Unit Award





Summary of Key Terms (Excerpted from Participant
Information Statement) for


Director Stock Unit Awards


1.                                       Credit of Stock Units.  All
Stock Units will be credited to your account under the Company’s Non-Qualified
Deferred Compensation Plan for Outside Directors, as amended (the “Deferred Compensation
Plan”) and will be “Stock Units” for all purposes under the Deferred
Compensation Plan.


2.                                       Credit of Earnings.  
Each calendar quarter, the Company will credit to your account an
additional number of Stock Units.  The
number to be credited is determined by dividing the dividends paid in respect
of the number of shares of common stock equal to the Stock Units held in your
account by the fair market value of the common stock on the last business day
of the previous calendar quarter.


3.                                       Adjustments. The value and attributes of each Stock Unit held in your account will
be appropriately adjusted consistent with any change in the Company’s common
stock, including a change resulting from a stock dividend, recapitalization,
reorganization, merger, consolidation, split-up, or combination or exchange of
shares.


4.                                       Payment Upon Termination.  In
the event of a termination of service as a director, the balance in your
account will be distributed in accordance with the terms of the Deferred
Compensation Plan.  The amount of the
distribution will be determined by reference to the fair market value of West
common stock on the termination date.


5.                                       Incorporation of Plans.  This
Award is subject to the applicable terms and conditions of the West
Pharmaceutical Services, Inc. 2004 Stock-Based Compensation Plan and the
Company’s Deferred Compensation Plan, each of which is incorporated herein by
reference, and in the event of any contradiction, distinction or differences
between this summary and the terms of the plan documents, the plan documents
will control.