Exhibit 10.19

                              EMPLOYMENT AGREEMENT


     Agreement made as of the 1st day of August,  1995,  between Silgan Holdings
Inc. (the "Company"), and Glenn A. Paulson (the "Executive").

     WHEREAS,  the Company  desires to employ the  Executive,  and the Executive
desires to  accept/continue  employment with the Company,  but only on the terms
and conditions hereinafter set forth.

     NOW,  THEREFORE,  in  consideration  of the mutual covenants and agreements
hereinafter set forth, the Company and the Executive hereby agree as follows:

     1. The Company shall employ the  Executive,  and the Executive  shall serve
the Company,  for the period beginning  January 1, 1996 and expiring on December
31, 1996.  Provided no notice of termination has been given by November 1st, the
period shall automatically renew for successive one year periods.

     2. The Executive  shall serve the Company as its Vice President - Corporate
Development.  During the term of this  Agreement,  the Executive  shall,  except
during vacation or sick leave, devote the whole of his time, attention and skill
during usual business hours (and outside those hours when  reasonably  necessary
to his duties  hereunder) to his duties  hereunder;  faithfully  and  diligently
perform  such  duties  and  exercise  such  powers  as may be from  time to time
assigned to or vested in him by the Company's  Board of Directors  (the "Board")
or by any officer of the Company superior to the Executive;  obey the directions
of the Board and of any officer of the Company  superior to the  Executive;  and
use his best efforts to promote the interests of the Company.  The Executive may
be required in  pursuance of his duties  hereunder  to perform  services for any
Company  controlling,  controlled  by or under  common  control with the Company
(such companies  hereinafter  collectively called  "Affiliates").  The Executive
shall  obey  all  policies  of  the  Company  and  applicable  policies  of  its
Affiliates.

<PAGE>



     3. a.  During  the  term of  this  Agreement,  the  Company  shall  pay the
Executive  a salary  at an  annual  rate of  $193,000,  which  shall be  payable
periodically  in  accordance   with  the  Company's  then   prevailing   payroll
practices. The salary will be reviewed as of June 1 of each year.

     b. The Executive shall be eligible for a management incentive program to be
established by the Company providing a "norm" payment of 38% of salary.

     c. The Executive shall be entitled to the Silgan Holding Benefits.

     4. Unless  terminated in accordance  with the following  provisions of this
paragraph  4, the  Company  shall  continue  to  employ  the  Executive  and the
Executive  shall  continue  to work  for the  Company,  during  the term of this
Agreement.

     a.  This  Agreement  shall  terminate  automatically  upon the death of the
Executive.

     b. The Company may  terminate the  Executive's  employment if the Executive
suffers  from a  physical  or mental  disability  to an extent  that  renders it
impracticable for the Executive to continue performing his duties hereunder. The
Executive  shall be deemed to be so disabled if (i) a physician  selected by the
Company  advises the Company that the Executive's  physical or mental  condition
will render the  Executive  unable to perform his duties for a period  exceeding
six  consecutive  months,  or (ii) due to a physical  or mental  condition,  the
Executive has not  substantially  performed his duties hereunder for a period of
six consecutive months.

     c. The Company may  terminate  the  Executive's  employment at any time for
cause;  cause shall mean (i) a default or other  breach by the  Executive of his
obligations under this Agreement,  (ii) failure by the Executive  diligently and
competently  to perform his duties under this  Agreement,  or (iii)  misconduct,
dishonesty,  insubordination  or other act by the Executive  detrimental  to the
good will of the  Company or damaging to the  Company's  relationships  with its
customers, suppliers or employees, or (iv) the conviction of the Executive for a
felony (or a plea of nolo contendere thereto).
                     ---- ----------



                               -2-
<PAGE>




     d. The Company may terminate the Executive's employment at any time without
cause. In the event that the Executive is terminated  without cause, the Company
shall  continue to pay the  Executive at a rate  equivalent  to his regular base
salary  and  bonus  at norm  until  the  date  twelve  months  from  the date of
termination.  Such  payments to the Executive by the Company will be in full and
complete  satisfaction (except as provided in subsection e below) of any and all
obligations owing to the Executive pursuant to this Agreement.

     e. Upon termination  pursuant to a, b, c or d, above, the Company shall pay
the Executive or his estate, if he is deceased,  any salary earned and unpaid to
the date of termination or any payments owed the Executive  pursuant to d above,
and the Executive  shall pay the Company any  outstanding  funds advanced by the
Company to or on behalf of the Executive.

     5. The Executive  shall not divulge or communicate to any person (except in
performing  his duties under this  Agreement) or use for his own purposes  trade
secrets,   confidential  commercial  information,   or  any  other  information,
knowledge  or data  of the  Company  or of any of its  Affiliates  which  is not
generally  known to the  public and shall use his best  efforts  to prevent  the
publication  or disclosure by any other person of any such secret,  information,
knowledge or data. All documents and objects made, compiled,  received,  held or
used by the  Executive  while  employed  by the Company in  connection  with the
business of the Company shall be and remain the Company's  property and shall be
delivered  by  the  Executive  to  the  Company  upon  the  termination  of  the
Executive's employment or at any earlier time requested by the Company.




                                      -3-
<PAGE>





     6. The Executive  agrees that he shall not, for a period of two years after
the  termination  of this  Agreement,  employ any person who was employed by the
Company or any of its  Affiliates  or induce  such  person to accept  employment
other than with the Company and its Affiliates.

     7. The Executive hereby agrees that any and all  improvements,  inventions,
discoveries,  formulae, processes,  methods, know-how,  confidential data, trade
secrets and other proprietary information (collectively, "Work Products") within
the scope of any business of the Company or any  Affiliate  which the  Executive
may conceive or make or have  conceived or made during his  employment  with the
Company  shall be and are the sole and  exclusive  property of the Company,  and
that the Executive  shall,  whenever  requested to do so by the Company,  at its
expense,  execute  and  sign  any and all  applications,  assignments  or  other
instruments  and do all other  things  which the Company may deem  necessary  or
appropriate  (i) in order to apply  for,  obtain,  maintain,  enforce  or defend
letters patent of the United States or any foreign country for any Work Product,
or (ii) in order to assign, transfer,  convey or otherwise make available to the
Company  the sole and  exclusive  right,  title and  interest in and to any Work
Product.

     8. The Company and the  Executive  each agree to waive trial by jury in any
action  arising under or in  connection  with this  Agreement or the  employment
relationship between the Company and the Executive.  In the event of any dispute
between the parties  hereto  arising out of or relating to this Agreement or the
employment  relationship  between  the  Company  and the  Executive  (except any
dispute  with respect to  paragraph  5, 6 or 7 hereof),  such  dispute  shall be
settled  by  arbitration  in New  York,  NY in  accordance  with the  commercial
arbitration rules then obtaining of the American Arbitration Association, except
that there shall be one arbitrator selected with respect to any such arbitration
proceeding.  Judgment upon the award rendered may be entered in any court having
jurisdiction  thereof.  Notwithstanding  anything herein to the contrary, if any
dispute arises  between the parties under  paragraph 5, 6 or 7 the Company shall
not be required to  arbitrate  such dispute or claim but shall have the right to
institute  judicial  proceedings  in any court of  competent  jurisdiction  with
respect to such dispute or claim.  If such judicial  proceedings are instituted,
the parties agree that such  proceedings  shall not be stayed or delayed pending
the outcome of any arbitration proceeding hereunder.




                                      -4-
<PAGE>




     9. Any  notice or other  communication  required  or  permitted  under this
Agreement  shall be effective only if it is in writing and delivered  personally
or sent by registered or certified mail, postage prepaid, or sent by a reputable
overnight carrier such as Federal Express, addressed as follows:

                 If to the Company:

                 Silgan Holdings Inc.
                 Suite 400
                 Four Landmark Square
                 Stamford, CT  06901
                 Attention:  R. Philip Silver

                 If to the Executive:

                 Glenn A. Paulson
                 100 Black Thorn Lane
                 Lake Forest, IL  60045

or to such other  address as either party may  designate by notice to the other,
and shall be deemed to have been given upon receipt.

     10. This Agreement  constitutes  the entire  agreement  between the parties
hereto with respect to the Executive's employment by the Company, and supersedes
and is in full  substitution for any and all prior  understandings or agreements
with respect to the Executive's employment.

     11. This  Agreement may be amended only by an instrument in writing  signed
by the  parties  hereto,  and any  provision  hereof  may be  waived  only by an
instrument  in  writing  signed by the party or  parties  against  whom or which
enforcement of such waiver is sought.  The failure of either party hereto at any
time to require  the  performance  by the other  party  hereto of any  provision
hereof shall in no way affect the full right to require such  performance at any
time thereafter,  nor shall the waiver by either party hereto of a breach of any
provision  hereof  be taken or held to be a waiver of any  succeeding  breach of
such  provision  or a waiver  of the  provision  itself or a waiver of any other
provision of this Agreement.



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<PAGE>



     12.  This  Agreement  is binding on and is for the  benefit of the  parties
hereto and their respective  successors,  heirs,  executors,  administrators and
other legal representatives.  Neither this Agreement nor any right or obligation
hereunder  may be assigned by the Company  (except to an Affiliate or a purchase
of all or  substantially  all of the assets of the Company or the  Affiliate  to
which the Agreement is assigned) or by the Executive.

     13. If any provision of this Agreement, or portion thereof, is so broad, in
scope or duration, so as to be unenforceable,  such provision or portion thereof
shall be interpreted to be only so broad as is enforceable.

     14. This  Agreement  shall be governed by and construed in accordance  with
the laws of the State of Connecticut.

     15. This Agreement may be executed in several  counterparts,  each of which
shall be deemed an original,  but all of which shall constitute one and the same
instrument.

     16.  The  Executive  represents  and  warrants  that he is not party to any
agreement  which  would  prohibit  him from  entering  into  this  Agreement  or
performing fully his obligations hereunder.

     17. The  obligations of the Executive set forth in paragraphs 5, 6, 7 and 8
represent  independent covenants by which the Executive is and will remain bound
notwithstanding any breach by the Company,  and shall survive the termination of
this Agreement.






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<PAGE>







     IN WITNESS  WHEREOF,  the  Company and the  Executive  have  executed  this
Agreement as of the date first written above.


Glenn A. Paulson                              Silgan Holdings, Inc.


/s/ Glenn A. Paulson                          By: /s/ D. Greg Horrigan
--------------------                          ------------------------




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<PAGE>




                                                     SILGAN HOLDINGS INC.
                                                     4 Landmark Square
                                                     Suite 400
                                                     Stamford, CT  06901

                                                     Telephone: (203) 975-7110
                                                     Fax:  (203) 975-7902



March 1, 1997


Mr. Glenn Paulson
Silgan Containers Corporation
8770 West Bryn Mawr Avenue
Chicago, IL  60631-3542

Dear Glenn:

This  letter  sets  forth  the  agreement  between  Silgan  Holdings  Inc.  (the
"Company") and you to amend your Employment Agreement dated August 1, 1995.

The Employment  Agreement is hereby amended by deleting  Section 3.b. thereof in
its entirety and  replacing it with the  following new Section 3.b. as set forth
below:

"b. The  Executive  shall be eligible for a management  incentive  program to be
established  by the  Company  providing a "norm"  payment of 20% of salary.  The
management  incentive  program  shall  be  identical  in  all  respects  to  the
management  incentive  program  adopted  by the Board of  Directors  for  Silgan
Containers Corporation."

If you are in agreement with the  foregoing,  please execute both copies of this
letter, retain one copy for your files and return one original to Sharon Budds.

Sincerely,

/s/ R. Philip Silver

R. Philip Silver
Chairman


Accepted and Agreed To:


/s/ Glenn A. Paulson
--------------------
Glenn A. Paulson

Dated: March 20, 1997
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