EXHIBIT 10.4



                                 AMENDMENT NO. 4
                                     TO THE
                             DEL LABORATORIES, INC.
                          EMPLOYEE 401(k) SAVINGS PLAN


         Del Laboratories, Inc. (the "Plan Sponsor") wishes to amend the Del
Laboratories, Inc. Employee 401(k) Savings Plan (the "Plan") to update the
claims procedures contained therein reflect the change in the maximum amount
which may be involuntarily cashed out with a Plan participant's consent, as
required by the Internal Revenue Code of 1986, as amended.

         Accordingly, effective for amounts distributable on and after May 28,
2005, the Plan is hereby amended as follows:

         1. Section 4.2(a) of the Plan is hereby amended by changing the PROVISO
clause at the end thereof to read as follows:

         "provided, however, that no payment shall be made to a Participant
         without the Participant's written consent given in a manner required by
         applicable law until the Participant's Normal Retirement Date unless,
         as determined under Section 4.8, the Participant's Account balance at
         the date of payment or commencement is one thousand dollars ($1,000) or
         less."

         2. Section 4.4(b) of the Plan is hereby amended in its entirety to read
as follows:

         "If the value of terminated Participant's vested Plan Account is one
         thousand dollars ($1,000) or less, such value shall be paid to the
         Participant in a cash lump sum as soon as practicable after the date of
         the Participant's termination of employment. If the value of a
         terminated Participant's Plan Account is more than one thousand dollars
         ($1,000), the Participant may elect an immediate distribution in any
         form of benefit provided under the Plan, or may elect to defer the
         distribution until a date which is no later than the Participant's
         Normal Retirement Date."

         3. Section 4.8 of the Plan is hereby amended by changing the first
paragraph therein to read as follows:
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         "Notwithstanding any other provision of the Plan to the contrary, if
         the present value of a Participant's vested Plan Account to be
         distributed does not exceed one thousand dollars ($1,000) (the
         "cash-out limit") on the date the distribution commences pursuant to
         this Article, such Participant's vested Plan Account shall be
         distributed in a lump sum as soon as practicable after the date on
         which the Participant (or Beneficiary) becomes entitled to the
         distribution.

         IN WITNESS WHEREOF, the Plan Sponsor has caused this Amendment to be
duly executed under seal on its behalf, effective as specified herein.

                                   DEL LABORATORIES, INC.


                                   By:
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