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                                                            EXHIBIT  10.19

SERVICE CONTRACT

for Managing Director

   between

   Pall GmbH
   Philipp-Reis-Strasse 6
   63303 Dreieich
   (hereinafter the "Company")


   and

   Heinz Ulrich Hensgen
   Ahl 18
   63584 Gruendau
   (hereinafter the "Managing Director").

Article 1 - Position and Scope of Duties

1.1      Since June 1, 1984, Mr. Hensgen has been employed by the Company as
         Managing Director.

1.2      The quota holders appoint additional managing directors and/or assign
         different and/or additional responsibilities to Mr. Hensgen and
         determine an allocation of responsibilities as well as the authority to
         represent the Company singly or jointly.

1.3      The Managing Director shall perform his duties as managing director by
         observing the diligence of a prudent businessman in accordance with the
         provisions of this Service Contract, the Company's Articles of
         Association, the general and specific directives or instructions given
         by Managing Director of Pall GmbH Holding, the internal rules for the
         Management as amended from time to time, and in accordance with the
         law.

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1.4      The Managing Director shall report to the Managing Director of Pall
         GmbH Holding, or to any other officer of the Pall Group who may in
         future assume the responsibilities currently assigned to managing
         director of Pall GmbH Holding, or to any other employee of Pall Group
         which the managing director of Pall GmbH Holding may determine. Mr.
         Hensgen may consult managing director of Pall GmbH Holding on any issue
         that is beyond the ordinary operation of the business. In case of
         doubt, he shall request directions in writing. The position of managing
         director of Pall GmbH Holding currently is held by Mr. Heinz Kauke.

1.5      The Managing Director must obtain prior consent of the shareholders for
         all acts which are not within the regular scope of business of the
         Company.

1.6      Part of the Managing Director's duties under this Service Contract
         shall furthermore be the assumption of the function as a Senior Vice
         President of Pall, Inc., New York. Upon termination of this Service
         Agreement or otherwise upon request of the Managing Director of Pall
         GmbH Holding the Managing Director shall resign from this office
         immediately. There shall be no additional compensation for the
         assumption of this office.

1.7      The Managing Director shall work whatever hours are required.

Article 2 - Other Activities

2.1      The Managing Director shall devote his full working time and ability to
         the Company's business. Any other activity, be it for remuneration or
         not, including any part time work, is subject to the explicit prior
         written consent of the shareholders or of the Managing Director of Pall
         GmbH Holding. The Company shall grant such consent if the Company's
         interests are not affected by such activities.

2.2      Scientific and literary activity is permitted, provided that the
         Company is informed prior to publication, and that such activity does
         not adversely effect the working capacity of the Managing Director,
         does not give rise to the divulging of confidential information, or is
         in any other way not in the interest of the Company.

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Article 3 - Remuneration

3.1      The Managing Director shall be entitled to a gross monthly salary in
         the amount of DM 28,846 (in words: twenty eight thousand eight hundred
         forty six) payable twelve times per year at the end of the month.

3.2      In addition, the Managing Director shall receive a Christmas
         gratification to the amount of one monthly salary according 3.1. The
         gratification shall be paid with the November salary

3.3      In addition, the Company shall pay half of the mandatory social
         security contributions (Sozialversicherungsbeitrage) including
         contributions to state unemployment and medical insurance according to
         German law. In case the Managing Director opts for a private medical
         insurance instead of the state medical insurance the Company will bear
         half of the contributions due up to the legal limit which is annually
         new committed. In case the own share of the Managing Director is less
         than the legal limit the difference can be used for medical insurance
         of his wife.

3.4      The Managing Director shall participate in the bonus scheme in force
         from time to time. The bonus plan currently in force is attached to
         this contract as Exhibit 1. The Company reserves the right at any time,
         especially at the beginning to each financial year, to modify the bonus
         plan, especially the agreed targets and bonus payments.

3.5      By payment of the above mentioned salary, all activities which the
         Managing Director has to perform under this Service Contract shall be
         compensated. In particular, the Managing Director shall not be entitled
         to any additional compensation of overtime work.

Article 4 - Other Benefits

4.1      Travel expenses and other necessary expenses reasonably incurred by the
         Managing Director in the furtherance of the Company's business shall be
         reimbursed according to the guidelines of the Company and within the
         framework of the principles applicable in Germany for tax purposes.

4.2      The Company shall in accordance with its rules provide the Managing
         Director with a company car for business and private use. The
         determination of the type of car shall be at the full discretion of the
         Company. The value of the private use per month as determined by the
         German tax regulations for the particular type of car shall constitute

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         additional compensation to the Managing Director which will be subject
         to wage withholding tax. The costs of maintenance and use of the
         company car shall be borne by the Company. Instead of a company car the
         Managing Director may opt for a monthly car allowance as a lump sum
         compensation for all expenses related to the business use of his
         private car. All accruing taxes shall be borne by the Managing
         Director. Once the Managing Director has exercised his option for a
         company car, it will be binding until the termination of the leasing
         time.

4.3      The Company provides insurance cover of the Managing Director against
         accident. The amount insured is one year's salary (monthly salary * 13)

4.4      The Managing Director is entitled to participate in the company's
         pension scheme according to the pension plan of July 1971.

Article 5 - Continued Remuneration in case of Sickness and Death

5.1      In case the Managing Director shall be unable to perform his duties
         under this Service Contract, be it for health or other reasons, he
         shall inform the Company immediately. In case the inability to work
         shall last for a longer period, the Managing Director shall provide the
         Company with an appropriate medical certificate on the third day of his
         absence at the latest. If the Managing Director is prevented from
         carrying out his duties under this Service Contract due to illness he
         shall continue to be entitled to payment of his salary according Sec.
         3.1 for a period of up to six months beginning on the date of his
         inability to work, provided that this Service Contract does not end
         earlier. Benefits received from the health insurance or other statutory
         insurance institutions shall be deducted from these payments.

5.2      In case of death, the Company shall continue salary payments according
         Sec. 3.1 for a period of three months. The payments shall be made to
         those dependents who are or were entitled to the pension payments
         according to the Pall GmbH pension scheme or those dependents
         respectively who lived in a common household with the deceased at the
         time of his death.

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Article 6 - Vacation

6.1      The Managing Director shall be entitled to an annual vacation
         corresponding to the valid Pall vacation system (at the moment 29
         working days) excluding Saturdays.

6.2      The time of vacation shall be determined in agreement with Managing
         Director of Pall GmbH Holding, and the other managing directors, if
         any, thereby taking into consideration the personal wishes of the
         Managing Director and the interests of the Company.

6.3      Holiday entitlement accrues month by month evenly through the calendar
         year. Holidays must be taken until December 31st of this calendar year.

Article 7 - Secrecy, Data Protection

7.1      The Managing Director shall not disclose to any third party, or use for
         personal gain, any confidential technical or other business information
         which has been entrusted to him, or which has otherwise become known to
         the Managing Director and which relates to the Company or to any of its
         affiliated companies. In particular, no information may be disclosed
         concerning the organisation of the business, the relation with
         customers and suppliers and the Company's know-how. This obligation
         shall not expire upon termination of the service contract but shall
         continue to remain in force thereafter. The Managing Director
         undertakes to pay to the Company a contractual penalty in the amount of
         3 monthly salaries (gross) for each case of breach of this secrecy
         obligation. The Company's right to further damages is reserved.

7.2      Business records of any kind, including private notes concerning
         Company affairs and activities, shall be carefully kept and shall be
         used only for business purposes. No copies or extracts or duplicates of
         drawings, calculations, statistics and the like nor of any other
         business records or documents may be copied or extracted for purposes
         other than for the Company's business.

7.3      Upon termination of this Service Contract, or upon suspension/release
         from work, the Managing Director shall return all business records and
         copies thereof, regardless of the data carrier; he shall have no right
         of retention.


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Article 8 - Post Contractual Non-compete Clause

8.1      After termination of the Service Contract, the Employee shall not
         engage for a period of two years in a business in the filtration,
         separation and purification technology industry and which is in
         competition with the Company's business activities, neither on the
         Managing Director's own account nor in an employment, advisory or any
         other supporting capacity, neither occasionally nor permanently, and
         the Managing Director shall not set up a competitive business or
         participate in such, neither directly or indirectly

8.2      The obligation not to compete shall extend to the geographic territory
         of the European Union.

8.3      The Managing Director shall not for a period of two years after
         termination of the service contract hereunder whether directly or
         indirectly canvass, entice or solicit any employee of the Company or
         any of its subsidiaries or associated companies.

8.4      During the period of non-competition and non-solicitation after the
         termination of the employment relationship, the Employer agrees to pay
         to the Managing Director a compensation of maximum 50% of his last
         contractual remuneration. The compensation shall be paid monthly at the
         end of each month.

8.5      To the extent legally possible, the company shall offset against such
         compensation all income the Managing Director will earn during the
         period of the covenant to not compete or fails to earn voluntarily,
         including unemployment benefits. The Managing Director is obliged, upon
         the company's request, to give information concerning the amount of his
         income and his current employer.

8.6      The Managing Director undertakes to pay a contractual penalty in the
         amount of three monthly salaries for each case of breach of this
         obligation not to compete. Monthly salary is the average monthly
         remuneration earned in the last twelve months before the Managing
         Director left the company. In the case of a continuing violation of his
         obligation (a competing activity extending for more than one month), a
         contractual penalty shall be due once again for each additional month.
         At the same time, the company's obligation to pay compensation
         according to sec. 8.4 shall be suspended. The Company's right to
         further damages is reserved.

8.7      Except as otherwise provided herein, the provisions of Section 74 et
         seq. of the Commercial Code shall apply.

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Article 9 - Inventions

9.1      All rights pertaining to inventions, whether patentable or not, and to
         proposals for technical improvements made and to computer software
         developed by the Managing Director (hereinafter jointly called
         "Inventions") during the term of this Service Contract shall be deemed
         acquired by the Company without paying extra compensation for it. The
         Managing Director shall inform the Company or a person designated by
         the Company of any Inventions immediately in writing and shall assist
         the Company in acquiring patent or other industrial property rights, if
         the Company so desires.

         Any and all writings or other copyrightable material produced by the
         Managing Director in the course of his services reasonably relating to
         the actual or potential business of the Company or one of its
         affiliates shall be the sole property of the Company or such affiliate,
         and the Company or one of its affiliates shall have the exclusive right
         to copyright such writings or other materials in any country. The same
         shall apply to any and all significant ideas, works of authorship,
         formulae, devices, improvements, methods, processes, or discoveries
         that are related to the Company or one of its affiliates (hereinafter
         referred to as "Improvements") and which the Managing Director
         conceives, makes up, develops, or works on in the course of his
         services under this Contract shall be the sole property of the Company
         or of one of its affiliates, respectively. The Managing Director shall
         execute any additional documents required to protect the right, title
         and interest of the Company or one of its affiliates in the
         Improvement.

9.2      Subsection 9.1 above shall apply to any Inventions, Improvements or
         other industrial or intellectual property rights, no matter whether
         they are related to the business of the Company, are based on
         experience and Know-how of the Company, emanate from such duties of
         activities as are to be performed by the Managing Director within the
         Company, or materialise during or outside normal business hours of the
         Company.

9.3      The Company's exclusive and unlimited rights to Inventions,
         Improvements or other industrial or intellectual property acquired
         hereunder shall in no way be affected by any amendments to or the
         termination of this Service Contract. Should the Managing Director by
         law be entitled to any compensation payment for such intellectual
         property rights which - as agreed above - solely pertain to the Company
         or one of its affiliates it is agreed that such payment is covered by
         the salary and that the Managing Director shall have no further claims
         against the Company or its affiliates.

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Article 10 - Term of Employment and Notice

10.1     This Service Contract is entered into for an indefinite period. It
         shall, however, end without the need to give notice not later than the
         end of the month during which the Managing Director attains the age of
         65, or the month during which the Managing Director is entitled to
         receive state old age pension or disability benefits, whichever occurs
         first. In either event the Managing Director is obliged to inform the
         company on a timely basis. Both parties are entitled to terminate this
         Contract by giving 24 months prior notice effective to the end of any
         calendar quarter. In case the Company is obliged to observe an extended
         notice period, such an extension shall also apply for the Managing
         Director.

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10.2     In case this Contract has been terminated, the Company is entitled to
         suspend and relieve the Managing Director from work at any time. In
         such case the Company shall continue to pay the contractual
         remuneration to the Managing Director. Any holidays not yet taken shall
         be offset against the time period during which the Managing Director is
         suspended/relieved from work. Any suspension period shall not count for
         calculating a possible (discretionary) bonus or payment above the
         salary.

10.3     Notice of extraordinary termination, effective immediately, may be
         given for compelling reasons.

10.4     Notice of termination must be given in writing. A revocation of
         appointment as Managing Director shall at the same time be deemed as
         termination of this Contract with notice period, provided that no
         termination for cause is made.

Article 11 - Final Provisions

11.1     This Service Contract represents the entire agreement and understanding
         of the parties. It supersedes and replaces all other previous contracts
         of employment as issued by the Company or its affiliates, including the
         post-contractual non-compete clause agreed upon in the employment
         contract dated May 15, 1987 and as amended on April 23, 1991.

11.2     Any amendments of or additions to this Service Contract shall be made
         in writing in order to be effective.

11.3     If one of the provisions of this Service Contract is held to be
         invalid, the remaining provisions shall remain valid, and the invalid
         provision shall be replaced by such valid one which shall have the
         closest admissible economic effect. The same shall apply in the event
         that the Contract is found to be incomplete.

11.4     In the event of disputes in connection with this Service Contract the
         place of jurisdiction shall be the corporate seat of the Company.

11.5     This Service Contract shall be governed and construed in accordance
         with the laws of the Federal Republic of Germany.

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11.6     In case of doubt the German version of this Contract shall prevail.



Dreieich, February 26, 2001

For the Company


/s/ Heinz Kauke
------------------------
    Heinz Kauke                                         /s/ Heinz Ulrich Hensgen
                                                        ------------------------
                                                            Heinz Ulrich Hensgen

/s/ Paul Kummer
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    Paul Kummer