Exhibit 10.12


                                                      SILGAN HOLDINGS INC.


Anthony J. Allott                                     4 Landmark Square
Executive Vice President and                          Suite 400
Chief Financial Officer                               Stamford, CT  06901

                                                      Telephone: (203) 975-7110
                                                      Fax: (203) 975-7902
                                                      email: tallott@silgan.com
June 30, 2004


Mr. Robert B. Lewis
55 Tanners Drive
Wilton, CT

Dear Bob:

     We are very  pleased  to make  the  following  offer to you to join  Silgan
Holdings Inc.  Beginning on your start date, you will be employed on a full-time
at will basis by Silgan  Holdings Inc.,  serving as its Executive Vice President
and Chief  Financial  Officer.  Additionally,  you will  serve as an  officer of
various subsidiaries of Silgan Holdings Inc. You will report to the President of
Silgan Holdings Inc. Your employment start date will be mutually determined, but
will be no later than August 16, 2004.

     While you are employed by Silgan  Holdings Inc., as  compensation  for your
services, Silgan Holdings Inc. will pay you a salary, which for 2004 shall be at
an annual rate of $400,000.  Your salary  shall be payable to you in  accordance
with the prevailing  payroll  practices  (including the withholding of taxes) of
Silgan  Holdings Inc. Your salary shall be subject to increase at the discretion
of the Compensation Committee of the Board of Directors of Silgan Holdings Inc.

     While you are employed by Silgan  Holdings Inc., you shall also be eligible
to  receive an annual  bonus for each year (pro rated for 2004),  payable in the
following year in accordance with Silgan Holdings  Inc.'s  practices  (including
the withholding of taxes),  in an amount up to a maximum of thirty percent (30%)
of your annual salary for that year. Your bonus for any year shall be payable to
you on the same basis that annual bonuses are payable to the Co-Chief  Executive
Officers and President of Silgan  Holdings Inc. for such year under and based on
the Silgan Holdings Inc. Senior Executive Performance Plan. For 2004, bonuses in
an amount  equal to the  applicable  maximum  amount are payable to the Co-Chief
Executive Officers and President of Silgan Holdings Inc. under and based on such
plan if Silgan  Holdings  Inc.  achieves  EBITDA (as defined in such plan) of at
least the amount of EBITDA of Silgan Holdings Inc. for 2003.

     During your  employment  with Silgan Holdings Inc., you will be entitled to
(i) receive  health and welfare  benefits that are made  available  generally to
employees of Silgan  Holdings  Inc.,  with the full cost for such benefits to be
borne  by  you,  and  (ii)  to  participate  in  the  401(K)  savings  plan  and
supplemental   savings  plan  that  other  employees  of  Silgan  Holdings  Inc.
participate in, subject to the rules and policies thereof,  except that you will
not be entitled to any matching  contributions in respect of your  contributions
to such 401(K) savings plan or



<PAGE>
Mr. Robert B. Lewis                      -2-                       June 30, 2004


supplemental  savings  plan.  The  health  and  welfare  benefits  that are made
available  generally to employees of Silgan Holdings Inc. currently consist of a
comprehensive  medical plan, a long-term disability plan and a supplemental life
plan,  under all of which you would be covered on the first  month after 90 days
of full-time employment.

     Pursuant to the Silgan  Holdings  Inc. 2004 Stock  Incentive  Plan, on your
start date you will be granted (i) 25,000  restricted stock units,  representing
an equivalent number of shares of common stock of Silgan Holdings Inc., and (ii)
non-qualified  options  to  purchase  20,000  shares of  common  stock of Silgan
Holdings  Inc.  The  restricted  stock units will vest  ratably over a five-year
period  beginning  one year after your start date.  The  exercise  price for the
options will be the average of the high and low sales prices of the common stock
of Silgan  Holdings Inc. on your start date, as reported by the Nasdaq  National
Market  System.  Subject to the terms of the Stock  Incentive  Plan, the options
will vest ratably over a five-year  period  beginning  one year after your start
date and will have a term of seven years.

     You will be  entitled to three weeks paid  vacation in 2004  (prorated  for
2004  based  on your  start  date).  Thereafter,  you will be  entitled  to paid
vacation annually in accordance with the policies of Silgan Holdings Inc.

     Other than as set forth above,  you shall not be entitled to participate in
any other benefit plans of, or receive any other benefits from,  Silgan Holdings
Inc.  or any of its  subsidiaries,  including,  without  limitation,  under  any
pension  plan,  except  that you shall be entitled  to also  participate  in and
receive  benefits under any stock option,  restricted stock or other stock based
compensation plan in which other officers of Silgan Holdings Inc. participate.

     In the event that your  employment  with Silgan Holdings Inc. is terminated
without cause by Silgan  Holdings  Inc.,  you will be entitled to receive a lump
sum severance payment in an amount equal to the sum of (i) your annual salary at
such time plus (ii) your annual  bonus,  calculated  at thirty  percent (30%) of
your annual salary at such time.

     Please understand that this letter  constitutes only an offer of employment
and  is  contingent  upon  satisfactory  results  of a  pre-placement  physical,
including  a drug  screen,  to be  completed  prior to your  start  date  with a
physician  of our choice and at the expense of Silgan  Holdings  Inc.,  and upon
approval by the Board of Directors of Silgan Holdings Inc. and its  Compensation
Committee.

     We very much look forward to you joining us at Silgan Holdings Inc.

Sincerely,


/s/ Anthony J. Allott
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Anthony J. Allott