**Exhibit 10.2**

 

September 7, 2004

 

TO:  Maria Chow Yee

 

Re: Amendment to Key Employee Agreement

 

Dear Maria:

 

This letteragreement evidences the agreement reached between Watson Pharmaceuticals, Inc.(“Watson”) and Maria Chow Yee (“Executive”) concerning an amendment to the KeyEmployee Agreement between Watson and Executive dated June 30, 1999, as amendedby Amendment No. 1 dated November 15, 2000, and Amendment No. 2 dated August 1,2001 (the “Key Employee Agreement”).  Inconsideration of the mutual promises contained herein and for other good andvaluable consideration receipt of which is hereby acknowledged, Watson andExecutive hereby amend the Key Employee Agreement as follows:

 

1.             Effectiveas of January 15, 2004 (the “Effective Date”), Executive’s position shall beSenior Vice President, New Product Introduction and Operations.  Executive shall report to the Executive VicePresident, Supply Chain, or such other officer of Watson as designated byWatson’s Chief Executive Officer. Executive shall perform such duties as are assigned from time to time byExecutive’s then existing supervisor.  Inher capacity as Senior Vice President, New Product Introduction and Operations,the following functions shall report to Executive:  Director, Manufacturing Technical Support;Director, Pharmaceutical Technology; Director, Project Management.

 

2.             Theparties acknowledge and agree that the change in Executive’s title, reportingrelationship and responsibilities described in Paragraph 1 above is deemed “GoodReason” as defined in Section 6.5(a) of the Key Employee Agreement.

 

3.             Executiveshall have eighteen (18) months from the Effective Date to exercise her rightsunder Section 6.5 to resign for “Good Reason” and receive the applicableseverance benefits as a result of the change in Executive’s title, reportingrelationship and responsibilities described in Paragraph 1 above.  In the event Executive fails to exercise suchrights under Section 6.5 within eighteen (18) months of the Effective Date, sheshall be deemed to have consented to the change in her title, reportingrelationship and responsibilities.

 

4.             Exceptas expressly and specifically amended hereby, all other provisions, terms andconditions of the Key Employee Agreement shall remain unchanged and in full forceand effect.

 

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If the foregoingis acceptable to you, please sign both copies of this letter agreement whereindicated below, and return one fully executed copy of this letter agreement tothe undersigned.

 

 
|                          |   | Very truly yours,            |
|-------------------------------|--------|------------------------------|
|                          |   |                         |
|                          |   | WATSON PHARMACEUTICALS, INC. |
|                          |   |                         |
|                          |   | By:                          |   /s/Susan  K. Skara |   |
|                          |   |                         |   |   |
|                          |   | Its:                         |   SVP,  Human Resources |   |
|                          |   |                         |
|                          |   |                         |
| AGREED TO AND ACCEPTED BY:    |   |                         |
|                          |   |                         |
|                          |   |                         |
|   /s/Maria Chow Yee |   |                         |
| Maria Chow Yee                |   |                         |

 

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