Exhibit 10.1

SEVERANCE AGREEMENT

                     THIS AGREEMENT is entered into as of December 1, 2003 by and between AptarGroup, Inc., a Delaware corporation (the “Company”), and Lawrence Lowrimore (the “Executive”).

                     WHEREAS, the Executive currently serves as a key employee of the Company and his services and knowledge are valuable to the Company in connection with the management of one or more of the Company’s principal operating facilities, divisions, departments or subsidiaries; and

                     WHEREAS, the Board of Directors of the Company (the “Board”) has determined that it is in the best interests of the Company and its stockholders to secure the Executive’s continued services and to ensure the Executive’s continued dedication and objectivity in the event of any threat or occurrence of, or negotiation or other action that could lead to, or create the possibility of, a Change in Control (as defined in Section 1) of the Company, without concern as to whether the Executive might be hindered or distracted by personal uncertainties and risks created by any such possible Change in Control, and to encourage the Executive’s full attention and dedication to the Company, the Board has authorized the Company to enter into this Agreement.

                     NOW, THEREFORE, for and in consideration of the premises and the mutual covenants and agreements herein contained, the Company and the Executive hereby agree as follows:

                    1.      Definitions .     As used in this Agreement, the following terms shall have the respective meanings set forth below:

                     (a)      “Cause” means:     (1) a material breach by the Executive of those duties and responsibilities of the Executive which do not differ in any material respect from the duties and responsibilities of the Executive during the 90-day period immediately prior to a Change in Control (other than as a result of incapacity due to physical or mental illness) which is demonstrably willful and deliberate on the Executive’s part, which is committed in bad faith or without reasonable belief that such breach is in the best interests of the Company and which is not remedied in a reasonable period of time after receipt of written notice from the Company specifying such breach or (2) the commission by the Executive of a felony involving moral turpitude.

                     (b)      “Change in Control” means:

                     (1)      the acquisition by any individual, entity or group (a “Person”), including any “person” within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), of beneficial ownership within the meaning of Rule 13d-3 promulgated under the Exchange Act, of more than 50% of either (i) the then outstanding shares of common stock of the Company (the “Outstanding Company Common Stock”) or (ii) the combined voting power of the then outstanding securities of the Company entitled to vote generally in the election of directors (the “Outstanding Company Voting Securities”); provided , however , that the following acquisitions shall not constitute a Change in Control: (A) any acquisition directly from the Company (excluding any acquisition resulting from the exercise of a conversion or exchange privilege in respect of outstanding convertible or exchangeable securities unless such outstanding convertible or exchangeable securities were acquired directly from the Company), (B) any acquisition by the Company, (C) any acquisition by an employee benefit plan (or related trust) sponsored or maintained by the Company or any corporation controlled by the Company or (D) any acquisition by any corporation pursuant to a reorganization, merger or consolidation involving the Company, if, immediately after such reorganization, merger or consolidation, each of the conditions described in clauses (i), (ii) and (iii) of subsection (3) of Section (1)(b) shall be satisfied; and provided further that, for purposes of clause (B), if any Person (other than the Company or any employee benefit plan (or related trust) sponsored or maintained by the Company or any corporation controlled by the Company) shall become the beneficial owner of more than 50% of the Outstanding Company Common Stock or more than 50% of the Outstanding Company Voting Securities by reason of an acquisition by the Company and such Person shall, after such acquisition by the Company, become the beneficial owner of any additional shares

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of the Outstanding Company Common Stock or any additional Outstanding Company Voting Securities and such beneficial ownership is publicly announced, such additional beneficial ownership shall constitute a Change in Control;

                     (2)      individuals who, as of the date hereof, constitute the Board (the “Incumbent Board”) cease for any reason to constitute at least a majority of such Board; provided , however , that any individual who becomes a director of the Company subsequent to the date hereof whose election, or nomination for election by the Company’s stockholders, was approved by the vote of at least a majority of the directors then comprising the Incumbent Board shall be deemed to have been a member of the Incumbent Board; and provided further , that no individual who was initially elected as a director of the Company as a result of an actual or threatened solicitation by a Person other than the Board for the purpose of opposing a solicitation by any other Person with respect to the election or removal of directors or any other actual or threatened solicitation of proxies or consents by or on behalf of any Person other than the Board shall be deemed to have been a member of the Incumbent Board;

                     (3)      consummation of a reorganization, merger or consolidation unless, in any such case, immediately after such reorganization, merger or consolidation, (i) 50% or more of the then outstanding shares of common stock of the corporation resulting from such reorganization, merger or consolidation and 50% or more of the combined voting power of the then outstanding securities of such corporation entitled to vote generally in the election of directors is then beneficially owned, directly or indirectly, by all or substantially all of the individuals or entities who were the beneficial owners, respectively, of the Outstanding Company Common Stock and the Outstanding Company Voting Securities immediately prior to such reorganization, merger or consolidation and in substantially the same proportions relative to each other as their ownership, immediately prior to such reorganization, merger or consolidation, of the Outstanding Company Common Stock and the Outstanding Company Voting Securities, as the case may be, (ii) no Person (other than the Company, any employee benefit plan (or related trust) sponsored or maintained by the Company or the corporation resulting from such reorganization, merger or consolidation (or any corporation controlled by the Company) and any Person which beneficially owned, immediately prior to such reorganization, merger or consolidation, directly or indirectly, more than 50% of the Outstanding Company Common Stock or the Outstanding Company Voting Securities, as the case may be) beneficially owns, directly or indirectly, more than 50% of the then outstanding shares of common stock of such corporation or more than 50% of

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the combined voting power of the then outstanding securities of such corporation entitled to vote generally in the election of directors and (iii) at least a majority of the members of the board of directors of the corporation resulting from such reorganization, merger or consolidation were members of the Incumbent Board at the time of the execution of the initial agreement or action of the Board providing for such reorganization, merger or consolidation; or

                     (4)      consummation of (i) a plan of complete liquidation or dissolution of the Company or (ii) the sale or other disposition of all or substantially all of the assets of the Company other than to a corporation with respect to which, immediately after such sale or other disposition, (A) 50% or more of the then outstanding shares of common stock thereof and 50% or more of the combined voting power of the then outstanding securities thereof entitled to vote generally in the election of directors is then beneficially owned, directly or indirectly, by all or substantially all of the individuals and entities who were the beneficial owners, respectively, of the Outstanding Company Common Stock and the Outstanding Company Voting Securities immediately prior to such sale or other disposition and in substantially the same proportions relative to each other as their ownership, immediately prior to such sale or other disposition, of the Outstanding Company Common Stock and the Outstanding Company Voting Securities, as the case may be, (B) no Person (other than the Company, any employee benefit plan (or related trust) sponsored or maintained by the Company or such corporation (or any corporation controlled by the Company) and any Person which beneficially owned, immediately prior to such sale or other disposition, directly or indirectly, more than 50% of the Outstanding Company Common Stock or the Outstanding Company Voting Securities, as the case may be) beneficially owns, directly or indirectly, more than 50% of the then outstanding shares of common stock thereof or more than 50% of the combined voting power of the then outstanding securities thereof entitled to vote generally in the election of directors and (C) at least a majority of the members of the board of directors thereof were members of the Incumbent Board at the time of the execution of the initial agreement or action of the Board providing for such sale or other disposition.

                     (c)      “Date of Termination” means (1) the effective date on which the Executive’s employment by the Company terminates as specified in a prior written notice by the Company or the Executive, as the case may be, to the other, delivered pursuant to Section 11 or (2) if the Executive’s employment by the Company terminates by reason of death, the date of death of the Executive.

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                     (d)      “Good Reason” means, without the Executive’s express written consent, the occurrence of any of the following events after a Change in Control:

                     (1)      a reduction by the Company in the Executive’s rate of annual salary in effect immediately prior to the Change in Control;

                     (2)      a material reduction in any benefit afforded to the Executive pursuant to any benefit plan of the Company in effect immediately prior to the Change in Control, unless all comparable executives of the Company suffer a substantially similar reduction; or

                     (3)      the relocation of the Executive’s office to a location more than 60 miles from Crystal Lake, Illinois.

                     For purposes of this Agreement, any good faith determination of Good Reason made by the Executive shall be conclusive; provided , however , that an isolated, insubstantial and inadvertent action taken in good faith and which is remedied by the Company promptly after receipt of notice thereof given by the Executive shall not constitute Good Reason.

                     (e)      “Nonqualifying Termination” means a termination of the Executive’s employment (1) by the Company for Cause, (2) by the Executive for any reason other than a Good Reason, (3) as a result of the Executive’s death or (4) by the Company due to the Executive’s absence from his duties with the Company on a full-time basis for at least 180 consecutive days as a result of the Executive’s incapacity due to physical or mental illness.

                     (f)      “Termination Period” means the period of time beginning with a Change in Control and ending on the earlier to occur of (1) two years following such Change in Control and (2) the Executive’s death.

                     2.      Obligations of the Executive .     The Executive agrees that in the event any person or group attempts a Change in Control, he shall not voluntarily leave the employ of the Company without Good Reason (a) until such attempted Change in Control terminates or (b) if a Change in Control shall occur, until 90 days following such Change in Control. For purposes of clause (a) of the preceding sentence, Good Reason shall be determined as if a Change in Control had occurred when such attempted Change in Control became known to the Board.

                     3.      Payments and Other Benefits Upon Termination of Employment.

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                     (a)      If during the Termination Period the employment of the Executive shall terminate, other than by reason of a Nonqualifying Termination, then the Company shall pay to the Executive (or the Executive’s beneficiary or estate) within 30 days following the Date of Termination, as compensation for services rendered to the Company:

                     (1)      a cash amount equal to the sum of (i) the Executive’s annual bonus in an amount at least equal to the highest annualized (for any fiscal year consisting of less than 12 full months or with respect to which the Executive has been employed by the Company for less than 12 full months) bonus paid or payable, including by reason of any deferral, to the Executive by the Company and its affiliated companies in respect of the three fiscal years of the Company (or such portion thereof during which the Executive performed services for the Company if the Executive shall have been employed by the Company for less than such three fiscal year period) immediately preceding the fiscal year in which the Change in Control occurs, multiplied by a fraction, the numerator of which is the number of days in the fiscal year in which the termination occurs through the Date of Termination and the denominator of which is 365 or 366, as applicable, and (ii) any compensation previously deferred by the Executive (together with any interest and earnings thereon) and any accrued vacation pay, in each case to the extent not theretofore paid; plus

                     (2)      a lump-sum cash amount (subject to any applicable payroll or other taxes required to be withheld) in an amount equal to (i) two (2) times the Executive’s highest annual base salary from the Company and its affiliated companies in effect during the 12-month period prior to the Date of Termination, plus (ii) two (2) times the Executive’s highest annualized (for any fiscal year consisting of less than 12 full months or with respect to which the Executive has been employed by the Company for less than 12 full months) bonus, paid or payable, including by reason of any deferral, to the Executive by the Company and its affiliated companies in respect of the three fiscal years of the Company (or such portion thereof during which the Executive performed services for the Company if the Executive shall have been employed by the Company for less than such three fiscal year period) immediately preceding the fiscal year in which the Change in Control occurs; provided , however , that any amount paid pursuant to this Section 3(a)(2) shall be paid in lieu of any other amount of severance relating to salary or bonus continuation to be received by the Executive upon termination of employment of the Executive under any severance plan, policy or arrangement of the Company; plus

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                     (3)      (i) Any unpaid salary accrued through the Date of Termination and (ii) any unpaid expenses which shall have been incurred as of the Date of Termination.

                     (b)      If, during the Termination Period the employment of the Executive shall terminate, other than by reason of a Nonqualifying Termination, then the Executive shall be entitled, to the extent provided in any benefit plan in which the Executive has participated, to any plan benefits which by their terms extend beyond the Date of Termination. In addition thereto, in the event of such a termination, for a period of two years commencing on the Date of Termination, the Company shall continue to keep in full force and effect all policies of medical and life insurance with respect to the Executive and his dependents with the same level of coverage, upon the same terms and otherwise to the same extent as such policies shall have been in effect immediately prior to the Date of Termination or, if more favorable to the Executive, as provided generally with respect to other peer executives of the Company, and the Company and the Executive shall share the costs of the continuation of such insurance coverage in the same proportion as such costs were shared immediately prior to the Date of Termination.

                     (c)      If during the Termination Period the employment of the Executive shall terminate by reason of a Nonqualifying Termination, then the Company shall pay to the Executive within 30 days following the Date of Termination, a cash amount equal to the sum of (1) the Executive’s salary from the Company and its affiliated companies through the Date of Termination, to the extent not theretofore paid, (2) any compensation previously deferred by the Executive (together with any interest and earnings thereon) and any accrued vacation pay, in each case to the extent not theretofore paid and (3) unpaid expenses which shall have been incurred as of the Date of Termination. In addition, the Executive shall be entitled, to the extent provided in any benefit plan in which the Executive has participated, to any plan benefits which by their terms extend beyond the Date of Termination.

                     4.      Certain Additional Payments by the Company.

                     (a)      Notwithstanding anything in this Agreement to the contrary, in the event it shall be determined that any payment or distribution by the Company or its affiliated companies to or for the benefit of the Executive (whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwise, but determined without regard to any additional payments required under this Section 4) (a “Payment”) would be subject to the excise tax imposed by Section 4999 of the

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Internal Revenue Code of 1986, as amended (the “Code”), or any interest or penalties are incurred by the Executive with respect to such excise tax (such excise tax, together with any such interest and penalties, are hereinafter collectively referred to as the “Excise Tax”), then the Executive shall be entitled to receive an additional payment (a “Gross-Up Payment”) in an amount such that after payment by the Executive of all taxes (including any interest or penalties imposed with respect to such taxes), including, without limitation, any income taxes (and any interest and penalties imposed with respect thereto) and Excise Tax imposed upon the Gross-Up Payment, the Executive retains an amount of the Gross-Up Payment equal to the Excise Tax imposed upon the Payments. Notwithstanding the foregoing provisions of this Section 4(a), if it shall be determined that the Executive is entitled to a Gross-Up Payment, but that the Executive, after taking into account the Payments and the Gross-Up Payment, would not receive a net after-tax benefit of at least $50,000 (taking into account both income taxes and any Excise Tax) as compared to the net after-tax proceeds to the Executive resulting from an elimination of the Gross-Up Payment and a reduction of the Payments, in the aggregate, to an amount (the “Reduced Amount”) such that the receipt of Payments would not give rise to any Excise Tax, then no Gross-Up Payment shall be made to the Executive and the Payments, in the aggregate, shall be reduced to the Reduced Amount.

                     (b)      Subject to the provisions of Section 4(c), all determinations required to be made under this Section 4, including whether and when a Gross-Up Payment is required and the amount of such Gross-Up Payment and the assumptions to be utilized in arriving at such determination, shall be made by the Company’s public accounting firm (the “Accounting Firm”) which shall provide detailed supporting calculations both to the Company and the Executive within 15 business days of the receipt of notice from the Executive that there has been a Payment, or such earlier time as is requested by the Company. In the event that the Accounting Firm is serving as accountant or auditor for the individual, entity or group effecting the Change in Control, the Executive shall appoint another nationally recognized public accounting firm to make the determinations required hereunder (which accounting firm shall then be referred to as the Accounting Firm hereunder). All fees and expenses of the Accounting Firm shall be borne solely by the Company. Any Gross-Up Payment, as determined pursuant to this Section 4 shall be paid by the Company to the Executive within five days of the receipt of the Accounting Firm’s determination. If the Accounting Firm determines that no Excise Tax is payable by the Executive, it shall furnish the Executive with a written opinion that failure to report the Excise Tax on the Executive’s

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applicable federal income tax return would not result in the imposition of a negligence or similar penalty. Any determination by the Accounting Firm shall be binding upon the Company and the Executive. As a result of the uncertainty in the application of Section 4999 of the Code at the time of the initial determination by the Accounting Firm hereunder, it is possible that Gross-Up Payments which will not have been made by the Company should have been made (“Underpayment”), consistent with the calculations required to be made hereunder. In the event that the Company exhausts its remedies pursuant to Section 4(c) and the Executive thereafter is required to make a payment of any Excise Tax, the Accounting Firm shall determine the amount of the Underpayment that has occurred and any such Underpayment shall be promptly paid by the Company to or for the benefit of the Executive.

                     (c)      The Executive shall notify the Company in writing of any claim by the Internal Revenue Service that, if successful, would require the payment by the Company of the Gross-Up Payment. Such notification shall be given as soon as practicable but no later than 10 business days after the Executive is informed in writing of such claim and shall apprise the Company of the nature of such claim and the date on which such claim is requested to be paid. The Executive shall not pay such claim prior to the expiration of the 30-day period following the date on which the Executive gives such notice to the Company (or such shorter period ending on the date that any payment of taxes with respect to such claim is due). If the Company notifies the Executive in writing prior to the expiration of such period that it desires to contest such claim, the Executive shall:

                     (1)      give the Company any information reasonably requested by the Company relating to such claim,

                     (2)      take such action in connection with contesting such claim as the Company shall reasonably request in writing from time to time, including, without limitation, accepting legal representation with respect to such claim by an attorney reasonably selected by the Company,

                     (3)      cooperate with the Company in good faith in order effectively to contest such claim, and

                     (4)      permit the Company to participate in any proceedings relating to such claim;

provided , however , that the Company shall bear and pay directly all costs and expenses (including additional interest and penalties) incurred in connection with such contest and shall indemnify and hold the Executive harmless, on an after-tax basis,

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for any Excise Tax or income tax (including interest and penalties with respect thereto) imposed as a result of such representation and payment of costs and expenses. Without limitation on the foregoing provisions of this Section 4(c) the Company shall control all proceedings taken in connection with such contest and, at its sole option, may pursue or forgo any and all administrative appeals, proceedings, hearings and conferences with the taxing authority in respect of such claim and may, at its sole option, either direct the Executive to pay the tax claimed and sue for a refund or contest the claim in any permissible manner, and the Executive agrees to prosecute such contest to a determination before any administrative tribunal, in a court of initial jurisdiction and in one or more appellate courts, as the Company shall determine; provided further , that if the Company directs the Executive to pay such claim and sue for a refund, the Company shall advance the amount of such payment to the Executive on an interest-free basis and shall indemnify and hold the Executive harmless, on an after-tax basis, from any Excise Tax or income tax (including interest or penalties with respect thereto) imposed with respect to such advance or with respect to any imputed income with respect to such advance; and provided further , that any extension of the statute of limitations relating to payment of taxes for the taxable year of the Executive with respect to which such contested amount is claimed to be due is limited solely to such contested amount. Furthermore, the Company’s control of the contest shall be limited to issues with respect to which a Gross-Up Payment would be payable hereunder and the Executive shall be entitled to settle or contest, as the case may be, any other issue raised by the Internal Revenue Service or any other taxing authority.

                     (d)      If, after the receipt by the Executive of an amount advanced by the Company pursuant to Section 4(c), the Executive becomes entitled to receive, and receives, any refund with respect to such claim, the Executive shall (subject to the Company’s complying with the requirements of Section 4(c)) promptly pay to the Company the amount of such refund (together with any interest paid or credited thereon after taxes applicable thereto). If, after the receipt by the Executive of an amount advanced by the Company pursuant to Section 4(c), a determination is made that the Executive shall not be entitled to any refund with respect to such claim and the Company does not notify the Executive in writing of its intent to contest such denial of refund prior to the expiration of 30 days after such determination, then such advance shall be forgiven and shall not be required to be repaid and the amount of such advance shall offset, to the extent thereof, the amount of Gross-Up Payment required to be paid.

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                     5.      Withholding Taxes .     The Company may withhold from all payments due to the Executive (or his beneficiary or estate) hereunder all taxes which, by applicable federal, state, local or other law, the Company is required to withhold therefrom.

                     6.      Reimbursement of Expenses .     If any contest or dispute shall arise under this Agreement involving termination of the Executive’s employment with the Company or involving the failure or refusal of the Company to perform fully in accordance with the terms hereof, the Company shall reimburse the Executive, on a current basis, for all legal fees and expenses, if any, incurred by the Executive in connection with such contest or dispute, together with interest in an amount equal to the Reference Rate of Bank of America from time to time in effect, but in no event higher than the maximum legal rate permissible under applicable law, such interest to accrue from the date the Company receives the Executive’s statement for such fees and expenses through the date of payment thereof; provided , however , that in the event the resolution of any such contest or dispute includes a finding denying, in total, the Executive’s claims in such contest or dispute, the Executive shall be required to reimburse the Company, over a period of 12 months from the date of such resolution, for all sums advanced to the Executive pursuant to this Section 6.

                     7.      Operative Event .     Notwithstanding any provision herein to the contrary, no amounts shall be payable hereunder unless and until there is a Change in Control at a time when the Executive is employed by the Company.

                     8.      Termination of Agreement .     (a)     This Agreement shall be effective on the date hereof and shall continue until terminated by the Company as provided in paragraph (b) of this Section 8; provided , however , that this Agreement shall terminate in any event upon the first to occur of (i) the Executive’s death and (ii) termination of the Executive’s employment with the Company prior to a Change in Control.

                     (b)     The Company shall have the right prior to a Change in Control, in its sole discretion, pursuant to action by the Board, to approve the termination of this Agreement, which termination shall not become effective until the date fixed by the Board for such termination, which date shall be at least 120 days after notice thereof is given by the Company to the Executive in accordance with Section 11; provided , however , that no such action shall be taken by the Board during any period of time when the Board has knowledge that any person has taken steps reasonably calculated to effect a Change in Control until, in the opinion of the Board, such person has abandoned or terminated its

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efforts to effect a Change in Control; and provided further , that in no event shall this Agreement be terminated in the event of a Change in Control.

                     9.      Scope of Agreement .     Nothing in this Agreement shall be deemed to entitle the Executive to continued employment with the Company or its subsidiaries, and if the Executive’s employment with the Company shall terminate prior to a Change in Control, then the Executive shall have no further rights under this Agreement; provided , however , that any termination of the Executive’s employment following a Change in Control shall be subject to all of the provisions of this Agreement.

                     10.      Successors; Binding Agreement .

                     (a)     This Agreement shall not be terminated by any merger or consolidation of the Company whereby the Company is or is not the surviving or resulting corporation or as a result of any transfer of all or substantially all of the assets of the Company. In the event of any such merger, consolidation or transfer of assets, the provisions of this Agreement shall be binding upon the surviving or resulting corporation or the person or entity to which such assets are transferred.

                     (b)      The Company agrees that concurrently with any merger, consolidation or transfer of assets referred to in paragraph (a) of this Section 10, it will cause any successor or transferee unconditionally to assume, by written instrument delivered to the Executive (or his beneficiary or estate), all of the obligations of the Company hereunder. Failure of the Company to obtain such assumption prior to the effectiveness of any such merger, consolidation or transfer of assets shall be a breach of this Agreement and shall entitle the Executive to compensation and other benefits from the Company in the same amount and on the same terms as the Executive would be entitled hereunder if the Executive’s employment were terminated following a Change in Control other than by reason of a Nonqualifying Termination. For purposes of implementing the foregoing, the date on which any such merger, consolidation or transfer becomes effective shall be deemed the Date of Termination.

                     (c)     This Agreement shall inure to the benefit of and be enforceable by the Executive’s personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. If the Executive shall die while any amounts would be payable to the Executive hereunder had the Executive continued to live, all such amounts, unless otherwise provided herein, shall be paid in accordance with the terms of this Agreement to such person or persons appointed in

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writing by the Executive to receive such amounts or, if no person is so appointed, to the Executive’s estate.

                     11.      Notices .     (a)     For purposes of this Agreement, all notices and other communications required or permitted hereunder shall be in writing and shall be deemed to have been duly given when delivered or five days after deposit in the United States mail, certified and return receipt requested, postage prepaid, addressed (1) if to the Executive, to 314 N. Valley Hill Rd., Woodstock, IL 60098, and if to the Company, to AptarGroup, Inc., 475 West Terra Cotta Avenue, Suite E, Crystal Lake, Illinois 60014, attention: Stephen J. Hagge, Executive Vice President, Chief Financial Officer, and Secretary, or (2) to such other address as either party may have furnished to the other in writing in accordance herewith, except that notices of change of address shall be effective only upon receipt.

                     (b)      A written notice of the Executive’s Date of Termination by the Company or the Executive, as the case may be, to the other, shall (i) indicate the specific termination provision in this Agreement relied upon, (ii) to the extent applicable, set forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated and (iii) specify the termination date (which date shall be not less than 15 days after the giving of such notice). The failure by the Executive or the Company to set forth in such notice any fact or circumstance which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company hereunder or preclude the Executive or the Company from asserting such fact or circumstance in enforcing the Executive’s or the Company’s rights hereunder.

                     12.      Full Settlement; Resolution of Disputes .     (a)     The Company’s obligation to make any payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any set-off, counterclaim, recoupment, defense or other claim, right or action which the Company may have against the Executive or others. In no event shall the Executive be obligated to seek other employment or take any other action by way of mitigation of the amounts payable to the Executive under any of the provisions of this Agreement and, such amounts shall not be reduced whether or not the Executive obtains other employment.

                     (b)     If there shall be any dispute between the Company and the Executive in the event of any termination of the Executive’s employment, then, unless and until there is a final, nonappealable judgment by a court of competent jurisdiction

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declaring that such termination was for Cause, that the determination by the Executive of the existence of Good Reason was not made in good faith, or that the Company is not otherwise obligated to pay any amount or provide any benefit to the Executive and his dependents or other beneficiaries, as the case may be, under Section 3(a) or 3(b), the Company shall pay all amounts, and provide all benefits, to the Executive and his dependents or other beneficiaries, as the case may be, that the Company would be required to pay or provide pursuant to Section 3(a) or 3(b) as though such termination were by the Company without Cause or by the Executive with Good Reason; provided, however, that the Company shall not be required to pay any disputed amounts pursuant to this Section 12(b) except upon receipt of an undertaking by or on behalf of the Executive to repay all such amounts to which the Executive is ultimately adjudged by such court not to be entitled.

                     13.      Employment with Subsidiaries .     Employment with the Company for purposes of this Agreement shall include employment with any corporation or other entity in which the Company has a direct or indirect ownership interest of 50% or more of the total combined voting power of the then outstanding securities of such corporation or other entity entitled to vote generally in the election of directors.

                     14.      Governing Law; Validity .     The interpretation, construction and performance of this Agreement shall be governed by and construed and enforced in accordance with the internal laws of the State of Illinois without regard to the principle of conflicts of laws. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement, which other provisions shall remain in full force and effect.

                     15.      Counterparts .     This Agreement may be executed in two or more counterparts, each of which shall be deemed to be an original and all of which together shall constitute one and the same instrument.

                     16.      Miscellaneous .     No provision of this Agreement may be modified or waived unless such modification or waiver is agreed to in writing and signed by the Executive and by a duly authorized officer of the Company. No waiver by either party hereto at any time of any breach by the other party hereto of, or compliance with, any condition or provision of this Agreement to be performed by such other party shall be deemed a waiver of similar or dissimilar provisions or conditions at the same or at any prior or subsequent time. Failure by the Executive or the Company to insist upon strict compliance with any provision of

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this Agreement or to assert any right the Executive or the Company may have hereunder, including, without limitation, the right of the Executive to terminate employment for Good Reason, shall not be deemed to be a waiver of such provision or right or any other provision or right of this Agreement. The rights of, and benefits payable to, the Executive, his estate or his beneficiaries pursuant to this Agreement are in addition to any rights of, or benefits payable to, the Executive, his estate or his beneficiaries under any other employee benefit plan or compensation program of the Company.

                     IN WITNESS WHEREOF, the Company has caused this Agreement to be executed by a duly authorized officer of the Company and the Executive has executed this Agreement as of the day and year first above written.

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Exhibit 10.2

Proprietary and Confidential

Summary

Proprietary and Confidential

ARTICLE 1 – INTRODUCTION

The AptarGroup Supplementary Pension Plan – France is designed to provide AptarGroup’s employees as defined in the Article 2.c with supplementary benefits at retirement.

The mandatory pension plan applies to all employees who fulfill the Article 2.c definition and who are employees of the joining companies (listed in Appendix).

Any French company of AptarGroup will be able to join this plan as soon as their request will be accepted by AptarGroup. Any joining to this plan will be the subject of an amendment to the present plan.

Proprietary and Confidential

ARTICLE 2 – DEFINITIONS

2.a – Company

Any AptarGroup’s French subsidiary joining the pension plan and listed in Appendix.

2.b – Pension Plan

The AptarGroup Supplementary Pension Plan — France as described by the current provisions.

2.c – Participant

Any employee of the Company who is or has been a member of the Company’s « Comité de Direction » for at least 3 years and has/had a salary pay classification of 880 with reference to the « Convention Collective de la Plasturgie ».

If the employee is no more a member of the Company’s « Comité de Direction », he must count at least 10 years as a member of the “Comité de Direction” and still be employed in a similar function inside the Company at date of leaving the Company.

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2.d – Pensionable Service :

The completed years and months of professional activity with the Company or any AptarGroup’s subsidiary (either French or foreign subsidiary), plus any assimilated period as mentioned in the working contract. Any sickness period, maternity leave or expatriation period in any AptarGroup Subsidiary will be taken into account in the Pensionable Service. However sabbatical period will not be considered as Pensionable Service.

2.e – Monthly Pay

Monthly pay includes :

n		Base pay
n		Regular premiums (« Primes de vacances », « Primes de fin d’année », 13th month)
n		Regular expatriation premiums paid for temporary stays abroad (some days per year) are included in monthly pay

Monthly pay does not include :

n		Any severance or termination payments
n		« Participation » or « Intéressement » premiums
n		Fringe benefits
n		Car allowance
n		Collective expatriation premiums

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2.f – Pensionable Salary

Sum of :

n		Annual average of Monthly Pay paid by the Company and received over the last 60 months preceding date of leaving the Company.
		In case of sickness period during the last 60 months, theoretical Monthly Pay will be considered.
		If service with the Company is less than 60 months, the average will be computed over the number of Monthly Pay received.

And

n		Average of the 5 last annual performance bonuses paid by the Company and received over the last 60 months preceding date of leaving the Company. If less than 5 annual bonuses have been received over the last 60 months, the average will be computed over the number of bonuses paid.
		In case the participant was expatriated over part of the last 60 months, Pensionable Salary will include Monthly Pay and Bonus paid during this period only if this participant was still on the payroll of the Company (“détachement”) and was contributing to French Social Security schemes.

For the calculation of the Pensionable Salary, all monthly payments and bonuses received during the preceding years will be increased according to Social Security pension adjustments during such period.

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2.g – Pensions from External Schemes

n		Any French or foreign basic Social Security pension (from salaried or non salaried schemes).
n		Any French complementary pension or pension from foreign schemes sponsored by a company (mandatory or facultative schemes).
n		Any supplementary pension received from any previous employer.

Pension considered will include bonuses granted for children raised as provided by the legislation on Social Security and complementary retirement programs.

Retirement, termination or severance indemnity will not be considered.

Pensions from External Schemes do not include pensions defined as Offset Benefit (see Article 2.h.)

2.h – Offset Benefits

Any supplementary pension received by the Participant due to his activity within AptarGroup or the Company and for the part of this pension which has been financed by AptarGroup or the Company.

2.i – Surviving Spouse

Means the legal and non remarried Spouse of the deceased Participant. Is also considered as Surviving Spouse any separated or divorced and non-remarried spouse of the Participants. It is precised that to qualify as a surviving spouse, the marriage (even if dissolved by a divorce) must have been celebrated at least 2 years before death.

2.j – Normal Retirement Age

When the Participant reaches age 65.

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2.k – Supplementary Pension

Means the pension paid according to the current Pension Plan provisions.

2.l – Disability

A participant is considered as disable by the current Plan provisions if he receives, due to his health state :

n		Either a disability pension of 2nd or 3rd class from the French Social Security,
n		Or, a disability pension consecutive to an industrial injury rated at least 66% by application of this specific legislation.

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ARTICLE 3 – BENEFITS ON RETIREMENT

3.a – Eligibility Conditions

The Participant as defined in the Article 2.c who leaves the Company to retire will receive a supplemental pension if, at date of leaving the Company, the following conditions are met :

n		Works for the Company
n		Is aged 60 or over
n		Is currently receiving French Social Security and complementary schemes pensions
n		Has a Pensionable Service of at least 15 years with any AptarGroup subsidiary (see 2.d.).

3.b – Supplementary Pension Amount

n		As at the date of leaving the Company to retire, the Supplementary Pension is equal to 10% of his/her Pensionable Salary as defined in the Article 2.f.
n		From this pension, will be deducted any pension benefits which are defined as an Offset in the Article 2.h. If the Offset Benefits exceed the pension amount determined in the preceding paragraph, no benefits will be payable under this plan.
		In case that at date of retirement the participant does not still benefit from his Offset Benefit pensions, the amount of pension considered will be the best estimate of the pension which would have been payable at that date.

n		Maximum benefit payable :
		In any case, the total amount of pension benefit received from this Supplementary Pension Plan, from the Offset Benefits and from External Schemes cannot exceed 55% of Pensionable Salary. When the total amount of pension benefit exceeds 55% of Pensionable Salary, the Supplementary Pension amount defined in the preceding 2 paragraphs will be reduced accordingly.

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In case that at date of retirement, the Participant delays the payment of some External Schemes pensions (except French Social Security and ARRCO/AGIRC pensions), the amount of pension considered will be the best estimate of the pensions which would have been payable at that date.

n		Early retirement reduction factor.
		As the normal retirement age is defined as at age 65 (cf. Article 2.j), the Supplementary Pension defined in the preceding 3 paragraphs will be reduced in case of retirement before age 65. The early retirement reduction factor applicable is 0.6 % per complete quarter missing to age 65. Any fractional quarter will be rounded to the nearest.

3.c – Supplementary Pension Payment

The Supplementary Pension is a lifetime pension payable quarterly in arrears.

• The first pension payment occurs at first day of the civil month following retirement date. This first quarterly payment will be prorated if the period between retirement date and first payment is less than 3 months. The last payment occurs at Participant’s death and last quarterly payment will be prorated accordingly.

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ARTICLE 4 – TERMINATION OF EMPLOYMENT BEFORE RETIREMENT

In case of termination of employment before retirement for resignation, dismissal or death, no benefit will be payable from the supplementary plan.

However, in case that the Participant is either dismissed after age 55 at the Company initiative or become disable, he will be able to keep his rights according to the following paragraphs.

4.a. Termination after age 55 at the Company initiative

1. – Eligibility Conditions

The Participant as defined in the Article 2.c will keep the entitlement to a differed Supplementary Pension, if as at date of leaving the Company the following conditions are met:

n		Works for the Company
n		Is aged 55 or over
n		Leaves the Company at employer’s initiative
n		Has a Pensionable Service of at least 10 years with any AptarGroup subsidiary (see 2.d.)
n		Does not have any salaried activity after leaving the Company

In case of death of the Participant before retirement date, no benefit will be paid according to this Article.

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2. – Supplementary Pension Amount

The Supplementary Pension will be calculated as defined in the Article 3. With respect to this calculation, the following will be considered:

n		The Pensionable Salary and the 10% Supplementary Pension will be calculated as at date of leaving the Company.
n		The 10% Supplementary Pension will then be increased according to Social Security pension adjustments between date of leaving and date of retirement.
n		Calculation of the Offset Benefit, the maximum pension and the early retirement reduction factors will take place as at retirement date. Any pension rights accrued after leaving the Company (either granted by the French unemployment scheme or paid by the Company during a compensated pre-retirement period) will be taken into account in the Pensions from External Schemes.

3. – Supplementary Pension Payment

The Supplementary Pension is a lifetime pension payable quarterly in arrears.

The first pension payment occurs at first day of the civil month which follows the retirement date which cannot occur before age 60 and before receiving French Social Security, ARRCO and AGIRC pensions.

The first quarterly payment may be prorated if the period between retirement date and first payment is less than 3 months.

The last payment occurs at Participant’s death and last quarterly payment will be prorated accordingly.

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4.b. Disability

1. – Eligibility conditions

The participant as defined in Article 2.c. will keep the entitlement to a differed supplementary pension if as at date of leaving the Company, the following conditions are met :

n		Works for the Company,
n		Has a pensionable service of at least 10 years with any AptarGroup subsidiary (see 2.d.)
n		His disability is recognized either by Industrial Injury legislation or by the French Social Security as defined in Article 2.l.

In case of recovery allowing the participant to work for the Company, no benefit will be paid according to this Article 4.b.

In case the participant has any professional salaried activity outside the Company, no benefit will be paid according to the current Pension Plan.

In case of death of the Participant before retirement date, no benefit will be paid according to this Article.

2. – Supplementary Pension Amount

The Supplementary Pension will be calculated as defined in the Article 3. With respect to this calculation, the following will be considered:

n		The Pensionable Salary and the 10% Supplementary Pension will be calculated as at date of leaving the Company.
n		The 10% Supplementary Pension will then be increased according to Social Security pension adjustments between date of recognition of the disability state and date of retirement.
n		Calculation of the Offset Benefit, the maximum pension and the early retirement reduction factors will take place as at retirement date. Any pension rights accrued after leaving the Company (granted due to Social Security, ARRCO and AGIRC legislation on disability compensation) will be taken into account in the Pensions from External Schemes.

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3. – Supplementary Pension Payment

The differed Supplementary Pension is a lifetime pension payable quarterly in arrears.

The first pension payment occurs at first day of the civil month which follows the disability state recognition but can not occur before age 60 and before receiving French Social Security, ARRCO and AGIRC pensions.

The first quarterly payment may be prorated if the period between retirement date and first payment is less than 3 months.

The last payment occurs Participant’s death. and last quarterly payment will be prorated accordingly.

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ARTICLE 5 – DEATH AFTER RETIREMENT

5.a – Eligibility Conditions

n		In case of death of a retired Participant receiving a supplemental pension as defined in the Article 3 or in the Article 4, his/her Surviving Spouse will receive a reversionary pension calculated as defined below.
n		In case that there is no Surviving Spouse at death of the retired Participant, no benefit will be payable according to this Article.
n		In case of death of a participant

	—		Before retirement date,
	—		Between date of leaving the Company and date of retirement according to Article 4.a.,
	—		Between date of disability state recognition and date of retirement according to Article 4.b.,
	no benefits will be paid according to this Article.

5.b – Amount of the Supplementary Spouse Pension

n		The supplementary Spouse Pension equals 60% of the Supplementary Pension the retired Participant was receiving as at date of his/her death.
n		The above determined Spouse Pension amount will be shared between the Surviving Spouses as defined in Article 2.i. Each Spouse benefit is prorated based on the length of each marriage.

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5.c – Payment of the Supplementary Spouse Pension

n		The Supplementary Spouse Pension is a lifetime pension payable quarterly in arrears. First payment occurs at the end of the civil quarter following the retired Participant’s death.
n		The first payment occurs at the earliest of the 60th anniversary of the Spouse.
n		In case that the date of 60th anniversary of the Spouse occurs later than the retired Participant’s death, the Spouse benefit will be revalued as the retired Participant’s Pension would have been adjusted for the period between his/her death and the 60th anniversary of the Spouse.
n		In case the Spouse remarries during the payment of the Supplementary Spouse’s Pension, the payment will cease immediately and last quarterly payment will be prorated accordingly.

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ARTICLE 6 – ADJUSTMENT OF PENSION PAYMENT

The Supplementary Pension or Spouse Pension in payment will be adjusted each year as of January 1st, according to adjustment of the French Social Security pensions.

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ARTICLE 7 : AMENDMENT AND TERMINATION OF THE PLAN

This plan is set up for an unlimited time period.

However, plan provisions may be reviewed at the AptarGroup’s sole discretion in light of changes for example to existing retirement or social legislation or in case of some economic difficulties.

However, in case of amendment or termination of the plan any pension in payment as defined in Article 3 or 6 or to be paid according to Article 4, will continue to be paid in the conditions defined in this plan provisions.

The plan takes effect as of January 1st, 2001 and will apply to any Participant in activity within AptarGroup at that date and whose retirement takes place later..

Mr SIEBEL

Function: President

Signature ..............

Date : 21 December 2001

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APPENDIX – MEMBERS COMPANIES (AS AMENDED)

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Exhibit 10.3

AptarGroup, Inc. Supplemental Retirement Plan

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