Amendment To Allergan Retirement Income Plan

Exhibit 10.46
DRAFT 06/19/02


THIRD AMENDMENT
TO
ALLERGAN, INC.
SUPPLEMENTAL RETIREMENT INCOME PLAN
(RESTATED 1996)


The ALLERGAN, INC. SUPPLEMENTAL RETIREMENT INCOME PLAN (the "Plan") is hereby amended as follows:


1. Article I of the Plan is amended by renumbering Section 1.4 as Section 1.5
and adding the following Section 1.4:


1.4 Spin-off of Advanced Medical Optics, Inc. In connection
with the distribution of the stock of Advanced Medical Optics, Inc.
("AMO") by Allergan to its stockholders (the "AMO Spin-off") and,
effective as of the AMO Spin-off Date: (i) AMO Employees shall cease
to be eligible to participate in the Plan and shall cease to accrue
benefits under the Plan, and (ii) the assets attributable to, and the
liabilities relating to, arising out of, or resulti ...