Allergan, Inc. Savings And Investment Plan

FIRST AMENDMENT
TO
ALLERGAN, INC. SAVINGS AND INVESTMENT PLAN
(RESTATED 2003)


The ALLERGAN, INC. SAVINGS AND INVESTMENT PLAN (the "Plan") is hereby amended as follows:


1. Article IX of the Plan is amended by adding the following new Section 9.2
and renumbering the remaining Sections and references sequentially:


9.2 Appointment of Investment Subcommittee. There is hereby
created an investment subcommittee of the Committee (hereinafter
referred to as the "Investment Subcommittee" for purposes of this
Article IX) which shall exercise management and control over the
assets of the Trust. The Board of Directors, acting though its
Organization and Compensation Committee, shall determine the number
of members of the Investment Subcommittee. The members of the
Investment Subcommittee shall be appointed by the Board of
Directors, acting though its Organization and Compensation
Committee, and shall from time to time appoint such members to or
fill any vacancies in the Investment Subcommittee. The members of
the Investment Subcommittee shall constitute the Named Fiduciaries
of the Plan within the meaning of Section 402(a)(2) of ERISA with
respect to the management and control of the assets of the Trust;
provided that solely for purposes of Section 5.9 hereof,
Participants shall be Named Fiduciaries with respect to shares of
Company Stock allocated to their respective Accounts and solely for
purposes of Section 5.10, Participants shall be Named Fiduciaries
with respect to shares of Company Stock allocated to their
respective Accounts on matters as to which they are entitled to
provide voting directions.


2. Section 9.3 of the Plan (former Section 9.2 prior to this First Amendment)
is amended as follows:


9.3 Transaction of Business. The Committee and Investment
Subcommittee shall transact business as provided in paragraphs (a)
and (b), respectively:


(a) A majority of the Committee shall constitute a
quorum for the transaction of business. Actions of the
Committee may be taken either by vote at a meeting or in
writing without a meeting. All action taken by the Committee
at any meeting shall be by a vote of the majority of those
present at such meeting. All action taken in writing without a
meeting shall be by a vote of the majority of those responding
in writing. All notices, advices, directions and instructions
to be transmitted by the Committee shall be in writing and
signed by or in the name of the Committee. In all its
communications with the Trustee, the Committee may, by either
of the majority actions specified above, authorize any one
or more of its members to execute any document or documents on
behalf of the Committee, in which event it shall notify the
Trustee in writing of such action and the name or names of its
members so designated and the Trustee shall thereafter accept
and rely upon any documents executed by such member or members
as representing action by the Committee until the Committee
shall file with the Trustee a written revocation of such
designation.


(b) A majority of the Investment Subcommittee shall
constitute a quorum for the transaction of business. Actions
of the Investment Subcommittee may be taken either by vote at
a meeting or in writing without a meeting. All action taken by
the Investment Subcommittee at any meeting shall be by a vote
of the majority of those present at such meeting. All action
taken in writing without a meeting shall be by a vote of the
majority of those responding in writing. All notices, advices,
directions and instructions to be transmitted by the
Investment Subcommittee shall be in writing and signed by or
in the name of the Investment Subcommittee. In all its
communications with the Trustee, the Investment Subcommittee
may, by action specified above, authorize any one or more of
its members to execute any document or documents on behalf of
the Investment Subcommittee, in which event it shall notify
the Trustee in writing of such action and the name or names of
its members so designated and the Trustee shall thereafter
accept and rely upon any documents executed by such member or
members as representing action by the Investment Subcommittee
until the Investment Subcommittee shall file with the Trustee
a written revocation of such designation.


3. Section 9.5 of the Plan (former Section 9.4 prior to this First Amendment)
is amended as follows:


9.5 Responsibility of the Committees. The responsibilities
of the Committee and Investment Subcommittee shall be as provided in
paragraphs (a) and (b), respectively:


(a) The authority to manage and control the operation
and administration of the Plan, the general administration of
the Plan, the responsibility for carrying out the Plan, and to
the extent provided in Section 9.7(f), the authority and
responsibility to manage and control the assets of the Trust
are hereby delegated by the Board of Directors to and vested
in the Committee except to the extent reserved to the Board of
Directors, the Sponsor, or the Company. Subjec ...