Exhibit 10 (f)

                                AMENDMENT NO. 1


                   TO THE WEST PHARMACEUTICAL SERVICES, INC.

         1999 NON-QUALIFIED STOCK OPTION PLAN FOR NON-EMPLOYEE DIRECTORS



     West  Pharmaceutical  Services,  Inc. hereby amends its 1999  Non-Qualified
Stock Option Plan for Non-Employee Directors (the "Directors Plan") as set forth
below:

     Section 6 a) of the  Director  Plan is deleted in its entirety and replaced
     with the following:

          "a) Expiration  Date.  Options shall expire upon the earliest to occur
          of:

          (i)       If the Optionee dies,  the one-year  anniversary of the date
                    of death; or

          (ii)      If the  Optionee's  service  as a  director  of the  Company
                    terminates  for any reason other than  retirement,  death or
                    removal  for cause,  the 90-day  anniversary  of the date of
                    such termination; or

          (iii)     If the  Optionee  is  removed  for  cause,  the date of such
                    removal; or

          (iv)      The 10-year anniversary of the Grant Date."

     The existence of retirement and the existence of and the date of disability
     shall be determined by the Board in is sole discretion."

To record the  adoption of this  Amendment  No. 1 to the  Directors  Plan,  West
Pharmaceutical  Services,  Inc. has caused its authorized  officers to affix its
name and seal as of the 30th day of October, 2001.

[corporate seal]                              WEST PHARMACEUTICAL SERVICES, INC.




Attest: /s/ J.R. Gailey                       By: /s/ George R. Bennyhoff
          John R. Gailey III, Secretary               George R. Bennyhoff
                                                      Senior Vice President,
                                                      Human Resources