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                                                                    Exhibit 10.4

                               FIRST AMENDMENT TO

                                 ALLERGAN, INC.

                          SAVINGS AND INVESTMENT PLAN
                                (RESTATED 1996)

         The ALLERGAN, INC. SAVINGS AND INVESTMENT PLAN (RESTATED 1996) (the
"Plan") is hereby amended to read as follows:

1.       Section 5.5 of the Plan is amended by adding the following subsection
(i):

         "(i)  Notwithstanding anything to the contrary in this Section 5.5 or
         Section 4.1 or Section 8.1, the following additional transfer and
         withdrawal restrictions shall apply to all Participants who are
         Insiders.  For the purpose of this Section 5.5, the term "Insider"
         shall mean any Participant who is directly or indirectly the
         beneficial owner of more than 10% of any class of any equity security
         (other than an exempted security) of the Sponsor (or the Company)
         which is registered pursuant to Section 12 of the Securities Exchange
         Act of 1934 (the '34 Act") or who is a "director" or an "officer" of
         the Sponsor or the Company as those terms are interpreted for the
         purpose of determining persons subject to Section 16 of the '34 Act.

                  (a)     Any Insider who transfers amounts invested in the
               Company Stock Fund out of such fund and into another fund or
               withdraws cash in a transaction that results in the liquidation
               of amounts in the Company Stock Fund (pursuant to Sections 8.1
               or 8.12 below), may not for a period of six months following the
               Participant's election to so transfer funds, withdraw cash or
               take a loan, as the case may be, make an election to transfer
               amounts from another fund into the Company Stock Fund.

                  (b)     Any Insider who transfers amounts invested in a fund
               other than the Company Stock Fund into the Company Stock Fund,
               may not for a period of six months following the Participant's
               election to so transfer funds make an election to (x) transfer
               amounts from the Company Stock Fund into another fund, (y)
               withdraw cash or take a loan in a transaction that results in
               the liquidation of amounts in the Company Stock Fund or (z)
               utilize the diversification rule of Section 5.11 of the
               Allergan, Inc.  Employee Stock Ownership Plan or the provision
               of any Company plan covered by Rule 16b-3 (promulgated pursuant
               to the '34 Act) then in existence that would result in the
               transfer out of a Company equity securities fund."
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2.       Section 8.1(h) of the Plan is amended by deleting it in its entirety
         and replacing it with the following:

               "(h)     Notwithstanding anything to the contrary in this
            Section 8.1 or Section 4.1, the additional withdrawal restrictions
            stated in Section 5.5(i) above shall apply to all Participants who
            are Insiders, as that term is defined in Section 5.5(i) above."

         IN WITNESS WHEREOF, Allergan, Inc. hereby executes this instrument
evidencing the above terms of the Allergan, Inc. Savings and Investment Plan
effective as of July 23, 1996.


By: /S/ Francis R. Tunney, Jr.                
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Title:   Corporate Vice President, General Counsel and Secretary