UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                            ------------------------


                                    FORM 8-K

                                 CURRENT REPORT
                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934



       Date of Report (Date of earliest event reported): February 27, 2008



                              SILGAN HOLDINGS INC.
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             (Exact name of Registrant as specified in its charter)


          Delaware                     000-22117                 06-1269834
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(State or other jurisdiction          (Commission              (IRS Employer
      of incorporation)               File Number)           Identification No.)


4 Landmark Square, Stamford, Connecticut                                06901
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(Address of principal executive offices)                              (Zip Code)


Registrant's telephone number, including area code: (203) 975-7110


                                       N/A
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          (Former name or former address, if changed since last report)



     Check the  appropriate  box below if the Form 8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the Registrant under any of the
following provisions:


     [ ] Written  communications  pursuant to Rule 425 under the  Securities Act
(17 CFR 230.425)

     [ ] Soliciting  material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)

     [ ] Pre-commencement  communications  pursuant to Rule 14d-2(b)  under the
Exchange Act (17 CFR 240.14d-2(b))

     [ ] Pre-commencement  communications  pursuant to Rule 13e-4(c)  under the
Exchange Act (17 CFR 240.13e-4(c))











                 Section 5--Corporate Governance and Management

Item 5.02.     Departure  of  Directors   or  Certain   Officers;   Election  of
Directors;   Appointment   of  Certain   Officers;   Compensatory Arrangements
of Certain Officers.

(e)  Compensatory Arrangements of Certain Officers

On February 27, 2008,  the  Compensation  Committee of the Board of Directors of
Silgan  Holdings  Inc.,  or the  Company,  (i)  set  the  performance  goal  and
performance   goal  target  for  2008  under  the  Company's   Senior  Executive
Performance  Plan,  or the  Performance  Plan,  for Mr.  Anthony J. Allott,  the
President and Chief  Executive  Officer of the Company and the only  participant
under the Performance Plan, (ii) set financial targets and organizational  goals
for  bonuses  for 2008 for other  executive  officers  of the  Company and (iii)
established performance criteria for 2008 for potential performance awards to be
granted in 2009 under the  Company's  2004 Stock  Incentive  Plan,  or the Stock
Incentive Plan.

The  Compensation  Committee  set the  performance  goal for 2008 for Mr. Allott
under the Performance Plan as the EBITDA (as defined in the Performance Plan) of
the Company and the  performance  goal target for 2008 as the achievement of the
EBITDA  level  of  the  Company  from  2007.  The  Compensation  Committee  also
determined that the maximum amount that could be awarded to Mr. Allott under the
Performance Plan for 2008 would be 100% of his annual base salary for 2008, with
the actual amount being determined  pursuant to a formula based on the Company's
EBITDA for 2008 as compared to the Company's EBITDA for 2007.

As a result of setting the performance  goal and  performance  goal target under
the Performance  Plan, the  Compensation  Committee  confirmed that, as required
pursuant to their respective  employment  agreements,  each of Messrs. Robert B.
Lewis, Executive Vice President and Chief Financial Officer of the Company , and
Adam J. Greenlee, Executive Vice President,  Operations of the Company, would be
eligible  for an annual  cash bonus for 2008 of up to 30% of his  annual  salary
calculated  on the same  basis  that  bonuses  are  payable  for 2008  under the
Performance Plan.

The  Compensation  Committee set a target level of earnings  before interest and
taxes and  organizational  goals  (management  development,  market  leadership,
operational  leadership,  working  capital  management,   selling,  general  and
administrative  cost  management  and financial  reporting and controls) for the
payment of annual bonuses for 2008 to officers of Silgan Containers Corporation,
including  Mr.  Thomas J. Snyder,  President of Silgan  Containers  Corporation.
Following the end of the year, the Compensation Committee will confirm the level
of earnings  before  interest  and taxes and  organizational  goals  attained by
Silgan Containers Corporation, and bonuses will be awarded to officers of Silgan
Containers  Corporation  on a sliding  scale (from zero to two times  "norm") on
such basis.  If the  targeted  level of earnings  before  interest and taxes and
organizational goals for Silgan Containers  Corporation are attained, Mr. Snyder
would receive a bonus for 2008 at "norm," or at 30% of his salary for 2008.


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The  Compensation  Committee set a target level of earnings  before interest and
taxes for the payment of annual bonuses for 2008 to officers of Silgan  Plastics
Corporation,  including  Mr.  Alan  H.  Koblin,  President  of  Silgan  Plastics
Corporation.  Following the end of the year,  the  Compensation  Committee  will
confirm  the level of  earnings  before  interest  and taxes  attained by Silgan
Plastics Corporation, and bonuses will be awarded to officers of Silgan Plastics
Corporation on a sliding scale (from zero to two times "norm") on such basis. If
the targeted  level of earnings  before  interest and taxes for Silgan  Plastics
Corporation is attained, Mr. Koblin would receive a bonus for 2008 at "norm," or
at 35% of his salary for 2008.

The  Compensation  Committee set target levels of earnings  before  interest and
taxes for each of the Silgan White Cap operations in the United States,  Europe,
Asia and Venezuela and organizational  goals for the Silgan White Cap operations
in the United States (market leadership, operational leadership, working capital
management,  selling,  general and administrative  cost management and financial
reporting and controls)  and the Silgan White Cap  operations in Europe  (market
leadership, operational leadership, working capital management, selling, general
and administrative cost management and financial reporting and controls) for the
payment of annual cash bonuses for 2008 to officers of Silgan White Cap Americas
and Silgan White Cap Europe/Asia, as applicable,  including Mr. Peter Konieczny,
President of Silgan White Cap.  Following the end of the year, the  Compensation
Committee will confirm the level of earnings  before interest and taxes attained
by each of the Silgan White Cap  operations in the United States,  Europe,  Asia
and Venezuela and the organizational  goals attained by each of the Silgan White
Cap  operations in the United States and Europe,  and bonuses will be awarded to
the officers of Silgan White Cap Americas and Silgan White Cap  Europe/Asia on a
sliding scale (form zero to two times "norm") on such basis as  applicable.  The
bonus for Mr.  Konieczny for 2008 at "norm," if the targeted  levels of earnings
before  interest  and taxes for each of the Silgan White Cap  operations  in the
United States,  Europe, Asia and Venezuela and the operational goals for each of
the Silgan White Cap  operations  in the United  States and Europe are attained,
would be 35% of his  salary  for 2008 and  would be  calculated  based  upon the
weighted  average of the actual bonus  payouts as a percentage  of "norm" to the
other officers of Silgan White Cap Americas and Silgan White Cap Europe/Asia.

The Compensation  Committee approved annual cash bonus calculations for 2008 for
Messrs.  James. D. Beam, Russell F. Gervais,  Glenn A. Paulson,  Frank W. Hogan,
Malcolm E. Miller and Anthony P. Andreacchi and Ms. Kimberly I. Ulmer, executive
officers of the Company,  based upon a weighted  average of actual bonus payouts
as a percentage  of "norm" to the  executive  officers of the Company  under the
respective  bonus  plans  of  Silgan  Containers  Corporation,  Silgan  Plastics
Corporation  and the Silgan White Cap operations in the United  States,  Europe,
Asia and  Venezuela,  using each  business'  percentage of the overall  earnings
before  interest and taxes of all such  businesses  as the basis for  weighting.
Such  executive  officers  are eligible to receive a bonus for 2008 on a sliding
scale (from zero to two times "norm"), with "norm" for Mr. Beam being 30% of his
salary for 2008,  for Messrs.  Gervais and Paulson being 40% of their salary for
2008 and for such  other  executive  officers  ranging  from 30% to 40% of their
salary for 2008.



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Additionally,  the Compensation  Committee approved potential performance awards
of  restricted  stock units for an aggregate  of up to 140,200  shares of Common
Stock of the Company to a total of 35 officers  and other key  employees  of the
Company and its subsidiaries, and fixed and established the performance criteria
for the Company's 2008 fiscal year for the granting of such  performance  awards
under the Stock  Incentive Plan.  Messrs.  Allott and Lewis are the only persons
named in the Summary  Compensation  Table in the  Company's  most  recent  proxy
statement  that are included in such group of officers and other key  employees.
The performance  criteria for the 2008 fiscal year selected by the  Compensation
Committee is the Company's  earnings before  interest,  taxes,  depreciation and
amortization  for  2008,  and the  minimum  level of  performance  that  must be
attained  for the  performance  awards to be granted  is based on the  Company's
earnings  before  interest,  taxes,  depreciation  and  amortization  in 2008 as
compared to 2007.  If the minimum level of  performance  for 2008 is attained as
confirmed by the  Compensation  Committee  following  the end of 2008,  then the
Compensation  Committee  may  make  grants  for an  aggregate  of up to  140,200
restricted  stock  units to such 35  officers  and  other key  employees  of the
Company and its  subsidiaries.  In determining the amount of a performance award
to  grant to a  particular  officer  or other  key  employee,  the  Compensation
Committee  targets a multiple  of such  individual's  annual  base salary as the
level of the nominal  value of unvested  stock awards for such  individual.  The
multiple for each  individual  is  determined  on the basis of the  individual's
anticipated  long-term  contribution to the Company. The Compensation  Committee
will then review the nominal value of unvested stock awards  previously  granted
to such individual  compared to such individual's target multiple of salary, and
may  grant  restricted  stock  units to such  individual  in an amount up to the
maximum amount  approved by the  Compensation  Committee for such  individual on
February 27, 2008. Generally,  in making grants the Compensation  Committee will
consider  performance  awards for individuals  whose aggregate  unvested nominal
value of unvested  stock awards is less than their target  multiple of salary so
that their total  nominal  value of unvested  stock  awards  approximates  their
target multiple of salary.  Such  restricted  stock units will be granted at the
earliest  upon the date on which the  Compensation  Committee  confirms that the
minimum level of performance was attained,  will vest in five equal installments
annually beginning one year from the date of grant, and will carry with them the
right to receive  dividend  equivalents in an amount equal to all cash dividends
paid on one share of Common Stock of the Company for each restricted  stock unit
while such restricted  stock unit is outstanding and until such restricted stock
unit vests.


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                                   SIGNATURES


     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.


                                    SILGAN HOLDINGS INC.


                                    By:  /s/ Frank W. Hogan, III
                                         --------------------------------------
                                         Frank W. Hogan, III
                                         Senior Vice President, General Counsel
                                          and Secretary

Date:  February 29, 2008






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