ALLERGAN, INC.
 
                              EXECUTIVE BONUS PLAN
 
PURPOSE OF THE PLAN
 
     The Allergan, Inc. Executive Bonus Plan (the "Plan") is designed to reward
the Chief Executive Officer (the "CEO") of Allergan, Inc. (the "Company") for
annual accomplishment of specific financial objectives that enhance value for
Allergan's stockholders.
 
PLAN YEAR
 
     The Plan year runs from January 1st through December 31st.
 
ELIGIBILITY
 
     The CEO is eligible to participate in the Plan.
 
ADMINISTRATION
 
     The Plan is administered by the Organization and Compensation Committee of
the Board of Directors of the Company (the "Committee"). The constituency of the
Committee shall be limited to directors who are considered outside directors for
purposes of Internal Revenue Code Section 162(m).
 
PERFORMANCE OBJECTIVES
 
     The bonus is based on corporate performance as outlined below. The
performance objectives can be based on any of the following criteria, either
alone or in any combination, and measured either on an absolute basis, relative
basis against a pre-established target, and/or peer group, or prior year's
performance as the Committee determines:
 
        - revenue (sales)
 
        - cash flow
 
        - earnings per share (including earnings before interest, taxes and
          amortization)
 
        - return on equity
 
        - total stockholder return
 
        - return on capital
 
        - return on assets or net assets
 
        - income or net income
 
        - operating income or net operating income
 
        - operating profit or net operating profit
 
        - operating margin
 
        - market share
 
        - employee satisfaction
 
     These criteria will have any reasonable definitions that the Committee may
specify, which may include or exclude any or all of the following items:
 
        - extraordinary, unusual or non-recurring items
 
        - effects of accounting changes
 
        - effects of financing activities
 
        - expenses for restructuring or productivity initiatives
 
        - other non-operating items
 
        - spending for acquisitions
 
        - effects of divestitures
 
     Any such qualifying performance objectives or combination of such
objectives may apply to the CEO's award opportunity in its entirety or to any
designated portion or portions of the award opportunity, as the Committee may
specify.
 
     No later than 90 days from the beginning of each Plan year, the Committee
will establish, in writing, a minimum target for the performance objectives
which must be achieved in order for any award to be earned, maximum targets
above which no additional awards will be earned, and the formula for computing
the award if such target is achieved. If the performance objectives are
satisfied, the Committee shall certify in writing, prior to the payment of any
performance award, that such objectives were satisfied.
 
MODIFICATION OF PERFORMANCE TARGETS
 
     If the Committee determines that the established targets are no longer
suitable due to changes in circumstances affecting the Company, the Committee
will have sole discretion during the Plan year to modify these targets;
provided, however, that no such adjustment will decrease the minimum target
applicable to the CEO, or otherwise have the potential effect of increasing the
amount of compensation payable to the CEO upon the attainment of the original
targets.
 
CALCULATION OF PERFORMANCE AWARD
 
     The CEO will receive a minimum percentage of year-end annualized base
salary if the minimum targeted performance objective is achieved. The percentage
of year-end annualized base salary increases to a maximum percentage of year-end
annualized base salary if the maximum targeted performance objective is
achieved.
 
MAXIMUM BONUS AWARD
 
     In no event can the maximum compensation paid to the CEO under the Plan
exceed $5,000,000 in any calendar year.
 
DISCRETIONARY INCENTIVE AWARD
 
     The Plan is not the exclusive means for the Committee to award incentive
compensation to the CEO and does not limit the Committee from making additional
discretionary incentive awards upon determination of the CEO's positive direct
impact on the attainment of the performance objectives.
 
CHANGE IN EMPLOYMENT STATUS
 
     If the CEO's employment with the Company is terminated for any reason other
than retirement, death or disability prior to the end of the Plan year, all of
the CEO's rights under the Plan shall expire unless otherwise determined by the
Committee. The Committee may determine what portions, if any, of the CEO's bonus
under the Plan should be paid if the CEO's employment has been terminated by
reason of death, disability or retirement.
 
METHOD OF PAYMENT
 
     Cash awards are paid following the close of the Plan year after the review
and authorization of bonuses by the Committee. Bonuses will be paid within 30
days following Committee communication of the award. In the event of a Change in
Control (as defined in the Allergan, Inc. 1989 Incentive Compensation Plan, as
amended), the CEO's bonus will be paid within 30 days of the effective date of
the Change in Control.
 
CHANGE IN CONTROL
 
     If a Change in Control occurs after the close of the Plan year, the CEO
will be paid a bonus based on performance in relation to the performance
objectives. If a Change in Control occurs during the plan year, the CEO will be
paid a bonus prorated to the effective date of the Change in Control and all
performance objectives will be deemed to be met at the greater of 100% of the
target or the actual prorated year-to-date performance.
 
     The CEO must be employed by the Company or its successor on the effective
date of the Change in Control in order to receive the prorated payment, unless
the CEO's employment is terminated for retirement, death, disability or
otherwise without cause. For purposes of this plan, "cause" shall be limited to
only three types of events: the willful refusal to comply with a lawful, written
instruction of the Board so long as the instruction is consistent with the scope
and responsibilities of the CEO's position prior to the Change in Control;
dishonesty which results in a material financial loss to the Company (or to any
of its affiliated companies) or material injury to its public reputation (or to
the public reputation of any of its affiliated companies); or conviction of any
felony involving an act of moral turpitude.
 
                                      
                               FIRST AMENDMENT TO
 
                                 ALLERGAN, INC.
 
                              EXECUTIVE BONUS PLAN
 
      The ALLERGAN, INC. EXECUTIVE BONUS PLAN (the "Plan") is hereby amended,
effective January 1, 2000, to clarify that "Change in Control" as used in the
Plan means the following and shall be deemed to occur if any of the following
events occur:
 
            (a) Any "person," as such term is used in Sections 13(d) and 14(d)
      of the Securities Exchange Act of 1934, as amended (the "Exchange Act") (a
      "Person"), is or becomes the "beneficial owner," as defined in Rule 13d-3
      under the Exchange Act (a "Beneficial Owner"), directly or indirectly, of
      securities of the Company representing (i) 20% or more of the combined
      voting power of the Company's then outstanding voting securities, which
      acquisition is not approved in advance of the acquisition or within 30
      days after the acquisition by a majority of the Incumbent Board (as
      hereinafter defined) or (ii) 33% or more of the combined voting power of
      the Company's then outstanding voting securities, without regard to
      whether such acquisition is approved by the Incumbent Board;
 
            (b) Individuals who, as of the date hereof, constitute the Board of
      Directors of the Company (the "Incumbent Board"), cease for any reason to
      constitute at least a majority of the Board of Directors of the Company,
      provided that any person becoming a director subsequent to the date hereof
      whose election, or nomination for election by the Company's stockholders,
      is approved by a vote of at least a majority of the directors then
      comprising the Incumbent Board (other than an election or nomination of an
      individual whose initial assumption of office is in connection with an
      actual or threatened election contest relating to the election of the
      directors of the Company, as such terms are used in Rule 14a-11 of
      Regulation 14A promulgated under the Exchange Act) shall, for the purposes
      of this Plan, be considered as though such person were a member of the
      Incumbent Board of the Company;
 
            (c) The consummation of a merger, consolidation or reorganization
      involving the Company, other than one which satisfies both of the
      following conditions:
 
                  (1) a merger, consolidation or reorganization which would
            result in the voting securities of the Company outstanding
            immediately prior thereto continuing to represent (either by
            remaining outstanding or by being converted into voting securities
            of another entity) at least 55% of the combined voting power of the
            voting securities of the Company or such other entity resulting from
            the merger, consolidation or reorganization (the "Surviving
 
            Corporation") outstanding immediately after such merger,
            consolidation or reorganization and being held in substantially the
            same proportion as the ownership in the Company's voting securities
            immediately before such merger, consolidation or reorganization, and
 
                  (2) a merger, consolidation or reorganization in which no
            Person is or becomes the Beneficial Owner, directly or indirectly,
            of securities of the Company representing 20% or more of the
            combined voting power of the Company's then outstanding voting
            securities; or
 
            (d) The stockholders of the Company approve a plan of complete
      liquidation of the Company or an agreement for the sale or other
      disposition by the Company of all or substantially all of the Company's
      assets.
 
      Notwithstanding the preceding provisions, a Change in Control shall not be
      deemed to have occurred if the Person described in the preceding
      provisions is (1) an underwriter or underwriting syndicate that has
      acquired any of the Company's then outstanding voting securities solely in
      connection with a public offering of the Company's securities, (2) the
      Company or any subsidiary of the Company or (3) an employee stock
      ownership plan or other employee benefit plan maintained by the Company
      (or any of its subsidiaries) that is qualified under the provisions of the
      Internal Revenue Code of 1986, as amended. In addition, notwithstanding
      the preceding provisions, a Change in Control shall not be deemed to have
      occurred if the Person described in the preceding provisions becomes a
      Beneficial Owner of more than the permitted amount of outstanding
      securities as a result of the acquisition of voting securities by the
      Company which, by reducing the number of voting securities outstanding,
      increases the proportional number of shares beneficially owned by such
      Person, provided, that if a Change in Control would occur but for the
      operation of this sentence and such Person becomes the Beneficial Owner of
      any additional voting securities (other than through the exercise of
      options granted under any stock option plan of the Company or through a
      stock dividend or stock split), then a Change in Control shall occur.
 
      IN WITNESS WHEREOF,  Allergan, Inc. hereby executes this First Amendment
on the 30th day of December, 1999.
 
ALLERGAN, INC.
 
BY:   /s/ Francis R. Tunney, Jr.
      -----------------------------------------
      Francis R. Tunney, Jr.,
      Corporate Vice President--Administration,
      General Counsel and Secretary