SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, DC 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): August 7, 2002



                              Silgan Holdings Inc.
                              --------------------
              (Exact Name of Registrant as Specified in Charter)


           Delaware                    000-22117               06-1269834
--------------------------------  ------------------      --------------------
 (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









     Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.


     (c) Exhibits

     Exhibit No.                  Description
     -----------                  -----------

     99.1     Statement  Under Oath  of Principal  Executive  Officer  Regarding
              Facts and Circumstances Relating to Exchange Act Filings.

     99.2     Statement  Under Oath  of Principal  Executive  Officer  Regarding
              Facts and Circumstances Relating to Exchange Act Filings.

     99.3     Statement  Under Oath  of Principal  Financial  Officer  Regarding
              Facts and Circumstances Relating to Exchange Act Filings.


     Item 9. Regulation FD Disclosure.

          On August  7,  2002,  R.  Philip  Silver  and  D. Greg  Horrigan,  the
          principal  executive  officers,  and Anthony J. Allott,  the principal
          financial  officer,  of  Silgan  Holdings  Inc.  each submitted to the
          Securities and Exchange  Commission (the "SEC") a statement under oath
          as  required  by  the  SEC's  Order  Requiring  the  Filing  of  Sworn
          Statements  Pursuant to Section 21(a) (1) of the  Securities  Exchange
          Act of 1934 (Order No. 4-460, June 27, 2002).

          Copies of the  statements are attached  hereto as Exhibits 99.1,  99.2
          and 99.3, respectively.






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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/ Anthony J. Allott
                                             ----------------------------------
                                             Executive Vice President and Chief
                                              Financial Officer

Date:  August 7, 2002






                                INDEX TO EXHIBITS



     Exhibit No.                       Description
     -----------                       -----------

       99.1       Statement Under Oath of  Principal Executive Officer Regarding
                  Facts and Circumstances Relating to Exchange Act Filing

       99.2       Statement Under Oath of  Principal Executive Officer Regarding
                  Facts and Circumstances Relating to Exchange Act Filing

       99.3       Statement Under Oath of  Principal Financial Officer Regarding
                  Facts and Circumstances Relating to Exchange Act Filings.















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