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 28, 2008



                              SILGAN HOLDINGS INC.
--------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its 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
--------------------------------------------------------------------------------
(Address of principal executive offices)                              (Zip Code)


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


                                       N/A
--------------------------------------------------------------------------------
          (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 8--Other Events

Item 8.01.    Other Events.

On February  28,  2008,  the  Registrant  announced  that its Board of Directors
declared a  quarterly  cash  dividend  on its  common  stock of $0.17 per share,
payable  on Mach 25,  2008 to the  holders  of  record  of  common  stock of the
Registrant  on March 11,  2008,  representing  a 6.25  percent  increase  in the
Registrant's  quarterly cash dividend. For additional information regarding this
announcement, refer to Exhibit 99.1 filed with this Current Report on Form 8-K.


                  Section 9--Financial Statements and Exhibits

Item 9.01.    Financial Statements and Exhibits.

(d) Exhibits

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

99.1           Press Release dated February 28, 2008  announcing the declaration
               of an increased quarterly cash dividend.



                                       2






                                   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


                                       3




                                INDEX TO EXHIBITS



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

  99.1              Press  Release  dated  February  28,  2008   announcing  the
                    declaration of an increased quarterly cash dividend.





                                       4