MILLIPORE CORPORATION 2000 DEFERRED COMPENSATION PLAN FOR SENIOR MANAGEMENT

Exhibit 10.1

MILLIPORE CORPORATION

2000 DEFERRED COMPENSATION PLAN

FOR SENIOR MANAGEMENT

Amended and Restated Effective January 1, 2008

TABLE OF CONTENTS

TABLE OF CONTENTS

ARTICLE 1. INTRODUCTION

1.1. Purpose of Plan . The Company has adopted the Plan set forth herein to provide a means by which certain designated employees may elect to defer designated portions of their annual Bonuses and/or their annual Compensation. The Plan is hereby amended and restated effective January 1, 2008. Benefits under the Plan that commenced to be paid prior to January 1, 2008 shall be governed by the terms of the Plan as in effect at the time payment commenced.

1.2. Status of Plan . The Plan is intended to be “a plan which is unfunded and is maintained by an employer primarily for the purpose of providing deferred compensation for a select group of management or highly compensated employees” within the meaning of sections 201(2), 301(a)(3), 401(a)(1), and 4021(b)(6) of ERISA, and shall be interpreted and administered to the extent possible in a manner consistent with that intent. The Plan is intended to comply with, and shall be construed so as to provide for deferrals and benefits that are consistent with the requirements of, Section 409A of the Internal Revenue Code of 1986, as amended, (together with the Treasury Regulations and other applicable guidance thereunder, “Section 409A”). The Plan Administrator may authorize changes to time and form of payment elections but only to the extent consistent with the transition rules, and during the transition relief period, provided under Section 409A.

ARTICLE 2. DEFINITIONS

Wherever used herein, the following terms have the meanings set forth below, unless a different meaning is clearly required by the context:

2.1. “Account” means, for each Participant, the account (including any sub-accounts) established for his or her benefit under the Plan, which shall reflect the Elective Deferrals hereunder and the hypothetical investment experience credited thereto under Section 5.2.

2.2. “Bonus” means, for each Participant, the amount of annual bonus for a Plan Year that is paid after the end of the Plan Year under the Millipore Corporation Management Incentive Plan.

2.3. “Code” means the Internal Revenue Code of 1986, as amended from time to time. Reference to any section or subsection of the Code includes reference to any comparable or succeeding provisions of any legislation which amends, supplements or replaces such section or subsection.

2.4. “Company” means Millipore Corporation and those affiliates of Millipore Corporation set forth on Schedule A. Where several affiliated companies are adopting the Plan, “Company” means each such affiliated company as to its own employees, but for purposes of Article 8 shall mean only Millipore Corporation.

2.5. “Compensation” means gross compensation for the Plan Year including that which is paid to the Eligible Employee for the Plan Year and that which would have been paid to the Eligible Employee for the Plan Year but for a deferral election made by the

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Eligible Employee under the Millipore Corporation Employees Participation and Savings Plan or under any nonqualified deferred compensation plan of Millipore Corporation, other than a Bonus. “Compensation” for the Plan Year in which an individual first becomes eligible to participate in the Plan shall include only those otherwise eligible amounts relating to services by the individual during the portion of the Plan Year during which he or she was eligible to participate in the Plan.

2.6. “Disability” means eligibility to receive long-term disability benefits under the Company’s long-term disability plan.

2.7. “Effective Date” means September 1, 2000.

2.8. “Elective Deferral” means the portion of a Bonus which is deferred by a Participant under Section 4.1 or portion of Compensation which is deferred by a Participant under Section 4.2.

2.9. “Eligible Employee” means each individual selected by the Plan Administrator for eligibility from among the group of highly compensated or managerial employees of the Company.

2.10. “ERISA” means the Employee Retirement Income Security Act of 1974, as amended from time to time. Reference to any section or subsection of ERISA includes reference to any comparable or succeeding provisions of any legislation which amends, supplements or replaces such section or subsection.

2.11. “Investment Fund” means any investment fund, mutual fund or other security, including, without limitation, the common stock of Millipore Corporation, that the Plan Administrator selects, from time to time, to serve as a hypothetical investment for Elective Deferrals under the Plan.

2.12. “Participant” means any individual who participates in the Plan in accordance with Article 3.

2.13. “Payment Date” means the date a Participant’s Account is to be paid to the Participant (or in the case of his death, the Participant’s designated beneficiary) as elected in the Participant’s deferral election under Article 4 or as otherwise determined under Article 6.

2.14. “Plan” means the Millipore Corporation 2000 Deferred Compensation Plan for Senior Management as set forth herein and all subsequent amendments hereto.

2.15. “Plan Administrator” means Millipore Corporation or the person, persons or entity otherwise designated by Millipore Corporation to administer the Plan.

2.16. “Plan Year” means the calendar year.

2.17. “Separation from Service” means a Participant’s separation from service (as that term is defined at Section 1.409A-1(h) of the Treasury Regulations) from the Company and from all other corporations and trades or businesses, if any, that would be treated

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as a single service recipient with the Company under Section 1.409A-1(h)(3) of the Treasury Regulations. The Company may, but need not, elect in writing, subject to the applicable limitations under Section 409A, any of the special elective rules prescribed in Section 1.409A-1(h) of the Treasury Regulations for purposes of determining whether a “separation from service” has occurred. Any such written election shall be deemed part of the Plan.

2.18. “Specified Employee” means an individual determined by the Board of Directors or its delegate to be a specified employee as defined in subsection (a)(2)(B)(i) of Section 409A. The Company may, but need not, elect in writing, subject to the applicable limitations under Section 409A, any of the special elective rules prescribed in Section 1.409A-1(i) of the Treasury Regulations for purposes of determining specified employee status. Any such written election shall be deemed part of the Plan.

2.19. “Unforeseeable Emergency” shall mean an unforeseeable emergency as defined in Section 1.409A-3(f)(3) of the Treasury Regulations, including a severe financial hardship to the Participant resulting from an illness or accident of the Participant, the Participant’s spouse, or a dependent (as defined in Section 152(a) of the Code) of the Participant, loss of the Participant’s property due to casualty, or other similar extraordinary and unforeseeable circumstances arising as a result of events beyond the control of the Participant.

ARTICLE 3. PARTICIPATION

3.1. Commencement of Participation . Any individual who is an Eligible Employee on or after the Effective Date and who has elected to defer part of his or her Bonus in accordance with Section 4.1 or to defer part of his or her annual Compensation under Section 4.2 shall become a Participant on the date such Elective Deferral election is made.

3.2. Continued Participation . Subject to Section 3.3, an individual who has become a Participant in the Plan shall continue to be a Participant so long as any amount remains credited to his or her Account.

3.3. Termination of Participation . The Plan Administrator may, prior to the commencement of a Plan Year, terminate a Participant’s participation in the Plan for such Plan Year and any future Plan Years for any reason, including but not limited to the Plan Administrator’s determination that such termination is necessary in order to maintain the Plan as a “plan which is unfunded and is maintained by an employer primarily for the purpose of providing deferred compensation for a select group of management or highly compensated employees” within the meaning of sections 201(2), 301(a)(3), 401(a)(1), and 4021(b)(6) of ERISA. Amounts credited to a Participant’s Account shall be paid out to the Participant in accordan