AMENDED AND RESTATED EMPLOYMENT AGREEMENT

Exhibit 10.2

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

     This Amended and Restated Employment Agreement (the “Agreement”) made and entered into as of the 19 ^th day of December 2008, by and between Lorillard, Inc. (the “Company”), a Delaware corporation with its principal office at 714 Green Valley Road, Greensboro, NC 27408, and Martin L. Orlowsky (“Orlowsky”), with his principal office at 714 Green Valley Road, Greensboro, NC 27408.

WITNESSETH:

     WHEREAS, Orlowsky has been Chief Executive Officer and President of the Lorillard Tobacco Company (“Lorillard Tobacco”), a wholly-owned subsidiary of the Company, since January 1, 1999, having served ably as President and Chief Operating Officer and in other executive positions prior thereto;

     WHEREAS, Orlowsky has served as Chairman, President and Chief Executive Officer of the Company since January 22, 2008;

     WHEREAS, Lorillard Tobacco and Orlowsky entered into an Employment Agreement (as amended and restated effective February 1, 2008) as further amended on May 5, 2008 by letter agreement (together, the “Prior Agreement”);

     WHEREAS, Orlowsky’s leadership and expertise have been, and will be in the future, major factors in the successful operation of the Company in the difficult and rapidly changing environment in which the Company finds itself;

     WHEREAS, the Company deems it to be critical and in its best interests to retain the experience, ability and management skills of Orlowsky, and to enter into this Agreement, and Orlowsky desires to enter into this Agreement;

     WHEREAS, Lorillard Tobacco desires to assign its rights and obligations under the Prior Agreement to the Company, the Company desires to assume and be solely responsible for all such obligations under the Prior Agreement, and Orlowsky agrees to such assignment and assumption;

     WHEREAS, the Compensation Committee (“Committee”) of the Board of Directors of the Company reviewed the compensation arrangements set forth in the Prior Agreement with Orlowsky and the parties amended the Prior Agreement, through the execution of an Amended and Restated Employment Agreement as of November 4, 2008 (the “Amended Agreement”);

     WHEREAS, the parties determined that certain amendments to the Amended Agreement were necessary to make the calculation of the Supplemental Retirement Benefit (as defined herein) consistent with the terms of the Benefit Equalization Plan (as defined herein); and

     WHEREAS, the parties intend that this Agreement shall supersede and replace the Amended Agreement and become effective as of January 1, 2009 (the “Effective Date”) and that the terms and conditions of the Prior Agreement shall remain in full force and effect through December 31, 2008.

     NOW, THEREFORE, in consideration of the mutual promises and agreements set forth in this Agreement and other good and valuable consideration, receipt of which is hereby acknowledged, as of the Effective Date the parties hereto agree as follows:

     1.  EMPLOYMENT . The Company agrees to employ Orlowsky and Orlowsky agrees to be employed by the Company, as Chief Executive Officer and President, on the terms and conditions hereinafter set forth. Orlowsky also shall serve as Chairman and a member of the Board of Directors (the “Board”) of the Company.

     2.  TERM . Unless sooner terminated pursuant to the provisions for termination hereinafter set forth, the employment of Orlowsky hereunder shall extend from the date hereof through December 31, 2010.

     3.  DUTIES . Orlowsky will devote his full time, attention and energies to the business of the Company in his capacities as Chief Executive Officer and President and as Chairman and member of the Board, and shall faithfully and diligently discharge his duties and responsibilities under this Agreement, using his best efforts to implement the policies and decisions established by the Board, provided , however , that nothing set forth in this Paragraph 3 shall be construed as preventing Orlowsky from performing services on behalf of charitable, public service or community organizations, as long as the same are not inconsistent with his obligations under this Agreement. Furthermore, nothing herein contained shall restrict or prevent Orlowsky from personally, for his own account or for the account of his immediate family, trading in stocks, bonds, securities, real estate or other forms of investment so long as such investment activities do not interfere with Orlowsky’s attention to or performance of his duties and responsibilities under this Agreement and such investment activities are performed in accordance with applicable law.

     4.  COMPENSATION :

          (a) Base Salary . As of the Effective Date, Orlowsky’s annual base salary, payable in accordance with the Company’s prevailing payroll practices, shall be $1,200,000 (“Base Salary”). From time to time throughout the term of this Agreement, said Base Salary may be increased by the Committee and all references to Base Salary herein shall mean such Base Salary as so increased.

          (b) Annual Bonus . For fiscal years 2009 and 2010, Orlowsky’s annual cash bonus compensation shall be set at a target level of not less than $2,500,000 (the “Annual Bonus”) for each such fiscal year. The Annual Bonus will be administered by the Committee and will be based upon the achievement of performance goals established by the Committee pursuant to the Lorillard, Inc. 2008 Incentive Compensation Plan, adopted as of May 5, 2008 (the “Plan”), as the Plan may be amended, or any successor plan. Such Annual Bonus, if any, shall be paid not later than March 15 immediately following the close of the prior fiscal year performance period and the Committee’s determination regarding achievement of the performance goals. It is the intention of the parties that such Annual Bonus shall constitute “performance based compensation” pursuant to Section 162(m) of the Internal Revenue Code of 1986, as amended. Such Annual Bonus shall be subject to the terms and conditions of the Plan.

          (c) Equity Award . Orlowsky shall be eligible to participate in such annual and long-term equity awards in accordance with the terms of the Plan, as administered by the Committee, provided to the Company’s senior executives and shall be awarded such equity awards with an

expected value as of the date of grant, as estimated by the Committee, of not less than $4,000,000 (“Equity Award”) for each Plan year there is such an award. Such Equity Award shall be subject to the terms and conditions of the Plan.

     5.  OTHER BENEFITS .

          (a) Employee Benefits . The Company will provide Orlowsky during the term of this Agreement with other employee benefits in the aggregate not less favorable than those then being received generally by other executive employees of the Company.

          (b) Supplemental Retirement Benefit . In addition to the retirement benefits Orlowsky is otherwise entitled to receive, Orlowsky shall receive a Supplemental Retirement Benefit (the “Supplemental Retirement Benefit”) payable under Section 1.2 of the Lorillard Tobacco Company Benefit Equalization Plan (the “Benefit Equalization Plan”) as follows:

          i. Amount . The Supplemental Retirement Benefit shall be an amount determined as if it were a retirement allowance in accordance with Section 4.01(b)(2) of the Retirement Plan for Employees of Lorillard Tobacco Company (the “Retirement Plan”) as in effect on January 1, 2005, based upon the following Credited Service and Compensation, as such terms are used in the Retirement Plan:

          ii. Vesting . The Supplemental Retirement Benefit shall be deemed earned and payable only in the event that Orlowsky serves as an executive officer of the Company through December 31, 2009, unless such employment is earlier terminated due to his death or Disability (as defined below) or is earlier terminated by the Company without cause pursuant to Paragraph 7, in which case the Supplemental Retirement Benefit shall be deemed earned and payable commencing on such termination.

“Disability” means a period of medically determined physical or mental impairment that is expected to result in death or can be expected to last for a continuous period of not less than twelve (12) months during which Orlowsky qualifies for income replacement benefits under the Company’s long-term disability plan for at least three (3) months; or, if Orlowsky does not participate in such a plan, a period of disability during which Orlowsky is unable