SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-K

[X]     ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
[FEE REQUIRED]
For the fiscal year ended December 31, 19951996
                                       OR

[ ]  TRANSACTION  REPORT  PURSUANT  TO  SECTION  13 OR 15(d)  OF THE  SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the transition period from _________ to __________

COMMISSION FILE NUMBER 1-10258

                            TREDEGAR INDUSTRIES, INC.
             (Exact name of registrant as specified in its charter)

VIRGINIA                                                          54-1497771
(State or other jurisdiction                                  (I.R.S. Employer
of incorporation or organization)                            Identification No.)

1100 BOULDERS PARKWAY, RICHMOND, VIRGINIA  23225
(Address of principal executive offices)                              (Zip Code)

Registrant's telephone number, including area code:  804-330-1000
Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class                    Name of Each Exchange On Which Registered
COMMON STOCK                           NEW YORK STOCK EXCHANGE
PREFERRED STOCK PURCHASE RIGHTS        NEW YORK STOCK EXCHANGE

Securities registered pursuant to Section 12(g) of the Act:  None

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for at least the past 90 days. Yes X No ___

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K [ ].[X].

Aggregate market value of voting stock held by  non-affiliates of the registrant
as of January 31, 1996:1997:* $208,398,257$321,387,136.80

Number of shares of Common Stock outstanding as of January 31, 1996:  12,185,3001997:  12,258,028

*In determining  this figure,  an aggregate of 3,890,8424,095,815 shares of Common Stock,
reported in the  registrant's  proxy  statement  for the 19961997 annual  meeting of
shareholders as beneficially owned by Floyd D. Gottwald, Jr., Bruce C. Gottwald,
John D.  Gottwald,  William  M.  Gottwald  and the  members  of their  immediate
families  including John D. Gottwald,  has been  excluded  because  the  shares are held by  affiliates.  The
aggregate  market value has been computed  based on the closing price in the New
York Stock Exchange  Composite  Transactions on January 31, 1996,1997, as reported by
THE WALL
STREET JOURNAL.The Wall Street Journal.






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DOCUMENTS INCORPORATED BY REFERENCE

1. Portions of Tredegar Industries, Inc.'s Annual Report to Shareholders for the
year  ended  December  31,  19951996 (the  "Annual  Report"),  are  incorporated  by
reference into Parts I, II, and IV of this Form 10-K.

2. Portions of Tredegar  Industries,  Inc.'s  definitive Proxy Statement for its
19961997 Annual  Meeting of  Shareholders  filed with the  Securities  and  Exchange
Commission  pursuant to Regulation 14A under the Securities Exchange Act of 1934
(the "Proxy Statement") are incorporated by reference into Part III of this Form
10-K.






FORM 10-K TABLE OF CONTENTS/CROSS-REFERENCE Proxy Form 10-K Annual Report Statement PARTPart I page page page 1. Business .............................................................. 1-7 22-24, 29-32, 34....................................................................... 1-5 20-22, 27-30, 32-33 2. Properties............................................................. 7-9Properties...................................................................... 5-6 3. Legal proceedings......................................................proceedings............................................................... None 4. Submission of matters to a vote of security holders....................holders............................. None PARTPart II 5. Market for registrant's common equity and related stockholder matters.. 52matters........... 50 6. Selected financial data................................................ 20-21data......................................................... 18-19 7. Management's discussion and analysis of financial condition and results of operations.................................................. 22-24, 26-32, 34operations........................................................... 20-22, 24-30, 32-33 8. Financial statements and supplementary data............................ 33-51data..................................... 31-49 9. Changes in and disagreements with accountants on accounting and financial disclosure...................................................disclosure............................................................ None PARTPart III 10. Directors and executive officers of the registrant*.................... 9-10 18............................. 10 51 2-4, 5 11. Executive compensation*......................................................................................................... 7-14 12. Security ownership of certain beneficial owners and management*......................... 4-6 13. Certain relationships and related transactions*......................................................... None PARTPart IV 14. Exhibits, financial statement schedules and reports on Form 8-K (a) Documents: (1) Financial statements................................. 35-51statements.......................................... 34-49 (2) Financial statement schedules........................schedules................................. None (3) Exhibits (b) Reports on Form 8-K...........................................8-K.................................................... None (c) Exhibits (d) Financial statement schedules
*Items 11, 12 and 13 and portions of Item 10 are incorporated by reference from the Proxy Statement pursuant to instructions G(1) and G(3) of the General Instructions to Form 10-K. Only those portions of the Annual Report to Shareholders referred to in the foregoing table of contents are to be deemed "filed" as part of this Form 10-K report. The Securities and Exchange Commission has not approved or disapproved of this report or passed upon its accuracy or adequacy. PART I ITEMItem 1. BUSINESS DESCRIPTION OF BUSINESSDescription of Business Tredegar Industries, Inc. ("Tredegar") is engaged directly or through subsidiaries in plastics, metal productsthe manufacture of plastic films, vinyl extrusions and technology businesses (primarilyaluminum extrusions. Tredegar also has interests in various technologies, including rational drug design research and software).computer software. During July and Augustthe first quarter of 1995,1996, Tredegar announced that it was exploringsold all of the saleoutstanding capital stock of its injection molding subsidiary, Tredegar Molded Products Company, and its subsidiaries ("Moldedincluding Polestar Plastics Manufacturing Company (together, "Molded Products") and. During the second quarter of 1996, Tredegar completed the sale of Brudi, Inc. and its subsidiaries ("Brudi"(together, "Brudi"). Molded Products and Brudi are reported as a part of continuing operations in the Plastics and Metal Products segments, respectively. These divestitures could be completed in the first half of 1996. Information on the net sales, operating profit, identifiable assets, depreciation and amortization, and capital expenditures of Molded Products and Brudi are providedSee Note 19 on pages 22-24 and pages 42-4347-49 of the Annual Report.Report for further information regarding these divestitures. The following discussion of Tredegar's business segments should be read in conjunction with the information contained on pages 22-24, 26-3220-22, 24-30 and 3432-33 of the Annual Report referred to in Item 7 below. PLASTICS The Plastics segmentPlastic Films and Vinyl Extrusions Tredegar's plastics business is composed of the Film Products division ("Film Products"), Molded Products and Fiberlux, Inc. ("Fiberlux"). Film Products and Molded Products manufacture a wide range of products including specialty films, injection-molded products and custom injection molds. Broad application for these products is found inmanufactures plastic films for disposable personal products (primarily diapers and feminine hygiene products) and packaging, medical, industrial agricultural and disposable personal hygiene products, and in molded products for industrial, household, personal-care, medical and electronicsagricultural products. Fiberlux produces vinyl extrusions for windows and patio doors. These products are produced at various locations throughout the United States and are sold both directly and through distributors. Tredegar also has films plants located in the Netherlands, Brazil and Argentina, where it produces films primarily for the European and Latin American markets, respectively. The Plastics segment competesmarkets. Tredegar expects to begin operating a disposable films production line near Guangzhou, China, in late 1997 or early 1998. Film Products and Fiberlux compete in all of its markets on the basis of the quality and prices of its products and its service. Film Products Film Products produces films for two major market categories: disposables and industrial. Disposables. Film Products is one of the largest U.S. suppliers of embossed and permeable films for disposable personal products. In each of the last three years, this class of products accounted for more than 30% of the consolidated revenues of Tredegar. Film Products supplies embossed films and nonwoven film laminates (cloth-like) to domestic and international manufacturers for use as backsheet in disposable products such as baby diapers, adult incontinent products, feminine hygiene products and hospital underpads. Film Products' primary customer for embossed films and nonwoven film laminates for backsheet is The Procter & Gamble Company ("P&G"), the leading global disposable diaper manufacturer. Film Products also sells embossed films to several producers of private label products. Film Products competes with several foreign and domestic plastic film products manufacturers in the backsheet market. Film Products also supplies permeable films to P&G for use as liners in feminine hygiene products, adult incontinent products and hospital underpads. The processes used in manufacturing these films were developed jointly by Film Products and P&G and are covered by applicable patents held by P&G and Tredegar. Film Products also sells significant amounts of permeable films to international affiliates of P&G. P&G also purchases molded plastic products from Molded Products. P&G and Tredegar have had a successful, long-term relationship based on cooperation, product innovation and continuous process improvement. The loss or significant reduction of business associated with P&G would have a material adverse effect on Tredegar's business. Industrial. Film Products produces a line of oriented films for food packaging and other applications under the name Monax(R) Plus. These are high strength, high moisture barrier films that allow both cost and source reduction opportunities over current packaging mediums. Film Products also produces coextruded and monolayer permeable fabricsfilms under the name of VisPore(R). These fabricsfilms are used to regulate fluid transmission in many industrial, medical, agricultural and packaging markets. Specific examples include filter plies for surgical masks and other medical applications, permeable ground cover, thermal pouches for take-out food, natural cheese mold release cloths and rubber bale wrap. Differentially embossed monolayer and coextruded films are also produced by Film Products. Some of these films are extruded in a Class 10,000 clean room and act as a disposable, protective coversheet for photopolymers used in the manufacture of circuit boards. Other films, sold under the name of ULTRAMASK(R), are used as masking films to protect polycarbonate, acrylics and glass from damage during fabrication, shipping and handling. Film Products produces a line of oriented films for food packaging, in-mold labels and other applications under the name Monax(R) Plus. These are high strength, high moisture barrier films that allow both cost and source reduction opportunities over current packaging mediums. Raw Materials. The primary raw materials for films produced by Film Products are low-density and linear low-density polyethylene resins, which Film Products obtains from domestic and foreign suppliers at competitive prices. Tredegar's management believes that there will be an adequate supply of polyethylene resins in the immediate future. Changes in resin prices, and the timing thereof, could have a significant impact on the profit margins of this division. Resin prices are fairly volatile and are generally followed by a corresponding change in selling prices. - 2 - Research and Development. Film Products has a technical center in Terre Haute, Indiana. Film Products holds 36 U.S. patents and 1415 U.S. trademarks. Expenditures for research and development have averaged approximately $3.3$3.6 million per year during the past three years. Molded Products See page 1 regarding the possible divestiture of Molded Products. Molded Products manufactures five major categories of products: packaging products, industrial products, parts for medical products, parts for electronics products and injection-mold tools. Packaging products represent more than half of Molded Products' business. Packaging Products. The packaging group produces deodorant canisters, lip balm sticks, custom jars, plugs, fitments and closures, primarily for toiletries, cosmetics, pharmaceuticals and personal hygiene markets. Molded Products is one of the leading U.S. producers of lip balm sticks. Molded Products competes with various large producers in the packaging market. Industrial Products. Molded Products produces molded plastic parts for business machines, media storage products, cameras, appliances and various custom products. In the business machine area, closer tolerances, made possible by computer-aided design and manufacturing (CAD/CAM) and engineered-grade resins, have led to expanded high-performance applications. Molded Products works closely with customers in the design of new industrial products and systems. The market for such products is very competitive. Parts for Medical and Electronics Products. Effective July 31, 1993, Molded Products' subsidiary, Polestar Plastics Manufacturing Company, acquired the assets of a custom molder of precision parts for the medical and electronics markets. Products supplied to the medical market include, among others, disposable plastic parts for laparoscopic surgery instruments, staple guns, needle protector devices and syringe housings. Products supplied to the electronics market include, among others, connectors for computer cables and circuit boards. Injection-Mold Tools. Molded Products' tooling group produces injection molds for internal use and for sale to other custom and captive molders. Molded Products operates one of the largest independent tool shops in the United States in St. Petersburg, Florida. Raw Materials. Polypropylene and polyethylene resins are the primary raw materials used by Molded Products. Molded Products also uses polystyrene resins. Molded Products purchases those raw materials from domestic suppliers at competitive prices. Changes in resin prices, and the timing thereof, could have a significant impact on the profitability of this division. Molded Products' management believes that there will be an adequate supply of these resins in the immediate future. - 32 - Research and Development. Molded Products owns five U.S. patents and one U.S. trademarks and has spent an average of less than $100,000 each year for the last three years for research and development. Molded Products maintains a technical center as part of its St. Petersburg, Florida, complex. Fiberlux Fiberlux is a leading U.S. producer of rigid vinyl extrusions for windows and patio doors. Fiberlux products are sold to fabricators and directly to end users. The subsidiary's primary raw material, polyvinyl chloride resin, is purchased from producers in open market purchases and under contract. No critical shortages of polyvinyl chloride resins are expected. Fiberlux holds one U.S. patent and three U.S. trademarks. METAL PRODUCTS The Metal Products segmentAluminum Extrusions Aluminum Extrusions is composed of The William L. Bonnell Company, Inc. ("Bonnell"),and Capitol Products Corporation ("Capitol") and Brudi. Bonnell and Capitol ("Aluminum(together, "Aluminum Extrusions"), which produce soft alloy aluminum extrusions primarily for the building and construction industry, and for transportation and consumer durables markets. Brudi primarily produces steel attachments and uprights for the forklift truck market. Aluminum Extrusions Aluminum Extrusions manufactures plain, anodized and painted aluminum extrusions for sale directly to fabricators and distributors that use aluminum extrusions in the production of curtain walls, moldings, architectural shapes, running boards, tub and shower doors, boat windshields, window components and furniture, among other products. Sales are made primarily in the United States, principally east of the Rocky Mountains. Sales are substantially affected by the strength of the building and construction industry, which accounts for the majority of product sales. Raw materials for Aluminum Extrusions, consisting of aluminum ingot, aluminum scrap and various alloys, are purchased from domestic and foreign producers in open-market purchases and under short-term contracts. Profit margins for products in Aluminum Extrusions are sensitive to fluctuations in aluminum ingot and scrap prices, which account for a significant portion of product cost. Aluminum ingot prices are fairly volatile and are generally followed by a corresponding change in selling prices; however, there is no assurance that higher ingot costs can be passed along to customers. Tredegar does not expect critical shortages of aluminum or other required raw materials and supplies. - 4 - Aluminum Extrusions competes primarily based on the quality and prices of its products and its service with a number of national and regional manufacturers in the industry. Aluminum Extrusions holds two U.S. patents and 12 U.S. trademarks. Brudi SeeTechnology Tredegar's technology interests include Molecumetics, Ltd. ("Molecumetics"), certain technology-related investments in which Tredegar's ownership is less than 20% (see Note 7 on page 1 regarding the possible divestiture of Brudi. Headquartered in Ridgefield, Washington, Brudi is the second largest supplier of uprights and attachments for the forklift truck segment41 of the domestic materials handling industry. Brudi markets its productsAnnual Report for additional information) and services, which include in-house engineering and design capabilities, primarily to dealers and original equipment manufacturers of forklift trucks. Markets served include warehousing and distribution, food, fiber, primary metals, pharmaceuticals, beverage and paper. Brudi products are made primarily from steel, which is purchased on the open market and under contract from domestic producers. Tredegar does not foresee critical shortages of steel or other required raw materials and supplies. Brudi holds eight U.S. patents and three U.S. trademarks. TECHNOLOGY The Technology segment is composed primarily of investments in high-technology businesses and related research.APPX Software, Inc. ("APPX Software"). - 3 - Molecumetics, Ltd., a subsidiary of Tredegar, ("Molecumetics"), commenced operation ofoperates its rational drug design research laboratory in Seattle, Washington. Molecumetics provides proprietary chemistry for the synthesis of small molecule therapeutics and vaccines. Using synthetic chemistry techniques, researchers can fashion small-moleculessmall molecules that imitate the bioactive portion of larger and more complex molecules. For customers in the pharmaceutical and biotechnology industries, these synthetically-produced compounds offer significant advantages over naturally occurring proteins in fighting diseases because they are smaller and more easily absorbed in the human body, less subject to attack by enzymes, more specific in their therapeutic activity, and faster and less expensive to produce. In December 1992, Tredegar acquired APPX Software Inc. ("APPX Software"),is a supplierdeveloper and producer of flexible software development environmentstools and business applications software. In the first quarter of 1994, Tredegar wrote off $9.5 million of goodwill and other intangibles in APPX Software. The write-off was the result of management's determination that income generated by the acquired products would not be sufficient to recover the unamortized costs associated with the intangible software assets purchased. In addition, in the first quarter of 1995 APPX Software was restructured in an effort to eliminate its operating losses, which were - 5 - $478,000 in the first quarter of 1995 and $4.7 million in 1994. While new product development activities have been curtailed, APPX Software continues to sell, maintain and support existing products. In connection with the restructuring, Tredegar recognized a first-quarter charge of $2.4 million ($1.6 million after income tax benefits). For the post-restructuring period April 1 to December 31, 1995, APPX Software had an operating profit of $382,000.applications. The market for software products is very competitive and characterized by short product life cycles. Molecumetics holds three U.S. patents and onethree U.S. trademark.trademarks. Molecumetics has filed a number of other patent applications with respect to its technology. APPX Software owns four12 U.S. copyrights and holds oneseven U.S. trademark.trademarks. Businesses included in the Technology segment spent $6.8 million in 1996, $5.0 million in 1995 and $5.4 million in 1994 and $5.6 million in 1993 for research and development. Research and development spending declined in 1995 due to lower spending at APPX Software partially offset by higher spending at Molecumetics. MISCELLANEOUSMiscellaneous Patents, Licenses and Trademarks. Tredegar considers patents, licenses and trademarks to be of significance to its Plastics segmentfor Film Products and its Molecumetics and APPX Software subsidiaries. Tredegar routinely applies for patents on significant patentable developments with respect to all of its businesses. Patents owned by Tredegar and its subsidiaries have remaining terms ranging from 1 to 16 years. In addition, the Plastics segment and certain of Tredegar's other subsidiaries haveTredegar has licenses under patents owned by third parties. Research and Development. During 1996, 1995 and 1994, and 1993, approximately $11.1 million, $8.8 million $8.3 million and $9.1$8.3 million, respectively, was spent on company-sponsored research and development activities in connection with the businesses of Tredegar and its subsidiaries. See "Business of Tredegar - Plastics and Other Businesses." Backlog. Backlogs are not material to Tredegar. Government Regulation. Laws concerning the environment that affect or could affect Tredegar's domestic operations include, among others, the Clean Water Act, the Clean Air Act, the Resource Conservation Recovery Act, the Occupational Safety and Health Act, the National Environmental Policy Act, the Toxic Substances Control Act, the Comprehensive Environmental Response, Compensation and Liability Act ("CERCLA"), regulations promulgated under these acts, and any other federal, state or local laws or regulations governing environmental matters. - 4 - The operations of Tredegar and its subsidiaries are in substantial compliance with all applicable laws, regulations and permits. In order to maintain substantial compliance with such standards, Tredegar may be required to incur expenditures, the amounts and timing of which are not presently determinable but which could be significant, in constructing new facilities or in modifying existing facilities. - 6 - From time to time the Environmental Protection Agency may identify Tredegar or one of its subsidiaries as a potentially responsible party with respect to a Superfund site under CERCLA. To date, Tredegar, indirectly, is potentially responsible with respect to three Superfund sites. As a result, Tredegar may be required to expend amounts on remedial investigations and actions at such Superfund sites. Responsible parties under CERCLA may be jointly and severally liable for costs at a site, although typically costs are allocated among the responsible parties. In addition, Tredegar, indirectly, is potentially responsible for one New Jersey Spill Site Act location. Another New Jersey site is being investigated pursuant to the New Jersey Environmental Cleanup Responsibility Act. Employees. Tredegar and its subsidiaries employ approximately 3,3002,200 people. Tredegar considers its relations with its employees to be good. ITEMItem 2. PROPERTIES GENERALGeneral Most of the improved real property and the other assets of Tredegar and its subsidiaries are owned, and none of the owned property is subject to an encumbrance that is material to the consolidated operations of Tredegar and its subsidiaries. Tredegar considers the condition of the plants, warehouses and other properties and assets owned or leased by Tredegar and its subsidiaries to be generally good. Additionally, Tredegar considers the geographical distribution of its plants to be well-suited to satisfying the needs of its customers. Tredegar believes that the capacity of its plants to beare adequate for immediate needs of its businesses. Tredegar's plants generally have operated at 70-85 percent of capacity. Tredegar's corporate headquarters offices are located at 1100 Boulders Parkway, Richmond, Virginia 23225. - 75 - PLASTICS The Plastics segmentTredegar has the following principal plants and facilities: LOCATION PRINCIPAL OPERATIONSFilm Products Locations Principal Operations Carbondale, Pennsylvania Production of plastic films LaGrange, Georgia Manchester, Iowa New Bern, North Carolina Tacoma, Washington (leased) Terre Haute, Indiana (2) (technical center and production facility) Kerkrade, the Netherlands Sao Paulo, Brazil San Juan, Argentina (a) Alsip, Illinois (b) Production of molds and molded Excelsior Springs, Missouri (c) plastic products South Grafton, Massachusetts (c) Graham, North Carolina (leased) (c) St. Petersburg, Florida (2) (c) (two production facilities including a technical center) Philipsburg, Pennsylvania (leased) (c) State College, Pennsylvania (leased) (c)Fiberlux Locations Principal Operations Pawling, New York Production of vinyl extrusions for Purchase, New York (headquarters) (leased) windows and patio doors - -------- (a) Acquired by Tredegar during the first quarter of 1995. (b) Tredegar has announced the closing or other disposition of this plant. (c) Tredegar has announced that it is exploring the sale of Molded Products. - 8 - METAL PRODUCTS The Metal Products segment has the following principal plants and facilities: LOCATION PRINCIPAL OPERATIONSAluminum Extrusions Locations Principal Operations Carthage, Tennessee Production of aluminum Kentland, Indiana extrusions, finishing Newnan, Georgia Ridgefield, Washington (d) Production of uprights Adelaide, Australia (d) and attachments Halifax, England (d) TECHNOLOGYTechnology Molecumetics leases its laboratory space in Bellevue, Washington. Tredegar Investments, Inc. leases office space in Seattle, Washington. APPX Software leases office space in Richmond, Virginia. ITEMItem 3. LEGAL PROCEEDINGS None ITEMItem 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS None EXECUTIVE OFFICERS OF TREDEGAR- 6 - Executive Officers of Tredegar Set forth below are the names, ages and titles of the executive officers of Tredegar: NAME AGE TITLEName Age Title John D. Gottwald 4142 President and Chief Executive Officer Richard W. Goodrum 67 Executive Vice President and Chief Operating Officer (Retiring as of April 1, 1996) - -------- (d) Tredegar has announced that it is exploring the sale of Brudi. - 9 - Norman A. Scher 5859 Executive Vice President, Chief Financial Officer and Treasurer Michael W. Giancaspro 4142 Vice President, Corporate Planning Steven M. Johnson 4546 Vice President, Corporate Development Douglas R. Monk 5051 Vice President and President, Aluminum Extrusions Anthony J. Rinaldi 5859 Vice President and President, Film Products Frederick P. Woods 5152 Vice President, Personnel Except as described below, each of these officers has served in such capacity since July 10, 1989. Each will hold office until his successor is elected or until his earlier removal or resignation. MICHAELMichael W. GIANCASPRO.Giancaspro. Mr. Giancaspro served as Director of Corporate Planning from March 31, 1989, until February 27, 1992, when he was elected Vice President, Corporate Planning. STEVENSteven M. JOHNSON.Johnson. Mr. Johnson served as Secretary of the Corporation until February, 1994. Mr. Johnson served as Vice President, General Counsel and Secretary from July 10, 1989, until July, 1992, when his position was changed to Vice President, Corporate Development and Secretary. DOUGLASDouglas R. MONK.Monk. Mr. Monk was elected Vice President on August 29, 1994. Mr. Monk has served as President of The William L. Bonnell Company, Inc. and Capitol Products Corporation since February 23, 1993. He also served as Director of Operations of Tredegar's Aluminum Division. ANTHONY- 7 - Anthony J. RINALDI.Rinaldi. Mr. Rinaldi was elected Vice President on February 27, 1992. Mr. Rinaldi has served as General Manager of Tredegar Film Products since July 1, 1991. During 1991, he also served as Managing Director of European operations. Mr. Rinaldi served as Director of Sales and Marketing for Tredegar Film Products from July 10, 1989 to June, 1991. FREDERICKFrederick P. WOODS.Woods. Mr. Woods served as Vice President, Employee Relations from July 10, 1989 until December, 1993, when his position was changed to Vice President, Personnel. - 108 - PART II ITEMItem 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS The information contained on page 5250 of the Annual Report under the captions "Dividend Information," "Stock Listing" and "Market Prices of Common Stock and Shareholder Data" is incorporated herein by reference. ITEMItem 6. SELECTED FINANCIAL DATA The information for the sixseven years ended December 31, 1995,1996, contained in the "Six-Year"Seven-Year Summary" on pages 2018 and 2119 of the Annual Report is incorporated herein by reference. ITEMItem 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The textual and tabular information concerning the years 1996, 1995 1994 and 19931994 contained on pages 20 through 22, 24 through 24, 26 through30 and 32 and 3433 of the Annual Report is incorporated herein by reference. ITEMItem 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA The consolidated financial statements contained on pages 3635 through 39,38, the notes to financial statements contained on pages 4039 through 51,49, the report of independent accountants on page 35,34, and the information under the caption "Selected Quarterly Financial Data (Unaudited)" on page 3331 and related notes on page 3432-33 of the Annual Report are incorporated herein by reference. ITEMItem 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None. - 119 - PART III ITEMItem 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT The information contained on pages 2 through 4 of the Proxy Statement under the caption "Election of Directors" concerning directors and persons nominated to become directors of Tredegar is incorporated herein by reference. See "Executive Officers of Tredegar" at the end of Part I above for information about the executive officers of Tredegar. The information contained on page 4 and 5 of the Proxy Statement under the caption "Stock Ownership" is incorporated herein by reference. ITEMItem 11. EXECUTIVE COMPENSATION The information contained on pages 7 through 14 of the Proxy Statement under the caption "Compensation of Executive Officers and Directors" concerning executive compensation is incorporated herein by reference. ITEMItem 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT The information contained on pages 4 through 6 of the Proxy Statement under the caption "Stock Ownership" is incorporated herein by reference. ITEMItem 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS None. - 1210 - PART IV ITEMItem 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K (a) Documents: (1) Financial statements - the following consolidated financial statements of the registrant are included on pages 3534 to 5149 in the Annual Report and are incorporated herein by reference in Item 8. Report of independent accountants. Consolidated balance sheets as of December 31, 19951996 and 1994.1995. Consolidated statements of income, cash flows and shareholders' equity for the years ended December 31, 1996, 1995 1994 and 1993.1994. Notes to financial statements. (2) None. (3) Exhibits 3.1 Amended and Restated Articles of Incorporation of Tredegar (filed as Exhibit 3.1 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) 3.2 Amended By-laws of Tredegar (filed as Exhibit 3 to Tredegar's Quarterly Report on Form 10-Q for the quarter ended SeptemberJune 30, 1994,1996, and incorporated herein by reference) 4.1 Form of Common Stock Certificate (filed as Exhibit 4.3 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) 4.2 Rights Agreement dated as of June 15, 1989, between Tredegar and NationsBank of Virginia, N.A. (formerly Sovran Bank, N.A.), as Rights Agent (filed as Exhibit 4.4 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) 4.2.1 Amendment and Substitution Agreement (Rights Agreement) dated as of July 1, 1992, by and among Tredegar, NationsBank of Virginia, N.A. (formerly Sovran Bank, N.A.) and American Stock Transfer & Trust Company (filed as Exhibit 4.2.1 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1992, and incorporated herein by reference) - 1311 - 4.3 Loan Agreement dated June 16, 1993 between Tredegar and Metropolitan Life Insurance Company (filed as Exhibit 4 to Tredegar's Quarterly Report on Form 10-Q for the quarter ended June 30, 1993, and incorporated herein by reference) 4.3.1 Consent and Agreement dated September 26, 1995, between Tredegar Industries, Inc. and Metropolitan Life Insurance Company (filed as Exhibit 4.2 to Tredegar's Quarterly Report on Form 10-Q for the quarter ended September 30, 1995, and incorporated herein by reference) 4.4 Revolving Credit Facility Agreement dated as of September 7, 1995 among Tredegar Industries, Inc., the banks named therein, Chemical Bank as Administrative Agent and NationsBank N.A. and LTCB Trust Company as Co-Agents (filed as Exhibit 4.1 to Tredegar's Quarterly Report on Form 10-Q for the quarter ended September 30, 1995, and incorporated herein by reference) 4.5 Consent and4.4.1 Extension Letter, dated September 16, 1996, extending the maturity date of the Revolving Credit Facility Agreement dated as of September 26,7, 1995 between Tredegar Industries, Inc. and Metropolitan Life Insurance Company (filed as Exhibit 4.24.1 to Tredegar's Quarterly Report on Form 10-Q for the quarter ended September 30, 1995,1996, and incorporated herein by reference) 10.1 Reorganization and Distribution Agreement dated as of June 1, 1989, between Tredegar and Ethyl Corporation ("Ethyl") (filed as Exhibit 10.1 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) *10.2 Employee Benefits Agreement dated as of June 1, 1989, between Tredegar and Ethyl (filed as Exhibit 10.2 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) 10.3 Tax Sharing Agreement dated as of June 1, 1989, between Tredegar and Ethyl (filed as Exhibit 10.3 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) 10.4 Master Services Agreement dated as of June 1, 1989, between Tredegar and Ethyl (filed as Exhibit 10.4 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) 10.4.1 Amendment to Master Services Agreement dated as of November 1, 1990, between Tredegar and Ethyl (filed as Exhibit 10.4.1 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1990, and incorporated herein by reference) 10.5 Indemnification Agreement dated as of June 1, 1989, between Tredegar and Ethyl (filed as Exhibit 10.5 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) *10.6 Tredegar 1989 Incentive Stock Option Plan (included as Exhibit A to the Prospectus contained in the Form S-8 Registration Statement No. 33-31047, and incorporated herein by reference) *10.7 Tredegar Bonus Plan (filed as Exhibit 10.7 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) - 14 - *10.8 Savings Plan for the Employees of Tredegar (filed as Exhibit 4 to the Form S-8 S-8 Registration Statement No. 33-29582,33-64647, and incorporated herein by reference) - 12 - *10.9 Tredegar Retirement Income Plan (filed as Exhibit 10.9 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1990, and incorporated herein by reference) *10.10 Agreement dated as of June 1, 1989, between Tredegar and Norman A. Scher (filed as Exhibit 10.10 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) *10.10.1 Termination Agreement (with respect to Employment Agreement) dated as of December 31, 1996, between Tredegar and Norman A. Scher (filed herewith) *10.11 Tredegar 1992 Omnibus Stock Incentive Plan (filed as Exhibit 10.12 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1991, and incorporated herein by reference) *10.12 Tredegar Industries, Inc. Retirement Benefit Restoration Plan (filed as Exhibit 10.13 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1993, and incorporated herein by reference) *10.13 Tredegar Industries, Inc. Savings Plan Benefit Restoration Plan (filed as Exhibit 10.14 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1993, and incorporated herein by reference) 10.14*10.14 Tredegar Industries, Inc. 1996 Incentive Plan (filed herewith ) 10.15 Stock Purchase Agreement of Merger by and amongbetween Tredegar Investments, Inc., The Elk Horn Coal Corporation, Pen Holdings, and Precise Technology, Inc. and PHI Acquisition Corp. made as of June 22, 1994March 11, 1996 (filed as Exhibit 99.1 to Tredegar's Report on Form 8-K, dated March 29, 1996, and incorporated herein by reference) (Schedules and exhibits omitted; Registrant agrees to furnish a copy of any schedule or exhibit to the Securities anf Exchange Commission upon request.) 10.16 Stock Purchase Agreement, and the amendment thereto, by and between Tredegar Industries, Inc. and Long Reach Holdings, Inc. made as of March 27, 1996 (filed as Exhibit 10 to Tredegar's Quarterly Report on Form 10-Q for the quarter ended June 30, 1994, as amended,1996, and incorporated herein by reference) (Schedules and exhibits omitted; Registrant agrees to furnish a copy of any schedule or exhibit to the Securities and Exchange Commission upon request.) 11 Statement re: Computation of Earnings Per Share 13 Tredegar Annual Report to Shareholders for the year ended December 31, 19951996 (See Note 1) 21 Subsidiaries of Tredegar 23.1 Consent of Independent Accountants 27 Financial Data Schedule *The marked items are management contracts or compensatory plans, contracts or arrangements required to be filed as exhibits to this Form 10-K. - 13 - (b) Reports on Form 8-K None - 15 - (c) Exhibits The response to this portion of Item 14 is submitted as a separate section of this report. (d) Financial Statement Schedules None Note 1. With the exception of the information incorporated in this Form 10-K by reference thereto, the Annual Report shall not be deemed "filed" as a part of Form 10-K. - 1614 - SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. TREDEGAR INDUSTRIES, INC. (Registrant) Dated: February 21, 199619, 1997 By /s/ JOHNJohn D. GOTTWALDGottwald ------------------------- John D. Gottwald President Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on February 21, 1996.19, 1997. Signature Title /s/ JOHNJohn D. GOTTWALDGottwald President (John D. Gottwald) (Principal Executive Officer and Director) /s/ N. A. SCHERScher Executive Vice President, (Norman A. Scher) Treasurer and Director (Principal Financial Officer) /s/ D. ANDREW EDWARDSAndrew Edwards Corporate Controller (D. Andrew Edwards) (Principal Accounting Officer) /s/ R. W. GOODRUM Executive Vice President and (Richard W. Goodrum) Director /s/ AUSTIN BROCKENBROUGH,Austin Brockenbrough, III Director (Austin Brockenbrough, III) /s/ Phyllis Cothran Director (Phyllis Cothran) - 1715 - /s/ PHYLLIS COTHRANR. W. Goodrum Director (Phyllis Cothran) /s/ BRUCE C. GOTTWALD(Richard W. Goodrum Director (Bruce C. Gottwald) /s/ FLOYDFloyd D. GOTTWALD, JR.Gottwald, Jr. Director (Floyd D. Gottwald) /s/ ANDRE B. LACY Director (Andre B. Lacy) /s/ EMMETTEmmett J. RICERice Director (Emmett J. Rice) /s/ W. THOMAS RICE Director (W. Thomas Rice) - 1816 -
EXHIBIT INDEX Page 3.1 Amended and Restated Articles of Incorporation of Tredegar (filed as Exhibit 3.1 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) 3.2 Amended By-laws of Tredegar (filed as Exhibit 3 to Tredegar's Quarterly Report on Form 10-Q for the quarter ended September 30, 1995, and incorporated herein by reference) 4.1 Form of Common Stock Certificate (filed as Exhibit 4.3 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) 4.2 Rights Agreement dated as of June 15, 1989, between Tredegar and NationsBank of Virginia, N.A. (formerly Sovran Bank, N.A.), as Rights Agent (filed as Exhibit 4.4 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) 4.2.1 Amendment and Substitution Agreement (Rights Agreement) dated as of July 1, 1992, by and among Tredegar, NationsBank of Virginia, N.A. (formerly Sovran Bank, N.A.) and American Stock Transfer & Trust Company (filed as Exhibit 4.2.1 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1992, and incorporated herein by reference) 4.3 Loan Agreement dated June 16, 1993 between Tredegar and Metropolitan Life Insurance Company (filed as Exhibit 4 to Tredegar's Quarterly Report on Form 10-Q for the quarter ended September 30, 1993, and incorporated herein by reference) 4.4 Revolving Credit Facility Agreement dated as of September 7, 1995 among Tredegar Industries, Inc., the banks named therein, Chemical Bank as Administrative Agent and NationsBank N.A. and LTCB Trust Company as Co-Agents (filed as Exhibit 4.1 to Tredegar's Quarterly Report on Form 10-Q for the quarter ended September 30, 1995, and incorporated herein by reference) 4.5EXHIBIT INDEX 3.1 Amended and Restated Articles of Incorporation of Tredegar (filed as Exhibit 3.1 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) 3.2 Amended By-laws of Tredegar (filed as Exhibit 3 to Tredegar's Quarterly Report on Form 10-Q for the quarter ended June 30, 1996, and incorporated herein by reference) 4.1 Form of Common Stock Certificate (filed as Exhibit 4.3 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) 4.2 Rights Agreement dated as of June 15, 1989, between Tredegar and NationsBank of Virginia, N.A. (formerly Sovran Bank, N.A.), as Rights Agent (filed as Exhibit 4.4 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) 4.2.1 Amendment and Substitution Agreement (Rights Agreement) dated as of July 1, 1992, by and among Tredegar, NationsBank of Virginia, N.A. (formerly Sovran Bank, N.A.) and American Stock Transfer & Trust Company (filed as Exhibit 4.2.1 to Tredegar's Annual Report on Form 10- K for the year ended December 31, 1992, and incorporated herein by reference) 4.3 Loan Agreement dated June 16, 1993 between Tredegar and Metropolitan Life Insurance Company (filed as Exhibit 4 to Tredegar's Quarterly Report on Form 10-Q for the quarter ended September 30, 1993, and incorporated herein by reference) 4.3.1 Consent and Agreement dated September 26, 1995, between Tredegar Industries, Inc. and Metropolitan Life Insurance Company (filed as Exhibit 4.2 to Tredegar's Quarterly Report on Form 10-Q for the quarter ended September 30, 1995, and incorporated herein by reference) 10.1 Reorganization and Distribution Agreement dated as of June 1, 1989, between Tredegar and Ethyl (filed as Exhibit 10.1 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) *10.2 Employee Benefits Agreement dated as of June 1, 1989, between Tredegar and Ethyl (filed as Exhibit 10.2 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) 10.3 Tax Sharing Agreement dated as of June 1, 1989, between Tredegar and Ethyl (filed as Exhibit 10.3 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) 10.4 Master Services Agreement dated as of June 1, 1989, between Tredegar and Ethyl (filed as Exhibit 10.4 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) 10.4.1 Amendment to Master Services Agreement dated as of November 1, 1990, between Tredegar and Ethyl (filed as Exhibit 10.4.1 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1990, and incorporated herein by reference) 10.5 Indemnification Agreement dated as of June 1, 1989, between Tredegar and Ethyl (filed as Exhibit 10.5 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) *10.6 Tredegar 1989 Incentive Stock Option Plan (included as Exhibit A to the Prospectus contained in the Form S-8 Registration Statement No. 33-31047, and incorporated herein by reference) *10.7 Tredegar Bonus Plan (filed as Exhibit 10.7 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) *10.8 Savings Plan for the Employees of Tredegar (filed as Exhibit 4 to the Form S-8 Registration Statement No. 33-29582, and incorporated herein by reference) *10.9 Tredegar Retirement Income Plan (filed as Exhibit 10.9 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1990, and incorporated herein by reference) *10.10 Agreement dated as of June 1, 1989, between Tredegar and Norman A. Scher (filed as Exhibit 10.10 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) *10.11 Tredegar 1992 Omnibus Stock Incentive Plan (filed as Exhibit 10.12 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1991, and incorporated herein by reference) *10.12 Tredegar Industries, Inc. Retirement Benefit Restoration Plan (filed as Exhibit 10.13 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1993, and incorporated herein by reference) *10.13 Tredegar Industries, Inc. Savings Plan Benefit Restoration Plan (filed as Exhibit 10.14 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1993, and incorporated herein by reference) 10.14 Agreement of Merger by and among Tredegar Investments, Inc., The Elk Horn Coal Corporation, Pen Holdings, Inc. and PHI Acquisition Corp. made as of June 22, 1994 (filed as Exhibit 10 to Tredegar's Quarterly Report on Form 10-Q for the quarter ended June 30, 1994, as amended, and incorporated herein by reference) (Schedules and exhibits omitted; Registrant agrees to furnish a copy of any schedule or exhibit to the Securities and Exchange Commission upon request.) 11 Statement re: Computation of Earnings Per Share 13 Tredegar Annual Report to Shareholders for the year ended December 31, 1995, between Tredegar Industries, Inc. and Metropolitan Life Insurance Company (filed as Exhibit 4.2 to Tredegar's Quarterly Report on Form 10-Q for the quarter ended September 30, 1995, and incorporated herein by reference) 4.4 Revolving Credit Facility Agreement dated as of September 7, 1995 among Tredegar Industries, Inc., the banks named therein, Chemical Bank as Administrative Agent and NationsBank N.A. and LTCB Trust Company as Co-Agents (filed as Exhibit 4.1 to Tredegar's Quarterly Report on Form 10-Q for the quarter ended September 30, 1995, and incorporated herein by reference) 4.4.1 Extension Letter, dated September 16, 1996, extending the maturity date of the Revolving Credit Facility Agreement dated as of September 7, 1995 (filed as Exhibit 4.1 to Tredegar's Quarterly Report on Form 10-Q for the quarter ended September 30, 1996, and incorporated herein by reference) 10.1 Reorganization and Distribution Agreement dated as of June 1, 1989, between Tredegar and Ethyl (filed as Exhibit 10.1 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) *10.2 Employee Benefits Agreement dated as of June 1, 1989, between Tredegar and Ethyl (filed as Exhibit 10.2 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) 10.3 Tax Sharing Agreement dated as of June 1, 1989, between Tredegar and Ethyl (filed as Exhibit 10.3 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) 10.5 Indemnification Agreement dated as of June 1, 1989, between Tredegar and Ethyl (filed as Exhibit 10.5 to Tredegar's Annual Report on Form 10- K for the year ended December 31, 1989, and incorporated herein by reference) *10.6 Tredegar 1989 Incentive Stock Option Plan (included as Exhibit A to the Prospectus contained in the Form S-8 Registration Statement No. 33-31047, and incorporated herein by reference) *10.7 Tredegar Bonus Plan (filed as Exhibit 10.7 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) *10.8 Savings Plan for the Employees of Tredegar (filed as Exhibit 4 to the Form S-8 Registration Statement No. 33-64647, and incorporated herein by reference) *10.9 Tredegar Retirement Income Plan (filed as Exhibit 10.9 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1990, and incorporated herein by reference) *10.10 Agreement dated as of June 1, 1989, between Tredegar and Norman A. Scher (filed as Exhibit 10.10 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1989, and incorporated herein by reference) *10.10.1 Termination Agreement (with respect to Employment Agreement) dated as of December 31, 1996, between Tredegar and Norman A. Scher (filed herewith) *10.11 Tredegar 1992 Omnibus Stock Incentive Plan (filed as Exhibit 10.12 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1991, and incorporated herein by reference) *10.12 Tredegar Industries, Inc. Retirement Benefit Restoration Plan (filed as Exhibit 10.13 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1993, and incorporated herein by reference) *10.13 Tredegar Industries, Inc. Savings Plan Benefit Restoration Plan filed as Exhibit 10.14 to Tredegar's Annual Report on Form 10-K for the year ended December 31, 1993, and incorporated herein by reference) *10.14 Tredegar Industries, Inc. 1996 Incentive Plan (filed herewith) 10.15 Stock Purchase Agreement by and between Tredegar Investments, Inc. and Precise Technology, Inc. made as of March 11, 1996 (filed as Exhibit 99.1 to Tredegar's Report on Form 8-K, dated March 29, 1996, and incorporated herein by reference)(Schedules and exhibits omitted; Registrant agrees to furnish a copy of any schedule or exhibit to the Securities and Exchange Commission upon request.) 10.16 Stock Purchase Agreement, and the amendment thereto, by and between Tredegar Industries, Inc. and Long Reach Holdings, Inc. made as of March 27, 1996 (filed as Exhibit 10 to Tredegar's Quarterly Report on Form 10-Q for the quarter ended June 30, 1996, and incorporated herein by reference) (Schedules and exhibits omitted; Registrant agrees to furnish a copy of any schedule or exhibit to the Securities and Exchange Commission upon request.) 11 Statement re: Computation of Earnings Per Share 13 Tredegar Annual Report to Shareholders for the year ended December 31, 1996 (See Note 1) 21 Subsidiaries of Tredegar 23.1 Consent of Independent Accountants 27 Financial Data Schedule
*The marked items are management contracts or compensatory plans, contracts or arrangements required to be filed as exhibits to this Form 10-K.