Exhibit 10.10.1

                            Tredegar Industries, Inc.

                                  Amendment to
                               1996 Incentive Plan
                          (Effective November 19, 1997)


Article XIII hereby is amended by deleting it in its  entirety and  substituting
therefor the following language:

                                  ARTICLE XIII

                                    AMENDMENT

                           The Board may terminate  this Plan from time to time.
                  The Committee may amend this Plan from time to time; provided,
                  however,  that the  approval of the Board shall be required to
                  amend  Article  IV  or  Sections  5.02  or  6.02  hereof;  and
                  provided,  further,  that no  amendment  may become  effective
                  until  shareholder  approval  is  obtained  if  the  amendment
                  increases the aggregate  number of shares of Common Stock that
                  may be issued  under the Plan,  or the  amendment  changes the
                  class of  individuals  eligible  to  become  Participants.  No
                  amendment shall,  without a Participant's  consent,  adversely
                  affect any rights of such  Participant  under any  outstanding
                  Stock Award, Option, SAR or Incentive Award outstanding at the
                  time such amendment is made.