SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

                              _______________

                                 FORM 10-Q

(Mark One)


         QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
[ X ]    OF THE SECURITIES EXCHANGE ACT OF 1934


For the quarterly period ended March 31, 1995

                                     OR

         TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
[   ]    OF THE SECURITIES EXCHANGE ACT OF 1934



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

     Indicate by check 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 the past 90 days.
Yes   X    No

     The number of shares of Common Stock, no par value, outstanding as of
April 13, 1995:  9,035,697




PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

                         TREDEGAR INDUSTRIES, INC.
                        CONSOLIDATED BALANCE SHEETS
                               (In thousands)
                                (Unaudited)

                                                 March 31       December 31
ASSETS                                             1995             1994

Cash and cash equivalents                        $   5,001      $    9,036
Accounts and notes receivable                       91,458          73,248
Inventories                                         33,285          35,369
Income taxes recoverable                             1,130           2,534
Deferred income taxes                               14,778          14,014
Prepaid expenses and other                           2,809             696
   Total current assets                            148,461         134,897

Property, plant and equipment                      321,085         318,124
   Less accumulated depreciation
      and amortization                             198,225         194,505
   Net property, plant and equipment               122,860         123,619

Other assets and deferred charges                   32,508          29,073
Goodwill and other intangibles                      30,573          30,756

   Total assets                                  $ 334,402      $  318,345

LIABILITIES AND SHAREHOLDERS' EQUITY

Accounts payable                                 $  42,070      $   31,486
Accrued expenses                                    42,131          41,288
   Total current liabilities                        84,201          72,774

Long-term debt                                      35,500          38,000
Deferred income taxes                               21,682          20,336
Other noncurrent liabilities                        16,419          15,357
   Total liabilities                               157,802         146,467

Shareholders' equity:
   Common stock, no par value                      136,691         136,150
   Foreign currency translation
      adjustment                                       605             327
   Retained earnings                                39,304          35,401

   Total shareholders' equity                      176,600         171,878
   Total liabilities and
      shareholders' equity                       $ 334,402      $  318,345

              See accompanying notes to financial statements.


                                     2




                         TREDEGAR INDUSTRIES, INC.
                     CONSOLIDATED STATEMENTS OF INCOME
                  (In thousands, except per-share amounts)
                                (Unaudited)

                                                        Three Months Ended
                                                              March 31
                                                          1995       1994

Net sales                                              $151,083   $120,994
Other (expense) income, net                                (101)      (231)
                                                        150,982    120,763
Cost of goods sold                                      128,005    102,250
Selling, general & administrative
  expenses                                               12,421     11,295
Research & development expenses                           1,970      1,839
Interest expense                                            723      1,177
Unusual items                                               650      9,521
                                                        143,769    126,082
Income (loss) from continuing
  operations before income taxes                          7,213     (5,319)
Income taxes                                              2,768       (226)
Income (loss) from continuing
  operations                                              4,445     (5,093)
Income from discontinued operations                           -      8,693
Net income                                             $  4,445   $  3,600

Earnings (loss) per share:
  Continuing operations                                $    .49   $   (.47)
  Discontinued operations                                     -        .80
  Net income                                           $    .49   $    .33

Shares used to compute earnings
  (loss) per share                                        9,008     10,896


              See accompanying notes to financial statements.


                                     3





                         TREDEGAR INDUSTRIES, INC.
                   CONSOLIDATED STATEMENTS OF CASH FLOWS
                               (In thousands)
                                (Unaudited)

Three Months Ended March 31 1995 1994 Cash flows from operating activities: Continuing operations: Income (loss) from continuing operations $ 4,445 $(5,093) Adjustments for noncash items: Depreciation 5,755 5,840 Amortization of intangibles 148 719 Write-off of intangibles - 9,521 Deferred income taxes 1,104 (2,682) Accrued pension income and postretirement benefits, net (453) 298 Changes in assets and liabilities: Accounts and notes receivable (14,873) (6,339) Inventories 3,873 3,107 Income taxes recoverable 1,404 - Prepaid expenses and other (2,113) (539) Accounts payable 8,002 2,210 Accrued expenses and income taxes payable 269 5,115 Other, net (997) (1,055) Net cash provided by continuing operating activities 6,564 11,102 Net cash provided by discontinued operating activities - 6,198 Net cash provided by operating activities 6,564 17,300 Cash flows from investing activities: Continuing operations: Capital expenditures (3,970) (3,824) Acquisitions (net of $358 cash acquired) (3,637) - Investments (800) - Property disposals 175 280 Other, net 155 (124) Net cash used in investing activities of continuing operations (8,077) (3,668) Discontinued operations: Capital expenditures - (10) Property disposals 7,927 Net cash provided by investing activities of discontinued operations - 7,917 Net cash (used in) provided by investing activities (8,077) 4,249 Cash flows from financing activities: Dividends paid (542) (654) Net decrease in borrowings (2,500) (19,000) Other, net 520 (14) Net cash used in financing activities (2,522) (19,668) (Decrease) increase in cash and cash equivalents (4,035) 1,881 Cash and cash equivalents at beginning of period 9,036 - Cash and cash equivalents at end of period $ 5,001 $ 1,881 Supplemental cash flow information: Interest payments (net of amount capitalized) $ 84 $ 676 Income tax payments, net $ 1,810 $ 1,662 See accompanying notes to financial statements. 4 TREDEGAR INDUSTRIES, INC. NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Unaudited) 1. In the opinion of management, the accompanying consolidated financial statements of Tredegar Industries, Inc. and Subsidiaries ("Tredegar") contain all adjustments necessary to present fairly, in all material respects, Tredegar's consolidated financial position as of March 31, 1995, and the consolidated results of their operations and their cash flows for the three months ended March 31, 1995 and 1994. All such adjustments are deemed to be of a normal recurring nature. These financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in Tredegar's Annual Report on Form 10-K for the year ended December 31, 1994. The results of operations for the three months ended March 31, 1995 are not necessarily indicative of the results to be expected for the full year. 2. On April 11, 1995, Tredegar's Board of Directors authorized a "Dutch Auction" tender offer for up to one million shares of Tredegar's common stock at a price range of $20 to $23 per share. The offer will be funded with available cash and cash equivalents and borrowings under Tredegar's revolving credit facilities. Additional information (including pro forma data) concerning the offer is contained in Tredegar's tender offer statement on Schedule 13E-4 filed with the Securities and Exchange Commission on April 17, 1995. During the first quarter of 1995, Tredegar granted stock options to purchase 146,000 shares of Tredegar common stock at prices not less than the fair market value on the date of grant ($17.375 to $18.75) and for a term not to exceed 10 years. 3. The components of inventories are as follows: (In thousands) March 31 December 31 1995 1994 Finished goods $ 4,761 $ 4,970 Work-in-process 3,885 5,243 Raw materials 16,600 18,004 Stores, supplies and other 8,039 7,152 Total $33,285 $35,369 4. Unusual items in 1995 include a charge of $2.4 million ($1.6 million after income tax benefits or 17 cents per share) related to the restructuring of APPX Software ("APPX") aimed at eliminating operating losses and a recovery of $1.75 million ($1.1 million after income taxes or 12 cents per share) related to a final judgment in connection with a Film Products product liability lawsuit. The APPX charge includes 5 estimated losses on the disposal of assets ($1,100,000), severance costs ($600,000) and costs for the termination of leases and certain contracts ($700,000). Product development efforts have been curtailed while APPX continues to support its existing products. APPX incurred operating losses (excluding unusual items) in 1994 of $4.7 million ($3.1 million after income tax benefits) on revenues of $2.5 million. APPX operating losses (excluding unusual items) and revenues in the first quarter of 1995 were $478,000 and $378,000, respectively, compared to $1,636,000 and $379,000, respectively, in the first quarter of 1994. Unusual items in 1994 include the write-off of goodwill and other intangibles in APPX totalling $9.5 million ($7.6 million after income tax benefits or 70 cents per share). Net income and earnings per share from continuing operations, adjusted for unusual items affecting the comparability of operating results, are presented below: (In thousands, except per-share amounts) Three Months Ended March 31 1995 1994 Net income (loss) from continuing operations $ 4,445 $(5,093) After-tax effects of unusual items: Restructuring charges associated with APPX 1,560 - Recovery in connection with a Film Products' product liability lawsuit (1,068) - Write-off of APPX intangibles - 7,642 Income from continuing operations as adjusted for unusual items $ 4,937 $ 2,549 Earnings (loss) per share from continuing operations: As reported $ .49 $ (.47) As adjusted for unusual items .54 .23 5. Tredegar is reporting its former Energy segment, which was divested in 1994, as discontinued operations. 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations First Quarter 1995 Compared with First Quarter 1994 Net income from continuing operations for the first quarter of 1995 was $4.4 million, or 49 cents per share, compared with a loss of $5.1 million, or 47 cents per share, in the first quarter of 1994. Unusual items recognized in the first quarter of 1995 affecting the comparability of operating results include a charge of $2.4 million ($1.6 million after income tax benefits or 17 cents per share) for the restructuring of APPX Software ("APPX") and a recovery of $1.75 million ($1.1 million after income taxes or 12 cents per share) related to a final judgment in connection with a Film Products product liability lawsuit. Unusual items in the first quarter of 1994 affecting the comparability of operating results includes a charge of $9.5 million ($7.6 million after income tax benefits or 70 cents per share) for the write-off of goodwill and other intangibles in APPX. First quarter 1995 net income from continuing operations excluding unusual items was $4.9 million, or 54 cents per share, compared with $2.5 million, or 23 cents per share, in the first quarter of 1994. Overall, this significant increase was driven primarily by higher profits from volume growth in Aluminum Extrusions. Other factors include a decrease in losses at APPX due to restructuring, favorable performance in Molded Products due to higher sales volume, lower interest expense from lower average debt outstanding and accretion in earnings per share from share repurchases in 1994. Film Products operating profits declined primarily from lower domestic backsheet film volume and margins. First quarter net sales increased 25% in 1995 due primarily to higher selling prices reflecting higher aluminum and plastic resin costs. Sales volume growth at Aluminum Extrusions, Molded Products and Brudi also contributed to the increase (see Segment Results on page 9 for further discussion). The gross profit margin decreased to 15.3% in 1995 from 15.5% in 1994 due to lower margins in Film Products, partially offset by relatively lower conversion costs on higher sales volume in Aluminum Extrusions and Molded Products. Selling, general and administrative expenses increased 10% over 1994 primarily in support of higher levels of sales. However, such expenses as a percentage of sales declined from 9.3% in the first quarter of 1994 to 8.2% in the first quarter of 1995. Research and development expenses increased 7% due to higher spending at Molecumetics and higher product development spending at Film Products, partially offset by the curtailment of product development spending at APPX. 7 Interest expense for continuing operations decreased 39% as a result of significantly lower average debt levels. The average interest rate on debt outstanding during the first quarter of 1995 was 7.2% (all fixed-rate debt) compared with 5.5% in 1994 (a mix of fixed and floating-rate debt). Interest expense of $136,000 was allocated to discontinued operations in the first quarter of 1994, based on relative capital employed. The effective tax rate for continuing operations, excluding special items, decreased to 37.2% in 1995 from 39.3% in 1994. The higher rate in 1994 reflects the combined effects of higher nondeductible goodwill amortization and significantly lower income. A significant portion of the nondeductible goodwill amortization was eliminated at the end of the first quarter of 1994 with the write-off of APPX intangibles. 8 Segment Results The following tables present Tredegar's net sales and operating profit by segment for the three months ended March 31, 1995 and 1994. Net Sales by Segment (In thousands) (Unaudited) Three Months Ended March 31 1995 1994 Plastics $ 82,634 $ 68,838 Metal Products 68,071 51,777 Technology 378 379 Total $151,083 $120,994 Operating Profit by Segment (In thousands) (Unaudited) Three Months Ended March 31 1995 1994 Plastics: Ongoing operations $ 9,295 $ 8,995 Unusual items (a) 1,750 - 11,045 8,995 Metal Products 3,325 1,664 Technology: Ongoing operations (1,655) (2,377) Unusual items (b) (2,400) (9,521) (4,055) (11,898) Total $ 10,315 $ 1,239 Notes: (a) Plastics segment unusual items consist of a recovery related to a final judgment in connection with a Film Products product liability lawsuit. (b) Technology segment unusual items consist of a charge for restructuring APPX in 1995 and a write-off of goodwill and other intangibles in APPX in 1994. Tredegar Film Products sales increased in 1995 due primarily to higher average selling prices resulting from rising raw material costs. A decline in domestic (which includes U.S. export business) backsheet film volume from record levels in the first quarter of 1994 was partially offset by higher volume in domestic permeable films, specialty films and at 9 foreign operations. Ongoing operating profit declined on lower volume and margins in domestic backsheet film and lower margins in domestic permeable films, partially offset by higher profits in specialty films and at foreign operations. Lower margins in domestic backsheet and permeable films were primarily driven by the combined effects of substantially higher selling prices (reflecting higher plastic resin costs) and lower profit per unit sold. Tredegar Molded Products sales increased in 1995 due to higher prices and volumes in all lines of business. Operating profit improved primarily as a result of higher volume on relatively flat conversion costs. Sales at Fiberlux improved over last year reflecting primarily higher raw material costs. Operating results declined slightly. Metal Products sales increased 31% over 1994 due primarily to higher prices in Aluminum Extrusions reflecting higher aluminum costs and improved sales at Brudi. Volume and profit improvements in Aluminum Extrusions (volume increased 4.8%) were driven by growth in construction and automotive markets and ongoing cost and quality improvements. Despite higher sales at Brudi, operating profit declined due to accruals for bad debt and warranty costs. Sustaining the upward trend in Aluminum Extrusions' volume and profit growth, which began in the first quarter of 1993, depends, in large measure, on construction and automotive activity. A softening of these markets, as evidenced recently by lower housing starts and continued uncertainty regarding interest rates, could have an unfavorable impact on growth and earnings. Technology segment results for the first quarter of 1995 include a charge of $2.4 million related to the restructuring of APPX aimed at eliminating operating losses. Product development efforts have been curtailed while APPX continues to support its existing products. APPX incurred operating losses (excluding unusual items) in 1994 of $4.7 million ($3.1 million after income tax benefits) on revenues of $2.5 million. APPX operating losses (excluding unusual items) and revenues in the first quarter of 1995 were $478,000 and $378,000, respectively, compared to $1,636,000 and $379,000, respectively, in the first quarter of 1994. Excluding unusual items, Technology segment operating losses were $1.7 million and $2.4 million in the first quarters of 1995 and 1994, respectively. Losses decreased as a result of cost reductions at APPX due to the restructuring and the elimination of APPX intangibles amortization with the write-off of such intangibles at the end of the first quarter of 1994, partially offset by higher research and development spending in Molecumetics. Liquidity and Capital Resources Tredegar's total assets at March 31, 1995 were $334.4 million, an increase of $16.1 million over December 31, 1994. The increase is due to higher accounts receivable resulting from higher sales in Plastics and Metal Products and the acquisition of a films business in Argentina, partially offset by depreciation in excess of capital 10 expenditures of $1.8 million. Higher accounts payable reflect higher raw material costs not fully reflected in inventories as a result of the LIFO pricing method, and the recent acquisition in Argentina. The ratio of current assets to current liabilities was 1.8 to 1 at March 31, 1995, compared with 1.9 to 1 at December 31, 1994. Debt was $35.5 million and $38 million at March 31, 1995, and December 31, 1994, respectively (including debt of $35 million at a fixed rate of 7.2% with an average remaining maturity of 5.25 years). Net debt (debt less cash and cash equivalents) as a percentage of net capitalization was 14.7% at March 31, 1995, compared with 14.4% at December 31, 1994. On April 11, 1995, Tredegar's Board of Directors authorized a "Dutch Auction" tender offer for up to one million shares of Tredegar's common stock at a price range of $20 to $23 per share. The offer will be funded with available cash and cash equivalents and borrowings under Tredegar's revolving credit facilities. Additional information (including pro forma data) concerning the offer is contained in Tredegar's tender offer statement on Schedule 13E-4 filed with the Securities and Exchange Commission on April 17, 1995. Net cash provided by continuing operating activities declined to $6.6 million in 1995 from $11.1 million in 1994 due to additional working capital needed to support a higher level of sales activity. Despite this working capital funding, cash from continuing operating activities exceeded capital expenditures and dividends by $2 million. This excess cash combined with the $9 million cash and cash equivalents balance at December 31, 1994, was used primarily for the films acquisition in Argentina ($3.6 million) and repayment of debt ($2.5 million), leaving approximately $5 million of cash and cash equivalents on hand at March 31, 1995. 11 PART II - OTHER INFORMATION Item 5. Other Information. On April 11, 1995, Tredegar's Board of Directors authorized a "Dutch Auction" tender offer for up to one million shares of Tredegar's common stock at a price range of $20 to $23 per share. The offer will be funded with available cash and cash equivalents and borrowings under Tredegar's revolving credit facilities. Additional information (including pro forma data) concerning the offer is contained in Tredegar's tender offer statement on Schedule 13E-4 filed with the Securities and Exchange Commission on April 17, 1995. Item 6. Exhibits and Reports on Form 8-K. (a) Exhibit No. 11 Statement re computation of earnings per share 27 Financial Data Schedule (b) Reports on Form 8-K. No reports on Form 8-K have been filed for the quarter ended March 31, 1995. 12 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 thereunto duly authorized. Tredegar Industries, Inc. (Registrant) Date: April 17, 1995 /s/ N. A. Scher Norman A. Scher Executive Vice President, Treasurer and Chief Financial Officer (Principal Financial Officer) Date: April 17, 1995 /s/ D. Andrew Edwards D. Andrew Edwards Corporate Controller (Principal Accounting Officer) 13 EXHIBIT INDEX Exhibit No. Description 11 Statement re computation of earnings per share 27 Financial Data Schedule 14

              EXHIBIT 11 - COMPUTATIONS OF EARNINGS PER SHARE

                 Tredegar Industries, Inc. and Subsidiaries
                  (In thousands, except per-share amounts)
                                (Unaudited)

                                                             Three Months
                                                            Ended March 31
                                                           1995         1994

Income (loss) from continuing operations                 $ 4,445      $(5,093)
Income from discontinued operations                            -        8,693
Net income                                               $ 4,445      $ 3,600

Earnings (loss) per share as reported:
  Income (loss) from continuing operations              $    .49     $   (.47)
  Income from discontinued operations                          -          .80
  Net income                                            $    .49     $    .33

PRIMARY EARNINGS PER SHARE:
Shares issuable upon the assumed exercise
  of outstanding stock options (1)                           153           37
Weighted average common shares outstanding
  during period                                            9,008       10,896
Weighted average common shares and common
  stock equivalents                                        9,161       10,933

Primary earnings per share (2)                          $    .49     $    .33

FULLY DILUTED EARNINGS PER SHARE:
Shares issuable upon the assumed exercise
  of outstanding stock options (3)                           208           37
Weighted average common shares outstanding
  during period                                            9,008       10,896
Weighted average common shares and common
  stock equivalents                                        9,216       10,933

Fully diluted earnings per share (2)                     $   .48     $    .33


(1)  Computed using the average market price during the related period.
(2)  Common stock equivalents had an immaterial dilutive effect.
(3)  Computed using the higher of the average market price during the
     related period and the market price at the end of the related period.



 

5 The schedule contains summary financial information extracted from the Balance Sheet for the period ended March 31, 1995 and the Statement of Income for the 3 months ended March 31, 1995 and is qualified in its entirety by reference to such financial statements. 1,000 3-MOS DEC-31-1995 MAR-31-1995 5,001 0 96,557 5,099 33,285 148,461 321,085 198,225 334,402 84,201 35,500 136,691 0 0 39,909 334,402 151,083 150,982 128,005 128,005 14,410 631 723 7,213 2,768 4,445 0 0 0 4,445 .49 0