Edgar Filing: TREDEGAR CORP

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 11-K

FOR ANNUAL REPORTS OF EMPLOYEE STOCK
REPURCHASE SAVINGS AND SIMILAR PLAN
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

(Mark One):


x	ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the fiscal year ended December 31, 2005

OR

o	TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from _________ to ______________

Commission file number 33-64647

A. Full title of the plan and the address of the plan, if different from that of the issuer named below:

TREDEGAR CORPORATION
RETIREMENT SAVINGS PLAN

B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:


	Tredegar Corporation
	1100 Boulders Parkway
	Richmond, Virginia 23225

REQUIRED INFORMATION

See Appendix 1.

SIGNATURES

The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.


	TREDEGAR CORPORATION
	RETIREMENT SAVINGS PLAN

	By:	/s/ W. Hildebrandt Surgner, Jr.

		W. Hildebrandt Surgner, Jr., Chairman
		Employee Savings Plan Committee

Date: June 28, 2006

APPENDIX 1

Tredegar Corporation Retirement
Savings Plan

FINANCIAL REPORT

DECEMBER 31, 2005 AND 2004

TABLE OF CONTENTS


		Page

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM		1

FINANCIAL STATEMENTS

Statements of Net Assets Available for Benefits		2

Statements of Changes in Net Assets Available for Benefits		3

Notes to Financial Statements		4-9

SUPPLEMENTARY INFORMATION

Schedule H, Line 4i- Schedule of Assets (Held at End of Year)		10

EXHIBITS

Consent of Registered Public Accounting Firm		11

REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM

To the Plan Administrator
Tredegar Corporation Retirement Savings Plan
Richmond, Virginia

We have audited the accompanying statements of net assets available for benefits of the Tredegar Corporation Retirement Savings Plan (Plan) as of December 31, 2005 and 2004, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2005 and 2004, and the changes in net assets available for benefits for the years then ended in conformity with U.S. generally accepted accounting principles.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The schedule of assets held at end of year is presented for purposes of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ PKF Witt Mares, PLC

Richmond, Virginia
June 23, 2006

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FINANCIAL STATEMENTS

TREDEGAR CORPORATION RETIREMENT SAVINGS PLAN

Statements of Net Assets Available for Benefits

December 31, 2005 and 2004


	2005		2004

ASSETS

Investments:
Money market funds	$	227,044	$	10,054
Common stock		37,631,762		61,312,229
Actively managed commingled funds		46,924,539		45,541,054
Loans to participants		1,360,095		1,212,469


Total investments		86,143,440		108,075,806


Receivables:
Accrued interest and dividends		117,883		122,292
Due from broker for securities sold		94,499		34


Total receivables		212,382		122,326


Total assets		86,355,822		108,198,132


LIABILITIES

Accrued administrative fees		2,183		3,399
Due to broker for securities purchased		87,548		301,771


Total liabilities		89,731		305,170


Net assets available for benefits	$	86,266,091	$	107,892,962

See accompanying notes.

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TREDEGAR CORPORATION RETIREMENT SAVINGS PLAN

Statements of Changes in Net Assets Available for Benefits

Years Ended December 31, 2005 and 2004


	2005			2004

ADDITIONS TO NET ASSETS ATTRIBUTED TO:
Investment income (loss):
Interest	$	86,158		$	73,581
Dividends		473,258			501,350
Net appreciation (depreciation) in fair value of investments		(19,033,542	)		18,744,905


Total investment income (loss)		(18,474,126	)		19,319,836


Contributions:
Employer		2,323,581			2,341,190
Participant		5,544,438			5,552,846
Rollover		51,108			58,762


Total contributions		7,919,127			7,952,798


Total additions		(10,554,999	)		27,272,634


DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:
Administrative expenses		23,118			17,549
Benefits paid to participating employees		11,048,754			10,248,361


Total deductions		11,071,872			10,265,910


NET INCREASE (DECREASE)		(21,626,871	)		17,006,724

NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year		107,892,962			90,886,238


End of year	$	86,266,091		$	107,892,962

See accompanying notes.

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TREDEGAR CORPORATION RETIREMENT SAVINGS PLAN

Notes to Financial Statements

December 31, 2005 and 2004


NOTE 1.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

	*General*

	Tredegar Corporation (Tredegar), which engages directly or through subsidiaries in plastics and aluminum businesses, is a Virginia corporation. The Tredegar Corporation Retirement Savings Plan (Plan) was adopted by the Board of Directors of Tredegar on June 14, 1989 and the Plan was effective as of July 1, 1989.

	The Plan is subject to Titles I, II and III and is exempt from Title IV of the Employee Retirement Income Security Act of 1974 (ERISA). Title IV of ERISA provides for federally sponsored insurance for plans that terminate with unfunded benefits. No such insurance is provided to participants in this Plan; however, because the benefits that participants are entitled to receive are always equal to the value of their account balances, the Plan is always fully funded. The value of a participant’s account may change from time to time. Each participant assumes the risk of fluctuations in the value of his or her account.

	The accompanying financial statements of the Plan have been prepared in conformity with accounting principles generally accepted in the United States of America.

	*Use of Estimates*

	The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the plan administrator to make estimates and assumptions that affect the reported amounts of assets and liabilities and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates.

	*Security Valuation*

	Investments are stated at fair value determined as follows:

	Money market funds - market price which is equivalent to cost

	Common stock - last published sale price on the New York Stock Exchange

	Actively managed commingled funds - provided in the audited annual report of the Frank Russell Trust Company

(Continued)

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TREDEGAR CORPORATION RETIREMENT SAVINGS PLAN

Notes to Financial Statements

December 31, 2005 and 2004


NOTE 1.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Concluded)

	*Security Transactions and Related Investment Income*

	Security transactions are accounted for on the trade date and dividend income is recorded as earned on the ex-dividend date. Interest income is recorded as earned on the accrual basis. In determining the realized net gain or loss on securities sold, the cost of securities is determined on an average cost basis. The Plan presents in the statements of changes in net assets available for benefits the net appreciation (depreciation) in the fair value of investments, which consists of the realized gains or losses and the change in unrealized appreciation (depreciation) on those investments.

	*Payment of Benefits*

	Benefits are recorded when paid.

NOTE 2.	DESCRIPTION OF PLAN

	The Plan is a defined contribution plan. Information regarding plan benefits and vesting is provided in the Plan and related documents, which are available at Tredegar’s main office at 1100 Boulders Parkway, Richmond , Virginia.

NOTE 3.	CONTRIBUTIONS AND INVESTMENT OPTIONS

	As of December 31, 2005 and 2004, there were 2,046 and 2,043 employees, respectively, participating in the Plan. As of December 31, 2005 and 2004, 2,052 and 2,059 employees, respectively, were eligible to participate in the Plan.

	Participants may contribute a percentage of his or her base pay (as defined) ranging from a minimum of 1% to a maximum of 15%. The contribution paid on behalf of the participant by Tredegar is generally 50% of each nonrepresented participant’s contribution up to 10%. Contributions made by Tredegar are invested in the Tredegar Corporation Common Stock Fund.

	Participants direct the investment of their contributions into various investment options offered by the Plan. The Plan currently offers Tredegar stock and nine (9) actively managed commingled funds as investment options to participants.

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TREDEGAR CORPORATION RETIREMENT SAVINGS PLAN

Notes to Financial Statements

December 31, 2005 and 2004


NOTE 4.	INVESTMENTS

	The following table presents the fair value of investments as of December 31, 2005 and 2004.


	2005 ⁽¹⁾		2004 ⁽¹⁾


Money market funds - Russell Trust Company Short-Term Investment Fund	$	227,044	$	10,054


Investments at fair value as determined by quoted market price:
Common stock:
Tredegar Corporation		37,631,762		61,312,229


Actively managed commingled funds ⁽²⁾:
Russell Investment Contract Fund, Class C		5,608,578		5,701,603
Russell Global Balanced Fund, Class C		6,746,337		6,702,201
Russell Equity I Fund, Class G		10,507,694		10,381,707
Russell Small Capitalization Fund, Class D		5,237,763		5,232,783
Russell Fixed Income I Fund, Class B		3,064,013		3,129,576
Russell Domestic Conservative Balanced Fund, Class B		2,620,455		2,429,964
Russell Aggressive Balanced Fund, Class B		3,880,178		3,662,030
Russell 1000 Index Fund, Class A		6,071,604		5,924,138
Russell All International Markets Fund, Class B		3,187,917		2,377,052

		46,924,539		45,541,054


Loans to participants		1,360,095		1,212,469


Total investments	$	86,143,440	$	108,075,806


	(1)	Investments are carried in the statements of net assets available for benefits at fair value.

	(2)	Investment values are based on the audited annual report of the Frank Russell Trust Company.

(Continued)

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TREDEGAR CORPORATION RETIREMENT SAVINGS PLAN

Notes to Financial Statements

December 31, 2005 and 2004


NOTE 4.	INVESTMENTS (Concluded)

	During the years ended December 31, 2005 and 2004, the Plan’s investment portfolio (including investments bought, sold and held during the year) appreciated (depreciated) in value by $(19,033,542) and $18,744,905 as follows:


	2005			2004


Investments at fair value as determined by quoted market price:

Common stock	$	(21,815,704	)	$	14,780,392


Investments at fair value as determined in the audited annual report of the Frank Russell Trust Company:

Actively managed commingled funds		2,782,162			3,964,513


Net change in fair value	$	(19,033,542	)	$	18,744,905

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TREDEGAR CORPORATION RETIREMENT SAVINGS PLAN

Notes to Financial Statements

December 31, 2005 and 2004


NOTE 5.	NONPARTICIPANT–DIRECTED INVESTMENTS

	Information about the net assets available for benefits and significant components of the changes in net assets relating to the Tredegar Corporation common stock fund is listed below. All employer contributions are nonparticipant-directed and are invested in the Tredegar Corporation common stock fund. All participant and rollover contributions are participant-directed. All other components listed below are a blend of participant-directed and nonparticipant-directed information.


	2005			2004


Net assets available for benefits:
Money market funds	$	210,039		$	—
Common stock		37,631,762			61,312,229
Accrued interest and dividends		117,706			122,200
Accrued expenses		(2,183	)		—
Due to broker for securities purchased		—			(301,771	)

	$	37,957,324		$	61,132,658


Changes in net assets available for benefits:
Additions to net assets attributed to:
Investment income (loss):
Interest	$	36,073		$	41,375
Dividends		473,258			501,350
Net appreciation (depreciation) in fair value of investments		(21,815,704	)		14,780,392

		(21,306,373	)		15,323,117


Contributions:
Employer		2,323,581			2,341,190
Participant		1,133,790			1,204,742
Rollover		10,048			—

		3,467,419			3,545,932

Total additions		(17,838,954	)		18,869,049


Deductions from net assets attributed to:
Administrative expenses		16,029			15,439
Benefits paid to participating employees		4,381,503			4,122,487
Transfers to participant-directed investments		938,848			4,656,998

Total deductions		5,336,380			8,794,924


Net increase (decrease)		(23,175,334	)		10,074,125

Net assets available for benefits:
Beginning of year		61,132,658			51,058,533

End of year	$	37,957,324		$	61,132,658

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TREDEGAR CORPORATION RETIREMENT SAVINGS PLAN

Notes to Financial Statements

December 31, 2005 and 2004


NOTE 6.	FEDERAL INCOME TAXES

	The Internal Revenue Service has determined and informed Tredegar by a letter dated September 7, 2001, that the Plan and related trust are designed in accordance with the applicable sections of the Internal Revenue Code (IRC). The Plan has been amended since receiving the determination letter. However, the Plan’s administrator and the Plan’s tax counsel believe that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC. Therefore, no provision for income taxes has been included in the plan’s financial statements.

NOTE 7.	ADMINISTRATIVE EXPENSES

	The Plan is responsible for all trustee and investment management fees. Tredegar pays for all other administrative expenses up to an annual limit of $75,000. Any expenses in excess of this limit are paid by the Plan.

NOTE 8.	FORFEITURES

	Employees who leave Tredegar before becoming fully vested in Tredegar contributions forfeit the value of the nonvested portion of the Tredegar contribution account. Forfeitures are applied against Tredegar’s contributions throughout the year. Forfeitures were $42,166 and $62,262 for the years ended December 31, 2005 and 2004, respectively.

NOTE 9.	PLAN TERMINATION

	Although it has not expressed any intent to do so, Tredegar has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants would become 100 percent vested in their employer contributions.

NOTE 10.	RISKS AND UNCERTAINTIES

	The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market, and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the statements of net assets available for benefits.

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SUPPLEMENTARY INFORMATION

TREDEGAR CORPORATION RETIREMENT SAVINGS PLAN

Schedule H, Line 4i – Schedule of Assets (Held at End of Year)

December 31, 2005

EIN: 54-1497771 PN: 002

(a)

(b) Identity of issue, borrower,
lessor, or similar party

(d) Cost

(e) Current value

Russell Trust Company Short-Term Investment Fund

227,044 units

227,044

Tredegar Corporation common stock

2,919,454 shares

21,651,212

37,631,762

Russell Investment Contract Fund, Class C

409,714 shares

5,608,578

Russell Global Balanced Fund, Class C

491,357 shares

6,746,337

Russell Equity I Fund, Class G

1,131,076 shares

10,507,694

Russell Small Capitalization Fund, Class D

402,595 shares

5,237,763

Russell Fixed Income I Fund, Class B

198,318 shares

3,064,013

Russell Domestic Conservative Balanced Fund, Class B

198,972 shares

2,620,455

Russell Aggressive Balanced Fund, Class B

281,580 shares

3,880,178

Russell 1000 Index Fund, Class A

564,275 shares

6,071,604

Russell All International Markets Fund, Class B

190,665 shares

3,187,917

Participant loans

316 loans
5.00% - 10.50%

-0-

1,360,095

Total investments

86,143,440


*	party-in-interest

**	cost omitted for participant-directed investments

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