Exhibit 3.1.1

State of Delaware  Office of the Secretary of State

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I,
EDWARD J. FREEL, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "APPLIED EXTRUSION
TECHNOLOGIES, INC.", FILED IN THIS OFFICE ON THE TWENTY-SIXTH DAY OF FEBRUARY, A.D. 1992, AT 9 O'CLOCK A.M.

|             |  | [SEAL] |  | /s/ Edward J. FreelEdward J. Freel, Secretary of State
|------------ |  | ------ |  | ------------------------------------------------------
|2094403 8100 |  |        |  | AUTHENTICATION:                                       
|950171759    |  |        |  | DATE:                                                 

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| |  | STATE OF DELAWARE
SECRETARY OF STATE
DIVISION OF CORPORATIONS
FILED 09:00 AM 02/26/1992
920575163 - 2094403
| |  | -----------------------------------------------------------------------------------------------------------

CERTIFICATE OF AMENDMENT  OF THE  RESTATED CERTIFICATE OF INCORPORATION  OF  APPLIED EXTRUSION TECHNOLOGIES, INC.

Applied Extrusion Technologies, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the
"Corporation"),

DOES
HEREBY CERTIFY:

FIRST:
That pursuant to a unanimous written consent of the Directors of the Corporation dated December 18, 1991, the Board of Directors of the Corporation has duly adopted the
following resolution setting forth a proposed amendment to the Restated Certificate of Incorporation of the Corporation, declaring the advisability thereof and calling for submission of the proposed
amendment to the stockholders of the Corporation for their approval and adoption:

|RESOLVED: | That the Restated Certificate of Incorporation of this Corporation (the "Certificate") be amended by adding an Article 11 (the "Amendment") to said Certificate to read in its entirety as follows:
|--------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



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SECOND:
That the annual meeting of stockholders of the Corporation was duly called and subsequently held on February 11, 1992, upon notice in accordance with Section 222 of
the General

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Corporation
Law of the State of Delaware, at which meeting the necessary number of shares as required by statute were voted in favor of the amendment.

THIRD:
That said amendment was duly adopted in accordance with the provisions of Section 242 of the General Corporation Law of the State of Delaware.

IN
WITNESS WHEREOF, Applied Extrusion Technologies, Inc. has caused this certificate to be signed by Amin J. Khoury, its Chairman, and Ronald Remy, its Assistant Secretary, this
25th day of February, 1992.

|        |  |                                                 |  | APPLIED EXTRUSION TECHNOLOGIES, INC.
|------- |  | ----------------------------------------------- |  | ------------------------------------
|        |  |                                                 |  | By                                  
|Attest: |  |                                                 |  |                                     
|By      |  | /s/ Ronald RemyRonald Remy, Assistant Secretary |  |                                     

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|COMMONWEALTH OF MASSACHUSETTS |  |  | ) |    
|----------------------------- |  |  | - | ---
|                              |  |  | ) | ss.
|COUNTY OF SUFFOLK             |  |  | ) |    

On
this 25th day of February, 1992, personally appeared before me Amin J. Khoury and Ronald Remy, to me personally known, being by me duly sworn, did say that they are the
Chairman and Assistant Secretary, respectively, of Applied Extrusion Technologies, Inc., and that this certificate was signed and sealed on behalf of said Corporation pursuant to resolutions
duly adopted by unanimous written consent of its Board of Directors and approved at the annual meeting of its Stockholders, and they acknowledged the foregoing to be the free act and deed of said
Corporation.

IN
WITNESS WHEREOF, I have hereunto set my hand and seal this 25th day of February, 1992.

| |  | /s/ [ILLEGIBLE]Notary Public
My Commission Expires: 11/23/95
| |  | ------------------------------------------------------------

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|STATE OF DELAWARE
SECRETARY OF STATE
DIVISION OF CORPORATIONS
FILED 09:00 AM 03/05/1998
981085662 - 2094403 |  | 
|----------------------------------------------------------------------------------------------------------- |  | 

FORM OF CERTIFICATE OF DESIGNATION, PREFERENCES AND  RIGHTS OF JUNIOR  PREFERRED STOCK        of        APPLIED EXTRUSION TECHNOLOGIES, INC.        Pursuant to
Section 151 of the  Delaware General Corporation

Applied Extrusion Technologies, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the
"Corporation") DOES HEREBY CERTIFY:

That
pursuant to the authority conferred upon the Board of Directors (the "Board of Directors") by the Amended and Restated Certificate of Incorporation of the Corporation, as amended,
and in accordance with the provisions of Section 151 of the General Corporation Law of the State of
Delaware, the Board of Directors on March 2, 1998 adopted a resolution providing for the authorization of a series of Preferred Stock, par value $.01 per share (the "Preferred Stock") as
follows:



Section
1.Designation and Amount.The shares of such series shall be designated as "Junior Preferred Stock"
(the "Junior Stock") and the number of shares constituting such series shall be 150,000. The number of shares of Junior Stock may be increased or decreased by a resolution duly adopted by the Board of
Directors, but may not be decreased below the number of shares of Junior Stock then outstanding plus the number of shares reserved for issuance upon the exercise of outstanding options, rights or
warrants or upon conversion of any outstanding securities convertible into Junior Stock.

Section
2.Dividends and Distributions.



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Section
3.Voting Rights.The holders of shares of Junior Stock shall have the following voting rights:



Section
4.Certain Restrictions



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Section
5.Reacquired Shares.Any shares of Junior Stock redeemed, purchased or otherwise acquired by the
Corporation in any manner whatsoever shall be retired and canceled promptly after the acquisition
thereof. All such shares shall upon their cancellation become authorized but unissued shares of Preferred Stock and may be reissued as part of a new series of Preferred Stock to be created by
resolution or resolutions of the Board of Directors, subject to the conditions and restrictions on issuance set forth herein.

Section
6.Liquidation Dissolution or Winding Up.



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Section
7.Consolidation Merger, etc.In case the Corporation shall enter into any consolidation, merger,
combination or other transaction in which the outstanding shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the
outstanding shares of Junior Stock shall at the same time be similarly exchanged or changed in an amount per share (subject to the provision for adjustment set forth in Section 8 hereof) equal
to 100 times the aggregate amount of stock, securities, cash and/or any other property (payable in kind), as the case may be, into which or for which each share of Common Stock is changed or
exchanged.

Section
8.Certain Adjustments.In the event the Corporation shall at any time declare or pay any dividend on
Common Stock payable in shares of Common Stock, or effect a subdivision or combination or consolidation of the outstanding shares of Common Stock (by reclassification or otherwise than by payment of a
dividend in shares of Common Stock) into a greater or lesser number of shares of Common Stock, then, in each such case, the amounts set forth in Sections 2(a) and (b), 3(a), 6(c) and 7 hereof with
respect to the multiple of cash and non-cash dividends, votes, the Junior Liquidation Preference and an aggregate amount of stock, securities, cash and/or other property referred to in
Section 7 hereof, shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the
denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.

Section
9.Ranking.The Junior Stock shall rankpari passuwith
(or if determined by the Board of Directors in any vote establishing any other series of Preferred Stock, either senior and prior in preference to, or junior and subordinate to, as the case may be)
each other series of Preferred Stock of

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the
Corporation with respect to dividends and/or preference upon liquidation, dissolution or winding up.

Section
10.Redemption.The shares of Junior Stock may be purchased by the Corporation at such times and on such
terms as may be agreed to between the Corporation and the redeeming stockholder, subject to any limitations which may be imposed by law or the Amended and Restated Certificate of Incorporation, as
amended.

Section
11.Amendment.The Amended and Restated Certificate of Incorporation of the Corporation, as amended,
shall not be amended in any manner which would materially alter or change the powers, preferences or special rights of the Junior Stock so as to affect them adversely without the affirmative vote of
the holders of two-thirds or more of the outstanding shares of Junior Stock, voting together as a single class.

Section
12.Fractional Shares.Junior Stock may be issued in fractions of a share which shall entitle the
holder, in proportion to such holder's fractional shares, to exercise voting rights, receive dividends, participate in distributions and to have the benefit of all other rights of holders of Junior
Stock.

IN
WITNESS WHEREOF, this Certificate of Designation was executed on behalf of the Corporation by its Treasurer and attested by its Secretary on March 2, 1998.

|        |  |                                                       |  | By: |  | /s/ ANTHONY G. ALLOTTAnthony G. Allott, Treasurer
|------- |  | ----------------------------------------------------- |  | --- |  | -------------------------------------------------
|Attest: |  |                                                       |  |    
|By:     |  | /s/ GERALD M. HAINES IIGerald M. Haines II, Secretary |  |     |  |                                                  

[SEAL]

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| |  | STATE OF DELAWARE
SECRETARY OF STATE
DIVISION OF CORPORATIONS
FILED 09:00 AM 03/26/1999
991119611 - 2094403
| |  | -----------------------------------------------------------------------------------------------------------

CERTIFICATE OF AMENDMENT  OF  THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION  OF  APPLIED EXTRUSION TECHNOLOGIES, INC.

It
is hereby certified that:

1.     The
name of the corporation (hereinafter called the "Corporation") is Applied Extrusion Technologies, Inc.

2.     Article 4
of the Corporation's Amended and Restated Certificate of Incorporation is hereby amended to increase the authorized capital stock of the Corporation from
16,000,000 shares to 31,000,000 shares by increasing the authorized Common Stock, $.01 par value, of the Corporation from 14,864,502 shares to 29,864,502 shares.

3.     The
amendment of the Amended and Restated Certificate of Incorporation herein certified has been duly adopted in accordance with the provisions of Section 242 of
the General Corporation Law of the State of Delaware.

Signed
on March 17, 1999.

| |  | /s/ GERALD M. HAINES IIGerald M. Haines II
Secretary
| |  | ----------------------------------------------------

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