<PAGE>   1
Exhibit 10.6.1







                             AMENDMENT NO. 1 TO THE
                              EMPLOYMENT AGREEMENT
                             DATED JANUARY 30, 1997




         This Amendment No. 1 to the Employment Agreement (the "Amendment") made
effective as of the 2nd of March, 1998 (the "Effective Date") by and between
Tekni-Plex, Inc., a Delaware Corporation (the Employer"), having its principal
offices at 201 Industrial Parkway, Somerville, NJ 08876, and F. Patrick Smith,
an individual (the "Executive"), residing at 3615 Brannon Drive, Waco, Texas
76710.

                                   WITNESSETH:

         WHEREAS, reference is made to that certain Employment Agreement dated
effective January 30, 1997, between Employer and Executive (the "Agreement").
Capitalized terms not defined herein refer to definition in the Agreement.

         WHEREAS, Employer has consummated the acquisition of PureTec
Corporation, a Delaware corporation with principal offices located at 65
Railroad Avenue, Ridgefield, NJ 07657, effective March 3, 1998, and Employer
wishes for Executive to continue in his capacity as Chairman of the Board and
Chief Executive Officer of Employer, and Executive wishes to continue in such
capacity with Employer.

         WHEREAS, Employer and Executive wish to amend the Agreement to change
the base salary of Executive as defined in Section 4 of the Agreement.

         WHEREAS, Employer and Executive wish to amend Exhibit A of the
Agreement with respect to Targeted EBITDA and Targeted Cap-Ex for the Fiscal
Years Ended July 2, 1999, and June 30, 2000, only.

         WHEREAS, Employer and Executive wish for all other provisions of the
Agreement to remain in full force and effect and remain unchanged.

         WHEREAS, the Board of Directors of Employer have authorized the
Secretary of Employer to execute this Amendment No. 1 to the Employment
Agreement,

         NOW THEREFORE, in consideration of the foregoing and of mutual
covenants contained in this Amendment No. 1 and the Employment Agreement,
Employer and Executive, intending to be legally bound hereby, agree as follows:

1.       Executive's Base Salary is hereby increased to One Million Two Hundred
         Thousand Dollars ($1,200,000.00) annually, as of the Effective Date.

2.       Targeted Performance criteria listed in Exhibit A of the Agreement are
         hereby amended as follows:
<PAGE>   2
                              TARGETED PERFORMANCE
                                     ($000)


<TABLE>
<CAPTION>
         Fiscal Year                        Targeted                   Targeted
            Ended                            EBITDA                     Cap-Ex
         -----------                        --------                   --------
<S>                                         <C>                        <C>
         July 2, 1999                        80,000                     36,100

         June 30, 2000                       88,000                     24,800
</TABLE>


3.       Binding Effect. All other terms and conditions of the Employment
         Agreement shall remain in full force and effect.

4.       Applicable Law. This Amendment No. 1 and the rights, obligations and
         relations of the parties hereto shall be governed by and construed in
         accordance with the State of New York without giving effect to the
         principles of conflicts of law thereof.

5.       Execution in Counterparts. This Amendment No. 1 may be executed in
         counterparts, each of which shall be deemed to be an original, but all
         of which, when taken together, shall constitute one and the same
         instrument.

         IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed as of the day and year first above written.

Tekni-Plex, Inc.



By:   /s/ Arthur P. Witt                        /s/ F. Patrick Smith
      ----------------------------              ----------------------------
      Name: Arthur P. Witt                      F. Patrick Smith
      Title: Secretary