EXHIBIT EX 10(F)

THIRD AMENDMENT TO 
AMENDED AND RESTATED EMPLOYMENT AGREEMENT
OF BRADLEY B. BUECHLER

     This Third Amendment to the Amended and Restated Employment Agreement of
Bradley B. Buechler is enterd into as of the 1st day of July, 1996, by and 
between SPARTECH CORPORATION, a Deleware Corporation ("Employer") and BRADLEY
B. BUECHLER ("Employee").  

     WITNESSETH:

     WHERAS, Employer and Employee desire to amend the Restated Agreement as 
provided herein;

     NOW, THEREFORE, for and in consideration of the mututal premises set forth
herein and other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, Employer and Employee hereby agree that the
Restated Agreement is hereby amended as follows:

     1. Compensation.  The first sentence of subparagraph (a) of Section 2 of 
the Restated Agreement is amended to read in its entirety as follows:
            "(a) Subject to annual review (without obligation to increase) for
        cost of living and/or merit and other increases at the Board's 
        discretion, Employer agrees to compensate Employee at a fixed rate of 
        $360,000 annually ("Base Salary"), such Base Salary to be paid in equal
        weekly installments."

     2.  Reaffirmation of Restated Agreement.  Except to the extent amended by 
the preceding paragraphs, the Restated Agreement, as previously amended, shall
remain in full force and effect.

     IN WITNESS WHEREOF, the parties have duly executed this Amendment to the
Restated Agreement on the day and year first above written.  

SPARTECH CORPORATION

By: /s/David B. Mueller                /s/Bradley B. Buechler
                                       Bradley B. Buechler
"Employer"                             "Employee"



EXHIBIT 10(G)

THIRD AMENDMENT TO 
AMENDED AND RESTATED EMPLOYMENT AGREEMENT
OF DAVID B. MUELLER

     This Third Amendment to the Amended and Restated Employment Agreement of
David B. Mueller is entered into as of the 1st day of July, 1996, by and 
between SPARTECH CORPORATION, a Deleware Corporation ("Employer") and David B.
Mueller ("Employee").  

     WITNESSETH:

     WHEREAS, Employer and Employee are parties to an Amended and Restated 
Employment Agreement dated as of the 1st day of July , 1992, as amended on the
8th day of March, 1993 and the 1st day of July, 1995 (the "Restated Agreement");

     WHEREAS, Employer and Employee desire to amend the Restated Agreement as
provided herein;

     NOW, THERFORE, for and in consideration of the mutual premises set forth 
herein and other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, Employer and Employee hereby agree that the 
Restated Agreement is hereby amended as follows:

     1.  Employment and Duties of Employee.  The first paragraph of Section 1 of
the Restated Agreement is amended to read in its entirety as follows:

     Employer employs Employee to act in a senior executive capacity as 
Executive Vice President and Chief Operating Officer and Secretary of Employer
and in all aspects of its business, as and when requested, and at such times and
places as Employer shall reasonably request, except that (a) Employee shall not
be assigned duties or responsibilities which are inconsistent with his position
and status as Executive Vice President and Chief Operating Officer, and (b) 
Employee shall not be required to temporarily or permanently to relocate his 
residence. 

     2.  Compensation.  The first sentence of subparagraph (a) of Section 2 of 
the Restated Agreement is amended to read in its entirety as follows:
              "(a) Subject to annual review (without obligation to increase) 
         for cost of living and/or merit and other increases at the Board's
         discretion, Employer agrees to compensate Employee at a fixed rate of 
         $230,000 annually ("Base Salary"), such Base Salary to be paid in equal
         weekly installments."

     3.  Bonuses.
              "(a) Commencing with the Employer's fiscal year ending October 31,
         1995, Employee shall receive an annual bonus equal to 0.60% of 
         Employer's earnings before interest and income taxes as reported in 
         Employer's audited financial statements for each year that this 
         Agreement is in effect, adjusted, however, to exclude profit or loss
         on extraordinary or nonrecurring items and unusual items (such as sale
         of a significant amount of assets or securities other than in the 
         ordinary course of business operations, one-time employee separation
         costs, and significant litigation costs or recoveries) ("Adjusted 
         EBIT"), such determination to be made by Employer's auditors based on
         generally accepted accounting principles; provided, however, no such 
         bonuses will be paid with respect to any fiscal year in which
         Employer's adjusted EBIT is less than 66 2/3% of the Company's Adjusted
         EBIT in its immediately preceding fiscal year."

              "(b) Each fiscal year, commencing with the Company's fiscal year 
         ending October 31, 1995, and installment equal to 40% of the estimated
         bonus for such year to be approved by the Compensation Committee of 
         Employer's Board of Directors shall be paid to Employee in August, and
         the balance, if any, of such bonus shall be paid soon as practicable 
         upon completion of Employer's audited financial statements such fiscal
         year."

              "(c) Should this Agreement terminate prior to the close of fiscal
         year of employer, Employee shall be entitled to a bonus with respect to
         such fiscal year (in addition to such other amounts to which he may be
         entitled on termination under other provisions of this Agreement) equal
         to the bonus he would have earned had this Agreement been in effect for
         the entire fiscal year multiplied by a fraction, the numerator of which
         shall be the number of days in such fiscal year prior to termination of
         this Agreement, and the denominator of which shall be 365."

     4.  Reaffirmation of Restated Agreement.  Except to the extent amended by 
the preceding paragraphs, the Restated Agreement, as previously amended, shall 
remain in full force and effect.  

     IN WITNESS WHEREOF,  the parties have duly executed this Amendment to the
Restated Agreement on the day and year first above written.

SPARTECH CORPORATION

By:/s/Bradley B. Buechler                  /s/David B. Mueller
                                           David B. Mueller
"Employer"                                 "Employee"