SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  20549
                               FORM 10-K/A
                              (AMENDMENT 1)

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

                For the fiscal year ended November 2, 2002


                       Commission file number 1-5911

                           SPARTECH CORPORATION
          (Exact name of Registrant as specified in its charter)

         DELAWARE                                       43-0761773
(State or other jurisdiction of                (I.R.S. Employer
 incorporation or organization)               Identification Number)

     120 S. CENTRAL AVENUE; SUITE 1700, CLAYTON, MISSOURI   63105-1705
     (Address of principal executive offices)              (Zip Code)

Registrant's telephone number, including area code:    (314) 721-4242
Securities registered pursuant to Section 12(d) of the Act:

   Title of Each Class            Name of Each Exchange on Which Registered
Common Stock, $.75 par value                New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:  None

   Indicate by check mark 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, and (2) has been subject to such
filing requirements for the past 90 days.  YES   X     NO

   Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-K or any amendment to this Form 10-K.  [X]

   The aggregate market value of the voting stock held by non-affiliates of
the Registrant was approximately $469,163,561 on December 31, 2002.

There were 29,246,204 total shares of common stock outstanding as of
December 31, 2002.

                    Documents incorporated by reference
   1)  Portions of the 2002 Annual Report to Shareholders are incorporated
by reference into Parts I, II and IV.
   2)  Portions of the Definitive Proxy Statement for the 2003 Annual
   Meeting of Shareholders are incorporated by reference into Part III.


PART I

This Form 10-K/A is filed solely to provide Exhibit 13, consisting of pages
11 through 35 and page 37 of Spartech Corporation's 2002 Annual Report to
Shareholders, which was inadvertently omitted from Form 10-K as originally
filed.  Certain portions of Exhibit 13 are incorporated by reference into
Item 1.

PART II

This Form 10-K/A is filed solely to provide Exhibit 13, consisting of pages
11 through 35 and page 37 of Spartech Corporation's 2002 Annual Report to
Shareholders, which was inadvertently omitted from Form 10-K as originally
filed.  Certain portions of Exhibit 13 are incorporated by reference into
Items 5, 6, 7, 7A and 8.

PART IV

Item 15.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
(c) Exhibits

Exhibit 13, consisting of pages 11 through 35 and page 37 of Spartech
Corporation's 2002 Annual Report to Shareholders, is filed herewith




SIGNATURES

    Pursuant  to the requirements of Section 13 or 15(d) of the  Securities
Exchange  Act  of 1934, the Registrant has duly caused this Amendment 1 to
the annual report on Form 10-K  to  be signed on its behalf by the
undersigned, thereunto duly authorized.

                                                  SPARTECH CORPORATION

    January 24, 2003                         By: /s/Bradley B. Buechler
          (Date)                                Bradley B. Buechler
                                                Chairman, President and
                                                Chief Executive Officer

    Pursuant  to the requirements of the Securities Exchange Act  of  1934,
this Form 10-K/A has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the date indicated.

      DATE               SIGNATURES                      TITLE

January 24, 2003  /s/Bradley B. Buechler     Chairman, President,
                  Bradley B. Buechler        Chief Executive Officer,
                                             and Director
                                             (Principal Executive Officer)




January 24, 2003  /s/ Randy C. Martin        Executive  Vice President  and
                  Randy C. Martin            Chief  Financial  Officer  and
                                             Director
                                             (Principal    Financial    and
                                             Accounting Officer)



January 24, 2003  /S/ Ralph B. Andy*         Director
                  Ralph B. Andy

January 24, 2003                             Director
                  Lloyd E. Campbell

January 24, 2003  /S/ Calvin J. O'Connor*    Director
                  Calvin J. O'Connor

January 24, 2003                             Director
                  Jackson W. Robinson

January 24, 2003  /S/ Richard B. Scherrer*   Director
                  Richard B. Scherrer

January 24, 2003  /S/Craig A. Wolfanger*     Director
                  Craig A. Wolfanger

* By  Bradley  B.  Buechler  as  Attorney-in-Fact  pursuant  to  Powers  of
  Attorney  executed  by  the  Directors  listed  above,  which  Powers  of
  Attorney are filed herewith.

                                                  /s/Bradley B. Buechler
                                                  Bradley B. Buechler
                                                  As Attorney-in-Fact


                              CERTIFICATIONS



I, Bradley B. Buechler, Chairman, President, and Chief Executive Officer of
Spartech Corporation, certify that:


1.   I have reviewed this Amendment 1 to the annual report on Form 10-K
     (Form 10-K/A) of Spartech Corporation;

2.   Based on my knowledge, this annual report does not contain any untrue
     statement of a material fact or omit any untrue statement of a
     material fact or omit to state a material fact necessary to make the
     statements made, in light of the circumstances under which such
     statement were made, not misleading with respect to the period covered
     by this annual report;

3.   Based on my knowledge, the financial statements, and other financial
     information included in this annual report, fairly present in all
     material respects the financial condition, results of operations and
     cash flows of the registrant as of, and for, the period presented in
     this annual report;

4.   The registrant's other certifying officer and I are responsible for
     establishing and maintaining disclosure controls and procedures (as
     defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant
     and have:

     a)   Designed such disclosure controls and procedures to ensure that
          material information relating to the registrant, including its
          consolidated subsidiaries, is made known to us by others within
          those entities, particularly during the period in which this
          annual report is being prepared;

     b)   Evaluated the effectiveness of the registrant's disclosure
          controls and procedures as of a date within 90 days prior to the
          filing date of this annual report (the "Evaluation Date"); and

     c)   Presented in this annual report our conclusions about the
          effectiveness of the disclosure controls and procedures based on
          our evaluation as of the Evaluation Date;

5.   The registrant's other certifying officer and I have disclosed, based
     on our most recent evaluation, to the registrant's auditors and the
     audit committee of registrant's board of directors (or persons
     performing the equivalent functions):

     a)   All significant deficiencies in the design or operation of
          internal controls which could adversely affect the registrant's
          auditors any material weakness in internal controls; and

     b)   Any fraud, whether or not material, that involves management or
          other employees who have a significant role in the registrant's
          internal controls; and

6.   The registrant's other certifying officer and I have indicated in this
     annual report whether there were significant changes in internal
     controls or in other factors that could significantly affect internal
     controls subsequent to the date of our most recent evaluation,
     including any corrective actions with regard to significant
     deficiencies and material weaknesses.



January 24, 2003                   By: /s/Bradley B. Buechler
(Date)                               Bradley B. Buechler
                                     Chairman, President and Chief
                                     Executive Officer
                                     Spartech Corporation




                              CERTIFICATIONS


I, Randy C. Martin, Executive Vice President and Chief Financial Officer of
Spartech Corporation, certify that:


1.   I have reviewed this Amendment 1 to the annual report on Form 10-K
     (Form 10-K/A) of Spartech Corporation;

2.   Based on my knowledge, this annual report does not contain any untrue
     statement of a material fact or omit any untrue statement of a
     material fact or omit to state a material fact necessary to make the
     statements made, in light of the circumstances under which such
     statement were made, not misleading with respect to the period covered
     by this annual report;

3.   Based on my knowledge, the financial statements, and other financial
     information included in this annual report, fairly present in all
     material respects the financial condition, results of operations and
     cash flows of the registrant as of, and for, the period presented in
     this annual report;

4.   The registrant's other certifying officer and I are responsible for
     establishing and maintaining disclosure controls and procedures (as
     defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant
     and have:

     a)   Designed such disclosure controls and procedures to ensure that
          material information relating to the registrant, including its
          consolidated subsidiaries, is made known to us by others within
          those entities, particularly during the period in which this
          annual report is being prepared;

     b)   Evaluated the effectiveness of the registrant's disclosure
          controls and procedures as of a date within 90 days prior to the
          filing date of this annual report (the "Evaluation Date"); and

     c)   Presented in this annual report our conclusions about the
          effectiveness of the disclosure controls and procedures based on
          our evaluation as of the Evaluation Date;

5.   The registrant's other certifying officer and I have disclosed, based
     on our most recent evaluation, to the registrant's auditors and the
     audit committee of registrant's board of directors (or persons
     performing the equivalent functions):

     a)   All significant deficiencies in the design or operation of
          internal controls which could adversely affect the registrant's
          auditors any material weakness in internal controls; and

     b)   Any fraud, whether or not material, that involves management or
          other employees who have a significant role in the registrant's
          internal controls; and

6.   The registrant's other certifying officer and I have indicated in this
annual report whether there were significant changes in internal controls
or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any
corrective actions with regard to significant deficiencies and material
weaknesses.

January 24, 2003                        By: /s/Randy C. Martin
(Date)                                    Randy C. Martin
                                          Executive Vice President and
                                          Chief Financial Officer
                                          Spartech Corporation


                         CERTIFICATION PURSUANT TO
                          18 U.S.C. SECTION 1350,
                          AS ADOPTED PURSUANT TO
               SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Pursuant  to  Section 906 of the Sarbanes-Oxley Act of 2002,  each  of  the
undersigned  certifies that this periodic report fully  complies  with  the
requirements  of Section 13(a) or 15(d), as applicable, of  the  Securities
Exchange  Act of 1934 and that the information contained in this Amendment 1
to the annual report  on  Form  10-K(Form 10-K/A)  fairly  presents, in
all  material  respects, the financial condition and results of operations
of Spartech Corporation.


                                        Date: January 24, 2003


                                        /s/ Bradley B. Buechler
                                        Bradley B. Buechler
                                        Chairman, President and Chief
                                        Executive Officer


                                        /s/Rancy C. Martin
                                        Randy C. Martin
                                        Executive Vice President and  Chief
                                        Financial Officer