SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  20549

                                 Form 10-Q


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

                For the quarterly period ended May 3, 2003

                                    or

 ____ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
   EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ______ TO ______

                       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 No.)

           120 S. Central, Suite 1700, Clayton, Missouri  63105
                 (Address of principal executive offices)

                              (314) 721-4242
           (Registrant's telephone number, including area code)



     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 whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act).

          Yes   x                                 No

     Number of shares outstanding as of May 3, 2003:

     Common Stock, $.75 par value per share            29,235,148



                   SPARTECH CORPORATION AND SUBSIDIARIES

                                   INDEX

                                May 3, 2003



PART I.   FINANCIAL INFORMATION                           PAGE
          CONSOLIDATED CONDENSED BALANCE SHEET -
          as of May 3, 2003 and November 2, 2002            3

          CONSOLIDATED CONDENSED STATEMENT OF
          OPERATIONS - for the quarter and six months
          ended May 3, 2003 and May 4, 2002                 4

          CONSOLIDATED CONDENSED STATEMENT OF
          CASH FLOWS - for six months ended
          May 3, 2003 and May 4, 2002                       5

          NOTES TO CONSOLIDATED CONDENSED FINANCIAL
          STATEMENTS                                        6

          MANAGEMENT'S DISCUSSION AND ANALYSIS OF
          FINANCIAL CONDITION AND RESULTS OF OPERATIONS   11


PART II.  OTHER INFORMATION

  Item 6.  EXHIBITS AND REPORTS ON FORM 8-K                19

SIGNATURES                                                  20

                      PART I - FINANCIAL INFORMATION

Item 1.  FINANCIAL STATEMENTS

                   SPARTECH CORPORATION AND SUBSIDIARIES
                   CONSOLIDATED CONDENSED BALANCE SHEET
               (Dollars in thousands, except share amounts)

                                  ASSETS
                                          May 3, 2003
                                           (unaudited)    Nov. 2, 2002
Current Assets
  Cash and equivalents                       $  6,888        $  7,511
  Receivables, net                            148,336         124,966
  Inventories                                 106,565          95,190
  Prepayments and other                         7,116           4,549
                                             --------        --------
     Total Current Assets                     268,905         232,216

Property, Plant and Equipment                 441,302         422,520
  Less accumulated depreciation               157,520         142,046
                                             --------        --------
     Net Property, Plant and Equipment        283,782         280,474

Goodwill                                      328,145         318,841
Other Intangible Assets                        25,126          16,360
Other Assets                                   16,531          17,363
                                             --------        --------
                                             $922,489        $865,254
                                             ========        ========
                   LIABILITIES AND SHAREHOLDERS' EQUITY

Current Liabilities
  Current maturities of long-term debt       $ 17,989       $  21,087
  Accounts payable                             90,575          83,668
  Accrued liabilities                          34,435          34,173
                                             --------        --------
     Total Current Liabilities                142,999         138,928
                                             --------        --------
Long-Term Debt, Less Current Maturities       256,136         217,245

Other Liabilities                              68,366          68,383
                                             --------        --------

     Total Long-Term Liabilities              324,502         285,628
                                             --------        --------

Company-obligated manditorily redeemable
   convertible preferred securities of
   Spartech Capital Trust holding solely
   convertible subordinated debentures        150,000         150,000

Shareholders' Equity
  Common stock, 30,460,682
     shares issued in 2003 and 2002            22,846          22,846
  Contributed capital                         140,062         140,213
  Retained earnings                           180,368         169,518
  Treasury stock, at cost, 1,225,534 shares
     in 2003 and 1,175,228 shares in 2002    (29,274)        (28,701)
  Accumulated Other Comprehensive Income      (9,014)        (13,178)
                                             --------        --------


     Total Shareholders' Equity               304,988         290,698
                                             --------        --------

                                             $922,489        $865,254
                                             ========        ========

See accompanying notes to consolidated condensed financial statements.


                   SPARTECH CORPORATION AND SUBSIDIARIES
              CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS
        (Unaudited and dollars in thousands, except per share data)


                                 QUARTER ENDED      SIX MONTHS ENDED
                                 May 3,   May 4,     May 3,   May 4,
                                 2003      2002      2003      2002
                               --------- --------  --------  --------

Net Sales                       $250,488  $233,204  $464,188  $423,872
                                --------  --------  --------  --------

Costs and Expenses
  Cost of sales                  214,453   197,146   398,923   360,653
  Selling and administrative      13,035    14,713    26,030    27,287
  Amortization of intangibles        544         -     1,036         -
                                --------  --------  --------  --------
                                 228,032   211,859   425,989   387,940
                                --------  --------  --------  --------

Operating Earnings                22,456    21,345    38,199    35,932
  Interest                         3,702     4,289     7,246     8,658
  Distributions on
   preferred securities of
   Spartech Capital Trusts         2,563     2,563     5,125     5,125
                                --------  --------  --------  --------

Earnings Before Income Taxes      16,191    14,493    25,828    22,149
  Income Taxes                     5,650     5,419     9,129     8,213
                                --------  --------  --------  --------

Net Earnings                    $ 10,541  $  9,074  $ 16,699  $ 13,936
                                ========  ========  ========  ========

Net Earnings Per Common Share:

  Basic                         $    .36  $    .34  $    .57  $    .52
                                ========  ========  ========  ========
  Diluted                       $    .36  $    .33  $    .57  $    .51
                                ========  ================   ========

Dividends Per Common Share      $   .100  $   .095  $   .200  $   .190
                                ========  ========  ========  ========



See accompanying notes to consolidated condensed financial statements.


                   SPARTECH CORPORATION AND SUBSIDIARIES
              CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
                   (Unaudited and dollars in thousands)


                                                 SIX MONTHS ENDED
                                           May 3, 2003    May 4, 2002

Cash Flows from Operating Activities
  Net earnings                               $ 16,699        $ 13,936
  Adjustments to reconcile net earnings
     to net cash provided by
     operating activities:
       Depreciation and amortization           15,406          13,541
       Change in current assets and
          liabilities                        (27,812)           8,614
  Other, net                                    1,813             905
                                             --------         -------
     Net cash provided by
       operating activities, net of
       effects of acquisitions                  6,106          36,996
                                             --------         -------

Cash Flows from Investing Activities
  Capital expenditures                       (12,013)         (8,576)
  Business Acquisitions                      (23,259)         (2,000)
  Retirement of assets                            __-             492
                                             --------        --------
     Net cash used for investing activities  (35,272)        (10,084)
                                             --------        --------

Cash Flows from Financing Activities
  Bank Borrowings for Business Acquisitions    23,259           4,690
  Net borrowings (payments) on revolving
     credit facilities                         12,476        (25,190)
  Payments on bonds and leases                   (84)           (201)
  Cash dividends on common stock              (5,849)         (5,096)
  Stock options exercised                         321           2,283
  Treasury stock acquired                   __(1,767)               -
                                             --------        --------
     Net cash provided by/(used for)
       financing activities                    28,356        (23,514)
                                             --------        --------

  Effect of exchange rate changes on cash
     and equivalents                              187              17
                                             --------        --------

(Decrease)/Increase In Cash and Equivalents     (623)           3,415

Cash and Equivalents at Beginning of Period   _ 7,511           8,572
                                            ---------        --------

Cash and Equivalents at End of Period       $   6,888        $ 11,987
                                            =========        ========


See accompanying notes to consolidated condensed financial statements.
                   SPARTECH CORPORATION AND SUBSIDIARIES
           NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
      (Unaudited and dollars in thousands, except per share amounts)


NOTE A - Basis of Presentation

     The consolidated financial statements include the accounts of Spartech
Corporation  and  its  wholly  owned  subsidiaries  (the  Company).   These
financial  statements  have  been  prepared  on  a  condensed  basis   and,
accordingly, certain information and note disclosures normally included  in
financial  statements  prepared  in  accordance  with  generally   accepted
accounting principles have been condensed or omitted pursuant to the  rules
and  regulations of the Securities and Exchange Commission.  In the opinion
of management, the financial statements contain all adjustments (consisting
solely  of normal recurring adjustments) and disclosures necessary to  make
the   information  presented  therein  not  misleading.   These   financial
statements  should  be read in conjunction with the consolidated  financial
statements  and  accompanying footnotes thereto included in  the  Company's
November 2, 2002 Annual Report on Form 10-K.

      The Company's fiscal year ends on the Saturday closest to October 31.
Operating results for any quarter are traditionally seasonal in nature  and
are not necessarily indicative of the results expected for the full year.

NOTE B - Inventories

      Inventories are valued at the lower of cost (first-in, first-out)  or
market.   Inventories at May 3, 2003 and November 2, 2002 are comprised  of
the following components:

                                               2003            2002
          Raw materials                     $  67,010        $ 55,207
          Finished goods                       39,555          39,983
                                            ---------        --------

                                            $ 106,565        $ 95,190
                                            =========        ========


NOTE C - Goodwill and Other Intangible Assets

      On  March 31, 2003, the Company completed the acquisition of  Polymer
Extruded Products, Inc. (PEP) for approximately $23.3 million (see Note H -
Acquistions).   The excess purchase price over the fair value  of  tangible
assets  purchased  was  approximately  $18.9  million.   Based  on  initial
estimates, the company has allocated $9.1 million of the purchase price  to
goodwill  and $9.8 million to other intangible assets.  The  Company
has   engaged  an  independent  appraisal  firm  to  formally  value  these
identified other intangible assets.  The appraisal, once completed,
will result in  an  adjustment to the initial allocation to the other
intangible  assets  and goodwill.




                   SPARTECH CORPORATION AND SUBSIDIARIES
           NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
      (Unaudited and dollars in thousands, except per share amounts)

     At May 3, 2003 other intangible assets are as follows:

                         Total      Accumulated  Net carrying
                         other         amortization     amount
                       intangible
                         assets
Non compete and           $ 4,990        $  971       $ 4,019
  customer contracts
Product formulations      $12,030        $  672       $11,358
Other (PEP)               $ 9,800        $   51       $ 9,749

      Amortization expense for the current other intangible assets over
the  next five  years is estimated to be: $2,582, $2,582, $2,200, $2,165,
$1,449  for the one year periods from May 2003 to April 2008.

  The Company's changes in the carrying amount of goodwill for the six
months ended May 3, 2003 are as follows:

                             Custom         Color &   Molded &
                              Sheet        Compounds   Profile     Total
Balance November 2,           $185,805      $95,422   $37,614    $318,841
2002
Goodwill                         9,075          229         -       9,304
acquired/adjusted
                              --------      -------  --------    --------
Balance May 3, 2003           $194,880      $95,651   $37,614    $328,145
                              ========      =======   =======    ========



NOTE D - Cash Flow Information

     Supplemental information on cash flows and noncash transactions for
the quarters ended May 3, 2003 and May 4, 2002 is as follows:

                                               2003            2002
  Cash paid for:
     Interest                                $ 13,515        $ 14,671
                                             ========        ========
     Income taxes                            $  3,940        $    974
                                             ========        ========


Note E - Comprehensive Income

     Comprehensive Income is an entity's change in equity during the period
from  transactions, events and circumstances from non-owner  sources.   The
reconciliation of Net Earnings to Comprehensive Income for the quarter  and
six months ended May 3, 2003 and May 4, 2002 is as follows:







                   SPARTECH CORPORATION AND SUBSIDIARIES
           NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
      (Unaudited and dollars in thousands, except per share amounts)

                              QUARTER ENDED     SIX MONTHS ENDED
                            May 3,     May 4,   May 3,     May 4,
                            2003     2002      2003         2002
Net Earnings               $  10,541  $ 9,074  $ 16,699   $ 13,936
Foreign currency
  translation adjustments      2,449      485     3,374        424
Cash flow hedge adjustments      337      117       790      1,664
                             ------- --------   -------   --------
Total Comprehensive Income  $ 13,327 $  9,676  $ 20,863   $ 16,024
                            ======== ========  ========   ========

Note F - Segment Information

  Spartech's forty-six facilities are organized into three reportable
segments based primarily on the nature of the products manufactured.

                              QUARTER ENDED           SIX MONTHS
                            May 3,     May 4,     May 3,      May 4,
Net Sales *                  2003       2002       2003        2002
 Custom Sheet &            $ 163,271  $ 158,184  $ 303,038   $ 286,221
 Rollstock
 Color & Specialty            67,971     57,379    127,893     106,304
 Compounds
 Molded & Profile             19,246     17,641     33,257      31,347
 Products
                           ---------  ---------  ---------   ---------
    Total Net Sales        $ 250,488  $ 233,204  $ 464,188   $ 423,872
                           =========  =========  =========   =========

Operating Earnings
 Custom Sheet &            $  18,041  $  16,118  $  30,642   $  27,276
 Rollstock
 Color & Specialty             5,163      6,531     10,532      11,575
 Compounds
 Molded & Profile              1,928      1,630      2,468       2,442
 Products
 Corporate/Other             (2,676)    (2,934)    (5,443)     (5,361)
                           ---------  ---------  ---------   ---------
 Total Operating           $  22,456  $  21,345  $  38,199   $  35,932
 Earnings
                          =========  =========  =========   ==========

* Excludes intersegment sales of $9,716 and $7,468 for the three
months ended May 3, 2003 and May 4, 2002, respectively, and $16,820
and $12,150 for the six months ended May 3, 2003 and May 4, 2002,
respectively, primarily from the color & compounds segment.


Note G - Stock Based Compensation

In  December 2002, the FASB issued SFAS No. 148 "Accounting for Stock-Based
Compensation-  Transition and  Disclosure,  an Amendment of FASB  Statement
No. 123," (SFAS 148) that provides alternative methods of transition for an
entity  that  voluntarily  changes  to  the  fair  value  based  method  of
accounting for stock-based employee compensation.  It also amends the

                   SPARTECH CORPORATION AND SUBSIDIARIES
           NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
      (Unaudited and dollars in thousands, except per share amounts)

disclosure   provisions   of   SFAS  123,   "Accounting   for   Stock-Based
Compensation"  (SFAS 123) to require prominent disclosures in  both  annual
and  interim financial statements about the method of accounting for stock-
based  employee compensation and the effect of the method used on  reported
results.  The Company previously adopted the disclosure-only provisions of
SFAS  123.  Under  APB  25, no compensation cost  was  recognized  for  the
Company's  stock option plans.  The following table illustrates the  effect
on  net earnings and net earnings per share if the company had applied  the
fair  value  recognition  provisions of SFAS 123  to  stock-based  employee
compensation.  The fair value estimate was computed using the Black-Scholes
option-pricing model.

                                 Quarter Ended       Six Months Ended
                               May 3,    May 4,     May 3,     May 4,
                                2003      2002       2003       2002

Net Earnings as               $10,541   $ 9,074    $16,699   $13,936
  Reported
Pro Forma Impact of                10        74      1,383     2,385
  Expensing Stock Options
                              -------   -------    ------    -------
Pro forma net earnings        $10,531   $ 9,000    $15,316   $11,551
                              =======   =======    =======   =======
Diluted Earnings per share:
     As Reported
       Basic                  $   0.36  $   0.34   $   0.57  $   0.52
       Diluted                $   0.36  $   0.33   $   0.57  $   0.51
     Pro forma
       Basic                  $   0.36  $   0.33   $   0.52  $   0.43
       Diluted                $   0.36  $   0.33   $   0.52  $   0.42

Assumptions Used:
     Expected Dividend               2%        2%         2%          2%
       Yield
     Expected Volatility            35%       35%        35%         35%
     Risk-Free Interest           3.47%     4.97%      3.47%       4.97%
       Rates
     Expected Lives             5 Years   5 Years    5 Years     5 Years


                   SPARTECH CORPORATION AND SUBSIDIARIES
           NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
      (Unaudited and dollars in thousands, except per share amounts)

Note H - Acquisitions

       On  March 31, 2003 Spartech completed the acquisition of all of  the
stock   of  Polymer  Extruded  Products,  Inc.  (PEP)  located  in  Newark,
New  Jersey.   PEP,  a  manufacturer  of  weatherable  film  laminates  and
cellulose  specialty extruded products, had annual sales  of  approximately
$21 million for calendar year 2002-with nearly $4 million of those sales to
Spartech's  Custom  Sheet & Rollstock segment.   The  cash  paid  for  this
acquisition  was  approximately $23.3 million and was  funded  through  our
existing bank credit facility.

Note I - Recently Issued Accounting Standards Not Yet Adopted

   In  May  of 2003, the FASB issued SFAS No. 150, "Accounting for  Certain
Financial Instruments with Characteristics of both Liabilities and  Equity"
which  requires  certain  financial  instruments  to  be  classified  as  a
liability, and requires them to be adjusted to their fair value.
The  standard  is  generally effective for interim periods beginning  after
June  15,  2003.   The  company has determined that  none  of  its  current
financial  instruments fall under the scope of the statement, and therefore
its  adoption  will  not have a material effect on the Company's  financial
position or results of operations.


Items 2 and 3. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS

Results of Operations

      Net sales were $250.5 million and $464.2 million for the quarter  and
six  months  ended  May 3, 2003.  This represented a 7% increase  (4%  from
acquisitions, 2% price/mix and 1% internal pounds growth) and 10%  increase
(4%  from  acquisitions,  2%  price/mix and 4% internal  growth)  from  the
similar  period  in  2002.   The lower 1% growth in  internal  pounds  sold
compared  to more recent quarters is a result of econcomic uncertainty due
to the crisis in Iraq,  which
occurred  in the middle of our second quarter and the impact of  volatility
in resin pricing, which tends to cause customers to delay orders until they
fully understand the forward pricing trends.  The packaging and spa markets
have  been reasonably strong for the year, while many of the other  markets
have  been more impacted by the generally low GDP growth rate and the  Iraq
conflict.

      Cost  of sales were $214.5 million and $398.9 million for the quarter
and  six months ended May 3, 2003, compared with $197.1 million and  $360.7
million  for  the  quarter  and six months of 2002.   This  represented  an
increase  as  a percentage of net sales to 85.6% and 85.9% for the  quarter
and  six  months of 2003 from 84.5% and 85.1% for the comparable period  of
2002,  reflecting the effect of higher resin costs and competitive  pricing
pressures.   Our margins were favorably impacted by the gradual improvement
in  capacity utilization from the prior year plus continued cost  reduction
efforts  and  sales  of Alloy Plastics and Product Transformations.   These
positives  were  more  than  offset  by the  negative  margin  impact  from
increases in resin prices and the resulting competitive pricing pressures.

     Selling and administrative expenses of $13.0 million and $26.0 million
for  the  quarter  and  six months ended May 3, 2003 decreased  from  $14.7
million and $27.3 million for similar periods of 2002.  This represented  a
decrease  to 5.2% and 5.6% of net sales for the quarter and six  months  of
2003  from  6.3%  and 6.4% in the quarter and six months  of  2002.   These
decreases   reflect  the  effect  of  cost  reduction  efforts,  additional
provisions for doubtful accounts recorded in 2002, and the higher  relative
sales dollars on the fixed expenses in this category.

      Operating earnings for the quarter and six months ended May  3,  2003
increased to $22.5 million and $38.2 million but decreased to 9.0% and 8.2%
of  net sales, compared to $21.3 million and $35.9 million or 9.2% and 8.5%
of  net  sales  for  the corresponding period of 2002, principally  due  to
competitive  pricing pressures in the current sluggish economic environment
and the effect of higher resin costs.

      Interest  expense and distributions on preferred securities  of  $6.3
million  and $12.4 million for the quarter and six months of 2003 decreased
from  $6.9 million and $13.8 million for the quarter and six months of 2002
primarily  as a result of $55.0 million of debt repayments in fiscal  2002.
Interest  expense  is expected to be slightly higher during  the  last  six
months  of  fiscal  2003  due  to  the  $35.3  million  in  borrowings  for
acquisitions and capital expenditures in the first half of the year.

     The Company's effective tax rates for the quarter and six months ended
May  3,  2003  were  34.9%  and  35.3%  compared  to  37.4%  and  37.1%  in
corresponding  periods of 2002, reflecting an improvement in  our  combined
state  tax  rate  and and favorable adjustments related to final  agreement
with  the  Internal Revenue Service regarding previously filed  claims  for
refunds of research and development credits.

     Net earnings of $10.5 million and $16.7 million, or $.36 and $.57 per
diluted share, in the quarter and six months ended May 3, 2003 increased by
16% and 20%, respectively, from the $9.1 million and $13.9 million , or
$.33 and $.51 per diluted share, in the similar periods of 2002 as a result
of the factors noted above.

Segment Results

      Net sales of the Custom Sheet & Rollstock segment increased by 3% and
6%  to $163.3 million and $303.0 in the quarter and six months ended May 3,
2003 from $158.2 million and $286.2 million in the prior year primarily due
to  changes  in product mix, higher pricing from increases in resin  costs,
and our late March acquisition of Polymer Extruded Products.  Net sales  of
the  Color  &  Specialty Compounds segment increased to $68.0  million  and
$127.9  million for the quarter and six months of 2003 from  $57.4  million
and $106.3 million for the corresponding periods in 2002 due to an increase
in  internal  volume growth and the acquisition of GWB Plastics  last  May.
The  Molded & Profile Products segment net sales increased to $19.2 million
and  $33.3  million for the quarter and six months ended May 3,  2003  from
$17.6 million and $31.3 million in the similar 2002 periods.

      The  Custom Sheet & Rollstock segment's operating margin improved  to
11.0%  in the second quarter 2003 versus 10.2% in 2002 as operating results
improved  significantly  at  our  Spartech Polycast  unit,  cost  reduction
initiatives implemented last year began to show some positive returns,  and
new  Product  Transformation volume continued to be strong.   The  Color  &
Specialty Compounds segment operating margin of 7.6% for the second quarter
2003 declined from the 11.4% in the second quarter 2002 as the segment  saw
its  costs  of raw materials increase, on average, by more than 40%  during
the period.  Quarterly price adjustments agreements delayed our ability  to
pass  through these cost increases in a timely manner.  The Company expects
to  recover much of the cost increases in the form of higher selling prices
in  the  third  quarter.   The Molded & Profile  segment  operating  margin
increased to 10.0% for the second quarter 2003 versus 9.2% for the  similar
2002  period  as  softness in the profiles unit was  more  than  offset  by
improvements within our acrylic rods business.

Other Matters

      The  Company  operates  under various laws and regulations  governing
employee safety, the quantities of specified substances that may be emitted
into  the air, discharged into waterways, and otherwise disposed of on  and
off   our  properties.   The  Company  does  not  anticipate  that   future
expenditures  for compliance with these laws and regulations  will  have  a
material  effect  on  our  capital expenditures, earnings,  or  competitive
position.

     The plastic resins we use in our production process are crude oil or
natural gas derivatives, which are available from a number of domestic and
foreign suppliers.  Our raw materials are only somewhat affected by supply,
demand and price trends of the petroleum industry; however, trends in
pricing, periods of anticipated or actual shortages and changes in supplier
capacities can have more significant impact on the cost of our raw
materials over the short term.  Price spikes in crude oil and natural gas ,
along with the continued political unrest in oil producing countries has
resulted in unusually high immediate pricing pressures.  These pressures
have resulted in dramatic increases in the prices of the Company's raw
material costs.  The Company has been able minimize the impact of past
price increases in raw material costs through control of inventory levels,
increasing production efficiencies, the pass-through of price changes to
customers, and the negotiation of competitive pricing with our suppliers.
These pricing changes have been more difficult to manage, and we expect the
increased cost to continue, at least in part, to negatively affect our
operating margins in the third quarter.  Pricing pressures seem to have
eased by  the end of our second quarter, however, the volatility and
direction of future pricing changes is uncertain.

Liquidity and Capital Resources

Cash Flow

      The  Company's primary sources of liquidity have been cash flows from
operating  activities  and borrowings from third  parties.   The  Company's
principal  uses  of  cash  have been to support our  operating  activities,
invest  in capital improvements, and finance strategic acquisitions.   Cash
flows for the periods indicated are summarized as follows:

                                                 Six Months Ended
                                               May 3,         May 4,
                                                2003           2002
                                              (Dollars in millions)
  Net cash provided by
     operating activities                    $    6.1       $  37.0
                                             --------       -------

  Net cash used for
     investing activities                    $  (35.3)      $ (10.1)
                                             --------       -------

  Net cash provided by/(used for)
     financing activities                    $   28.4       $ (23.5)
                                             --------       -------

  (Decrease)/increase in cash
     and equivalents                         $    (.6)      $   3.4
                                             --------       -------

      Operating cash flow provided by net earnings increased 20%, to  $16.7
million  for the first six months of 2003 from $13.9 million for the  first
six  months  of  2002.   Operating cash flows used by changes  in  accounts
receivable  totaled $18.3 million due to seasonally higher sales  and  days
sales   outstanding  measures  as  well  as  the  increased  selling  price
reflecting  the  higher resin costs in the second quarter.  Operating  cash
flows  used  for  changes  in inventory totaled $9.8  million  due  to  the
selective  pre-buys  of raw materials and the effect of  an  investment  in
higher resin prices in inventory.  Operating cash flows provided by changes
in accounts payable totaled $4.7 million.

      The  Company's primary investing activities are capital  expenditures
and   acquisitions  of  businesses  in  the  plastics  industry.    Capital
expenditures  are primarily incurred to maintain and improve  productivity,
as  well  as to modernize and expand facilities.  Capital expenditures  for
the first six months of 2003 were $12.0 million, including $4.5 million for
our  new Ramos Arispe, Mexico facility, as compared to $8.6 million for the
first  six months of 2002, and we anticipate total capital expenditures  of
approximately  $21 million for fiscal 2003.  Cash used for the  acquisition
of Polymer Extruded Products business totaled $23.3 million

     Cash flows provided by financing activities were $28.4 million for the
six  months  ended May 3, 2003.  The primary activities were the  net  bank
borrowings  of  $12.5 million, bank borrowings for the acquisition  of  the
Polymer Extruded Products business of $23.3 million, cash dividend payments
of  $5.8  million,  and  treasury  stock purchases,  net  of  stock  option
proceeds, of $1.4 million.  The borrowings in the first six months of  2003
compared  to  the prior year debt repayments is primarily  related  to  the
impact of rising prices on our balance sheet - both in the amounts we  have
invested in receivables and inventories as well as pre-buys we have made to
help protect against price increases.

Financing Arrangements
   The following table summarizes the Company's obligations under
financing arrangements and lease commitments as of May 3, 2003:

    Type of        Total       0 - 1     1-3 Years      3 - 5    More Than
  Commitment       Amount      Year                     Years     5 Years
                 Committed
                          (dollars in thousands)
Bank Credit       $ 179,226          -      179,226           -          -
Facilities
Unsecured Notes      85,715     17,857       50,715      17,143          -
Other Debt            9,184        132          264         280      8,508
Obligations
Convertible         150,000          -            -            -    150,000
Debentures
Operating Lease      29,925      7,149        9,876       6,642      6,258
Commitments
Standby Letters      12,689          -            -           -           -
of Credit
                  ----------  ---------   ----------  ----------   ---------
Total              $ 466,739  $  25,138    $ 240,081   $  24,065   $ 164,766
Contractual Cash   =========  =========    =========   =========   =========
Obligations


   At  May 3, 2003, our total outstanding borrowings under the bank  credit
facilities  were  $179.2  million  at  a  weighted  average  rate  of  5.7%
(including  the effect of an interest rate swap).  We had $77.8 million  in
total  availability  under the $257 million in credit  facilities,  however
this  availability  was  limited to $65.1  million  due  to  outstanding
letter of credit.  We anticipate that cash flows from operations,
together with the  financing and borrowings under our bank credit facility,
will  satisfy our working capital needs, regular quarterly dividends, and
planned capital expenditures for the next year.
      If  our cash from operations was substantially reduced and our access
to the debt and equity markets became more limited, we might not be able to
repay  the  obligations as they become due.  Our current credit  facilities
also   contain  certain  affirmative  and  negative  covenants,   including
restrictions  on the incurrence of additional indebtedness, limitations  on
both  the  sale  of  assets and merger transactions,  and  requirements  to
maintain certain financial and debt service ratios and net worth levels. In
addition,  our  combined payment of dividends on our common stock  and  the
repurchase  of  common  shares  for treasury  is  limited  to  60%  of  our
cumulative consolidated net income since November 1, 1997.  At May 3, 2003,
we  had  approximately  $40.8  million of  unrestricted  retained  earnings
available  for  such  payments.   While we were  in  compliance  with  such
covenants in 2002 and currently expect to be in compliance during 2003, our
failure to comply with the covenants or other requirements of our financing
arrangements  could result in an event of default and, among other  things,
acceleration  of  the  payment of our indebtedness  which  could  adversely
impact our business, financial condition and results of operations.

Significant Accounting Policies, Estimates and Judgments

       The  Company  prepares  the  consolidated  financial  statements  in
conformity  with  accounting principles generally accepted  in  the  United
States.   As  such,  we are required to make estimates and  judgments  that
affect  the  reported amounts of assets and liabilities and disclosures  of
contingent  assets and liabilities at the date of the financial  statements
and  the  reported  amounts of revenues and expenses during  the  reporting
period.  Significant accounting policies, estimates and judgments which the
Company  believes  are the most critical to aid in fully understanding  and
evaluating our reported financial results include the following:
           Revenue Recognition - The Company recognizes revenue
      as the product is shipped and title passes to the customer.
              Our customers require us to meet
      strict specifications for our products.  The Company has quality controls
      in place that attempt to ensure that customer specifications are met prior
      to shipment.  We continuously monitor and track product returns,
       which have  historically been within our expectations
       and the provisions established.
      Despite  the Company's efforts to improve our quality and service  to
      customers, we cannot guarantee that we will continue to
      experience the same or better return rates than we have in the past.
      Any significant increase in returns could have a material negative
     impact on our operating results.
            Accounts  Receivable  -  The Company  performs  ongoing  credit
      evaluations  of  our customers and adjusts credit limits  based  upon
      payment  history and the customer's credit worthiness, as  determined
      by  our  review of their current credit information.  We continuously
      monitor  collections and payments from our customers and  maintain  a
      provision  for  estimated  credit losses based  upon  our  historical
      experience  and  any specific customer collection issues  identified.
      While   such   credit  losses  have  historically  been  within   our
      expectations  and  the provisions established,  we  cannot  guarantee
      that  we will continue to experience the same credit loss rates  that
      we have in the past.
            Inventories  - The Company values inventories at the  lower  of
      actual  cost  (first-in, first-out) to purchase  or  manufacture  the
      inventory  or  the current estimated market value of  the  inventory.
      The  Company  also  buys  scrap  and recyclable  material  (including
      regrind  material) to be used in future production runs.   We  record
      these  inventories  initially at purchase price  and,  based  on  the
      inventory  aging  and other considerations for realizable  value,  we
      write  down the carrying value to brokerage value, where appropriate.
      We  regularly  review  inventory on hand and  record  provisions  for
      obsolete inventory. A significant increase in the demand for our  raw
      materials  could  result  in a short-term increase  in  the  cost  of
      inventory  purchases  while a significant decrease  in  demand  could
      result  in  an increase in the amount of excess inventory  quantities
      on  hand.   In  addition, most of our business  is  custom  products,
      where  the  loss of a specific customer could increase the amount  of
      excess  or obsolete inventory on hand.  Although we make every effort
      to  ensure  the  accuracy of our forecasts of future product  demand,
      any  significant  unanticipated  changes  in  demand  could  have   a
      significant  impact on the value of our inventory and  the  operating
      results.
             Acquisition   Accounting  -  The  Company  has  made   several
      acquisitions  in recent years.  All of these acquisitions  have  been
      accounted   for   in  accordance  with  the  purchase   method,   and
      accordingly,   the  results  of  operation  were  included   in   our
      Consolidated  Statement  of Operations from the  respective  date  of
      acquisition.    The  purchase  price  has  been  allocated   to   the
      identifiable assets and liabilities, and any excess of the cost  over
      the  fair  value of the net identifiable assets acquired is  recorded
      as  goodwill.  The initial allocation of purchase price is  based  on
      preliminary  information,  which  is  subject  to  adjustments   upon
      obtaining   complete  valuation  information.   While   the   delayed
      finalization  of purchase price has historically not had  a  material
      impact   on  the  consolidated  results  of  operations,  we   cannot
      guarantee   the   same   results  in   future   acquisitions.    This
      finalization  in  purchase price allocation is completed  within  the
      first year after acquisition.
            Valuation  of  Long-Lived  Assets -  The  Company  reviews  the
      carrying  value of our long-lived assets whenever events and  changes
      in  business  indicate the carrying value of the assets  may  not  be
      recoverable.   The Company recognizes impairment losses  if  expected
      future  cash  flows  of  the related assets  (based  on  our  current
      projections of anticipated future cash flows) are less than  carrying
      value  or where assets that are held for sale are deemed to be valued
      in  excess of the expected amount to be realized upon sale.  While we
      believe  that  our  estimates of future cash  flows  are  reasonable,
      different  assumptions  regarding such cash  flows  could  materially
      affect our evaluations.

      For  additional  information  regarding  our  significant  accounting
policies,  see  Note  1  to  our  2002  Consolidated  Financial  Statements
contained  in  the  Company's Annual Report on Form  10-K  filed  with  the
Securities and Exchange Commission.

Other

      The  information  presented herein contains  certain  forward-looking
statements, defined in Section 21E of the Securities Exchange Act of  1934.
Forward-looking statements represent our judgement relating to, among other
things,   future  results  of  operations,  growth  plans,  sales,  capital
requirements and general industry and business conditions applicable to us.
They  are  based  largely on our current expectations.  Our actual  results
could  differ  materially from the information contained  in  the  forward-
looking  statements due to a number of factors, including  changes  in  the
availability  and  cost of raw materials, changes in  the  economy  or  the
plastics  industry in general, other unanticipated events that may  prevent
us  from competing successfully in existing or new markets, and our ability
to  manage  our  growth effectively.  Investors are also  directed  to  the
discussion  of  risks  and  uncertainties associated  with  forward-looking
statements  contained  in our Annual Report on Form  10-K  filed  with  the
Securities and Exchange Commission.

Item 4.  CONTROLS AND PROCEDURES

      Based upon an evaluation performed within 90 days of the date of this
report,  the  registrant's  certifying officers  have  concluded  that  the
Company's disclosure controls and procedures were effective.

      There have been no significant changes in internal controls or  other
factors that significantly affect these controls subsequent to the date  of
the evaluation.

                        PART II - OTHER INFORMATION

Item 4         Submission of Matters to a Vote of Security Holders


It was determined     that     there    were    29,249,454    shares     of
               common  stock outstanding and entitled to vote at the record
               date,  of  which 27,258,710 shares, or 93%, were represented
               at the Spartech Corporation's Annual Meeting of Stockholders
               held  March  12, 2003.  At the Annual Shareholders  meeting,
               Mr.  Richard  B. Scherrer was elected as a Director  of  the
               Company  with 26,011,677 votes for.  Mr. Craig A.  Wolfanger
               was   also  elected  as  a  director  of  the  Company  with
               26,032,133 votes for.  Ernst & Young LLP was ratified as the
               Company's   auditor  with  26,977,106  votes  for,   260,536
               against, and 46,193 abstentions.


Item 6 (a).    Exhibits

     11   Statement re Computation of Per Share Earnings
   99.1 Certification of CEO and CFO Pursuant to 18 U.S.C. Section 1350, as
          Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.



Item 6 (b).    Reports on Form 8-K

     No reports on Form 8-K were filed during the three-month period
     ended May 3, 2003.




                                SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of  1934,
the  Registrant has duly caused this report to be signed on its  behalf  by
the undersigned thereunto duly authorized.



                                          SPARTECH CORPORATION
                                              (Registrant)




Date:   June 10, 2003                     /s/ Bradley B. Buechler
                                          Bradley B. Buechler
                                          Chairman, President and Chief
                                          Executive Officer
                                          (Principal Executive Officer)



                                          /s/ Randy C. Martin
                                          Randy C. Martin
                                          Executive Vice President and
                                          Chief Financial Officer
                                          (Principal Financial and
                                          Accounting Officer)

                         CERTIFICATION PURSUANT TO
               SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

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

1.   I have reviewed this quarterly report on Form 10-Q of Spartech
Corporation;

2.   Based on my knowledge, this quarterly 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 quarterly report;

3.   Based on my knowledge, the financial statements, and other financial
     information included in this quarterly 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 quarterly 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
          quarterly 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 quarterly report (the "Evaluation Date"); and

     c)   Presented in this 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
     quarterly 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.



June 10, 2003                           By: /s/ Bradley B. Buechler
   (Date)                                    Bradley B. Buechler
                                             Chairman, President and Chief
                                             Executive Officer
                                             Spartech Corporation

                         CERTIFICATION PURSUANT TO
               SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

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


1.   I have reviewed this quarterly report on Form 10-Q of Spartech
Corporation;

2.   Based on my knowledge, this quarterly 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 quarterly report;

3.   Based on my knowledge, the financial statements, and other financial
     information included in this quarterly 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 quarterly 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
          quarterly 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 quarterly report (the "Evaluation Date"); and

     c)   Presented in this quarterly 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
quarterly 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.

June 10, 2003                           By: /s/ Randy C. Martin
   (Date)                                 Randy C. Martin
                                          Executive Vice President and
                                          Chief Financial Officer
                                          Spartech Corporation