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 August 2, 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 August 2, 2003:

     Common Stock, $.75 par value per share            29,288,822



                   SPARTECH CORPORATION AND SUBSIDIARIES

                                   INDEX

                              August 2, 2003



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

          CONSOLIDATED CONDENSED STATEMENT OF
          OPERATIONS - for the quarter and nine months
          ended August 2, 2003 and August 3, 2002           4

          CONSOLIDATED CONDENSED STATEMENT OF
          CASH FLOWS - for nine months ended
          August 2, 2003 and August 3, 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
                                          Aug. 2, 2003
                                           (unaudited)    Nov. 2, 2002
Current Assets
  Cash and equivalents                       $  4,366        $  7,511
  Receivables, net                            136,754         124,966
  Inventories                                 101,052          95,190
  Prepayments and other                         7,946           4,549
                                            ---------        --------
     Total Current Assets                     250,118         232,216

Property, Plant and Equipment                 447,999         422,520
  Less accumulated depreciation               165,147         142,046
                                            ---------        --------
     Net Property, Plant and Equipment        282,852         280,474

Goodwill                                      329,506         318,841
Other Intangible Assets                        25,561          16,360
Other Assets                                   15,312          17,363
                                            ---------        --------
                                             $903,349        $865,254
                                             ========        ========
                   LIABILITIES AND SHAREHOLDERS' EQUITY

Current Liabilities
  Current maturities of long-term debt       $ 17,990       $  21,087
  Accounts payable                             87,945          83,668
  Accrued liabilities                          40,287          34,173
                                             --------        --------
     Total Current Liabilities                146,222         138,928
                                             --------        --------
Long-Term Debt, Less Current Maturities       225,967         217,245

Other Liabilities                              68,527          68,383
                                             --------        --------
     Total Long-Term Liabilities              294,494         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                         139,982         140,213
  Retained earnings                           185,588         169,518
  Treasury stock, at cost, 1,171,860 shares
     in 2003 and 1,175,228 shares in 2002    (28,359)        (28,701)
  Accumulated Other Comprehensive Income      (7,424)        (13,178)
                                             --------        --------
     Total Shareholders' Equity               312,633         290,698
                                             --------        --------
                                             $903,349        $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      NINE MONTHS ENDED
                                 August 2, August 3,          August 2,
August 3,
                                 2003      2002      2003      2002
                                --------  --------  --------  --------
Net Sales                       $238,870  $237,242  $703,058  $661,114
                                --------  --------  --------  --------
Costs and Expenses
  Cost of sales                  205,780   198,990   604,703   559,643
  Selling and administrative      13,216    13,297    39,246    40,584
  Amortization of intangibles        565       210     1,601       210
                                --------  --------  --------  --------
                                 219,561   212,497   645,550   600,437
                                --------  --------  --------  --------

Operating Earnings                19,309    24,745    57,508    60,677
  Interest                         3,924     4,094    11,170    12,752
  Distributions on
   preferred securities of
   Spartech Capital Trusts         2,563     2,563     7,688     7,688
                                --------  --------  --------  --------

Earnings Before Income Taxes      12,822    18,088    38,650    40,237
  Income Taxes                     4,675     6,602    13,804    14,815
                                --------  --------  --------  --------

Net Earnings                     $ 8,147  $ 11,486  $ 24,846  $ 25,422
                                 =======  ========  ========  ========
Net Earnings Per Common Share:

  Basic                         $    .28  $    .40  $    .85  $    .93
                                 =======  ========  ========  ========
  Diluted                       $    .28  $    .39  $    .84  $    .91
                                 =======  ========  ========  ========

Dividends Per Common Share      $   .100  $   .095  $   .300  $   .285
                                 =======  ========  ========  ========



See accompanying notes to consolidated condensed financial statements.


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


                                                 NINE MONTHS ENDED
                                           August 2, 2003 August 3, 2002

Cash Flows from Operating Activities
  Net earnings                               $ 24,846        $ 25,422
  Adjustments to reconcile net earnings
     to net cash (used for) provided by
     operating activities:
       Depreciation and amortization           23,376          20,715
       Change in current assets and
          liabilities                         (8,221)          13,011
       Other, net                               1,584           4,282
                                             --------         -------
     Net cash provided by
       operating activities, net of effects
       of acquisitions                         41,585          63,430
                                             --------         -------
Cash Flows from Investing Activities
  Capital expenditures                       (17,742)        (17,236)
  Business Acquisitions                      (23,588)        (50,337)
  Retirement of assets                            293             492
                                             --------        --------
     Net cash used for investing activities  (41,037)        (67,081)
                                             --------        --------
Cash Flows from Financing Activities
  Bank Borrowings for Business Acquisitions    23,588           4,690
  Net payments on revolving
     credit facilities                       (17,975)        (42,590)
  Payments on bonds and leases                  (116)           (262)
  Issuance of common stock                                     50,663
  Cash dividends on common stock              (8,776)         (7,886)
  Stock options exercised                       1,155           3,114
  Treasury stock acquired                     (1,767)         (2,596)

     Net cash (used for) provided by
       financing activities                   (3,891)           5,133
                                             --------        --------
  Effect of exchange rate changes on cash
     and equivalents                              198               -
                                             --------        --------
 (Decrease) Increase In Cash and Equivalents  (3,145)           1,482

Cash and Equivalents at Beginning of Period     7,511           8,572
                                             --------        --------
Cash and Equivalents at End of Period       $   4,366        $ 10,054
                                            =========        ========

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.

   Certain  prior  year amounts have been reclassified to  conform  to  the
current  year presentation.  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 August 2, 2003 and November 2, 2002 are  comprised
of the following components:

                                               2003         2002
                                             ---------    ---------
                  Raw materials              $  59,457     $ 55,207
                  Finished goods                41,595       39,983
                                             ---------     --------

                                             $ 101,052     $ 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 $23.6 million (see Note G - Acquistions).
The  excess purchase price over the fair value of tangible assets purchased
was $21.2 million.  The Company has allocated $10.4 million of the purchase
price  to  goodwill and $10.8 million to other intangible assets.   Of  the
$10.8  million of acquired intangible assets, $8.9 million was assigned  to
registered trademarks/tradenames that are not subject to amortization.  The
remaining  $1.9  million  of acquired intangible  assets  have  a  weighted
average  useful  life  of  5  years.  The Company  engaged  an  independent
appraisal firm to value these identified other intangible assets.

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

  At August 2, 2003 other intangible assets are as follows:

                        Total other   Accumulated   Net carrying
                         intangible   amortization     amount
                           assets
                         -----------   -----------  -----------
Amortizable
   Non-compete and          $ 6,890       $ 1,388       $ 5,502
     customer contracts
   Product formulations     $12,030       $   871       $11,159
                            -------       -------       -------
                            $18,920       $ 2,259       $16,661

Not Amortizable
   Trademark/Tradename      $ 8,900       $     -       $ 8,900

   Amortization expense for our existing other intangible assets  over  the
next  five years is estimated to be: $2,347, $2,312, $1,930, $1,867, $1,056
for the twelve month periods from August 2003 to July 2008.

  The Company's changes in the carrying amount of goodwill for the nine
months ended August 2, 2003 are as follows:

                           Custom    Color &   Molded &
                            Sheet   Compounds  Profile    Total
                           -------- ---------  --------  --------
Balance November 2, 2002   $185,805   $95,422   $37,614  $318,841
Goodwill                     10,350       315         -    10,665
  acquired/adjusted
                           --------   -------  --------  --------
Balance August 2, 2003     $196,155   $95,737   $37,614  $329,506
                           ========   =======   =======  ========


Note D - 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
nine months ended August 2, 2003 and August 3, 2002 is as follows:

                                QUARTER ENDED         NINE MONTHS ENDED
                            August 2,    August 3,  August 2,  August 3,
                               2003        2002        2003       2002
                             ----------   ---------   --------   --------
Net Earnings                   $  8,147    $ 11,486   $ 24,846   $ 25,422
Foreign currency
  translation adjustments           585          38      3,958        462
Cash flow hedge                   1,005     (1,455)      1,796        209
  adjustments
                               --------   ---------   --------   --------
Total Comprehensive Income     $  9,737    $ 10,069   $ 30,600   $ 26,093
                               ========   =========   ========   ========




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


Note E - Segment Information

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

                               QUARTER ENDED          NINE MONTHS ENDED
                           August 2,   August 3,   August 2,   August 3,
Net Sales *                  2003        2002         2003        2002
                           --------    --------    ---------   ---------
 Custom Sheet &            $ 158,949   $ 157,635   $ 461,987    $ 443,856
 Rollstock
 Color & Specialty            64,319      63,124     192,212      169,428
   Compounds
 Molded & Profile             15,602      16,483      48,859       47,830
 Products
                           --------    --------    ---------   ---------
    Total Net Sales        $ 238,870   $ 237,242   $ 703,058    $ 661,114
                           =========   =========   =========    =========
Operating Earnings
 Custom Sheet &            $  15,978   $  19,103   $  46,620    $  46,379
 Rollstock
 Color & Specialty             4,665       6,921      15,197       18,496
   Compounds
 Molded & Profile              1,342       1,234       3,810        3,676
 Products
 Corporate/Other              (2,676)     (2,513)     (8,119)     (7,874)
                           --------    --------    ---------   ---------
    Total Operating        $  19,309   $  24,745   $  57,508    $  60,677
     Earnings
                           =========   =========   =========    =========

* Excludes intersegment sales of $9,646 and $7,487 for the three months
ended August 2, 2003 and August 3, 2002, respectively, and $26,466 and
$19,453 for the nine months ended August 2, 2003 and August 3, 2002,
respectively, primarily from the color & compounds segment.


Note F - 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   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




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

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        Nine Months Ended
                              August 2, August 3,   August 2,  August 3,
                                2003       2002       2003       2002
                              --------   --------   --------  ----------
Net Earnings as Reported        $ 8,147   $ 11,486    $24,846     $25,422
Pro Forma Impact of                  84        135      1,467       2,520
  Expensing Stock Options
                               --------   --------   --------    --------
Pro forma net earnings          $ 8,063   $ 11,351    $23,379     $22,902
                              ========= ==========  ========= ===========
Diluted Earnings per share:
     As Reported
       Basic                   $   0.28   $   0.40   $   0.85    $   0.93
       Diluted                 $   0.28   $   0.39   $   0.84    $   0.91
     Pro forma
       Basic                   $   0.28   $   0.40   $   0.80    $   0.83
       Diluted                 $   0.27   $   0.38   $   0.79    $   0.82

Assumptions Used:
     Expected Dividend               2%         2%         2%          2%
       Yield
     Expected Volatility            35%        35%        35%         35%
     Risk-Free Interest           2.60%      4.60%      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 G - 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
$23.6 million and was funded through our existing bank credit facility.

Note H - Recently Issued Accounting Standards

   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 $238.9 million and $703.1 million for the quarter  and
nine  months  ended  August  2,  2003.   This  represented  a  1%  increase
(including a 3% increase from acquisitions) over the third quarter of  2002
and  a  6%  increase (including 4% from acquisitions) from the nine  months
ended  August 3, 2002.  Sales excluding acquisitions for the third  quarter
were  down  2% as weak volume was somewhat offset by the effect  of  higher
resin  prices compared to the same quarter of 2002.  The lower pounds  sold
compared  to  increases experienced in prior quarters was a result  of  the
sluggish  economic environment and the rapid acceleration  in  resin  costs
during the second quarter of 2003 which combined led to weak product demand
in  several  industries we serve.  Resin pricing began to ease  during  the
last  six  to  eight  weeks  of the quarter, resulting  in  some  customers
deferring  purchases, reducing inventories, and moving to more just-in-time
orders.    Order  backlog  is  down  at  the  end  of  the  third  quarter,
representing  34 days at August 2, 2003 compared to 39 days  at  August  3,
2002, further reflecting this decrease in order pattern.

      Cost of sales were $205.8 million and $ 604.7 million for the quarter
and  nine  months  ended August 2, 2003, compared with $199.0  million  and
$559.6 million for the corresponding quarter and nine months of 2002.  This
represented an increase as a percentage of net sales to 86.1% and 86.0% for
the  quarter  and  nine  months  of 2003, from  83.9%  and  84.7%  for  the
comparable periods of 2002, reflecting the effect of the higher resin costs
and  competitive pricing pressures.  Lower capacity utilization during  the
third  quarter of 2003 contributed to the higher cost of sales  percentage,
as  overall  pounds shipped decreased by about 5% excluding the  effect  of
acquisitions.

     Selling and administrative expenses of $13.2 million and $39.2 million
for  the quarter and nine months ended August 2, 2003 decreased from  $13.3
million  and  $40.6  million  for the comparable  periods  of  2002.   This
represented  a decrease to 5.5% and 5.6% of net sales for the  quarter  and
nine  months  ended August 2, 2003 respectively from 5.6% and 6.1%  in  the
quarter  and  nine months of 2002.  These decreases reflect the  effect  of
cost reduction efforts and higher provisions for doubtful accounts recorded
in  2002.  We have experienced fewer business failures in our customer base
so far in 2003 and we expect this positive trend to continue as long as the
overall economy continues to stabilize or improve.

      Operating  earnings for the quarter and nine months ended  August  2,
2003  decreased to $19.3 million and $57.5 million respectively,  or  as  a
percentage  of  sales 8.1% and 8.2%, compared to $24.7  million  and  $60.7
million  or  10.4% and 9.2% of net sales for the corresponding  periods  of
2002,  principally due to the effect of higher resin costs and  competitive
pricing  pressures in the current sluggish economic environment.   We  have
launched a new initiative to increase our operating margin percentage  back
to  pre-recession  levels.  Total savings targeted  by  the  initiative  is
approximately $12 million.  Much of the cost savings is from a reduction in
the  overall  manufacturing workforce by about 10% that will  be  completed
during  the fourth quarter of 2003.  The costs associated with this  effort
are not expected to be material and should be fully absorbed by the end  of
fiscal 2003.

      Interest  expense and distributions on preferred securities  of  $6.5
million  and $18.9 million for the quarter and nine months ended August  2,
2003  decreased  from $6.7 million and $20.4 million for the  corresponding
quarter  and nine months of 2002 primarily as a result of $55.0 million  of
debt  repayments  in fiscal 2002 and lower interest rates on  our  floating
rate  debt.  Interest expense is expected to be slightly lower in the  last
three  months of the fiscal year due to approximately $30 million  in  debt
repayments in the third quarter of 2003.

      Our  effective tax rates for the quarter and nine months ended August
2,  2003  were  36.5%  and  35.7%  compared  to  36.5%  and  36.8%  in  the
corresponding periods of 2002, reflecting a consistent rate except for  the
favorable  second quarter of 2003 adjustments related to a final  agreement
with  the  Internal Revenue Service regarding previously filed  claims  for
refunds of research and development credits.

     Net earnings of $8.1 million and $24.8 million, or $.28 and $.84 per
diluted share, in the quarter and nine months ended August 2, 2003
decreased by 29% and 2%, respectively, from $11.5 million and $25.4
million, or $.39 and $.91 per diluted share, in the comparable periods of
2002 as a result of the factors noted above.

Segment Results

      Net sales of the Custom Sheet & Rollstock segment increased by 4%  to
$462.0  million in the nine months ended August 2, 2003 from $443.9 million
in the corresponding period of 2002.  For the quarter ended August 2, 2003,
net sales of the Custom Sheet & Rollstock segment increased by 1% to $158.9
from $157.6 million in the corresponding quarter of 2002, primarily due  to
higher pricing from increases in resin costs and our late March acquisition
of  Polymer  Extruded Products.  Excluding the acquisition,  net  sales  in
pounds  decreased 3% for the third quarter of 2003 compared  to  the  prior
year.

      Net sales of the Color & Specialty Compounds segment increased by 13%
to  $192.2  million for the nine months ended August 2,  2003  from  $169.4
million  for  the  corresponding period of 2002.  The  acquisition  of  GWB
Plastics represented nearly the entire increase for the nine months of 2003
over  the comparable period of 2002.  For the quarter ended August 2, 2003,
net  sales of the Color & Specialty Compounds segment increased  by  2%  to
$64.3 million from $63.1 million for the corresponding quarter of 2002, due
to   higher  pricing  from  increases  in  resin  costs  and  the  mid-2002
acquisition  of  GWB  Plastics.  Excluding the acquisition,  net  sales  in
pounds decreased 6% for the third quarter as compared to the prior year.

      The  Molded  &  Profile segment net sales increased by  2%  to  $48.9
million for the nine months ended August 2, 2003 from $47.8 million in  the
comparable  period  of 2002 due to higher pricing from increases  in  resin
costs.  The Molded & Profile Products segment net sales decreased by 5%  to
$15.6  million for the quarter from $16.5 million in the third  quarter  of
2002  due  to  volume  decreases partially offset by  higher  pricing  from
increases in resin costs.

      The Custom Sheet & Rollstock segment's operating margin decreased  to
10.1%  in  the third quarter of 2003 compared to 12.1% in the corresponding
period  of 2002 due to competitive pricing pressure and decreased  capacity
utilization  rates.   The Color & Specialty Compounds  segment's  operating
margin of 7.3% for the third quarter of 2003 declined from the 11.0% in the
third quarter of 2002.  The rapid rise in resin costs during the first half
of  the year had a significant effect on this segment's margins, as the mix
of  raw  materials utilized were among the most affected by the  increases.
The  Molded & Profile segment's operating margin increased to 8.6% for  the
third  quarter of 2003 from 7.5% for the corresponding period of 2002  with
better  mix  from our acrylic rods and tubes business and some benefits  in
operational changes initiated in the prior year..

Other Matters

      We  operate  under  various laws and regulations  governing  employee
safety,  and  regulating  the  quantities and  methods  of  disposition  of
specified  substances  that may be emitted into the  air,  discharged  into
waterways, and otherwise disposed of on and off our properties.  We do  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 processes 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 political unrest in oil producing countries resulted in
unusually high pricing pressures during the second quarter of 2003.  These
pressures resulted in dramatic increases in the prices of our raw materials
during that time.  We were able to 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 for us to manage and have
negatively affected our operating margins in fiscal 2003.  Resin pricing
pressures started to ease by the end of our second quarter and continued to
stabilize through the third quarter, however, the volatility and direction
of future pricing changes is uncertain.






Liquidity and Capital Resources

Cash Flow

      Our  primary sources of liquidity have been cash flows from operating
activities and borrowings from third parties.  Our 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:

                                          Nine Months Ended
                                          Aug. 2,     Aug 3,
                                           2003        2002
      (Dollars in millions)             ----------  ---------
     Net cash provided by
     operating activities                  $  41.6     $  63.4
                                           =======     =======
     Net cash used for
     investing activities                  $ (41.0)   $ (67.1)
                                           =======     =======
     Net cash provided by/(used for)
     financing activities                  $  (3.9)   $   5.1
                                           =======     =======
     (Decrease)/increase in cash
     and equivalents                       $  (3.1)   $   1.5
                                           =======     =======

      Operating cash flows provided by net earnings decreased 2.3% to $24.8
million for the first nine months of 2003 from $25.4 million for the  first
nine  months  of 2002.  Operating cash flow was negatively affected  by  an
increase  in  accounts receivable totaling $6.5 million  due  to  increased
selling  prices  resulting from the higher resin costs in  the  second  and
third quarters of 2003.  Operating cash flows used for changes in inventory
totaled $4.0 million due to the effect of higher resin prices in inventory.
Reductions  in  accounts receivables and inventories in the  third  quarter
increased operating cash flows by $17.6 million related to improvements  in
days  sales  outstanding, inventory reductions as pre-buys were eliminated,
and  seasonal  reductions in working capital investments.   Operating  cash
flows provided by changes in accounts payable totaled $1.8 million for  the
first nine months of 2003.

       Our  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.  Our capital expenditures for  the  first
nine  months  of  2003  were  $17.7 million, including  approximately  $6.0
million  for  our new Ramos Arizpe, Mexico facility, as compared  to  $17.2
million  for  the first nine months of 2002.  We anticipate  total  capital
expenditures of approximately $23 million for fiscal 2003.  Cash  used  for
the  acquisition  of the Polymer Extruded Products business  totaled  $23.6
million.

     Cash flows used by financing activities were $3.9 million for the nine
months  ended  August  2,  2003.   The primary  activities  were  net  loan
repayments  of  $18.1 million, bank borrowings for the acquisition  of  the
Polymer Extruded Products business of $23.6 million, cash dividend payments
of  $8.8  million,  and  treasury  stock purchases,  net  of  stock  option
proceeds, of $.6 million.  The lower amount of debt repayments in the first
nine  months of 2003 compared to the first nine months of 2002 is primarily
related to the impact of rising resin prices on our balance sheet - both in
the  amounts we have invested in receivables and inventories.  However,  we
were  able to pay down $30.5 million in debt in the third quarter with more
favorable working capital management.

Financing Arrangements
   The following table summarizes the Company's obligations under
financing arrangements and lease commitments as of August 2, 2003:
     Type of         Total       0 - 1    1-3 Years     3 - 5      More
   Commitment        Amount      Year                   Years     Than 5
                   Committed                                       Years
 --------------    ----------  --------   ---------   ---------  --------
                          (dollars in thousands)
Bank Credit          $149,090    $    -     $149,090     $    -    $    -
 Facilities
Unsecured Notes        85,715     17,857      50,715     17,143         -
Other Debt              9,152        134         280        280     8,458
 Obligations
Convertible           150,000          -           -          -   150,000
 Debentures
Operating Lease        29,618      7,125       9,983      6,550     5,960
 Commitments
Standby Letters        13,889          -           -          -
 of Credit                                                              -
                   ----------  --------   ---------   ---------  --------
Total Contractual    $437,464   $25,116     $210,068    $23,973  $164,418
 Cash Obligations
                     ========  ========    =========   ========  ========

  At August 2, 2003, our total outstanding borrowings under the bank credit
facilities  were  $149.1  million  at  a  weighted  average  rate  of  6.4%
(including  the effect of an interest rate swap).  We had $94.2 million  in
total  availability  under the $257 million in credit  facilities;  however
this  availability  was limited to $77.5 million due to  certain  financial
ratio  restrictions contained in our bank credit facilities.  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 were 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  August  2,
2003,  we had approximately $43.6 million of unrestricted retained earnings
available  for  such  payments.   While we were  in  compliance  with  such
covenants through the third quarter of 2003 and currently expect to  be  in
compliance  during balance of the fiscal year, 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
      We  prepare  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 we believe are the  most
critical  to  aid  in  fully  understanding  and  evaluating  our  reported
financial results include the following:

           Revenue Recognition - We recognize revenue as the product is
      shipped and title passes to the customer.  Our customers require us
      to meet strict specifications for our products.  We have 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 our 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 - We perform ongoing credit evaluations  of
      our  customers  and adjust 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 - We value 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.  We  also  buy
      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 - We have 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
      their  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 adjustment 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 - We review 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.
      We  recognize 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 our Annual Report on Form 10-K filed with the Securities  and
Exchange Commission.

Recently Issued Accounting Standards

   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.   We  have  determined  that  none  of  our  current  financial
instruments  fall  under  the  scope of the statement,  and  therefore  its
adoption  will  not  have a material effect on our  financial  position  or
results of operations.

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 judgment 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

     We maintain a system of disclosure controls and procedures which are
designed to ensure that information required to be disclosed by the Company
in the reports filed under the Securities Exchange Act of 1934 is recorded,
processed, summarized and reported within the time periods specified under
the SEC's rules and forms. Based on an evaluation performed, our certifying
officers have concluded that the disclosure controls and procedures were
effective as of August 2, 2003, to provide reasonable assurance of the
achievement of these objectives.
     Notwithstanding the foregoing, there can be no assurance that our
disclosure controls and procedures will detect or uncover all failures of
persons within our company and its consolidated subsidiaries to disclose
material information otherwise required to be set forth in our reports.
     There was no change in our internal control over financial reporting
during the quarter ended August 2, 2003, that has materially affected, or
is reasonably likely to materially affect, the Company's internal control
over financial reporting.

                        PART II - OTHER INFORMATION

Item 6 (a).    Exhibits

     11      Statement re Computation of Per Share Earnings
     31.1    Rule 13a-14(a)/15d-14(a) Certification of CEO.
     31.2    Rule 13a-14(a)/15d-14(a) Certification of CFO.
     32      Section 1350 Certifications of CEO & CFO.



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

     Pursuant to Items 7 and 9, the Company filed a Report on Form 8-K
     dated May 29, 2003, to furnish the press release for the second
     quarter of fiscal 2003 under Item 12, "Results of Operations and
     Financial Condition."




                                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:   September 8, 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)