SECURITIES AND EXCHANGE COMMISSION
                                        
                            Washington, D.C.   20549
                                        
                                    Form 10-Q
                                        
                                        
             QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE
                         SECURITIES EXCHANGE ACT OF 1934
                                        
                   For the quarterly period ended May 2, 1998
                                        
                                        
                          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.)

          7733 Forsyth Boulevard, Suite 1450, Clayton, Missouri,  63105
                    (Address of principal executive offices)
                                        
                                 (314) 721-4242
              (Registrant's telephone number, including area code)
                                        
                                        
                                        
     Indicate by checkmark 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
                                                                                
                                                                                
     Number of common shares outstanding as of May 2, 1998:

     Common Stock, $.75 par value per share            27,145,958

                                        
                                        
                      SPARTECH CORPORATION AND SUBSIDIARIES
                                        
                                      INDEX
                                        
                                   May 2, 1998
                                        
                                        
                                        
PART I.   FINANCIAL INFORMATION                           PAGE
          CONSOLIDATED CONDENSED BALANCE SHEET -
          as of May 2, 1998 and November 1, 1997            3

          CONSOLIDATED CONDENSED STATEMENT OF
          OPERATIONS - for the quarter and six months
          ended May 2, 1998 and May 3, 1997                 4

          CONSOLIDATED CONDENSED STATEMENT OF
          CASH FLOWS - for six months ended
          May 2, 1998 and May 3, 1997                       5

          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS        6

          MANAGEMENT'S DISCUSSION AND ANALYSIS OF
          FINANCIAL CONDITION AND RESULTS OF OPERATIONS     8


PART II.  OTHER INFORMATION                               12

          SIGNATURES                                      14

                         PART I - FINANCIAL INFORMATION
                                        
Item 1.  FINANCIAL STATEMENTS

                      SPARTECH CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED CONDENSED BALANCE SHEET
                  (Dollars in thousands, except share amounts)
                                        
                                     ASSETS
                                          May 2, 1998
                                           (unaudited)    Nov. 1, 1997
Current Assets
  Cash and equivalents                       $  6,882        $  6,058
  Receivables, net                             95,946          74,271
  Inventories                                  63,648          55,851
  Prepayments and other                        10,792           4,517
     Total Current Assets                     177,268         140,697

Property, Plant and Equipment                 252,778         173,743
  Less accumulated depreciation                50,544          44,381
     Net Property, Plant and Equipment        202,234         129,362

Goodwill                                      149,593          83,565

Other Assets                                    7,401           5,179
                                             $536,496        $358,803

                      LIABILITIES AND SHAREHOLDERS' EQUITY
                                        
Current Liabilities
  Current maturities of long-term debt       $  1,759        $    921
  Accounts payable                             63,223          47,221
  Accrued liabilities                          34,709          29,126
     Total Current Liabilities                 99,691          77,268

Long-Term Debt, Less Current Maturities       262,180         141,693

Other Liabilities                              27,468          11,453

     Total Long-Term Liabilities              289,648         153,146

Shareholders' Equity
  Common stock, 27,474,651 shares issued
     in 1998 and 26,628,154 in 1997            20,606          19,971
  Contributed capital                          98,956          89,301
  Retained earnings                            35,611          22,912
  Treasury stock, at cost, 328,693 shares
     in 1998 and 147,691 shares in 1997       (5,421)         (2,127)
  Cumulative translation adjustments          (2,595)         (1,668)

     Total Shareholders' Equity               147,157         128,389
                                             $536,496        $358,803

See accompanying notes to consolidated financial statements.






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

                                 QUARTER ENDED      SIX MONTHS ENDED
                                 May 2,    May 3,    May 2,    May 3,
                                 1998      1997      1998      1997

Net Sales                      $ 165,707  $129,815  $298,788  $243,202

Costs and Expenses
  Cost of sales                  137,789   108,629   248,390   203,937
  Selling and administrative       9,368     7,990    17,529    14,854
  Amortization of intangibles        709       321     1,250       646
                                 147,866   116,940   267,169   219,437

Operating Earnings                17,841    12,875    31,619    23,765
  Interest                         2,995     2,093     5,340     4,003

Earnings Before Income Taxes      14,846    10,782    26,279    19,762
  Income Taxes                     5,983     4,107    10,395     7,609

Net Earnings                    $  8,863  $  6,675  $ 15,884  $ 12,153


Net Earnings Per Common Share:

  Basic                         $    .33  $    .25  $    .60  $    .46
  Diluted                       $    .31  $    .24  $    .56  $    .44

Weighted Average Number of
 Shares Used in Computing Net
 Earnings per Common Share:

  Basic                           26,764    26,387    26,611    26,385
  Diluted                         28,728    27,757    28,445    27,747

Dividends Per Common Share      $    .06  $    .05  $    .12  $    .10




See accompanying notes to consolidated financial statements.

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

                                                 SIX MONTHS ENDED
                                            May 2, 1998    May 3, 1997

Cash Flows From Operating Activities
  Net earnings                              $  15,884        $ 12,154
  Adjustments to reconcile net earnings
     to net cash provided by operating
     activities:
       Depreciation and amortization            7,776           5,669
       Change in current assets and
          liabilities, net of effects of
          acquisitions                            (99)         (7,912)
  Other, net                                    2,031             858
     Net cash provided by operating
       activities                              25,592          10,769

Cash Flows From Investing Activities
  Capital expenditures                          (5,326)        (5,789)
  Final installment for Echlin and              (3,095)        (9,701)
   Hamelin Acquisitions
  Retirement of assets                             23             245
  Business Acquisitions                       (128,933)             -
     Net cash used for investing activities   (137,331)       (15,245)

Cash Flows From Financing Activities
  Bank borrowings for business acquisitions   121,988               -
  Net borrowings (payments) on revolving
     credit facilities                        (12,288)         10,050
  Payments on bonds and leases                   (922)           (215)
  Issuance of common stock                     10,000               -
  Cash dividends on common stock               (3,185)         (2,639)
  Stock options exercised                       1,296           1,016
  Treasury stock acquired                      (4,300)         (3,207)
  Other, net                                        -               -
     Net cash provided by (used for)
       financing activities                   112,589           5,005

  Effect of exchange rate changes on cash
     and equivalents                               (26)          (198)

Increase In Cash and Equivalents                  824             331

Cash and Equivalents At Beginning Of Period     6,058           4,685

Cash and Equivalents At End Of Period        $  6,882        $  5,016

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


NOTE A - Basis of Presentation

      The accompanying 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 1, 1997 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 2, 1998 and November 1, 1997 are comprised  of  the
following components:

                                               1998            1997
          Raw materials                      $ 41,231        $ 37,832
          Finished goods                       22,417          18,019

                                             $ 63,648        $ 55,851






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


NOTE C - Cash Flow Information

     Supplemental information on cash flows and noncash transactions for the six
months ended May 2, 1998 and May 3, 1997 is as follows:

                                               1998            1997
  Cash paid for:
     Interest                                $  5,823        $  2,507
     Income taxes                            $  3,584        $  4,833


NOTE D - Commitments and Contingencies

      At  May  2,  1998,  there were no known contingent liabilities  (including
guarantees,  pending  litigation, and environmental assessments)  that,  in  the
opinion  of management, are expected to be material in relation to the Company's
financial  position  or  results of operations,  nor  were  there  any  material
commitments outside the normal course of business.

Note E - Earnings Per Share

     In February 1997, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 128 - "Earnings Per Share" ("SFAS 128")
which specifies the computation, presentation and disclosure requirements for
EPS.  Effective with its financial statements for the first quarter ending
January 31, 1998, SFAS 128 replaced the presentation of primary and fully
diluted EPS pursuant to Accounting Principles Board Opinion No. 15 - "Earnings
Per Share" ("APB 15") with the presentation of basic and diluted EPS.  Basic EPS
excludes any dilution and is computed by dividing net income available to common
stockholders by the weighted average number of common shares outstanding for the
period.  Diluted EPS reflects the potential dilution that could occur if
securities or other contracts to issue common stock were exercised or converted
into common stock or resulted in the issuance of common stock that then shared
in the earnings of the entity.  All prior-period EPS data has been restated in
accordance with SFAS 128.










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

  On March 31, 1998, the Company completed its acquisition of all the stock of
Polycom Huntsman, Inc. ("Polycom").  The net cash purchase price was
approximately $129 million (including estimated costs of the transaction and net
of cash acquired of $3 million).  The purchase price was determined by arms'
length negotiations between the Company and Polycom's shareholders.  The
acquisition was funded through the Company's bank credit facility and the
issuance of $10 million in Spartech common stock to Polycom shareholders.  The
fair value of the assets acquired (including approximately $65 million in
goodwill) and liabilities assumed (consisting of accounts payable, accrued
liabilities, lease liabilities, and industrial development revenue bonds) was
$171 million and $39 million, respectively.  Polycom's color & specialty
compounding and toll compounding services generate annual sales of approximately
$115 million.

  On April 26, 1998, the Company completed the purchase of the net assets of
Prismaplast Canada Ltd. of Montreal.  Prismaplast, commonly known as
Plasticolour, produces color concentrates & specialty compounds with net sales
for 1997 of approximately $10 million.  The acquisition price for Plasticolour
approximated $5 million, which was financed through operating cash flow and our
bank credit facility.



















Item 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS

Results of Operations


      Net  sales were $165.7 million and $298.8 million for the quarter and  six
months  ended May 2, 1998, representing a 28% and 23% increase  from the similar
periods  in  1997.   These results include an increase in  pounds  sold  by  the
Company's Extruded Sheet & Rollstock and Color & Specialty Compounds Groups, the
effect  of  the late 1997 acquisition of Preferred Plastic Sheet, and the  March
31, 1998 acquisition of Polycom Huntsman, Inc.

      Net  sales of the Extruded Sheet & Rollstock Group increased approximately
28%  for the quarter ended May 2, 1998 and 26% for the six months ended  May  2,
1998  over  the  1997  periods, with the August 1997  acquisition  of  Preferred
Plastics  accounting for the majority of the growth.  The increase  in  Extruded
Sheet & Rollstock sales for the six months resulted from a 10% increase in  base
volume  as  a  result of strong sales to the packaging and manufactured  housing
markets  and a 19% increase in net sales related to the Preferred Plastic  Sheet
acquisition. Price and product mix changes had a negative 3% impact on sales for
the six months.  Net sales in the Color & Specialty Compounds Group increased by
48%  for the quarter ended May 2, 1998 and 24% for the six months ended  May  2,
1998  versus the comparable 1997 periods.  Revenues of approximately $11 million
generated  by the recently-acquired Polycom Huntsman operation more than  offset
this  segment's  13%  price/mix related decline in sales for  the  six  months--
primarily  due  to  the  additional tolling volume in 1998.   This  increase  in
tolling  business was also the principle reason for the group's  11%  growth  in
base  volume over the 1997 periods.  The Molded Products Group had $11.1 million
in  sales  and $1.8 million in operating earnings for the quarter -  level  with
that of the prior year.

      Cost  of  sales increased to $137.8 million for the quarter ended  May  2,
1998, compared with $108.6 million for the same period of 1997, but decreased to
83.2%  of  net sales for 1998 from 83.7% for 1997. The cost of sales percentages
were  83.1%  and  83.9% for the six months ended May 2, 1998 and  May  3,  1997,
respectively.  The more favorable cost of sales percentages in 1998 represents a
decline  in  overall  raw material prices and improved production  efficiencies,
partially  offset  by  an  increase  in depreciation  as  a  result  of  capital
expenditures incurred by the Company during the last 24 months.

     Selling and administrative expenses were $9.4 million and $17.5 million for
the  quarter and six months ended May 2, 1998 compared to $8.0 million and $14.9
million  for  the similar periods in 1997.  On a percentage of net sales  basis,
selling and administrative costs for the quarter decreased to 5.7% in 1998  from
6.2%  in  1997  primarily as a result of continued cost containment  efforts  in
1998,  ongoing  synergies  from acquisitions, and  the  effect  of  the  overall
increase in sales volume on the fixed portion of the costs.  The 1998 six  month
percentage decreased to 5.9% from 6.1% for the same period last year.

      Operating  earnings for the quarter ended May 2, 1998 were  $17.8  million
(10.8%  of  net  sales) compared to $12.9 million (9.9% of net  sales)  for  the
corresponding period in 1997.  Operating earnings for the six months  ended  May
2,  1998 were $31.6 million (10.6% of net sales) compared to $23.8 million (9.8%
of  net  sales)  for the six months in 1997.  These gains in operating  earnings
were   achieved   through  the  increased  sales  levels,  improved   production
efficiencies, cost containment efforts, and the declines in raw material prices,
discussed above.

      Interest expense for the quarter and six months ended May 2, 1998 of  $3.0
million and $5.3 million increased from the same periods in 1997 as a result  of
borrowings  related to the Preferred Plastics and Polycom Huntsman  acquisitions
completed in August 1997 and March 1998, respectively.

      The Company's effective tax rate was 40% for the quarter and six months of
1998  compared  to  39%  in  1997.  The increase reflects  the  impact  of  non-
deductible goodwill resulting from the Polycom Huntsman acquisition.

Environmental and Inflation

      The  Company  is  subject to various laws governing  employee  safety  and
federal,  state,  &  local  laws, and regulations governing  the  quantities  of
certain  specified substances that may be emitted into the air, discharged  into
interstate  and  intrastate waters, and otherwise disposed of  on  and  off  the
properties  of  the  Company.   The  Company does  not  anticipate  that  future
expenditures  for  the  compliance with such laws and regulations  will  have  a
material effect on its capital expenditures, earnings, or competitive position.

      The plastic resins used by the Company in its production process are crude
oil  or natural gas derivatives and are available from a number of domestic  and
foreign  suppliers.  Accordingly, the Company's raw materials are only  somewhat
affected  by supply, demand and price trends of the petroleum industry;  pricing
of  the  resins  tends to follow its own supply and demand  equation  except  in
periods  of  anticipated or actual shortages of crude oil or natural  gas.   The
Company  is  not  aware  of  any  trends in the petroleum  industry  which  will
significantly affect its sources of raw materials in 1998.

      The  effects  of  inflation  have  not been  significant  on  the  overall
operations of the Company during the last few years.  No material amount of  the
Company's  sales  are  made pursuant to fixed price, long-term  contracts.   The
Company has historically been successful in compensating for inflationary  costs
through  increased  selling  prices and/or increased  productivity  and  related
efficiencies.  The Company anticipates this trend will continue in the future.

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 its operating activities, invest in  capital
improvements, and finance strategic acquisitions.  The Company's cash flows  for
the periods indicated are summarized as follows:

                                                    Six Months
                                               1998            1997
                                              (Dollars in millions)
  Net cash provided by
     operating activities                      $ 25.6       $   10.8

  Net cash used for
     investing activities                      $(137.3)      $  (15.2)
  Net cash provided by (used for)
     financing activities                      $(112.6)      $   5.0


  The Company continues to generate strong cash flows from operations, resulting
from the 31% increase in net earnings in the first half of 1998 compared to  the
corresponding period of the prior year, net of the impact of changes in  working
capital.   Operating cash flows used for changes in working capital totaled  $.1
million  in  the six months ended May 2, 1998, despite the level of  inventories
needed to support future shipments and the expanded sales level.

   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 six months ended  May  2,
1998  and  May  3,  1997 were $5.3 million and $5.8 million, respectively.   The
Company anticipates total capital expenditures of approximately $16 million  for
fiscal  1998,  including capital investments related to the facilities  recently
purchased  in 1998.  Also impacting the first half 1998 cash used for  investing
activities was the final payment on the Preferred Plastics acquisition to Echlin
in  January 1998.  The amount was reflected as a current payable at fiscal  year
end November 1, 1997.

     On March 31, 1998, the Company completed its acquisition of all the stock
of Polycom Huntsman.  The net cash purchase price was approximately $129 million
(including estimated costs of the transaction and net of cash acquired of $3
million). The acquisition was funded through the Company's bank credit facility
and the issuance of $10 million in Spartech common stock to Polycom
shareholders.  Polycom's color & specialty compounding and toll compounding
services generate annual sales of approximately $115 million.

     The cash flows provided by financing activities were $112.6 million for the
first  half of 1998.  The primary activities were the bank borrowings of  $122.0
million  and issuance of $10.0 million of common stock for the Polycom  Huntsman
acquisition, repayment of debt of $13.2 million net of the $3.1 million borrowed
to  fund  the  final installment due to Echlin, cash dividend payments  of  $3.2
million,  and  purchases of treasury stock of $3.0 million net of proceeds  from
stock options exercised of $1.3 million.



Financing Arrangements

      On March 31, 1998 the Company amended its $40 million bank credit facility
to  $150  million. The bank credit facility has a five-year term, with  interest
payable  at  a rate chosen by the Company of either prime or LIBOR plus  .5%  to
1.0%.   The bank credit facility consists of a $50 million term loan, which  has
equal quarterly payments due of $2.5 million over five years, and a $100 million
revolving facility.  At May 2, 1998, the Company had total borrowings under  the
bank credit facility of $110.0 million.

      The Company anticipates that cash flow from operations, together with  the
financing and borrowings under the Company's bank credit facility, will  satisfy
its  working  capital  needs, regular quarterly dividends, and  planned  capital
expenditures for the next year.


Other

       The   information  presented  herein  contains  certain   forward-looking
statements,  as defined in the Private Securities Litigation Reform Act  (PSLRA)
of  1995, which are based on current expectations and that involve certain risks
and  uncertainties.  The Company desires to take advantage of the "safe  harbor"
provisions of the PSLRA by cautioning that numerous important factors,  in  some
cases  have  affected,  and  in the future could affect,  the  Company's  actual
results and could cause its consolidated results to differ materially from those
expressed   in  or  implied  by  the  forward-looking  statements   or   related
assumptions.    Investors  are  directed  to  the  discussion   of   risks   and
uncertainties  associated  with  forward-looking  statements  contained  in  the
Company's  Annual  Report  on Form 10-K filed with the Securities  and  Exchange
Commission.

                           PART II - OTHER INFORMATION
                                        
Item 4         Submission of Matters to a Vote of Security Holders

                                                                              At
               the  Annual Shareholders meeting held March 11, 1998, Mr. Bradley
               B.  Buechler  was  elected  as a Director  of  the  Company  with
               25,834,488 votes for, 44,795 against, and 543,165 shares unvoted.
               Mr. John R. Kennedy was also elected as a director of the Company
               with  25,839,234  votes for, 40,049 against, and  543,165  shares
               unvoted.   Mr. Calvin J. O'Connor was also elected as a  Director
               of  the  Company with 25,845,321 votes for, 33,962  against,  and
               543,165 shares unvoted.  An increase in the authorized shares  of
               Common  Stock  was  approved with 25,443,386 votes  for,  419,171
               against, 51,594 abstentions, and 534,230 unvoted.  Amendments  to
               the  Company's  Incentive Stock Option Plan  were  approved  with
               22,736,996 votes for, 3,099,628 against, 51,594 abstentions,  and
               534,230  unvoted.  Amendments to the Company's  Restricted  Stock
               Option  Plan  were approved with 22,758,431 votes for,  3,037,693
               against,  92,094  abstentions, and  534,230  unvoted.   Incentive
               bonuses for the Company's CEO & COO were approved with 25,184,517
               votes  for,  618,963  against, 84,738  abstentions,  and  534,230
               unvoted.   Arthur  Andersen  LLP was ratified  as  the  Company's
               auditors  with  25,804,197  votes  for,  31,344  against,  52,678
               abstentions, and 534,230 shares unvoted.

Item 6 (a).    Exhibits

                3 Restated Certificate of Incorporation

               11 Statement re Computation of Per Share Earnings

               27 Financial Data Schedule

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

               A  report  on  Form  8-K, dated March 31,  1998,  announcing  the
               completion  of  the  acquisition of  all  the  stock  of  Polycom
               Huntsman  was  filed on April 14, 1998.  Financial statements  of
               the  business  acquired and pro forma financial information  will
               be  filed in an amendment to that report within 60 days after the
               time for filing that report.



                                   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:   May 29, 1998                       /S/ Bradley B. Buechler
                                          Bradley B. Buechler
                                          President and Chief
                                          Executive Officer
                                          (Principal Executive   Officer)



Date:   May 29, 1998                       /S/ Randy C. Martin

                                          Randy C. Martin
                                          Vice President - Finance and
                                          Chief Financial Officer
                                          (Principal Financial and
                                          Accounting Officer)