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 February 1, 2003

      __   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 February 1, 2003:

     Common Stock, $.75 par value per share            29,250,454



                      SPARTECH CORPORATION AND SUBSIDIARIES

                                      INDEX

                                February 1, 2003



PART I.   FINANCIAL INFORMATION                           PAGE
          CONSOLIDATED CONDENSED BALANCE SHEET -
          as of February 1, 2003 and November 2, 2002       3

          CONSOLIDATED CONDENSED STATEMENT OF
          OPERATIONS - for the quarter ended
          February 1, 2003 and February 2, 2002             4

          CONSOLIDATED CONDENSED STATEMENT OF
          CASH FLOWS - for quarter ended
          February 1, 2003 and February 2, 2002             5

          NOTES TO CONSOLIDATED CONDENSED FINANCIAL
          STATEMENTS                                        6

          MANAGEMENT'S DISCUSSION AND ANALYSIS OF
          FINANCIAL CONDITION AND RESULTS OF OPERATIONS    9


PART II.  OTHER INFORMATION

  Item 6.  EXHIBITS AND REPORTS ON FORM 8-K                17

SIGNATURES                                                 18

CERTIFICATIONS                                             19
                         PART I - FINANCIAL INFORMATION

Item 1.  FINANCIAL STATEMENTS

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

                                     ASSETS
                                          Feb. 1, 2003
                                           (unaudited)    Nov. 2, 2002
Current Assets
  Cash and equivalents                       $  6,469        $  7,511
  Receivables, net                            119,678         124,966
  Inventories                                 104,682          95,190
  Prepayments and other                         7,229           4,549
                                              -------         -------
     Total Current Assets                     238,058         232,216

Property, Plant and Equipment                 428,338         422,520
  Less accumulated depreciation               149,518         142,046
                                              -------         -------
     Net Property, Plant and Equipment        278,820         280,474

Goodwill                                      319,070         318,841
Other Intangible Assets                        15,868          16,360
Other Assets                                   16,314          17,363
                                              -------         -------
                                             $868,130        $865,254
                                             ========        ========

              LIABILITIES AND SHAREHOLDERS' EQUITY

Current Liabilities
  Current maturities of long-term debt       $ 17,988       $  21,087
  Accounts payable                             76,751          83,668
  Accrued liabilities                          31,099          34,173
                                              -------         -------
     Total Current Liabilities                125,838         138,928

Long-Term Debt, Less Current Maturities       229,045         217,245

Other Liabilities                              68,376          68,383
                                              -------         -------
     Total Long-Term Liabilities              297,421         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                         140,093         140,213
  Retained earnings                           172,751         169,518
  Treasury stock, at cost, 1,210,228 shares
     in 2003 and 1,175,228 shares in 2002    (29,020)        (28,701)
  Accumulated Other Comprehensive Income     (11,799)        (13,178)
                                              -------         -------
     Total Shareholders' Equity               294,871         290,698

                                             $868,130        $865,254
                                             ========        ========

See accompanying notes to consolidated financial statements.


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


                                                  QUARTER ENDED
                                           Feb. 1, 2003   Feb. 2, 2002

Net Sales                                    $213,700        $190,668

Costs and Expenses
  Cost of sales                               184,470         163,507
  Selling and administrative                   12,995          12,574
  Amortization of intangibles                     492               -
                                              -------         -------
                                              197,957         176,081

Operating Earnings                             15,743          14,587

  Interest                                      3,544           4,369
  Distributions on
    preferred securities of
    Spartech Capital Trust                      2,562           2,562
                                              -------         -------

Earnings Before Income Taxes                    9,637           7,656
  Income taxes                                  3,479           2,794
                                              -------         -------
Net Earnings                                 $  6,158         $ 4,862
                                             ========         =======

Net Earnings Per Common Share:

  Basic                                      $    .21        $    .18
                                             ========         =======
  Diluted                                    $    .21        $    .18
                                             ========         =======
Dividends Per Common Share                   $    .10        $   .095
                                             ========         =======

See accompanying notes to consolidated financial statements.

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


                                                  QUARTER ENDED
                                           Feb. 1, 2003   Feb. 2, 2002
                                            ---------        --------
Cash Flows from Operating Activities
  Net earnings                               $  6,158        $  4,862
  Adjustments to reconcile net earnings
     to net cash (used for)/provided by
     operating activities:
       Depreciation and amortization            7,714           6,750
       Change in current assets and
          liabilities                        (16,343)         (3,262)
  Other, net                                    1,366           (169)
                                             --------         -------
     Net cash (used for)/provided by
       operating activities                   (1,105)           8,181
                                            ---------        --------

Cash Flows from Investing Activities
  Capital expenditures                        (4,589)         (3,771)
  Business Acquisitions                             -         (4,180)
  Retirement of assets                              -               -
                                              -------         -------
     Net cash used for investing activities   (4,589)         (7,951)
                                            ---------        --------

Cash Flows from Financing Activities
  Bank Borrowings for Business Acquisitions         -           4,180
  Net borrowings (payments) on revolving
     credit facilities                          8,710         (2,580)
  Payments on bonds and leases                   (51)            (81)
  Cash dividends on common stock              (2,925)         (2,542)
  Stock options exercised                         310             922
  Treasury stock acquired                     (1,495)               -
                                              -------         -------
     Net cash provided by/(used for)
       financing activities                     4,549           (101)
                                            ---------        --------
  Effect of exchange rate changes on cash
     and equivalents                              103               -

(Decrease)/Increase In Cash and Equivalents   (1,042)             129
                                            ---------        --------
Cash and Equivalents at Beginning of Period     7,511           8,572
                                            ---------        --------
Cash and Equivalents at End of Period       $   6,469        $  8,701
                                            =========        ========

See accompanying notes to consolidated 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 February 1, 2003 and November 2, 2002 are comprised  of
the following components:

                                               2003            2002
          Raw materials                     $  61,348        $ 55,207
          Finished goods                       43,334          39,983
                                            ---------        --------
                                            $ 104,682        $ 95,190
                                            =========        ========

NOTE C - Goodwill and Other Intangible Assets

     At February 1, 2003 intangible assets are as follows:

                         Total      Accumulated  Net carrying
                      identifiable amortization     amount
                       intangible
                         assets
Non compete and           $ 4,990        $681         $ 4,309
customer contracts
Product formulations      $12,030        $471         $11,559


      Amortization expense for the current intangible assets over the next  five
years  is  estimated to be: $1,967, $1,967, $1,689, $1,550, $1,051 for  the  one
year periods from February 2003 to January 2008.

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


The Company's changes in the carrying amount of goodwill for the quarter ended
February 1, 2003 are as follows:

                           Custom         Color &   Molded &
                            Sheet        Compounds   Profile     Total
Balance November 2,           $185,805      $95,422   $37,614    $318,841
2002
Goodwill                             -          229         -         229
acquired/adjusted
                              --------      -------   -------    --------
Balance February 1,           $185,805      $95,651   $37,614    $319,070
2003                          ========      =======   =======    ========



NOTE D - Cash Flow Information

     Supplemental information on cash flows and noncash transactions for the
quarters ended February 1, 2003 and February 2, 2002 is as follows:

                                               2003            2002
  Cash paid for:
     Interest                                $  5,232        $  5,559
     Income taxes (refund)                   $    706       $   (799)


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  quarters  ended
February 1, 2003 and February 2, 2002 is as follows:

                                                   QUARTER ENDED
                                                2003            2002

Net Earnings                                 $  6,158         $  4,862
Foreign currency translation
  adjustments                                     925              (61)
Cash flow hedge adjustments                       454            1,547
                                             --------         --------
     Total Comprehensive Income              $  7,537         $  6,348
                                             ========         ========

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


Note F - Segment Information

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

                                      Quarter Ended
Net Sales*                     Feb. 1, 2003   Feb. 2, 2002
  Custom Sheet & Rollstock      $  139,767     $  128,037
  Color & Specialty Compounds       59,922         48,925
  Molded & Profile Products         14,011         13,706
                                ----------     ----------
Total Net Sales                 $  213,700     $  190,668
                                ==========     ==========

Operating Earnings
  Custom Sheet & Rollstock      $   12,601     $   11,158
  Color & Specialty Compounds        5,369          5,044
  Molded & Profile Products            540            812
  Corporate/Other                   (2,767)        (2,427)
                                ----------     ----------
Total Operating Earnings        $   15,743     $   14,587
                                ==========     ==========

* Excludes intersegment sales of $7,104 in 2003 and
   $4,682 in 2002 primarily from the Color & Specialty
   Compounds segment


Note G - Recently Issued Accounting Standards Not Yet Adopted
      In December 2002, the FASB issued Statement of Financial Accounting
Standards ("SFAS") No. 148, "Accounting for Stock-Based Compensation -Transition
and Disclosure" which amends FASB Statement No. 123. This statement provides
alternative methods of transition for a voluntary change to the fair value-based
method of accounting for stock-based employee compensation and amends the
disclosure requirements of FASB Statement No. 123. The transition guidance and
annual disclosure provisions are effective for fiscal years ending after
December 15, 2002. The interim disclosure provisions are effective for financial
reports containing financial statements for interim periods beginning after
December 15, 2002. The Company will include the required interim disclosure
provisions in its financial statements for the quarter ending May 3, 2003. The
adoption of this statement is not anticipated to 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 for the first quarter 2003 increased by 12% to $213.7 million, as
compared to $190.7 million in the first quarter of 2002. The increase was a
result of a 6.9% increase in internal volume, approximately 4% added by the 3rd
quarter 2002 acquisition of GWB Plastics, and the effect of price/mix changes.
The company experienced overall stronger demand from nearly all markets as
compared to the first quarter 2002.

      Cost of sales was $184.5 million for the first quarter 2003, compared with
$163.5  million for the first quarter of 2002, increased as a percentage of  net
sales  to  86.3% for 2003 from 85.8% for 2002, reflecting the effect  of  higher
resin prices and competitive pricing pressures.

      Selling and administrative expenses of $13.0 million for the first quarter
of  2003  increased  from  $12.6 million for the  first  quarter  of  2002,  but
decreased to 6.1% of net sales from 6.6% in the first quarter of 2001 due to the
effect  of  the  higher  relative sales volumes on the fixed  expenses  in  this
category.

      Operating  earnings  for the quarter ended February  1,  2003  were  $15.7
million,  or 7.4% of net sales, compared to $14.6 million or 7.7% of  net  sales
for  the  corresponding  period of 2002 principally due to  competitive  pricing
pressure in the current sluggish economic environment.

      Interest expense and distributions on preferred securities of $6.1 million
for  the first quarter of 2003 decreased from $6.9 million for the first quarter
of  2002  as a result of $55 million of debt repayments in fiscal 2002 generated
from operating cash flow.

      The  Company's effective tax rate was 36.1% for the first quarter of  2003
compared  to  36.5%  in  first quarter 2002, reflecting an  improvement  in  our
combined  state  tax  rate  and ongoing benefits from research  and  development
credits.

     Net earnings of $6.2 million, or $.21 per diluted share, in the first
quarter 2003 increased by 27% to $4.9 million, or $.18 per diluted share, in the
first quarter 2002 as a result of the operating factors noted above.

Segment Results

      Net  sales of the Custom Sheet & Rollstock segment increased 9% to  $139.8
million  from  $128.0  million in the prior year period as  strong  volume  from
packaging  and  recreational  and  leisure customers  offset  some  slowdown  in
transportation  and building & construction product sales.   Net  sales  of  the
Color  &  Specialty  Compounds segment increased to  $59.9  million  from  $48.9
million in the first quarter 2002 due to a 8% increase in internal volume growth
and  a  7%  increase  being added via the acquisition of GWB Plastics  last  May
resulting  in  the segment's first double-digit volume growth  since  the  third
quarter  of 2000.  The Molded & Profile Products segment net sales increased  2%
to $14.0 million from $13.7 million in the first quarter 2002.

      The  Custom Sheet & Rollstock segment's operating margin improved to  9.0%
versus 8.7% in 2002 as focused cost reduction and supply chain initiatives began
to  produce  some  positive  results.  The Color & Specialty  Compounds  segment
experienced  competitive pricing pressures and volatility in  the  cost  of  raw
materials  resulting in a margin of less than 10% for the first  time  since  we
acquired  Polycom in 1998.  The Molded & Profile segment saw a  2%  decrease  in
operating  margin to 3.9% from the prior year 1st quarter, but improved  from  a
small operating loss in the 4th quarter of 2002.

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 a significant impact on the cost of our raw materials in a short period
of time.  Price spike in natural gas over the past three weeks, along with the
continued political unrest in oil producing countries has resulted in unusually
high short-term pricing pressures.  These pressures may result 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. In the near term, these pricing changes will be more
difficult to manage and 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:
                                                  First Quarter
                                                2003           2002
                                              (Dollars in millions)
  Net cash (used for)/provided by
     operating activities                    $   (1.1)      $   8.2
                                             ========       =======
  Net cash used for
     investing activities                    $   (4.6)      $  (8.0)
                                             ========       =======
  Net cash provided by/(used for)
     financing activities                    $    4.5       $   (.1)
                                             ========       =======
  (Decrease)/increase in cash
     and equivalents                         $   (1.0)      $    .1
                                             ========       =======

     Operating cash flow provided by net earnings increased 27%, to $6.2 million
for  the  first  quarter  2003 from $4.9 million for  the  first  quarter  2002.
Operating  cash  flows provided by changes in accounts receivable  totaled  $5.6
million  due  to  seasonally lower sales in the first quarter.   Operating  cash
flows  used  for changes in inventory totaled $9.2 million due to the  selective
pre-buys  of  raw materials and the typical transition to what is  traditionally
the  Company's  highest sales level in the second quarter of  our  fiscal  year.
Operating cash flows used for changes in accounts payable totaled $6.4 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 quarter  2003  were
$4.6  million, including $2.2 million for our new Ramos Arispe, Mexico facility,
as  compared to $3.8 million for the first quarter of 2002, and anticipate total
capital expenditures of approximately $25 million for fiscal 2003.

      The cash flows provided by financing activities were $4.5 million for  the
first quarter of 2003.  The primary activity was the net bank borrowings of $8.7
million,  cash  dividend payments of $2.9 million, and treasury stock  purchases
net of stock option proceeds of $1.2 million.
Financing Arrangements

   The following table summarizes the Company's obligations under financing
arrangements and lease commitments as of February 1, 2003:

    Type of        Total       0 - 1     1-3 Years      3 - 5    More Than
  Commitment       Amount      Year                     Years     5 Years
                 Committed
                              (in thousands)
Bank Credit       $ 152,101          -      152,101           -          -
Facilities
Unsecured Notes      85,715     17,858       50,714      17,143          -
Other Debt            9,217        130          272         289      8,526
Obligations
Convertible         150,000          -            -            -    150,000
Debentures
Operating Lease      30,893      7,245       10,044       6,428      7,176
Commitments
Standby Letters      12,689          -            -           -           -
of Credit
                  ---------  ---------    ---------   ---------   ---------
Total             $ 440,615  $  25,233    $ 213,131   $  23,860   $ 165,702
Contractual       =========  =========    =========   =========   =========
Cash
Obligations

   At  February 1, 2003, our total outstanding borrowings under the bank  credit
facilities were $152.1 million at a weighted average rate of 6.0% (including the
effect  of  an interest rate swap).  We had $104.4 million in total availability
under  the  $256  million in credit facilities, however  this  availability  was
limited to $91.7 million due to bank covenant restrictions.  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  became 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  February 1, 2003, we had approximately $37.8 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.

*    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.

Recently Issued Accounting Standards

      In December 2002, the FASB issued Statement of Financial Accounting
Standards ("SFAS") No. 148, "Accounting for Stock-Based Compensation -Transition
and Disclosure" which amends FASB Statement No. 123. This statement provides
alternative methods of transition for a voluntary change to the fair value-based
method of accounting for stock-based employee compensation and amends the
disclosure requirements of FASB Statement No. 123. The transition guidance and
annual disclosure provisions are effective for fiscal years ending after
December 15, 2002. The interim disclosure provisions are effective for financial
reports containing financial statements for interim periods beginning after
December 15, 2002. The Company will include the required interim disclosure
provisions in its financial statements for the quarter ending May 3, 2003. The
adoption of this statement is not anticipated to have a material effect on the
Company's 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 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 6 (a).    Exhibits

     11        Statement re Computation of Per Share Earnings

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

     None


                                   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:   March 7, 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
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

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


                                        Date: March 7, 2003


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


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



March 7, 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.

March 7, 2003                         By: /s/Randy C. Martin
   (Date)                                 Randy C. Martin
                                          Executive Vice President and
                                          Chief Financial Officer
                                          Spartech Corporation