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 February 1, 1997


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 February 1, 1997:

	Common Stock, $.75 par value per share			26,348,004

<PAGE>


SPARTECH CORPORATION AND SUBSIDIARIES

INDEX

February 1, 1997



PART I.	FINANCIAL INFORMATION	PAGE
       	CONSOLIDATED CONDENSED BALANCE SHEET -
       	as of November 2, 1996 and February 1, 1997	                 3

       	CONSOLIDATED CONDENSED STATEMENT OF 	
	       OPERATIONS - for the quarter ended 
       	February 3, 1996 and February 1, 1997                       	4

       	CONSOLIDATED CONDENSED STATEMENT OF 	
       	CASH FLOWS - for quarter ended 
	       February 3, 1996 and February 1, 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	                                                13

<PAGE>

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, 1997   Nov. 2, 1996
                                          	(unaudited)	
Current Assets	
	Cash and equivalents	$                          4,685	  $   3,447
	Receivables, net	                              66,176     	63,025
	Inventories	                                   53,981	     55,467
	Prepayments and other	                          3,315	      3,662
		Total Current Assets	                        128,157	    125,601

Property, Plant and Equipment	                 146,948	    149,425
	Less accumulated depreciation	                 34,593	     37,063
		Net Property, Plant and Equipment	           112,355	    112,362

Goodwill	                                       46,348	     45,919

Other Assets		                                   2,100	      2,362
			                             
                                              $288,960    $286,244

LIABILITIES AND SHAREHOLDERS' EQUITY

Current Liabilities
	Current maturities of long-term debt	        $    995	  $     997
	Accounts payable	                              40,178	     37,316
	Accrued liabilities	                           23,022	     22,023
	Due to Hamelin Group Inc.	                      9,701	          -
		Total Current Liabilities	                    73,896	     60,336

Long-Term Debt, Less Current Maturities	        97,471	    104,877

Other Liabilities	                               5,198	      5,966

		Total Long-Term Liabilities	                 102,669	    110,843

Shareholders' Equity
	Common stock, 26,609,554 shares issued 
		in 1996 and 26,618,254 shares issued 
		in 1997	                                      19,957	     19,963
	Contributed capital	                           90,708	     90,395
	Retained earnings	                              2,703	      6,863	
	Treasury stock, at cost, 209,100 shares 
		in 1996 and 270,250 shares in 1997	            (2,061)	   (2,781)
	Cumulative translation adjustments	              1,088	       625

		Total Shareholders' Equity	                   112,395  	 115,065

                                            			$288,960	  $286,244

See accompanying notes to consolidated financial statements.

<PAGE>

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


                                           	       QUARTER ENDED	       
                                           	Feb. 3, 1996	    Feb. 1, 1997

Net Sales	                                      $ 87,466	        $113,387

Costs and Expenses
	Cost of sales	                                   74,473	          95,308
	Selling and administrative	                       5,603           	6,864
	Amortization of intangibles	                        198	             325
		 
                                                  80,274	         102,497

Operating Earnings	                                7,192	          10,890
	Interest	                                         1,101	           1,910

Earnings Before Income Taxes	                      6,091           	8,980
	Income Taxes	                                     2,305        	   3,502

Net Earnings                                   	$  3,786         $  5,478


Net Earnings Per Common Share:

	Primary	                                      $     .16	        $    .20
	Fully diluted	                                $     .16         $    .20

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

	Primary	                                         24,311	          27,737
	Fully diluted	                                   24,375	          27,748

Dividends Per Common Share	                     $    .03        	$    .05






See accompanying notes to consolidated financial statements.

<PAGE>

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


                                              	       QUARTER ENDED 	 
                                              	Feb. 3, 1996	   Feb. 1, 1997

Cash Flows From Operating Activities
	Net earnings	                                     $  3,786	       $  5,478
	Adjustments to reconcile net earnings 
		to net cash provided by operating 
		activities:	
			Depreciation and amortization	                     1,626	          2,824
			Change in current assets and 
				liabilities	                                     (3,099)        	(3,134)
	Other, net	                                            157	          1,103
		Net cash provided by operating 
			activities	                                        2,470	          6,271

Cash Flows From Investing Activities
	Capital expenditures	                                (2,882)	       (2,861)
	Final installment for Hamelin Acquisition                 -	       	(9,701)
	Retirement of assets	                                     2	            54
		Net cash used for investing activities	             (2,880)	      (12,508)

Cash Flows From Financing Activities
	Net borrowings (payments) on revolving 
		credit facilities	                                    (660)	        7,500
	Payments on bonds and leases	                             -	           (82)
	Cash dividends on common stock	                        (701)        (1,318)
	Stock options exercised	                                209            627
	Treasury stock acquired	                               (336)	       (1,653)
	Other, net	                                               -              -
		Net cash provided by (used for)
			financing activities	                              (1,488)	        5,074
	
	Effect of exchange rate changes on cash 
		and equivalents	                                         -	           (75)

Increase (Decrease) In Cash and Equivalents            (1,898)	      (1,238)

Cash and Equivalents At Beginning Of Period	            3,505         4,685

Cash and Equivalents At End Of Period	               $  1,607	     $  3,447


See accompanying notes to consolidated financial statements.

<PAGE>

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 2, 1996 Annual Report on 
Form 10-K.

		The Company's fiscal year ends on the Saturday closest to October 31.  Fiscal 
year 1996 included 53 weeks compared to 52 weeks for fiscal 1997.  As a result, 
the first quarter ended February 3, 1996 consisted of 14 weeks, compared to the
13-week first quarter ended February 1, 1997.  Operating results for the first
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 November 2, 1996 and February 1, 1997 are comprised of the 
following components:

                               			  1996    	  1997	                   
			Raw materials	               $ 34,778	  $ 36,838
			Finished goods	                19,203  	  18,629

                            				$ 53,981  	$ 55,467


<PAGE>



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 
quarter ended February 3, 1996 and February 1, 1997 is as follows:

                                			  1996    	  1997	             
	Cash paid for:  
		Interest	                      $    187  	$    301
		Income taxes	                  $    317	 	$    154


NOTE D - Commitments and Contingencies


	In February 1997, the Company settled the lawsuits against it and certain of 
its Directors with the Company's former Chairman of the Board and Chief 
Executive Officer.  All claims under the lawsuit filed in 1992 with the United 
States District Court for the Southern District of New York and the similar 
lawsuit pending in the Circuit Court of St. Louis County, Missouri were resolved
with this settlement.  The settlement terminated all disputes between the 
respective parties and general releases were executed to prevent further action 
on such disputes.  The settlement was reflected in the Company's first quarter 
financial statements and did not result in a net charge to earnings.

	The Company currently has no litigation with respect to any environmental 
matters.

<PAGE>






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

Results of Operations

		The Company's fiscal year ends on the Saturday closest to October 31.  Fiscal
year 1996 included 53 weeks compared to 52 weeks for fiscal 1997.  As a result,
the first quarter ended February 3, 1996 consisted of 14 weeks, compared to the 
13-week first quarter ended February 1, 1997.  The operating results presented 
below include discussions as a percentage of sales, and where indicated, 
certain 1996 amounts have been adjusted to reflect a 13-week quarter for more 
meaningful comparisons.

		Net sales of $113.4 million for the first quarter ended February 1, 1997 
increased 30% from the similar period in 1996 as a result of an increase in 
pounds sold by the Company's Extruded Sheet & Rollstock Group and the effects of
the 1996 acquisitions of Portage Industries and the Hamelin Group Inc. The first
quarter 1997 net sales represent a 40% increase from 1996 sales, adjusted to 
reflect a normal 13-week first quarter in 1996.  This increase resulted from an
11% increase in overall pounds shipped and a 36% increase in net sales related 
to the second half 1996 acquisitions, net of a 7% decline related to changes 
in prices and mix of products sold in the period.    

		Net sales of the Extruded Sheet & Rollstock Group increased approximately 27% 
for the quarter ended February 1, 1997 over the 1996 amount adjusted to a 
13-week quarter.  The increase in Extruded Sheet & Rollstock sales resulted from
a 13% increase in pounds shipped and a 21% increase in net sales related to the 
second half 1996 acquisitions, net of a 7% decline related to changes in prices
and mix of products sold in the period.  Net sales in the Color & Specialty 
Compounds Group increased by 25% as compared to the 1996 amount adjusted to a 
13-week quarter. The increase in Color & Specialty Compounds resulted from a 5% 
increase in pounds shipped and a 31% increase in net sales related to the second
half 1996 acquisitions, net of a 11% decline related to changes in prices and 
mix of products sold in the period.  The Molded Products Group added 
approximately $10.4 million in 1997 net sales.

		Cost of sales increased 28% to $95.3 million for the quarter ended February 1,
1997, compared with $74.5 million for the same period of 1996, but decreased to 
84.1% of net sales for 1997 from 85.1% for 1996. The more favorable cost of 
sales percentage in 1997 represents an approximate 5% 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 12 months.

<PAGE>

		Selling and administrative expenses of $6.9 million for the first quarter of 
1997 increased when compared to $5.6 million for the similar period in 1996 due
to the 1996 acquisitions.  On a percentage of net sales basis, selling and 
administrative costs for the quarter decreased to 6.1% in 1997 from 6.4% in 
1996.  The percentage decrease in 1997 was primarily a result of continued cost 
containment efforts in 1997 and the effect of the increased sales volume on the
fixed portion of the costs.

		Operating earnings for the quarter ended February 1, 1997 were $10.9 million 
(9.6% of net sales) compared to $7.2 million (8.2% of net sales) for the 
corresponding period in 1996.  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 of $1.9 million for the quarter ended February 1, 1997 
increased from $1.1 million for the same period in 1996 as a result of 
borrowings related to the Portage and Hamelin acquisitions completed in the last
half of 1996.

		The Company's effective tax rate was 39.0% for the first quarter of 1997 
compared to 37.8% in 1996.  The increase reflects the impact of new tax 
jurisdictions resulting from the 1996 acquisitions.

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 1997.

		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:
	                                                   First Quarter	
                                                 	  1996  	   1997   
                                               	 (Dollars in millions)         
	Net cash provided by 
		operating activities	                            $ 2.5	 $    6.3  
		
	Net cash used for
		investing activities	                            $(2.9)	$  (12.5)		
	Net cash provided by (used for)
		financing activities	                            $(1.5) $   5.1	

	The Company continues to generate strong cash flows from operations, resulting
from the 45% increase in net earnings in the first quarter 1997 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 $3.1 
million in the quarter ended February 1, 1997, primarily as a result of the 
increase in inventories to support future shipments.  

	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 quarter ended February 1, 
1997 and February 3, 1996 were both $2.9 million.  The Company anticipates total
capital expenditures of approximately $13.5 million for fiscal 1997, reflecting
an increase for additional equipment at the facilities acquired in 1996, which 
will comprise over 50% of the 1997 budget.  Also impacting the first quarter 
1997 cash used for investing activities was the final payment, in late November
1996, on the Hamelin Group acquisition.  The amount ($9.7 million) was reflected
as a current payable at fiscal year end November 2, 1996.  

		The cash flows provided by financing activities were $5.1 million for the 
first quarter of 1997.  The primary activity was the net borrowings of $7.5 
million which included the impact of funding the $9.7 million final installment
due Hamelin in the first quarter 1997, net of $2.2 million of payments on the 
revolving credit facility from operating cash flow generated in the quarter.
	
Financing Arrangements

		In August 1995, the Company completed a $50 million private placement of 
senior unsecured notes at a fixed rate of 7.21% and finalized a $40 million 
unsecured bank credit facility.  The acquisition of Portage in May 1996 was 
funded by the bank credit facility.  In September 1996, the Company completed a
simultaneous public offering of 3 million shares of common stock for $25.9 
million in net proceeds and a $30 million private placement of 7.62% guaranteed
senior notes to finance the acquisition of Hamelin.

		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 are subject to risk 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.

<PAGE>

PART II - OTHER INFORMATION

Item 6 (a).	Exhibits

       					11	Statement re Computation of Per Share Earnings

       					27	Financial Data Schedule

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

       					None

<PAGE>

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 3, 1997	           	/s/   	Bradley B. Buechler	
                                        	Bradley B. Buechler
                                        	President and Chief
                                        	Executive Officer
                                        	(Principal Executive Officer)




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


<PAGE>