FORM 10-Q

               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549


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

For the quarterly period ended September 30, 1999

                               OR

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
     SECURITIES EXCHANGE ACT OF 1934

For the transition period from             to         .

Commission file number:  0-20704


                     ACX TECHNOLOGIES, INC.
     (Exact name of registrant as specified in its charter)


           Colorado                          84-1208699
(State or other jurisdiction of            (IRS Employer
incorporation or organization)           Identification No.)


  16000 Table Mountain Parkway, Golden, Colorado        80403
   (Address of principal executive offices)          (Zip Code)


                         (303) 271-7000
      (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
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

                   Yes [X]         No [  ]

There were 28,523,011 shares of common stock outstanding as of
October 29, 1999.




                 PART I.  FINANCIAL INFORMATION


Item 1.  Financial Statements


		     ACX TECHNOLOGIES, INC.
                 CONSOLIDATED INCOME STATEMENT
             (In thousands, except per share data)

                             Three months ended       Nine months ended
                                September 30,           September 30,
                               1999       1998        1999        1998
                             --------   --------    --------   --------
Net sales                    $338,564   $248,019    $840,125   $742,078

  Cost of goods sold          282,355    205,266     680,319    597,665
                             --------   --------    --------   --------
Gross profit                   56,209     42,753     159,806    144,413

  Selling, general and
    administrative             30,094     22,326     83,876      72,364
  Goodwill amortization         4,827      2,645      9,581       7,563
  Asset impairment and
    restructuring charges
    (Note 5)                      ---     25,482        ---      32,720
                             --------   --------    --------   --------
Operating income (loss)        21,288     (7,700)     66,349     31,766

Gain from sale of businesses
  (Note 4)                     30,236        ---      30,236        ---
Other income - net                303        508         319        568
Interest expense - net        (15,239)    (5,314)    (25,836)   (14,946)
                             --------   --------    --------   --------
Income (loss) from
  continuing operations
  before income taxes and
  extraordinary loss           36,588    (12,506)     71,068     17,388

Income tax expense (benefit)   15,000     (5,000)     28,500      6,900
                             --------   --------    --------   --------
Income (loss) from
  continuing operations
  before extraordinary loss    21,588     (7,506)     42,568     10,488
Loss from discontinued
  operations, net of tax
  (Note 1)                     (6,107)       ---      (6,107)       ---
                             --------   --------    --------   --------
Income (loss) before
  extraordinary loss           15,481     (7,506)     36,461     10,488
Extraordinary loss, net of
  tax (Note 2)                 (2,332)       ---      (2,332)       ---
                             --------   --------    --------   --------
Net income (loss)             $13,149    ($7,506)    $34,129    $10,488
                             ========   ========    ========   ========
Net income (loss) per basic
  share                         $0.46     ($0.26)      $1.20      $0.37
                             ========   ========    ========   ========
Net income (loss) per
diluted share                   $0.46     ($0.26)      $1.19      $0.36
                             ========   ========    ========   ========
Weighted average shares
  outstanding - basic          28,459     28,581      28,443     28,520
                             ========   ========    ========   ========
Weighted average shares
  outstanding - diluted        28,760     29,019      28,741     29,126
                             ========   ========    ========   ========

See Notes to Consolidated Financial Statements.




                        ACX TECHNOLOGIES, INC.
                     CONSOLIDATED BALANCE SHEET
                  (In thousands, except share data)

                                      September 30,    December 31,
                                          1999             1998
                                      -------------    ------------
ASSETS
Current assets:
  Cash and cash equivalents               $42,316         $26,196
  Accounts receivable                     133,065          92,763
  Inventories
     Finished                              86,931          62,484
     In process                            48,157          37,458
     Raw materials                         58,228          48,610
                                      -------------    ------------
  Total inventories                       193,316         148,552
  Notes receivable                             --          60,568
  Other assets                             43,297          30,076
  Current assets of discontinued
    operations                              2,593             ---
                                      -------------    ------------
    Total current assets                  414,587         358,155
                                      -------------    ------------
Properties at cost less accumulated
  depreciation of $327,265 in 1999
  and $286,204 in 1998                    674,354         373,691
Goodwill, net                             630,869         206,583
Other assets                               84,619          22,776
Noncurrent assets of discontinued
  operations                               41,000             ---
                                      -------------    ------------
Total assets                           $1,845,429        $961,205
                                      =============    ============

LIABILITIES AND SHAREHOLDERS' EQUITY
Current maturities of long-term debt     $416,000         $86,300
Other current liabilities                 190,504         119,311
                                      -------------    ------------
    Total current liabilities             606,504         205,611

Long-term debt                            665,000         233,000
Other long-term liabilities                79,500          61,260
                                      -------------    ------------
    Total liabilities                   1,351,004         499,871
Minority interest                           6,279          13,379

Shareholders' Equity
Preferred stock, non-voting, $0.01
  par value, 20,000,000 shares
  authorized and no shares issued
  or outstanding                              ---             ---
Common stock, $0.01 par value
  100,000,000 shares authorized
  and 28,482,000 and 28,373,000
  issued and outstanding at
  September 30, 1999, and
  December 31, 1998, respectively             285             284
Paid-in capital                           452,287         451,401
Retained earnings                          35,838           1,710
Accumulated other comprehensive loss         (264)         (5,440)
                                      -------------    ------------
  Total shareholders' equity              488,146         447,955
                                      -------------    ------------
Total liabilities and shareholders'
  equity                               $1,845,429        $961,205
                                      =============    ============

See Notes to Consolidated Financial Statements.




                       ACX TECHNOLOGIES, INC.
               CONSOLIDATED STATEMENT OF CASH FLOWS
                           (In thousands)


                                        Nine months ended
                                           September 30,
                                       --------------------
                                        1999         1998
                                       --------    --------
Cash flows from operating
activities:
  Net income                            $34,129     $10,488
  Adjustments to reconcile net
    income to net cash provided
    by operating activities:
      Noncash loss from
        discontinued operations          10,000         ---
      Restructuring and asset
        impairment                          ---      32,720
      Depreciation and
        amortization                     52,492      40,631
      Gain on sales of businesses       (30,236)        ---
      Change in deferred income
        taxes                             2,604      (9,151)
      Change in current assets and
        liabilities                      49,227      (1,585)
      Change in deferred items and
        other                            (7,415)     (6,614)
      Change in current assets of
        discontinued operations          (2,593)        ---
                                       --------    --------
Net cash provided by operating
  activities                            108,208      66,489
                                       --------    --------
Cash flows used in investing
  activities:
      Acquisitions, net of cash
        acquired                       (899,841)   (293,564)
      Proceeds from sales of
        assets                          129,526     129,952
      Capital expenditures              (56,981)    (61,939)
      Other                               3,776      (2,098)
                                       --------    --------
Net cash used in investing
  activities                           (823,520)   (227,649)
                                       --------    --------
Net cash provided by financing
  activities                            731,432     148,819
                                       --------    --------
Cash and cash equivalents:
  Net increase (decrease) in cash
    and cash equivalents                 16,120     (12,341)
  Balance at beginning of period         26,196      49,355
                                       --------    --------
  Balance at end of period              $42,316     $37,014
                                       ========    ========

See Notes to Consolidated Financial Statements.



                     ACX TECHNOLOGIES, INC.
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1.  Discontinued Operations

     Under  the  terms  of  a  March 1997 agreement  between  ACX
Technologies,  Inc. (ACX or the Company) and Crown  Cork  &  Seal
Company, Inc. (Crown), as amended, Crown paid a nonrefundable $10
million  payment and issued a $60 million note to the Company  in
exchange for Golden Aluminum Company (Golden Aluminum). Crown had
the  option  of  returning  Golden Aluminum  to  the  Company  in
satisfaction  of  the $60 million note.  On  May  26,  1999,  ACX
announced that it had been notified by Crown of its intention  to
return Golden Aluminum effective August 23, 1999.

     On  August  17, 1999 the Company entered into  a  letter  of
intent  with  Alcoa Inc. to sell Golden Aluminum for $41  million
and  the  Company is in the process of completing the sale.   The
disposition is expected to be completed by the end of 1999 and is
expected   to   result  in  an  estimated   after-tax   loss   of
approximately $6.1 million, including approximately $0.1  million
of  after-tax  losses  associated with  operating  activities  of
Golden  Aluminum from August 23, 1999 through the  expected  sale
date.   Accordingly, the results for Golden Aluminum since August
23, 1999 and the estimated loss through the disposition date have
been  classified  as discontinued operations in the  consolidated
statement of income.

     Summarized results of discontinued operations are as follows
(in thousands):

                                   Nine Months and
                                    Three Months
                                        Ended
                                    September 30,
                                         1999
                                   ---------------

Net sales                                $2,325
                                       ========
Loss on disposal before
income taxes                           ($10,000)

Loss on operations during
disposition period before
income taxes                               (178)

Income tax benefit                        4,071
                                        -------
Net loss on disposal of
discontinued operations                 ($6,107)
                                        =======

     The  basic and diluted per share loss on the disposal of the
discontinued  operations for the three  months  and  nine  months
ended September 30, 1999 is $0.21.  The assets and liabilities of
Golden  Aluminum  which are held for sale  have  been  separately
identified  on the September 30, 1999 consolidated balance  sheet
as  net  current or noncurrent assets of discontinued operations.
These assets are comprised of accounts receivable and payable and
property,  plant and equipment.  The note receivable  from  Crown
was  classified  in  current assets in  the  December  31,  1998,
consolidated  balance  sheet.  There  were  no  other  assets  or
liabilities associated with Golden Aluminum at December 31, 1998.

     Significant  estimates  have been made  by  management  with
respect  to  the  loss  on disposal of Golden  Aluminum.   Actual
results  could  differ from these estimates making it  reasonably
possible that a change in these estimates could occur in the near
term.

Note 2.  Extraordinary Item

During  third quarter 1999, the Company retired $358  million  of
debt  with  the proceeds from a new $1.3 billion credit  facility
led  by  Bank  of  America (the Credit Facilities).   The  Credit
Facilities were executed on August 2, 1999 and the proceeds  were
used  to  refinance  all prior debt and the  acquisition  of  the
folding  carton business of Fort James Corporation (Fort  James).
Amounts borrowed under the new facilities bear interest at  LIBOR
plus  a  spread that varies depending on the Company's  financial
performance.  In addition, the Company pays a commitment  fee  on
the  unused  portion  of the Credit Facilities.   Borrowings  are
secured with a pledge of 100% of the common and preferred  shares
of  the Company's domestic subsidiaries and 65% of the common and
preferred  shares  of  material  foreign  subsidiaries.   If  the
Company  fails to meet certain financial measures  and  repay  at
least  $525  million  within  180  days  of  closing  the  Credit
Facilities, then borrowings will become secured by all assets  of
the  Company and its subsidiaries. Through September 30, 1999 the
Company had repaid $109 million of the $525 million.

     In  connection  with  the $358 debt repayment,  the  Company
recorded  an extraordinary loss of $2.3 million, net of taxes  of
$1.3  million,  in the third quarter of 1999.  The  extraordinary
loss  represents  prepayment  penalties  and  the  write  off  of
unamortized  loan  origination costs,  net  of  the  related  tax
benefits.   The after-tax loss was calculated using the estimated
effective  tax  rate for the Company.   The loss  per  basic  and
diluted share on the extraordinary loss is $0.08.

Note 3.  1999 Acquisitions

     On  August  2,  1999, the Company acquired  the  assets  and
liabilities of the folding carton manufacturing business of  Fort
James for cash consideration of approximately $839 million,  plus
transaction  and  financing  costs.  The  transaction  has   been
accounted for under the purchase method.  Accordingly, the excess
of  the  purchase  price over the fair value of  the  assets  and
liabilities  acquired  of approximately  $443  million  is  being
amortized  using  the straight-line method over  30  years.   The
folding  carton  business of Fort James is a  major  supplier  of
folding  cartons  to  leading  consumer  product  companies   for
packaging food and health care products.

     The  following  pro  forma  information  for  ACX  has  been
prepared  assuming that this acquisition had occurred on  January
1,  1998.  The pro forma information includes adjustments for (1)
amortization  of goodwill (2) increased interest expense  related
to  new  borrowings  at applicable rates for  the  purchase,  (3)
decrease  in interest income related to the assumed use  of  cash
for the purchase of Fort James, and (4) the net tax effect of pro
forma adjustments at the statutory rate.  The pro forma financial
information is presented for informational purposes only and  may
not be indicative of the results of operations as they would have
been had the transaction been effected on the assumed date nor is
it  necessarily indicative of the results of operations which may
occur in the future.


                                           Pro forma        Pro forma
                                          Nine Months      Nine Months
                                            Ended             Ended
                                         September 30,    September 30,
(In thousands, except per share data)        1999             1998
                                         -------------    -------------

Net sales                                  $1,177,751       $1,194,389
                                         =============    =============
Income (loss) from continuing
operations, before
  extraordinary loss                          $21,307         ($13,412)
                                         =============    =============

Net income (loss)                             $12,868         ($13,412)
                                         =============    =============

Income (loss) from continuing
  operations, before
  extraordinary loss per basic
  share of common stock                         $0.75           ($0.47)
                                         =============    =============

Income (loss) from continuing
  operations, before
  extraordinary loss per diluted
  share of common stock                         $0.74           ($0.47)
                                         =============    =============

Net income (loss) per basic share
  of common stock                               $0.45           ($0.47)
                                         =============    =============

Net income (loss) per diluted
  share of common stock                         $0.45           ($0.47)
                                         =============    =============

     On  March  12, 1999, the Company acquired the net assets  of
Precision Technologies (Precision) for approximately $22  million
in  cash  and 300,000 warrants to receive shares of the Company's
common stock at an exercise price equal to the fair market  value
at  the  date  of  closing.  These warrants vest  only  upon  the
achievement  of  certain revenue goals within three  years.   The
Precision  acquisition has been accounted for under the  purchase
method.   Accordingly, the excess of the purchase price over  the
fair value of net assets acquired of approximately $19 million is
being  amortized using the straight-line method  over  20  years.
Precision,   located   in  Livermore,  California,   manufactures
precision-machined  parts  for the  semiconductor,  medical,  and
aircraft industries.

       On  March  1,  1999,  the  Company  acquired  all  of  the
outstanding   shares   of  Edwards  Enterprises   (Edwards)   for
approximately  $18 million in cash.  The Edwards acquisition  has
been  accounted for under the purchase method.  Accordingly,  the
excess  of  the purchase price over the fair value of net  assets
acquired of approximately $4 million is being amortized using the
straight-line method over 20 years.  Edwards, located in  Newark,
California,   manufactures  precision-machined  parts   for   the
semiconductor industry.

Note 4.  1999 Dispositions

      On  September  2,  1999, the Company sold  the  assets  and
business  of  its flexible packaging division to Sonoco  Products
Company for approximately $105 million in cash.  The Company used
the  proceeds  from the sale, less transaction costs,  to  reduce
debt associated with its recent acquisition of the folding carton
business of Fort James (see Note 3).  The Company recorded a pre-
tax gain of $22.7 million and after-tax gain of $13.6 million  or
$0.48 per share on a basic basis and $0.47 per share on a diluted
basis.   The  after-tax gain was calculated using  the  estimated
effective tax rate for the Company.

     On August 3, 1999, the Company sold its majority interest in
a  group  of  solar  electric distribution companies  to  Kyocera
International,  Inc.,  a  wholly  owned  subsidiary  of   Kyocera
Corporation.  The Company realized $30.8 million in cash of which
$20.8 million was consideration for the Company's equity position
and  of  which $10 million was for the repayment of certain  debt
owed  to  the  Company.  The Company used the proceeds  from  the
sale, less transaction costs, to reduce debt associated with  its
recent  acquisition of the folding carton business of Fort  James
(see Note 3).  The pre-tax gain recorded in conjunction with this
transaction totaled $7.5 million while the post-tax gain was $4.5
million.   The after-tax gain was calculated using the  estimated
effective tax rate for the Company.  Resultant earnings per share
on a basic and diluted basis for this sale are $0.16.

Note 5. Asset Impairment and Restructuring Charges

     During the third quarter of 1998, the Company recorded $19.5
million  in asset impairment and restructuring charges associated
with  Graphic  Packaging's flexible division.   Deterioration  of
the  performance of this division led to an overall restructuring
plan which was completed in September 1999 with the sale of these
operations.  (See Note 4).  In addition, the Company  recorded  a
$5.6   million   asset  impairment  charge  at  the  Chattanooga,
Tennessee  operation within Coors Ceramics, as  well  as  a  $0.4
million asset impairment charge at its Solar Electric business.

     During first quarter of 1998, Coors Ceramics recorded a $6.2
million  asset  impairment charge related to the cancellation  of
its  C-4  technology  agreement with IBM and the  Solar  Electric
business recorded a $1.0 million asset impairment charge to write
down  its  investment  in  a solar electric  systems  distributor
located in Argentina to its estimated fair market value.

Note 6.  Segment Information

     The  Company's reportable segments (Packaging and  Ceramics)
are based on its method of internal reporting, which is based  on
product  category.   In addition, prior to August  3,  1999,  the
Company  owned  a majority interest in a group of solar  electric
distribution   companies   and  a   real   estate   developmental
partnership, which are included in the Other segment.  On  August
3,  1999,  the  Company sold its majority interest in  the  solar
electric  distribution companies; thus the  information  reported
below  does not include activity subsequent to that date.   Prior
to  January 31, 1999, the Other segment also included a  corn-wet
milling  facility,  and  prior  to March  1998,  a  biodegradable
polymer developmental business.

     The  Company  evaluates the performance of its segments  and
allocates resources to them based primarily on operating  income.
The table below summarizes information about reported segments as
of and for the three months ended September 30:


                                   Operating
                          Net        Income       Total
(In thousands)           Sales       (Loss)       Assets
                        --------    --------    ----------
1999

Packaging               $238,439     $12,548    $1,387,330
Ceramics                  94,947      11,970       317,806
Other                      5,178        (535)       23,318
                        --------    --------    ----------
  Segment total          338,564      23,983     1,728,454
Corporate                    ---      (2,695)      116,975
                        --------    --------    ----------
  Consolidated total    $338,564     $21,288    $1,845,429
                        ========    ========    ==========
1998

Packaging               $159,740     ($7,618)     $557,612
Ceramics                  70,023       3,146       264,534
Other                     18,256      (1,254)       71,162
                        --------    --------    ----------
  Segment total          248,019      (5,726)      893,308
Corporate                    ---      (1,974)      116,116
                        --------    --------    ----------
  Consolidated total    $248,019     ($7,700)   $1,009,424
                        ========    ========    ==========

     The   table  below  summarizes  information  about  reported
segments for the nine months ended September 30:


                                     Operating
                           Net         Income
(In thousands)            Sales        (Loss)
                         --------    ---------
1999

Packaging                $537,700     $40,171
Ceramics                  266,936      34,321
Other                      35,489        (108)
                         --------     -------
  Segment total           840,125      74,384
Corporate                     ---      (8,035)
                         --------     -------
  Consolidated total     $840,125     $66,349
                         ========     =======
1998

Packaging                $461,773     $23,213
Ceramics                  230,390      20,319
Other                      49,915      (5,030)
                         --------     -------
  Segment total           742,078      38,502
Corporate                     ---      (6,736)
                         --------     -------
  Consolidated total     $742,078     $31,766
                         ========     =======


Item  2.  Management's Discussion and Analysis of Financial
          Condition and Results of Operations

General Business Overview

      ACX  Technologies, Inc. (ACX or the Company), together with
its  subsidiaries,  is a diversified, value  added  manufacturing
organization   focused  on  pioneering  differentiated   customer
solutions.   Two business segments comprise the majority  of  the
Company's   results  from  operations:  the  packaging  business,
operated   through   Graphic   Packaging   Corporation   (Graphic
Packaging),  and  the ceramics business, operated  through  Coors
Ceramics Company (Coors Ceramics).  On June 15, 1999, the Company
announced a plan to spin-off Coors Ceramics.  Under the  proposed
spin-off plan, the Company would distribute 100% of the shares of
Coors  Ceramics to shareholders of ACX in a tax-free transaction.
The  transaction,  which  is subject to regulatory  approvals,  a
favorable IRS ruling and final approval of the Company's Board of
Directors, is planned for completion on or about January 1, 2000.

      Graphic Packaging is a manufacturer of folding cartons  and
participates in the beverage, frozen food, dried food,  soap  and
detergent,   tobacco,   pet  food,  quick   service   restaurant,
photographic,  and  personal care markets.   Graphic  Packaging's
strategy is to focus on folding cartons.

     To  further its folding carton strategy, on August 2,  1999,
the  Company  acquired the assets and liabilities of the  folding
carton  manufacturing  business of Fort James  Corporation  (Fort
James) for cash consideration of approximately $839 million, plus
transaction  and  financing  costs.  The  transaction  has   been
accounted  for  under the purchase method.  Fort  James'  folding
carton  operation  is  a  major supplier of  folding  cartons  to
leading consumer product companies for packaging food and  health
care  products.   With the assets acquired from Fort  James,  the
Company  believes that Graphic Packaging is the country's largest
folding carton company, with expanded technical capabilities.

      On  September  2,  1999, the Company sold  the  assets  and
business  of  its flexible packaging division to Sonoco  Products
Company for approximately $105 million in cash.  The Company will
use the proceeds from the sale, less transaction costs, to reduce
debt associated with its recent acquisition of the folding carton
business of Fort James.

      Coors  Ceramics develops, manufactures, and sells  advanced
technical products and other engineered materials across  a  wide
range  of  product  lines for a variety of  custom  applications.
Coors  Ceramics,  which has been in business  for  more  than  78
years,  is  the  largest U.S.-owned, independent manufacturer  of
advanced  technical  ceramics.  The majority of  Coors  Ceramics'
sales  are  to the semiconductor equipment, petrochemical,  power
generation and mining, automotive, telecommunications,  and  pulp
and  paper  industries.   In  March 1999,  the  Company  acquired
Precision   Technologies  (Precision)  and  Edwards   Enterprises
(Edwards),   both   manufacturers  of  precision-machined   parts
primarily for the semiconductor equipment industry.

      The Company sold a portion of its other businesses (Other),
primarily operating through its majority owned subsidiary, Golden
Genesis  Company  (Golden  Genesis) on August  3,  1999.  Kyocera
International,  Inc.,  a  wholly  owned  subsidiary  of   Kyocera
Corporation,  purchased  100%  of the  common  shares  of  Golden
Genesis,  including the Company's majority ownership,  for  $2.33
per  share.   The Company received proceeds of $30.7 million  for
its  majority interest in Golden Genesis, including the repayment
of  certain  debt.                          The Other  businesses
also  includes  a  real estate development  partnership  and  the
operations  of  a biodegradable polymer project  and  a  corn-wet
milling   facility.    During  1998,  the  Company   exited   the
biodegradable  polymer  project and  on  January  31,  1999,  the
Company sold the corn-wet mill operation.

Results from Continuing Operations

     Consolidated net sales for the three months ended  September
30,  1999  increased  36.5%  to $338.6  million  as  compared  to
consolidated net sales of $248.0 million for the same  period  in
1998.   For the nine months ended September 30, 1999 consolidated
net  sales  grew  13.2% to $840.1 million compared  to  the  1998
period.  These increases are primarily attributable to the August
1999  acquisition by Graphic Packaging of the Fort James  folding
carton  business.   In addition, the March 1999  acquisitions  of
Edwards  and  Precision  by  Coors Ceramics  contributed  to  the
increase  in  net sales.  The increase in net sales generated  by
these  acquisitions  was partially offset  by  the  sale  of  the
flexible packaging  division of Graphic Packaging and the sale of
Golden  Genesis.   The base business sales of  Graphic  Packaging
decreased  from  1998 levels primarily due to price  competition.
In  addition, Coors Ceramics' base business decreased  from  1998
levels  due to softness in the pulp and paper and fluid  handling
markets.

     Consolidated  gross  margin for the three  months  and  nine
months   ended   September  30,  1999  was   16.6%   and   19.0%,
respectively, down slightly from the gross margins for  the  same
1998  periods  of  17.2%  and 19.5%,  respectively.   The  slight
decline is the result of a third quarter 1999 inventory writedown
at  Graphic Packaging's Lawrenceburg plant and the lower  margins
experienced   in   the  newly  acquired  Fort  James'   packaging
facilities.

     Consolidated operating income for the third quarter of  1999
totaled  $21.3 million, a significant increase over the operating
loss reported in the third quarter of 1998 of $7.7 million.   The
increase in operating income of $29 million is primarily  related
to  the  fact  that in third quarter 1998, a $25.5 million  asset
impairment and restructuring charge was recorded while  the  1999
period  had no such charge.  For the nine months ended  September
30,  1999,  consolidated operating income grew  108.9%  to  $66.3
million  over  consolidated operating income for  the  same  nine
month  period  in  1998,  which was due primarily  to  the  $32.7
million  in  asset impairment and restructuring charges  recorded
during  1998  with  no  such charges in  1999.   Excluding  these
charges,  consolidated  operating  income  for  the  first  three
quarters  of 1999 was $1.8 million higher than in the  comparable
period in 1998.

     Net  interest expense for the third quarter of 1999  totaled
$15.2  million, a significant increase from the $5.3  million  in
net  interest expense recorded in the 1998 third quarter. For the
first  nine  months of 1999, net interest expenses totaled  $25.8
million,  compared with $14.9 million in the year to date  period
ended  September 30, 1998. These increases reflect  the  interest
related  to  the  $1.3 billion credit facility  led  by  Bank  of
America (Credit Facilities) that was entered into in August  1999
to  finance  the acquisition of the folding carton operations  of
Fort  James, as well as amortization of the related debt issuance
costs.

     The  consolidated  effective tax rate  for  the  first  nine
months of 1999 and 1998 was approximately 40%.

Liquidity and Capital Resources

      The Company's liquidity is generated from both internal and
external  sources and is used to fund short-term working  capital
needs, capital expenditures, and acquisitions.  At September  30,
1999,  the Company's working capital was negative $191.9  million
with  a current ratio of 0.68 to 1.  The negative working capital
position  is  primarily due to the addition of  short  term  debt
related  to  the  Credit Facilities in third  quarter  1999.  The
Company  expects to raise funds to reduce outstanding debt  under
the  Credit Facilities through operating cash flow, the  sale  of
Golden Aluminum and the receipt of approximately $200 million  in
cash upon the spin-off of Coors Ceramics in conjunction with  the
new  credit facility into which Coors Ceramics will enter.  These
events  are  expected to address the working capital short  fall.
At  September 30, 1999, the Company has $110 million available to
borrow under the Credit Facilities.

      On  August  2,  1999, the Company entered into  the  Credit
Facilities  and refinanced  all of  its prior  debt  and acquired
the  folding  carton  business of Fort James.   Amounts  borrowed
under  the Credit Facilities bear interest at LIBOR plus a spread
that varies depending on the Company's financial performance.  In
addition, the Company pays a commitment fee on the unused portion
of  the  Credit Facilities.  Borrowings are secured with a pledge
of  100%  of  the  common and preferred shares of  the  Company's
domestic subsidiaries and 65% of the common and preferred  shares
of  material foreign subsidiaries.  If the Company fails to  meet
certain financial measures and repay at least $525 million within
180  days of closing the Credit Facilities, then borrowings  will
become secured by all assets of the Company and its subsidiaries.
Through September 30, 1999 the Company had repaid $109 million of
the $525 million.

      The  Company  has  entered  into  contracts  to  hedge  the
underlying interest rate on $175 million of anticipated long-term
borrowings.  These contracts lock in an average risk-free rate of
approximately  5.9% and expire on May 1, 2000.   The  anticipated
borrowings  will  be used to refinance a portion  of  the  Credit
Facilities.   As  of  September 30, 1999  the  unrecognized  gain
associated  with  these  hedge contracts was  approximately  $1.5
million.   In  addition, the Company has entered  into  two  year
interest  rate  swap  agreements for $100 million  of  borrowings
currently  outstanding under the Credit Facilities.  Under  these
swap  agreements, the Company has locked in an average fixed rate
of 5.94%.

      During 1998, the Company's Board of Directors approved  the
repurchase  of up to 5% of the outstanding common shares  of  the
Company.   As  of September 30, 1999, the Company had repurchased
181,200  shares at an aggregate cost of $2.4 million.  Under  the
terms   of  the  Credit  Facilities,  the  Company  is  currently
prohibited  from  repurchasing any additional outstanding  common
shares or paying dividends.

     The Company believes that cash flows from operations and the
sale of certain assets will be adequate to meet the required debt
repayments        and the Company's needs for working capital and
capital  expenditures.   In  addition,  the  Company  can  borrow
additional  amounts under the Credit Facilities to  meet  capital
expenditure  requirements.  Capital expenditures for the  Company
have  slightly  exceeded depreciation for the nine  months  ended
September  30,  1999 primarily at Graphic Packaging  due  to  the
construction  of  a  new packaging facility  located  in  Golden,
Colorado.   It  is  anticipated  that  this  facility   will   be
operational  in early 2000.  Capital expenditures  for  the  year
2000  are  also  expected  to slightly  exceed  depreciation  for
Graphic  Packaging due to the purchase of an Enterprise  Resource
Planning  system.   The  system,  which  is  estimated  to   cost
approximately $30 million over the next two years, is expected to
significantly enhance the manufacturing, scheduling,  purchasing,
and financial operations of Graphic Packaging.

Year 2000 Readiness Disclosure

     The  Year  2000  issue arose because many existing  computer
programs  use  only  the last two digits  to  refer  to  a  year.
Therefore,  these computer programs do not properly  recognize  a
year that begins with "20" instead of the familiar "19".  If  not
corrected,  many  computer  applications  could  fail  or  create
erroneous results disrupting normal business operations.

     Management  has  implemented an enterprise-wide  program  to
prepare   the  Company's  financial,  manufacturing,  and   other
critical systems and applications for the year 2000.  The program
includes  a  task force established in March 1998  that  has  the
support  and  participation  of  upper  management  and  includes
individuals  with  expertise  in  risk  management,  legal,   and
information  technologies.  The Board of Directors  monitors  the
progress  of the program on a quarterly basis.  The task  force's
objective  is to ensure an uninterrupted transition to  the  year
2000   by  assessing,  testing,  and  modifying  all  information
technology  (IT) and non-IT systems, interdependent systems,  and
third parties such as suppliers and customers.

     The  Year 2000 task force has taken an inventory of  all  IT
and non-IT systems.  This inventory categorizes potential systems
date  failures  into  three  categories:   "major"  (critical  to
production  and could be business threatening with no  short-term
alternatives  available); "limited" (disrupting to  the  business
operations  with  short-term solutions  available);  and  "minor"
(inconsequential to the business operations).  The task force has
prioritized  the program to focus first on "major" systems.   All
critical  systems  are Year 2000 compliant as  of  September  30,
1999.

     IT  Systems  -  The  Company  is  primarily  using  internal
resources to remediate IT systems.  External resources  are  used
to  assist in testing compliance of IT systems.  The Company does
not  rely  on any one IT system.  The majority of the IT  systems
have  been  recently purchased from third party  vendors.   These
systems  were  already  Year  2000 compliant  or  had  Year  2000
compliance  upgrades.   As of September  30,  1999,  all  of  the
Company's IT systems were Year 2000 compliant.

     Non-IT   Systems   -   The  Company  has  approximately   40
manufacturing  facilities with varying degrees of non-IT  systems
(such  as  printing presses, automated kiln systems,  statistical
process  control  systems,  ink mixing systems,  quality  control
systems,  and machining equipment).  The vast majority  of  these
facilities  are  located in North America.  To ensure  Year  2000
compliance  for  non-IT systems, the Year  2000  task  force  has
contacted  the  suppliers of these non-IT  systems  and  obtained
statements that the systems are Year 2000 compliant and is in the
process  of testing Year 2000 compliance.  The majority of  these
non-IT  systems use time intervals instead of dates and are  Year
2000  compliant.   Thus,  the  Company  believes  that  potential
disruptions of such systems due to the Year 2000 issue should  be
minimal.   As  of  September  30,  1999,  virtually  all  of  the
Company's  "major"  and "limited" non-IT systems  are  Year  2000
compliant.  The "minor" non-IT systems are in various  stages  of
compliance.

     Third Parties - The Year 2000 task force has been in contact
with  key  suppliers and customers to minimize potential business
disruptions  related to the Year 2000 issue between  the  Company
and these third parties.  The task force has focused on suppliers
and  customers  that  are  classified as "major"  and  "limited."
While  the  Company cannot guarantee compliance  by  third  party
suppliers, the Company has developed contingency plans to  ensure
the availability of inventory supplies in the event a supplier is
not Year 2000 compliant.

     Contingency  Plans  -  The Company  is  in  the  process  of
finalizing  contingency plans in the event there  are  Year  2000
failures  related to the Company's IT and non-IT  systems  and/or
key  third  parties.  The Company's manufacturing facilities  are
not interdependent in terms of non-IT systems, and its facilities
utilize  a  diverse  range  of  non-IT  systems  (i.e.,  printing
presses, kilns, and other manufacturing equipment).  In addition,
no  one  facility accounts for a significant amount  of  revenue.
Thus,  the  contingency  plan  for non-IT  systems  includes  the
transfer  of  production  between  facilities  and  manufacturing
equipment.  Currently, the Company believes that there is  enough
manufacturing capacity to accommodate the contingency plan.

     The Company's IT systems are also not heavily interdependent
between facilities and key third parties and the Company utilizes
a  diverse  range  of IT systems.  The contingency  plan  for  IT
systems  includes the ability to transfer transaction processing,
record  keeping,  and  compliance  work  between  facilities  and
maintaining "hard" copies of critical information.

     The  Company  is  not dependent on any  one  supplier.   The
Company  has  established  back-up suppliers  and  will  maintain
adequate  inventory levels at December 31, 1999 to  minimize  the
potential business disruption in the event of a Year 2000 failure
by a supplier.

     Costs  -  Through September 30, 1999, the Company has  spent
approximately  $1  million  and  believes  that  the  Year   2000
expenditures are substantially complete.  These costs include the
costs incurred for external consultants and professional advisors
and  the  costs for software and hardware.  The Company  has  not
separately  tracked internal costs such as payroll related  costs
for  its  information  technologies  group  and  other  employees
working on the Year 2000 project.  The Company expenses all costs
related  to  the  Year 2000 issue as incurred.  These  costs  are
being funded through operating cash flows.

     The Company's current estimate of the time and costs related
to  the remediation of the Year 2000 issue are based on the facts
and  circumstances existing at this time.  New developments could
affect  the Company's estimates to remediate the Year 2000 issue.
These  developments  include, but are not  limited  to:  (i)  the
availability and cost of personnel trained in this area; (ii) the
ability  to  identify  and remediate all IT and  non-IT  systems;
(iii)  unanticipated failures in IT and non-IT systems; and  (iv)
the  planning and Year 2000 compliance success that key customers
and suppliers attain.


Segment Information

Third Quarter Only
(In thousands)
                                                  Operating
                        Net Sales               Income (Loss)
                    -------------------       -----------------
                      1999       1998          1999       1998
                    --------   --------       -------   -------
Graphic Packaging   $238,439   $159,740       $12,548   ($7,618)
Coors Ceramics        94,947     70,023        11,970     3,146
Other                  5,178     18,256          (535)   (1,254)
Corporate                ---        ---        (2,695)   (1,974)
                    --------   --------       -------   -------
                    $338,564   $248,019       $21,288   ($7,700)
                    ========   ========       =======   =======

Third Quarter - Year to Date
(In thousands)
                                                  Operating
                       Net Sales                Income (Loss)
                    -------------------       -----------------
                      1999       1998          1999       1998
                    --------   --------       -------   -------
Graphic Packaging   $537,700   $461,773       $40,171   $23,213
Coors Ceramics       266,936    230,390        34,321    20,319
Other                 35,489     49,915          (108)   (5,030)
Corporate                ---        ---        (8,035)   (6,736)
                    --------   --------       -------   -------
                    $840,125   $742,078       $66,349   $31,766
                    ========   ========       =======   =======


GRAPHIC PACKAGING

     Graphic Packaging's third quarter 1999 net sales were $238.4
compared  to  the $159.7 million recorded in the 1998  period;  a
resultant increase of $78.7 million or 49.3%.  Year to  date  net
sales  for  the nine months ended September 30, 1999 were  $537.7
million  an increase of $75.9 million over the 1998 period.   The
increases in the year to date and quarter periods over  1998  are
primarily  attributable  to the acquisition  of  the  Fort  James
folding carton business on August 2, 1999, offset in part by  the
loss  of  sales  related  to the sale of the  flexible  packaging
division  on  September  2, 1999.  Pro forma  sales  for  Graphic
Packaging's  ongoing operations are expected to be  approximately
$260 million per quarter.

     For  the  third  quarter  of  1999,  Graphic  Packaging  had
operating  income of $12.5 million compared to an operating  loss
of  $7.6 million in the 1998 similar period.  For the nine  month
period ended September 30, 1999 operating income of $40.2 million
was  recorded while the 1998 period reported operating income  of
$23.2  million.  The increases experienced in both  periods  over
1998 amounts are primarily the result of the asset impairment and
restructuring  charge booked in the 1998 third quarter  of  $19.5
million.    The acquisition of Fort James added $7.4  million  of
operating  income to both the 1999 third quarter as well  as  the
nine  months ended September 30, 1999.  This addition was  offset
in  part  by  additional  goodwill amortization  related  to  the
acquisition of $2.5 million and transition service costs of  $1.3
million.

     The  Company  expects that fourth quarter 1999 will  improve
over  the  third quarter due to the additional month of  activity
from  the Fort James operations, and as the Company furthers  its
integration of the Fort James plants.

COORS CERAMICS

     Coors  Ceramics'  third quarter 1999 net  sales  were  $94.9
million  compared to $70.0 million for the similar  1998  period.
For  the year to date period ended September 30, 1999, net  sales
totaled  $266.9, an increase of $36.5 million or 15.8%  over  the
same  period in 1998.  The increase in sales for both the quarter
and  year  to  date periods is due to the strategic  decision  to
focus on the high-growth semiconductor market.  This strategy was
pursued  through  the  March  1999 acquisitions  of  Edwards  and
Precision, which primarily contributed to the increase  in  sales
for  both  periods.  In addition, base business  sales  at  Coors
Ceramics for the third quarter 1999 are up over the 1998  quarter
due   to  the  additional  sales  of  ceramic  products  to   the
semiconductor industry.  Sales to the semiconductor industry were
approximately 33% and 28% of total sales for Coors  Ceramics  for
the  third  quarter  of  1999 and the  nine  month  period  ended
September 30, 1999, respectively.   For the similar 1998 periods,
sales to the semiconductor industry were approximately 6% and 9%,
respectively.

     Third  quarter  1999  operating  income  was  $12.0  million
compared  to  $3.1  million for the third  quarter  of  1998,  an
increase   of   $8.9   million.   This  increase   is   partially
attributable  to the strong performance within the  semiconductor
industry   from  the  Edwards  and  Precision  acquisitions   and
additional ceramic product sales.  In addition, this increase  in
operating  income is partially attributable to the  fact  that  a
$5.6   million   asset  impairment  charge  at  the  Chattanooga,
Tennessee  operation was recorded in the 1998 quarter, while  the
1999  quarter  reflected no such charge.   These  increases  were
offset  slightly  by additional general and administrative  costs
related to certain organizational changes in conjunction with the
spin-off.   Year to date operating income through  September  30,
1999  was  $34.3 million.  The comparable period in 1998 resulted
in  $20.3 million of operating income.  The increase from 1998 to
1999  of $14 million was attributable to the absence in the  1999
period  of  an  $11.8 million asset impairment charge  booked  in
1998.   The  remaining  increase  reflects  the  contribution  to
operating  income  from  the Edwards and Precision  acquisitions.
At the same time, operating income generated from ceramic product
sales  is  down over the 1998 period.  This decrease  illustrates
the  softness  in  the pulp and paper and fluid handling  markets
experienced in 1999.

     Excluding  any costs associated with the spin-off  of  Coors
Ceramics, the Company expects that fourth quarter ongoing results
will  be  in  line with those reported in third  quarter.   Coors
Ceramics  is  in  the  process of reviewing  its  facilities  for
potential  consolidation opportunities.   On  November  1,  1999,
Coors  Ceramics  made  the decision to relocate  its  Pittsburgh,
Pennsylvania  operations  to  Oklahoma  City,  Oklahoma.   It  is
expected  that  the facility will be moved at the  end  of  1999.
Associated costs are not expected to be material.

OTHER

     Since  the August 3, 1999 sale of Golden Genesis, the  Other
business  is  comprised of a real estate development  partnership
and  a  nutritional supplement business.  The Company is  in  the
process of disposing of these assets in order to focus solely  on
its core businesses.

     Operating  loss for the third quarter of 1999 and  1998  was
$0.5  million and $1.3 million respectively.  Operating loss  for
the  nine  months  ended  September 30,  1999  was  $0.1  million
compared  to $5.0 million for the similar 1998 period.   Included
in  the  year  to  date  1998 amount was  a  $1.4  million  asset
impairment charge.  The sale of Golden Genesis and the  resulting
elimination  of  ongoing  losses associated  with  this  activity
account  for the remaining reduction in operating losses  in  the
Other businesses.

Corporate

     Corporate  costs totaled $2.7 million and $8.0  million  for
the  third  quarter  and nine months ended  September  30,  1999,
respectively.  This compares to corporate costs of  $2.0  million
and $6.7 million for the same periods in 1998, respectively.  The
increase in corporate costs reflects higher professional fees and
other  costs associated with the Company's plan to spin off Coors
Ceramics on or about December 31, 1999.

Forward-Looking Statements

     Some  of  the statements in this Form 10-Q Quarterly Report,
as  well as statements by the Company in periodic press releases,
oral  statements made by the Company's officials to analysts  and
shareholders in the course of presentations about the Company and
conference   calls   following   quarterly   earnings   releases,
constitute "forward-looking statements" within the meaning of the
Private  Securities  Litigation Reform Act  of  1995.   Words  or
phrases denoting the anticipated results of future events such as
"anticipate," "believe," "estimate," "will likely," "are expected
to," "will continue," "project," "trends" and similar expressions
that  denote  uncertainty are intended to identify such  forward-
looking  statements.   Such  forward-looking  statements  involve
known and unknown risks, uncertainties and other factors that may
cause  the  actual  results, performance or achievements  of  the
Company  to  be  materially different from  any  future  results,
performance or achievements expressed or implied by the  forward-
looking  statements.  Such factors include, among  other  things,
(i)  general  economic and business conditions; (ii)  changes  in
industries in which the Company does business, such as  beverage,
food,  telecommunications, automotive,  semiconductor,  pulp  and
paper,  petrochemical,  and tobacco;  (iii)  the  loss  of  major
customers;   (iv)  the  loss  of  market  share   and   increased
competition   in   certain  markets;  (v)  industry   shifts   to
alternative  materials,  such  as  replacement  of  ceramics   by
plastics  or  metals  and  competitors  offering  products   with
characteristics similar to the Company's products;  (vi)  changes
in   consumer   buying  habits;  (vii)  governmental   regulation
including  environmental laws; (viii) the ability of the  Company
to   successfully  identify  and  maximize  efficiencies  between
Graphic  Packaging and the companies it acquires and successfully
merge the corporate cultures;  and  (ix) other factors over which
the Company has little or no control.

     These  statements  should be read in  conjunction  with  the
financial  statements and notes thereto included in the Company's
Form 10-K for the year ended December 31, 1998.  The accompanying
financial  statements  have  not  been  examined  by  independent
accountants  in  accordance  with  generally  accepted   auditing
standards,  but in the opinion of management of ACX Technologies,
such  financial statements include all adjustments  necessary  to
summarize fairly the Company's financial position and results  of
operations.   Except  for  certain  reclassifications   made   to
consistently  report the information contained in  the  financial
statements,  all  adjustments  made  to  the  interim   financial
statements  presented  are  of a normal  recurring  nature.   The
results of operations for the three and nine month periods  ended
September 30, 1999, may not be indicative of results that may  be
expected  for  the year ending December 31, 1999.   Certain  1998
information  has  been  reclassified  to  conform  to  the   1999
presentation.


                   PART II.  OTHER INFORMATION

Item 6.   Exhibits and Reports on Form 8-K

(a)  Exhibits:

Exhibit
Number              Document Description

27      Financial Data Schedule


(b)  Reports on Form 8-K

        A report on Form 8-K was filed on August 4, 1999,
        regarding the agreement the Company entered into to
        sell the assets and business of its flexible
        packaging division to Sonoco Products Company.

        A report on Form 8-K was filed on August 17, 1999,
        indicating that the Company had acquired the assets
        and liabilities of the folding carton manufacturing
        business of Fort James Corporation.

        A report on Form 8-K was filed on September 7, 1999,
        regarding the letter of intent the Company signed
        with Alcoa Inc. to sell its Golden Aluminum Company.

        A report on Form 8-K was filed on September 17, 1999,
        indicating that the Company had sold the assets and
        business of its flexible packaging division to Sonoco
        Products Company.



                           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.



Date:  November 5, 1999       By/s/Jed J. Burnham
                              ----------------------------
                              Jed J. Burnham
                              (Chief Financial Officer and
                               Treasurer)

Date:  November 5, 1999       By/s/Beth A. Parish
                              ----------------------------
                              Beth A. Parish
                              (Controller and Principal
                               Accounting Officer)