SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549
                                   FORM 10-K/A
                         (AMENDMENT NO. 1 to Form 10-K)

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

                   For the fiscal year ended October 28, 2000


                          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 Number)


120 S. CENTRAL AVENUE; SUITE 1700, CLAYTON, MISSOURI   63105-1705
(Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code:          (314) 721-4242
Securities registered pursuant to Section 12(d) of the Act:

  Title of Each Class                 Name of Each Exchange on Which Registered
Common Stock, $.75 par value                 New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:  None

   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 if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K.  /X/

   The aggregate market value of the voting stock held by non-affiliates of the
Registrant was approximately $264,577,544 on December 31, 2000.

There were 26,627,435 total shares of common stock outstanding as of December
31, 2000.

                       Documents incorporated by reference
   1)  Portions of the 2000 Annual Report to Shareholders are incorporated by
reference into Parts I, II and IV.
   2)  Portions of the Definitive Proxy Statement for the 2001 Annual Meeting of
   Shareholders are incorporated         by reference into Part III.
Spartech Corporation hereby amends its Annual Report on Form 10-K for the year
ended October 28, 2000 to include the Amended and Restated By-Laws as Exhibit
3.2.


   (c)   Exhibits

   The following additional Exhibit required to be filed by Item 601(a) of
Regulation S-K, inadvertently omitted from the original filing of Form 10-K, is
being filed:


     3.2  Amended and Restated By-Laws

SIGNATURES

    Pursuant  to  the  requirements of Section 13 or  15(d)  of  the  Securities
Exchange Act of 1934, the Registrant has duly caused this Amendment No. 1 to  be
signed on its behalf by the undersigned, thereunto duly authorized.

                                                  SPARTECH CORPORATION

    January 24, 2001                         By: /s/Bradley B. Buechler
         (Date)                                 Bradley B. Buechler
                                                Chairman, President and Chief
                                                Executive Officer

    Pursuant  to the requirements of the Securities Exchange Act of  1934,  this
Amendment No. 1 has been signed below by the following persons on behalf of  the
Registrant and in the capacities and on the date indicated.

   DATE                  SIGNATURES                        TITLE

January 24, 2001    /s/Bradley B. Buechler        Chairman, President, Chief
                    Bradley B. Buechler           Executive Officer, and
                                                  Director (Principal Executive
                                                  Officer)

January 24, 2001    /s/Randy C. Martin            Executive Vice President and
                    Randy C. Martin               Chief Financial Officer
                                                  (Principal Financial and
                                                  Accounting Officer)


January 18, 2001    /S/ Ralph B. Andy             Director
                    Ralph B. Andy*

January 18, 2001                                  Director
                    W. R. Clerihue

January 18, 2001    /S/ Roy Dobson                Director
                    Roy Dobson*

January 18, 2001    /S/John R. Kennedy            Director
                    John R. Kennedy*

January 18, 2001    /S/ Calvin J. O'Connor        Director
                    Calvin J. O'Connor*

January 18, 2001    /S/ Jackson W. Robinson       Director
                    Jackson W. Robinson*

January 18, 2001    /S/ Richard B. Scherrer       Director
                    Richard B. Scherrer *

* By  Bradley  B.  Buechler as Attorney-in-Fact pursuant to Powers  of  Attorney
  executed  by  the Directors listed above, which Powers of Attorney  are  filed
  herewith.



                                                  /s/Bradley B. Buechler
                                                  Bradley B. Buechler
                                                  As Attorney-in-Fact