FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

ONEILL CAROL 		2. Issuer Name and Ticker or Trading Symbol

SPARTECH CORP [ SEH ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
SVP, Packaging Technology
(Last)          (First)          (Middle)

C/O SPARTECH CORPORATION, 120 S. CENTRAL AVENUE, SUITE 1700 		3. Date of Earliest Transaction (MM/DD/YYYY)

3/13/2013
(Street)

CLAYTON, MO 63105
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   3/13/2013     D    17971   D   (1) 9147   D    
Common Stock   3/13/2013     D    9147   D   (2) 0   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Appreciation Right     (3) 3/13/2013     D         9146      (3) 12/11/2022   Common Stock   9146     (3) 0   D    
Stock Appreciation Right     (4) 3/13/2013     D         20000      (4) 4/11/2020   Common Stock   20000     (4) 0   D    
Stock Appreciation Right     (5) 3/13/2013     D         10800      (5) 12/15/2020   Common Stock   10800     (5) 0   D    

Explanation of Responses:
( 1)  Disposed of pursuant to an Agreement and Plan of Merger, dated October 23, 2012 (the "Merger Agreement"), by and among PolyOne Corporation ("PolyOne"), 2012 RedHawk, Inc. ("Merger Sub"), 2012 RedHawk, LLC (n/k/a PolyOne Designed Structures and Solutions LLC) ("Merger LLC"), and Spartech Corporation ("Spartech"), pursuant to which Spartech first merged with and into Merger Sub with Spartech surviving the merger as a wholly owned subsidiary of PolyOne, and subsequently merged with and into Merger LLC, with Merger LLC as the surviving entity as a wholly owned subsidiary of PolyOne. Pursuant to the Merger Agreement, at the Effective Time (as defined in the Merger Agreement), each outstanding share of Spartech common stock (other than the shares of restricted stock described under footnote (2) below) was converted into the right to receive (i) .3167 of a PolyOne common share and (ii) $2.67 in cash.
( 2)  Pursuant to the Merger Agreement, at the Effective Time, these shares of Spartech restricted stock, which provided for vesting in four equal annual installments beginning December 12, 2013, were assumed by PolyOne and converted into a restricted share award relating to 3,993 shares of PolyOne common stock.
( 3)  Pursuant to the Merger Agreement, at the Effective Time, these stock appreciation rights, which provide for vesting in four equal annual installments beginning on December 12, 2013, were assumed by PolyOne and replaced with stock appreciation rights related to 3,993 PolyOne common shares with a base price of $20.53 per share.
( 4)  Pursuant to the Merger Agreement, at the Effective Time, these stock appreciation rights, which are fully vested and exercisable as of the Effective Time, were assumed by PolyOne and replaced with stock appreciation rights related to 8,732 PolyOne common shares with a base price of $30.97 per share.
( 5)  Pursuant to the Merger Agreement, at the Effective Time, these stock appreciation rights, which are fully vested and exercisable as of the Effective Time, were assumed by PolyOne and replaced with stock appreciation rights related to 4,715 PolyOne common shares with a base price of $20.16 per share.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
ONEILL CAROL
C/O SPARTECH CORPORATION
120 S. CENTRAL AVENUE, SUITE 1700
CLAYTON, MO 63105

SVP, Packaging Technology

Signatures
/s/ Randy C. Ridenhour, Power of Attorney for Carol L. O'Neill 3/13/2013
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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