SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q/A

Amendment No.1

(Mark One)
	x	Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
	For the quarterly period ended November 30, 2001 or
	o	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: 0-7459
A. Schulman, Inc.
(Exact Name of Registrant as Specified in its Charter)
		Delaware		34-0514850
(State or Other Jurisdiction of Incorporation or Organization)				(I.R.S. Employer         Identification No.)
3550 West Market Street, Akron, Ohio				44333
(Address of Principal Executive Offices)				(Zip Code)
(330) 666-3751
(Registrant's Telephone Number, including Area Code)
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)

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 o

        Number of common shares outstanding as of December 31, 2001 - 29,215,372

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• The amounts in the "Consolidated Statement of Cash Flows": "Changes in working capital" - "Inventories" and "Disposals of property, plant and equipment" have been corrected. "Net cash provided from operating activities" was correctly reflected in the original filing.
  
  
• The inclusion of Footnote 7, which addresses the status of the Akron, Ohio restructuring charge, was inadvertently dropped from the electronic filing. This information is not significantly different from the disclosure in the August 31, 2001 Form 10-K.

		For the three months ended November 30,
		2001			2000
		Unaudited
Net sales	$	238,148		$	256,616
Interest and other income		548			415
		238,696			257,031
Cost and expenses:
Cost of goods sold		202,459			221,074
Cost of plant closure (Note 7)		—			4,635
Selling, general and administrative expense		26,318			26,980
Interest expense		1,453			1,641
Foreign currency transaction gain		(514	)		(893	)
Minority interest		185			343
		229,901			253,780
Income before taxes		8,795			3,251
Provision for income taxes (Note 9)		3,585			3,978
Net income (loss)		5,210			(727	)
Less: Preferred stock dividends		(13	)		(13	)
Net income (loss) applicable to common stock	$	5,197		$	(740	)
Weighted average number of shares outstanding (Note 5):
Basic		29,213			29,203
Fully diluted		29,213			29,203
Basic and diluted earnings (loss) per common share (Note 5):	$	0.18		$	(0.03	)

The accompanying notes are an integral part of the consolidated financial statements. 

		November 30, 2001		August 31, 2001
		Unaudited
Assets
Current assets:
Cash and cash equivalents (Note 3)	$	61,653	$	52,586
Accounts receivable, less allowance for doubtful accounts of $6,394 at           November 30, 2001 and $6,458 at August 31, 2001		160,279		162,131
Inventories, average cost or market, whichever is lower		150,666		159,808
Prepaids, including tax effect of temporary differences		16,103		15,023
Total current assets		388,701		389,548
Other assets:
Cash surrender value of life insurance		636		639
Deferred charges, etc., including tax effect of timing differences		11,989		11,685
Goodwill (Note 8)		6,485		6,548
Intangible assets (Note 8)		596		644
		19,706		19,516
Property, plant and equipment, at cost:
Land and improvements		10,898		10,978
Buildings and leasehold improvements		86,526		83,039
Machinery and equipment		231,230		222,554
Furniture and fixtures		23,897		23,828
Construction in progress		17,557		26,415
		370,108		366,814
Accumulated depreciation and investment grants of $855 at November 30, 2001                       and $885 at August 31, 2001		200,534		197,207
		169,574		169,607
	$	577,981	$	578,671

		November 30, 2001			August 31, 2001
Liabilities and Stockholders’ Equity		Unaudited
Current liabilities:
Notes payable	$	—		$	313
Accounts payable		56,229			55,426
U.S. and foreign income taxes payable		9,635			7,097
Accrued payrolls, taxes and related benefits		20,139			19,036
Other accrued liabilities		20,590			18,388
Total current liabilities		106,593			100,260
Long-term debt		100,193			105,415
Other long-term liabilities		39,760			39,242
Deferred income taxes		6,009			6,115
Minority interest		5,746			5,560
Stockholders’ equity (Note 4):
Preferred stock, 5% cumulative, $100 par value, authorized, issued and                 outstanding — 10,567 shares at November 30, 2001 and August 31, 2001		1,057			1,057
Special stock 1,000,000 shares authorized none outstanding		—			—
Common stock, $1 par value                 Authorized — 75,000,000 shares                 Issued — 38,423,967 shares at November 30, 2001 and August 31, 2001		38,424			38,424
Other capital		48,504			48,504
Accumulated other comprehensive income		(48,773	)		(44,945	)
Retained earnings		447,358			446,142
Treasury stock, at cost, 9,211,095 shares at November 30, 2001 & August 31,                 2001		(164,231	)		(164,231	)
Unearned stock grant compensation		(2,659	)		(2,872	)
Common stockholders’ equity		318,623			321,022
Total stockholders’ equity		319,680			322,079
	$	577,981		$	578,671

		For the three months ended November 30,
		2001			2000
		Unaudited
Provided from (used in) operations:
Net income (loss)	$	5,210		$	(727	)
Items not requiring the current use of cash:
Depreciation		5,568			5,516
Non-current deferred taxes		2,673			93
Pension and other deferred compensation		722			2,304
Postretirement benefit obligation		361			(1,555	)
Write-off of assets - plant closure		—			3,230
Changes in working capital:
Accounts receivable		(1,643	)		(17,896	)
Inventories		7,667			(8,554	)
Prepaids		(1,290	)		(2,670	)
Accounts payable		3,348			23,549
Income taxes		2,703			1,913
Accrued payrolls and other accrued liabilities		3,600			6,532
Changes in other assets and other long-term liabilities		601			(3,501	)
Net cash provided from operating activities		29,520			8,234
Provided from (used in) investing activities:
Expenditures for property, plant and equipment		(7,286	)		(9,416	)
Disposals of property, plant and equipment		457			386
Net cash used in investing activities		(6,829	)		(9,030	)
Provided from (used in) financing activities:
Cash dividends paid		(3,995	)		(3,988	)
Decrease of notes payable		(308	)		(3,347	)
Increase of long-term debt		—			8,000
Reduction in long-term debt		(5,130	)		(125	)
Minority interest		185			343
Purchase of treasury stock		—			(1,841	)
Net cash used in financing activities		(9,248	)		(958	)
Effect of exchange rate changes on cash		(4,376	)		2,117
Net increase in cash and cash equivalents		9,067			363
Cash and cash equivalents at beginning of period		52,586			26,866
Cash and cash equivalents at end of period	$	61,653		$	27,229

A. SCHULMAN, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1)	The results of operations for the three months ended November 30, 2001 are not necessarily indicative of the results expected for the year ended August 31, 2002.
(2)	The interim financial statements furnished reflect all adjustments, which are, in the opinion of management, necessary to a fair presentation of the results of the interim period presented. All such adjustments are of a normal recurring nature.
(3)	All highly liquid investments purchased with a maturity of three months or less are considered to be cash equivalents. Such investments amounted to $21,668,000 at November 30, 2001 and $20,991,000 at August 31, 2001.

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(4)	A summary of the stockholders' equity section for the three months ended November 30, 2001 and 2000 is as follows:

(In thousands)
(Unaudited)

		Common Stock		Other Capital		Retained Earnings			Accumulated Other Comprehensive Income			Unearned Stock Grant Compensation			Total Comprehensive Income
Balance-September 1, 2001		$38,424		$48,504		$446,142			$(44,945	)		$(2,872	)
Comprehensive income
Net income		—		—		5,210			—			—
Foreign currency translation loss		—		—		—			(3,828	)		—
Total Comprehensive income															$  1,382
Dividends paid or accrued:
Preferred		—		—		(13	)		—			—
Common, $.135 per share		—		—		(3,981	)		—			—
Amortization of restricted stock		—		—		—			—			213
Balance-November 30, 2001		$38,424		$48,504		$447,358			$(48,773	)		$(2,659	)
Balance-September 1, 2000		$38,381		$47,652		$449,368			$(48,003	)		$(2,603	)
Comprehensive income
Net loss		—		—		(727	)		—			—
Foreign currency translation loss		—		—		—			(5,246	)		—
Total Comprehensive income															$(5,973	)
Dividends paid or accrued:
Preferred		—		—		(13	)		—			—
Common, $.135 per share		—		—		(3,975	)		—			—
Amortization of restricted stock		—		—		—			—			210
Balance-November 30, 2000		$38,381		$47,652		$444,653			$(53,249	)		$(2,393	)

(5)	During the three months ended November 30, 2001, no shares were repurchased by the Company under its existing repurchase authorization of 1.7 million shares. The Company may repurchase additional common stock in fiscal year 2002 subject to market conditions.

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A. SCHULMAN, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(6)	The Company is engaged in the sale of plastic resins in various forms, which are used as raw materials by its customers. The Company operates in two geographic business segments, North America and Europe. A reconciliation of segment income to consolidated income before tax is presented below.

		North America			Europe		Other			Consolidated
Three months ended November 30, 2001
Sales to unaffiliated customers	$	94,124		$	144,024		—		$	238,148
Gross Profit	$	12,852		$	22,837		—		$	35,689
Operating income	$	237		$	9,516		—		$	9,753
Interest expense, net	$	—		$	—	$	(958	)	$	(958	)
Income before taxes	$	237		$	9,516	$	(958	)	$	8,795
Three months ended November 30, 2000
Sales to unaffiliated customers	$	107,631		$	148,985		—		$	256,616
Gross Profit	$	10,877		$	24,665		—		$	35,542
Operating income (loss)	$	(1,406	)	$	10,591		—		$	9,185
Cost of plant closure (Note 7)	$	—		$	—	$	(4,635	)	$	(4,635	)
Interest expense, net	$	—		$	—	$	(1,299	)	$	(1,299	)
Income (loss) before taxes	$	(1,406	)	$	10,591	$	(5,934	)	$	3,251

A. SCHULMAN, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(8)

On September 1, 2001 the Company adopted the provisions of SFAS No. 141, "Business Combinations," and SFAS No. 142, "Goodwill and Other Intangible Assets." SFAS No. 141 requires that all business combinations be accounted for by the purchase method and that certain acquired intangible assets be recognized as assets apart from goodwill. SFAS No. 142 provides that goodwill should not be amortized but instead be tested for impairment annually at the reporting unit level. In accordance with SFAS No. 142, the Company intends to complete a transitional goodwill impairment test by February 28, 2002 and does not anticipate recognizing an impairment loss. Goodwill and intangible assets were reclassified from deferred charges for all reportable periods.

	Accumulated amortization for intangibles was approximately $200,000 and $150,0000 at November 30, 2001 and August 31, 2001 respectively. The amortization expense for intangibles was approximately $50,000 for the three months ended November 30, 2001 and 2000. The amortization expense for goodwill in the November 30, 2000 quarter was $148,000 and did not impact earnings per share. The Company does not anticipate any significant changes in amortization expense in future periods.
	The changes in the carrying value of goodwill for the three months ended November 30, 2001 are as follows:

		(In thousands)
		North America				Europe		Total
	Balance as of September 1, 2001	$	2,784		$	3,764		$	6,548
	Foreign currency translation		—			(63	)		(63	)
	Balance as of November 30, 2001	$	2,784		$	3,701		$	6,485
(9)	The effective tax rate of 40.8% in 2001 and 50.4% (122.4% including the effect of plant closures) in 2000 is greater than the statutory rate of 35% primarily because no tax benefit is available or has been recognized on losses in the United States.

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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: March 4 , 2002	A. Schulman, Inc. (Registrant)
	/s/ R.A. Stefanko
	R. A. Stefanko, Executive Vice President- Finance & Administration (Signing on behalf of Registrant as a duly authorized officer of Registrant and signing as the Principal Financial Officer of Registrant)

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