SPINNAKER INDUSTRIES INC
8-K/A, 1996-02-02
GENERAL INDUSTRIAL MACHINERY & EQUIPMENT, NEC
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                SECURITIES AND EXCHANGE COMMISSION

                      Washington, D.C. 20549


                                         



                          FORM 8-K/A(3)



              Pursuant to Section 13 or 15(d) of the
                 Securities Exchange Act of 1934




Date of Report (Date of earliest event reported)      October 4, 1995        
 




                            SPINNAKER INDUSTRIES, INC.                       
  



                Delaware               0-9559                      06-0544125 
 (State or other jurisdiction         (Commission                (IRS Employer 
      of Corporation)                file Number)          Identification No.)



               600 N. Pearl St., Suite 2160, Dallas Texas 75201              
        (Address of principal executive offices)                (Zip Code)



Registrant's telephone number, including area code:    (214) 855-0322         



                                                                             

  (Former name or former address, if changed since last report)

<PAGE>
Item 2.   Acquisition or Disposition of Assets


     Reference is made to Item 2 of the Form 8-K of Registrant and in
particular to the description of the Spinnaker Subordinated Note issued to
ALCO, the Conversion Documents including the Put Agreements and Registrant's
obligations with respect thereto.  ALCO has exercised its rights under the
Put Agreements to sell the subordinated debt back to Registrant, and
pursuant to an agreement with Alco the closing is now scheduled for mid-
February 1996.


<PAGE>
     Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused the Agreement to be signed on behalf by the
undersigned, thereunto duly authorized.


                                        SPINNAKER INDUSTRIES, INC.   

                                        (Registrant)


                                        By:s/James W. Toman          
                                             James W. Toman
                                             Controller


Date: February 2, 1996     


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