UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported): ~~January~~February 184, 2010

____________________

ICO, INC.

(Exact name of registrant as specified in its charter)

Texas (State or other jurisdiction of incorporation) 01-~~10068~~8327 (Commission File Number) 76-0566682 (I.R.S. Employer Identification No.)

1811 Bering Drive, Suite 200

Houston, Texas 77057

(Address of principal executive offices and zip code)

(713) 351-4100

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

þ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

þ ¨ Soliciting ~~material~~ material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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ITEM 82.0102 ~~Other~~Results ~~Events~~of Operations and Financial Condition

On ~~January~~February 184, 2010 (after the close of market), ICO, Inc. (the “Company”) issued a press release announcing ~~that the Federal Trade Commission~~its ~~granted~~financial ~~early~~results ~~termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976~~ for the ~~previously~~quarter ~~announced~~ending ~~merger~~December ~~agreement between the Company and A. Schulman~~31, ~~Inc~~2009. A copy of the press release is attached herewith as Exhibit 99.1 and incorporated herein by by reference.

~~Additional~~As ~~Information~~provided in General Instruction B.2 to Form 8-K, the information contained in Item 2.02 and ~~Where~~Exhibit 99.1 of this Current Report on Form 8-K is being furnished to ~~Find~~the ItSecurities and Exchange Commission and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

InITEM ~~connection with the proposed merger transaction, A~~7. ~~Schulman, Inc. has~~01 Regulation ~~filed~~FD a Registration Statement on Form S-4 with the SEC (Reg. No. 333-164085) containing a preliminary proxy statement/prospectus regarding the proposed merger. STOCKHOLDERS OF ICO, INC. ARE ENCOURAGED TO READ THE REGISTRATION STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING THE PROXY STATEMENT/PROSPECTUS THAT IS PART OF THE REGISTRATION STATEMENT, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. The final proxy statement/prospectus will be mailed to stockholders of ICO, Inc. Investors and security holders will be able to obtain the documents free of charge at the SEC’s website, www.sec.gov, from A. Schulman, Inc. at its website, www.aschulman.com, or from ICO, Inc. at its website, www.icopolymers.com, or 1811 Bering Drive, Suite 200, Houston, Texas, 77057, attention: Corporate Secretary.Disclosure

~~This communication~~On ~~shall~~February ~~not~~5, ~~constitute~~2010, anat ~~offer~~10:00 toa.m., Central ~~sell~~Standard orTime, the ~~solicitation~~Company ofwill ~~an offer~~hold a conference call to ~~buy~~discuss ~~any~~its financial ~~securities~~results for the quarter ending December 31, ~~nor~~2009. This scheduled ~~shall~~call ~~there~~and beinstructions ~~any~~for ~~sale~~accessing ofthe ~~securities~~call inwere ~~any jurisdiction~~previously announced in ~~which~~the ~~such~~web ~~offer~~alert issued on January 22, ~~solicitation~~2010, orand ~~sale~~again ~~would~~in bethe ~~unlawful~~press ~~prior~~release that towas ~~registration~~issued oron ~~qualification~~February ~~under~~4, ~~the~~2010, ~~securities~~which ~~laws~~is ofattached ~~any~~as ~~such~~Exhibit 99.1 ~~jurisdiction~~hereto.

~~Participants~~A replay of the call will be accessible inuntil ~~Solicitation~~May 5, 2010: (i) by calling 630-652-3044, and entering access code 26236658; (ii) at http://www.videonewswire.com/event.asp?id=65602; or (iii) by a link on the landing page of the Company’s website at www.icopolymers.com. The replay of the call will also be accessible for at least twelve (12) months after the date of the call on the Company’s website at www.icopolymers.com.

A.As ~~Schulman,~~provided ~~Inc.~~in ~~and~~General ~~ICO,~~Instruction ~~Inc~~B.2 ~~and~~to ~~their~~Form ~~respective~~8-K, ~~directors~~the ~~and~~information ~~executive~~contained in ~~officers,~~Item ~~other~~7.01 ~~members~~and Exhibit 99.1 of ~~management~~this ~~and~~Current ~~employees~~Report ~~and~~on ~~the~~Form ~~proposed~~8-K ~~directors~~is being furnished ~~and~~to ~~executive~~the ~~officers~~Securities ofand ~~the~~Exchange ~~combined~~Commission ~~company,~~and ~~may~~shall not be deemed to be ~~participants~~“filed” infor ~~the~~purposes ~~solicitation~~ of ~~proxies~~Section in18 ~~respect~~ of the ~~proposed~~Exchange ~~transaction. Information~~Act ~~concerning~~or ~~the~~otherwise ~~proposed~~subject ~~directors~~to ~~and~~the liabilities ~~executive officers~~ of ~~the combined~~that ~~company~~section, ~~A.Schulman’s~~nor ~~and~~shall ~~ICO’s~~it ~~respective~~be ~~directors~~deemed ~~and~~incorporated ~~executive~~by reference ~~officers~~into ~~and~~a ~~other~~filing ~~participants~~under in the ~~proxy~~Securities ~~solicitation,~~Act ~~including a description~~ of ~~their interests~~1933, isas ~~included~~amended, inor the ~~proxy~~Exchange ~~statement/prospectus~~Act, ~~contained~~except inas ~~the~~shall ~~above-referenced~~be ~~Registration~~expressly ~~Statement~~set onforth ~~Form~~by specific reference in such a ~~S-4~~filing.

ITEM 9.01 Financial Statements and Exhibits

(d) Exhibits~~. The following is filed as an exhibit to this Current Report on Form 8-K:~~

	Exhibit Number	Description of Exhibit
	99.1	Press Release dated January 18, 2010.

99.1 Press Release dated February 4, 2010.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	ICO, INC.
Date: January 20, 2010	By:	/s/ Bradley T. Leuschner
Date: February 4, 2010	By:	/s/ Bradley T. Leuschner
	Name:	Bradley T. Leuschner
	Title:	Chief Financial Officer and
		Treasurer

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