Registration No. 333-________
_________________________________________________________________
_________________________________________________________________

               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549

                         ______________

                            FORM S-8
                     REGISTRATION STATEMENT
                UNDER THE SECURITIES ACT OF 1933
                          _____________

                       M.A. HANNA COMPANY
     (Exact name of Registrant as specified in its charter)

     Delaware                                   34-0232435
(State or other jurisdiction of              (I.R.S. Employer
incorporation or organization)               Identification No.)

                          ____________

  Suite 36-5000, 200 Public Square, Cleveland, Ohio 44114-2304
   (Address of principal executive office including zip code)

                          ____________

        M.A. Hanna Company 1988 Long-Term Incentive Plan
                      (Full title of plan)
                          ____________

                     John S. Pyke, Jr., Esq.
          Vice President, General Counsel and Secretary
                       M.A. Hanna Company
   Suite 36-5000, 200 Public Square, Cleveland, OH  44114-2304
                          (216)589-4000
(Name and address and telephone number including area code of agent for service)

                          ____________

                 CALCULATION OF REGISTRATION FEE

Title of
securities                     Price
 to be            Amount       per       Maximum aggregate  Amount of
registered(1)   registered(2)  Share(3)  Offering Price(3)  registration fee(3)

Common Stock,
Par Value $1.00  2,860,000     $25.00       $71,500,000      $21,666

(1) In addition, pursuant to Rule 416(c) under the Securities Act
of  1933 (the "Securities Act"), this Registration Statement also
covers an indeterminate amount of interests to be offered or sold
pursuant  to  M.A.  Hanna Company Long-Term Incentive  Plan  (the
"Plan").
(2)   Pursuant  to Rule 416 under the Securities Act,  additional
shares  of the Common Stock of the Company issued or which become
issuable  in order to prevent dilution resulting from any  future
stock split, stock dividend or similar transaction are also being
registered hereunder.
(3)  Based upon the average of the high and low sales prices of
the Common Stock in the consolidated reporting system on November
6, 1997; determined in accordance with Rule 457(c) solely for the
purpose of determining the amount of the registration fee.
                             PART II

       INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference

      This  Registration  Statement has been  filed  to  register
additional  securities of the Company made  available  under  the
Plan  by  reason  of  the  amendments  thereto  approved  by  the
shareholders  of the Company.  Pursuant to General Instruction  E
to   Form   S-8,   the  contents  of  the  Registrant's   earlier
Registration Statement on Form S-8 (File No. 33-29622)  effective
July  19,  1989 are incorporated herein by reference and  made  a
part hereof.

Item 4.  Interests of Named Experts and Counsel

      John  S.  Pyke,  Jr., whose legal opinion is  filed  as  an
exhibit to this registration statement is Vice President, General
Counsel  and  Secretary of the Registrant and is  the  beneficial
owner  of  approximately 51,127 shares of  the  Company's  Common
Stock,  and has received Option Rights and LTIP Units  under  the
Plan.

Item 5.  Exhibits

     5    Opinion of Counsel

     23.1 Consent of Ernst & Young LLP

     23.2 Consent of Price Waterhouse LLP

     23.3 Consent of Counsel (included in Exhibit 5)

     24   Powers of Attorney

     99   M.A. Hanna Company 1988 Long-Term Incentive Plan, as
          amended.

                           SIGNATURES

Pursuant  to the requirements of the Securities Act of 1933,  the
Registrant  certifies that it has reasonable grounds  to  believe
that it meets all the requirements for filing on Form S-8 and has
duly  caused  this  registration statement to be  signed  on  its
behalf by the undersigned, thereunto duly authorized, in the City
of Cleveland, State of Ohio on this 7th day of November, 1997.

                              M.A. HANNA COMPANY

                              By: /s/Valerie A. Gentile
                              Valerie A. Gentile
                              Assistant Secretary

Pursuant to the requirements of the Securities Act of 1933,  this
Registration  Statement has been signed below  by  the  following
persons in the capacities indicated as of the dates indicated.

Signatures                    Titles                           Date

/s/ D.J. McGregor*    Chairman and Chief Executive            November 7, 1997
    D.J. McGregor     Officer (principal executive
                       officer) and Director

/s/ M.S. Duffey       Vice President and Chief Financial      November 7, 1997
    M.S. Duffey       Officer (principal financial officer)

/s/ T.E. Lindsey      Controller (principal accounting        November 7, 1997
    T.E. Lindsey      officer)

/s/ B.C. Ames*        Director                                November 7, 1997
    B.C. Ames

/s/ C.A. Cartwright*  Director                                Novewmber 7, 1997
    C.A. Cartwright

/s/ W.R. Embry*       Director                                November 7, 1997
    W.R. Embry

/s/ J.T. Eyton*       Director                                November 7, 1997
    J.T. Eyton

/s/ G.D. Harnett*     Director                                November 7, 1997
    G.D. Harnett

/s/ G.D. Kirkham*     Director                                November 7, 1997
    G.D. Kirkham

/s/ D.B. Lewis*       Director                                November 7, 1997
    D.B. Lewis

/s/ M.L. Mann*        Director                                November 7, 1997
    M.L. Mann

/s/ R.W. Pogue*       Director                                November 7, 1997
    R.W. Pogue

/s/ M.D. Walker       Director                                November 7, 1997
    M. D. Walker

*Valerie A. Gentile, the undersigned attorney-in-fact, by signing
her  name below, does hereby sign this registration statement  on
behalf  of  the  directors and officers  of  M.A.  Hanna  Company
indicated  above  by asterisk (constituting  a  majority  of  the
directors)  pursuant  to  a power of attorney  executed  by  such
persons  and  filed  with the Securities and Exchange  Commission
contemporaneously herewith.



By: /s/ Valerie A. Gentile
       Valerie A. Gentile, as attorney-in-fact



      Pursuant to the requirements of the Securities Act of 1933,
the administrators of the Plan have duly caused this Registration
Statement  to  be  signed  on  its  behalf  by  the  undersigned,
thereunto  duly  authorized, in the City of Cleveland,  State  of
Ohio, on November 7, 1997.

                                   M.A. HANNA COMPANY
                                   1988 LONG-TERM INCENTIVE PLAN


                                   By:  M.A. Hanna Company Committee for
                                        Employee Benefits Administration


                                        By:
                                             Lani L. Beach


                                        By:  /s/ Thoams W. Boothe
                                             Thomas  W. Boothe


                                        By:  /s/ Michael S. Duffey
                                             Michael S. Duffey


                                        By:  /s/ Dougls R. Schrank
                                             Douglas R. Schrank


                                        By:  /s/ John S. Pyke, Jr.
                                             John S. Pyke, Jr.



                          EXHIBIT INDEX

Exhibit   Exhibit
Number



     5    Opinion of Counsel

     23.1 Consent of Ernst & Young LLP

     23.2 Consent of Price Waterhouse LLP

     23.3 Consent of Counsel (included in Exhibit 5)

     24   Powers of Attorney

     99   M.A. Hanna Company 1988 Long-Term Incentive Plan, as
          amended
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 8264}]
{"company-data": {"conformed-name": "HANNA M A CO/DE", "cik": "0000045370", "assigned-sic": "3080", "irs-number": "340232435", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-39773", "film-number": "97710437"}, "business-address": {"street1": "SUITE 36 5000", "street2": "200 PUBLIC SQUARE", "city": "CLEVELAND", "state": "OH", "zip": "44114-2304", "phone": "2165894000"}, "former-company": {"former-conformed-name": "HANNA MINING CO", "date-changed": "19850523"}}
Registration No. 333-________
_________________________________________________________________
_________________________________________________________________

               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549

                         ______________

                            FORM S-8
                     REGISTRATION STATEMENT
                UNDER THE SECURITIES ACT OF 1933
                          _____________

                       M.A. HANNA COMPANY
     (Exact name of Registrant as specified in its charter)

     Delaware                                   34-0232435
(State or other jurisdiction of              (I.R.S. Employer
incorporation or organization)               Identification No.)

                          ____________

  Suite 36-5000, 200 Public Square, Cleveland, Ohio 44114-2304
   (Address of principal executive office including zip code)

                          ____________

        M.A. Hanna Company 1988 Long-Term Incentive Plan
                      (Full title of plan)
                          ____________

                     John S. Pyke, Jr., Esq.
          Vice President, General Counsel and Secretary
                       M.A. Hanna Company
   Suite 36-5000, 200 Public Square, Cleveland, OH  44114-2304
                          (216)589-4000
(Name and address and telephone number including area code of agent for service)

                          ____________

                 CALCULATION OF REGISTRATION FEE

Title of
securities                     Price
 to be            Amount       per       Maximum aggregate  Amount of
registered(1)   registered(2)  Share(3)  Offering Price(3)  registration fee(3)

Common Stock,
Par Value $1.00  2,860,000     $25.00       $71,500,000      $21,666

(1) In addition, pursuant to Rule 416(c) under the Securities Act
of  1933 (the "Securities Act"), this Registration Statement also
covers an indeterminate amount of interests to be offered or sold
pursuant  to  M.A.  Hanna Company Long-Term Incentive  Plan  (the
"Plan").
(2)   Pursuant  to Rule 416 under the Securities Act,  additional
shares  of the Common Stock of the Company issued or which become
issuable  in order to prevent dilution resulting from any  future
stock split, stock dividend or similar transaction are also being
registered hereunder.
(3)  Based upon the average of the high and low sales prices of
the Common Stock in the consolidated reporting system on November
6, 1997; determined in accordance with Rule 457(c) solely for the
purpose of determining the amount of the registration fee.
                             PART II

       INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference

      This  Registration  Statement has been  filed  to  register
additional  securities of the Company made  available  under  the
Plan  by  reason  of  the  amendments  thereto  approved  by  the
shareholders  of the Company.  Pursuant to General Instruction  E
to   Form   S-8,   the  contents  of  the  Registrant's   earlier
Registration Statement on Form S-8 (File No. 33-29622)  effective
July  19,  1989 are incorporated herein by reference and  made  a
part hereof.

Item 4.  Interests of Named Experts and Counsel

      John  S.  Pyke,  Jr., whose legal opinion is  filed  as  an
exhibit to this registration statement is Vice President, General
Counsel  and  Secretary of the Registrant and is  the  beneficial
owner  of  approximately 51,127 shares of  the  Company's  Common
Stock,  and has received Option Rights and LTIP Units  under  the
Plan.

Item 5.  Exhibits

     5    Opinion of Counsel

     23.1 Consent of Ernst & Young LLP

     23.2 Consent of Price Waterhouse LLP

     23.3 Consent of Counsel (included in Exhibit 5)

     24   Powers of Attorney

     99   M.A. Hanna Company 1988 Long-Term Incentive Plan, as
          amended.

                           SIGNATURES

Pursuant  to the requirements of the Securities Act of 1933,  the
Registrant  certifies that it has reasonable grounds  to  believe
that it meets all the requirements for filing on Form S-8 and has
duly  caused  this  registration statement to be  signed  on  its
behalf by the undersigned, thereunto duly authorized, in the City
of Cleveland, State of Ohio on this 7th day of November, 1997.

                              M.A. HANNA COMPANY

                              By: /s/Valerie A. Gentile
                              Valerie A. Gentile
                              Assistant Secretary

Pursuant to the requirements of the Securities Act of 1933,  this
Registration  Statement has been signed below  by  the  following
persons in the capacities indicated as of the dates indicated.

Signatures                    Titles                           Date

/s/ D.J. McGregor*    Chairman and Chief Executive            November 7, 1997
    D.J. McGregor     Officer (principal executive
                       officer) and Director

/s/ M.S. Duffey       Vice President and Chief Financial      November 7, 1997
    M.S. Duffey       Officer (principal financial officer)

/s/ T.E. Lindsey      Controller (principal accounting        November 7, 1997
    T.E. Lindsey      officer)

/s/ B.C. Ames*        Director                                November 7, 1997
    B.C. Ames

/s/ C.A. Cartwright*  Director                                Novewmber 7, 1997
    C.A. Cartwright

/s/ W.R. Embry*       Director                                November 7, 1997
    W.R. Embry

/s/ J.T. Eyton*       Director                                November 7, 1997
    J.T. Eyton

/s/ G.D. Harnett*     Director                                November 7, 1997
    G.D. Harnett

/s/ G.D. Kirkham*     Director                                November 7, 1997
    G.D. Kirkham

/s/ D.B. Lewis*       Director                                November 7, 1997
    D.B. Lewis

/s/ M.L. Mann*        Director                                November 7, 1997
    M.L. Mann

/s/ R.W. Pogue*       Director                                November 7, 1997
    R.W. Pogue

/s/ M.D. Walker       Director                                November 7, 1997
    M. D. Walker

*Valerie A. Gentile, the undersigned attorney-in-fact, by signing
her  name below, does hereby sign this registration statement  on
behalf  of  the  directors and officers  of  M.A.  Hanna  Company
indicated  above  by asterisk (constituting  a  majority  of  the
directors)  pursuant  to  a power of attorney  executed  by  such
persons  and  filed  with the Securities and Exchange  Commission
contemporaneously herewith.

By: /s/ Valerie A. Gentile
       Valerie A. Gentile, as attorney-in-fact

      Pursuant to the requirements of the Securities Act of 1933,
the administrators of the Plan have duly caused this Registration
Statement  to  be  signed  on  its  behalf  by  the  undersigned,
thereunto  duly  authorized, in the City of Cleveland,  State  of
Ohio, on November 7, 1997.

                                   M.A. HANNA COMPANY
                                   1988 LONG-TERM INCENTIVE PLAN

                                   By:  M.A. Hanna Company Committee for
                                        Employee Benefits Administration

                                        By:
                                             Lani L. Beach

                                        By:  /s/ Thoams W. Boothe
                                             Thomas  W. Boothe

                                        By:  /s/ Michael S. Duffey
                                             Michael S. Duffey

                                        By:  /s/ Dougls R. Schrank
                                             Douglas R. Schrank

                                        By:  /s/ John S. Pyke, Jr.
                                             John S. Pyke, Jr.

                          EXHIBIT INDEX

Exhibit   Exhibit
Number

     5    Opinion of Counsel

     23.1 Consent of Ernst & Young LLP

     23.2 Consent of Price Waterhouse LLP

     23.3 Consent of Counsel (included in Exhibit 5)

     24   Powers of Attorney

     99   M.A. Hanna Company 1988 Long-Term Incentive Plan, as
          amended