Item 5.02 Departure of Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 4, 2009, after the close of the market, ICO, Inc. (the "Company") announced that its Board of Directors (the "Board") has initiated an exploratory search for a new Chief Executive Officer and President for the Company. Mr. A. John Knapp, Jr., the Company's current Chief Executive Officer and President, will remain in his position during the search process and thereafter continue to serve on the Board as a director and in the newly created position of Vice Chairman of the Board.

A copy of the press release issued by the Company announcing these events is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Description
99.1 Press Release issued by ICO, Inc. on March 4, 2009

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