8-K

                                  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



                                 August 29, 2003
                Date of Report (Date of earliest event reported)

                        ASSOCIATED MATERIALS INCORPORATED
             (Exact Name of Registrant as Specified in Its Charter)

                                                                 75-1872487
          Delaware                     000-24956               (IRS Employer
(State or Other Jurisdiction    (Commission File Number)     Identification No.)
        of Incorporation)


                                 3773 State Road
                           Cuyahoga Falls, Ohio 44223
                    (Address of Principal Executive Offices)

                                 (330) 929-1811
              (Registrant's Telephone Number, Including Area Code)




Item 9. REGULATION FD DISCLOSURE

     On August 29, 2003, Associated Materials Incorporated issued a press
release announcing the completion of the acquisition of all of the issued and
outstanding shares of capital stock of Gentek Holdings, Inc. ("Gentek
Holdings"). A copy of the press release is attached hereto as Exhibit 99.1. This
Exhibit 99.1 is not filed but is furnished pursuant to Regulation FD.

Item 7. FINANCIAL STATEMENTS AND EXHIBITS

(c)  Exhibits

The following exhibit is furnished as part of this Report to the extent
described in Item 9.

Exhibit
Number            Description of Document
- -------           -----------------------

99.1              Press Release, dated August 29, 2003.


                                      -2-




                                    SIGNATURE

          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.

                                       ASSOCIATED MATERIALS INCORPORATED


DATE:  August 29, 2003                 By:  /s/ D. Keith LaVanway
                                          ------------------------------------
                                           D. Keith LaVanway
                                           Vice President, Chief Financial
                                           Officer, Treasurer and Secretary


                                      -3-

EX-99.1

                                                                   Exhibit 99.1


FOR IMMEDIATE RELEASE

                                  NEWS RELEASE

               ASSOCIATED MATERIALS ACQUIRES GENTEK HOLDINGS, INC.

CUYAHOGA FALLS, Ohio, August 29, 2003 - Associated Materials Incorporated
("Associated Materials") today announced the closing of its acquisition of all
of the issued and outstanding shares of capital stock of Gentek Holdings, Inc.
("Gentek Holdings") and the repayment of all indebtedness of Gentek Holdings and
its subsidiaries for an aggregate purchase price of approximately $118 million
in cash, which includes an estimated working capital adjustment. The purchase
price is subject to certain post-closing adjustments as well as customary
transaction fees.

In connection with the acquisition, Associated Materials amended and restated
its existing credit facility and borrowed an additional $113.5 million in term
loans and expanded its revolving loan facility from $40 million to $70 million,
including a new Canadian subfacility of $15 million (USD).

Michael Caporale, President and Chief Executive Officer of Associated Materials
commented, "The closing of the Gentek acquisition marks a significant day for
the growth of Associated Materials. Gentek's company-owned distribution centers
in the mid-Atlantic region of the United States and throughout Canada and its
strong U.S. independent distributor business enhances our distribution network.
Their outstanding metal manufacturing capability and world class vinyl
manufacturing plant strengthen our ability to provide industry-leading products.
We strongly believe in the brand equity of the Revere(R) and Gentek(R) names and
will maintain distinct separation of these brands from the Alside brand by
continuing to offer differentiated product, sales, and marketing support. We
look forward to providing the same excellent service and support to all of
Gentek's Revere(R) and Gentek(R) brand customers."

Ira Kleinman, Chairman of Associated Materials and Senior Managing Director of
Harvest Partners, commented, "We are excited about the synergy opportunities
that Gentek will bring to Associated Materials. The transaction will extend
Associated Materials' market leadership, expand their reach into specialty
distribution, and expand their manufacturing capabilities. Consistent with
Harvest Partners' longstanding practice of backing strong management teams, we
will continue to support management's strategy for continued growth through
operational excellence, product innovation and selective acquisitions."

               *                      *                         *

Associated Materials is a leading manufacturer of exterior residential building
products which are distributed through company-owned distribution centers and
independent distributors across the United States and Canada. Associated
Materials produces a broad range of vinyl siding and accessories, vinyl windows,
and aluminum and steel siding and accessories as well as vinyl fencing, decking
and railing and vinyl garage doors. Associated Materials is a privately held,
wholly owned subsidiary of Associated



Materials Holdings Inc., which is controlled by affiliates of Harvest Partners,
Inc. For more information, please visit the company's website at
http://www.associatedmaterials.com.

Founded in 1981, Harvest Partners has approximately $1 billion of invested and
committed capital, and is focused on management buyouts and growth financings of
profitable, medium-sized specialty services, manufacturing and value-added
distribution businesses, with a particular emphasis on multinational
transactions. Harvest has significant additional capital available through its
limited partners, which include numerous U.S., European and Asian industrial
corporations and financial institutions. For more information on Harvest
Partners please visit its web site at http://www.harvpart.com.

This press release contains certain forward-looking statements (as such term is
defined in the Private Securities Litigation Reform Act of 1995) relating to
Associated Materials that are based on the beliefs of Associated Materials'
management. When used in this press release, the words "anticipate," "believe,"
"estimate," "expect," "intend," and similar expressions identify forward-looking
statements. Such statements reflect the current views of Associated Materials'
management with respect to Associated Materials' ability to profit from the
acquisition of Gentek Holdings and to grow the Gentek brands as expected.
Associated Materials' ability to profit from its initiatives will depend on a
number of factors, including primarily customer acceptance of Gentek's products,
the achievement of anticipated synergies and operational efficiency. Such
statements also reflect the current views of Associated Materials' management
with respect to its operations and results of operations regarding the
availability of consumer credit, interest rates, employment trends, levels of
consumer confidence, consumer preferences, national and regional trends in new
housing starts, raw material costs, pricing pressures, costs of environmental
compliance, level of competition within our market, availability of alternative
building products, shifts in market demand, and general economic conditions.
These statements are subject to certain risks and uncertainties. Should one or
more of these risks or uncertainties materialize, or should underlying
assumptions or estimates prove incorrect, actual results may vary materially
from those described herein as anticipated, believed, estimated, expected or
intended.

For Further Information

At Associated Materials:                      At Abernathy MacGregor Group Inc.:
D. Keith LaVanway                             Alison Brandt
Chief Financial Officer                       Media
(330) 922-2004                                (212) 371-5999