1


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                  SCHEDULE 13G
                                 (RULE 13d-102)


             INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
             TO RULES 13d-1(b) AND (c) AND AMENDMENTS THERETO FILED
                              PURSUANT TO 13d-2(b)



                        ASSOCIATED MATERIALS INCORPORATED
                                (Name of Issuer)





                    COMMON STOCK, PAR VALUE $.0025 PER SHARE
                         (Title of Class of Securities)


                                   045709 10 2
                                 (CUSIP Number)


                                FEBRUARY 21, 2000
             (Date of Event Which Requires Filing of this Statement)



            Check the appropriate box to designate the rule pursuant
                        to which this Schedule is filed:

                    [ ]  Rule 13d-1(b)

                    [X]  Rule 13d-1(c)

                    [ ]  Rule 13d-1(d)


                               Page 1 of 5 Pages


   2


=================================                  =============================
CUSIP NO.  045709 10 2                  13G        PAGE 2 OF 5 PAGES
================================================================================

1    NAME OF REPORTING PERSONS
     S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

               ROBERT L. WINSPEAR
- --------------------------------------------------------------------------------
2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                   (a) [ ]
                                                                         (b) [ ]
- --------------------------------------------------------------------------------
3    SEC USE ONLY

- --------------------------------------------------------------------------------
4    CITIZENSHIP OR PLACE OF ORGANIZATION

               CANADA
- --------------------------------------------------------------------------------
                 5     SOLE VOTING POWER

  NUMBER OF                     378,192
   SHARES        ---------------------------------------------------------------
BENEFICIALLY     6    SHARED VOTING POWER
  OWNED BY
    EACH                        -0-
  REPORTING      ---------------------------------------------------------------
   PERSON        7    SOLE DISPOSITIVE POWER
    WITH
                                28,000
                 ---------------------------------------------------------------
                 8    SHARED DISPOSITIVE POWER

                                -0-
- --------------------------------------------------------------------------------
9    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

               378,192
- --------------------------------------------------------------------------------
10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*   [ ]

- --------------------------------------------------------------------------------
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

               5.8%
- --------------------------------------------------------------------------------
12   TYPE OF REPORTING PERSON*

               IN
================================================================================


                      *SEE INSTRUCTIONS BEFORE FILLING OUT
   3


ITEM 1(a).     NAME OF ISSUER:

               Associated Materials Incorporated

ITEM 1(b).     ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:

               2200 Ross Avenue, Suite 4100 East
               Dallas, Texas 75201

ITEM 2(a).     NAME OF PERSON FILING:

               Robert L. Winspear

ITEM 2(b).     ADDRESS OF PRINCIPAL BUSINESS OFFICE:

               2200 Ross Avenue, Suite 4100 East
               Dallas, Texas 75201

ITEM 2(c).     CITIZENSHIP:

               Canada

ITEM 2(d).     TITLE OF CLASS OF SECURITIES:

               Common Stock, par value $.0025 per share

ITEM 2(e).     CUSIP NUMBER:

               045709 10 2

ITEM 3.        IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b), OR
               13d-2(b), CHECK WHETHER THE PERSON FILING IS A:

               Not applicable.


                                        3
   4


ITEM 4.        OWNERSHIP:

The Winspear Family Limited Partnership ("WFLP") beneficially owns 2,911,165
shares of Common Stock of Associated Materials Incorporated ("AMI"). The
partnership agreement governing the WFLP provides that the partners of the WFLP
have pass-through voting rights with respect to the shares of AMI Common Stock
held by the WFLP. Robert L. Winspear is a limited partner of WFLP and in that
capacity has the power to vote 252,182 shares of AMI Common Stock. Winspear
Family Investments Ltd. ("WFI") beneficially owns 100,000 shares of Common Stock
of AMI. The partnership agreement governing the WFI provides that the partners
of WFI have pass-through voting rights with respect to the shares of AMI Common
Stock held by the WFI. The Winspear Grandchildren's Trust (the "Winspear Trust")
is a limited partner of WFI. Robert L. Winspear is the sole trustee of the
Winspear Trust and in that capacity has the power to vote 98,010 shares of AMI
Common Stock. In addition to the shares of AMI Common Stock held by the Winspear
Trust, Mr. Winspear holds options to purchase 40,000 shares of AMI Common Stock,
of which 28,000 options are either presently exercisable or exercisable within
60 days of the date of this Schedule 13G. As a result of these exercisable
options, Mr. Winspear is deemed to beneficially own 28,000 shares of AMI Common
Stock.

               (a)  Amount beneficially owned: 378,192

               (b)  Percent of Class: 5.8%

               (c)  Number of Shares as to which such persons have:

                    (i)  Sole power to vote or direct the vote: 378,192

                    (ii) Shared power to vote or direct the vote: -0-

                    (iii) Sole power to dispose or to direct the disposition of:
                         28,000

                    (iv) Shared power to dispose or to direct the disposition
                         of: -0-

ITEM 5.        OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.

               Not applicable.

ITEM 6.        OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.

               Not applicable.

ITEM 7.        IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
               ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
               COMPANY.

               Not applicable.

ITEM 8.        IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.

               Not applicable.

ITEM 9.        NOTICE OF DISSOLUTION OF GROUP.

               Not applicable.

ITEM 10.       CERTIFICATION.

               Not applicable.


                                       4
   5


                                   SIGNATURES

         After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.


Dated:   March 6, 2000                         /s/ Robert L. Winspear
                                               ---------------------------------
                                               Robert L. Winspear


                                       5