EXHIBIT 2

                    [LETTERHEAD OF EQUITY CAPITAL MARKETS]

PRIVATE AND CONFIDENTIAL
------------------------

May 7, 2001

Mr. Al O. Pacholder
PBG Acquisition Corp.
725 Camelot Lane
Houston, TX 77024

Re: Financing for a bid to acquire ICO Inc. ("ICOC")

Dear Mr. Pacholder:

Based on the financial models and other information you have provided, which
incorporate the bid price you have disclosed to us to be proposed by a new
entity, formed by you individually or on behalf of any acquisition company
created or controlled by you or any acquisition management group of which you
are a part, for all of the outstanding shares of ICOC, we have proceeded on an
expedited basis to evaluate the feasibility of arranging sufficient financing to
complete your bid.

Due to the short time available to us, we have not been able to complete our due
diligence and subsequent formal review and approval by the appropriate parties
within Dain Rauscher Wessels (DRW). We expect to be able to complete our due
diligence and internal approval process concurrently and within your intended
review period. Subject to, among other things, the other conditions of the bid
which you have provided to us, satisfactory completion of our due diligence and
approval by DRW and satisfactory market conditions at the intended time of the
transaction, we believe that it is probable that we will be able to raise
sufficient debt and equity financing for you to complete your bid at the target
bid price you indicated to our firm within the time period you required. We are
prepared to commence our formal due diligence process immediately, subject to
your signing and returning to us a satisfactory engagement and indemnification
agreement.

If you have any questions concerning this letter, please give me a call.

Yours very truly,

/s/ John W. Sinders

John W. Sinders
Managing Director
Dain Rauscher Wessels


cc:   Max Homes, RBCDS