UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                  SCHEDULE 13G

                   Under the Securities Exchange Act of 1934
                               (Amendment No. 22)*

                                 STEPAN COMPANY
                      -------------------------------------
                                (Name of Issuer)

                            COMMON STOCK $1 PAR VALUE
                      -------------------------------------
                         (Title of Class of Securities)

                                   858586-10-0
                      -------------------------------------
                                 (CUSIP Number)

Check the following box if a fee is being paid with this statement. [_] (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).

*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).

                                     Page 1





---------------------                                          -----------------
CUSIP NO. 858586-10-0                    13G                   PAGE 2 OF 4 PAGES
---------------------                                          -----------------

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

          F. QUINN STEPAN
--------------------------------------------------------------------------------
      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
 2                                                               (a) [_]
                                                                 (b) [_]
--------------------------------------------------------------------------------
      SEC USE ONLY
 3

--------------------------------------------------------------------------------
      CITIZENSHIP OR PLACE OF ORGANIZATION
 4
          U.S.A.
--------------------------------------------------------------------------------
                                      SOLE VOTING POWER
                           5

     NUMBER OF                         1,056,253 shares, includes 382,145 shares
                                       under options exercisable within 60 days
      SHARES
                           -----------------------------------------------------
                                      SHARED VOTING POWER
   BENEFICIALLY            6
                                      419,840 (see item 6)
     OWNED BY
                           -----------------------------------------------------
       EACH                           SOLE DISPOSITIVE POWER
                           7
    REPORTING                         1,056,253
      PERSON               -----------------------------------------------------
                                      SHARED DISPOSITIVE POWER
       WITH                8
                                         419,840
--------------------------------------------------------------------------------
      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 9

            2,220,110 shares, includes shares held by spouse, spouse and self as
            trustee under the trusts for the benefit of minor children, and as
            trustee for the benefit of a family member trust in which F. Quinn
            Stepan is the trustee.
--------------------------------------------------------------------------------
      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10
                                                                    [_]
--------------------------------------------------------------------------------
      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11
            24.8%
--------------------------------------------------------------------------------
      TYPE OF REPORTING PERSON*
12
            INDIVIDUAL
--------------------------------------------------------------------------------

                                     Page 2





Item 1(a)  Name of issuer:
           Stepan Company

Item 1(b)  Address of issuer's principal executive offices:
           22 West Frontage Road
           Northfield, Illinois 60093

Item 2(a)  Name of person filing:
           See Item 1 of cover page

Item 2(b)  Address of principal business office or, if none, residence:
           Stepan Company
           22 West Frontage Road
           Northfield, Illinois 60093

Item 2(c)  Citizenship:
           See item 4 of cover page

Item 2(d)  Title of class of securities:
           Common

Item 2(e)  CUSIP number:
           858586-10-0

Item 3     Ownership

           (a)  Amount beneficially owned:
                See Item 9 of cover page

           (b)  Percent of Class:
                See Item 11 of cover page

           (c)  Number of shares as to which such person has:

                (i)   Sole power to vote or direct the vote
                      See Item 5 of cover page

                (ii)  Shares power to vote or direct the vote -
                      See Item 6 of cover page

                (iii) Sole power to dispose or direct the disposition of
                      See Item 7 of cover page

                (iv)  Shares power to dispose or direct the disposition of:
                      See Item 8 of cover page

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:
           Of the shares reported herein, F. Quinn Stepan and Paul H.
           Stepan, as the general partners of Stepan Venture I, an Illinois
           limited partnership, which in turn is the sole general partner of
           Stepan Venture II, an Illinois limited partnership, have over
           419,840 of the issuer's common shares owned by Stepan Venture II.

                                     Page 3



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

Signature - 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.


February 12, 2004                                      /s/ F. Quinn Stepan
-----------------                                      -------------------------
Dated                                                  Signature


                                                       F. Quinn Stepan
                                                       -------------------------
                                                       Name

                                     Page 4