Abstract. The homotopy theory of small functors is a useful tool for studying various questions in homotopy theory. In this paper, we develop the homotopy theory of small functors from spectra to spectra, and study its interplay with Spanier-Whitehead duality and enriched representability in the dual category of spectra.We note that Spanier-Whitehead duality functor D : Sp → Sp op factors through the category of small functors from spectra to spectra, and construct a new model structure on the category of small functors, which is Quillen equivalent to Sp op . In this new framework for the Spanier-Whitehead duality, Sp and Sp op are full subcategories of the category of small functors and dualization becomes just a fibrant replacement in our new model structure.