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

                                  FORM 10QSB/A

                               AMENDMENT NO. 1 TO
         [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

               For the quarterly period ended SEPTEMBER 30TH 2004
                                              -------------------

         [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT



                      FLEXIBLE SOLUTIONS INTERNATIONAL INC.
                      -------------------------------------
        (Exact name of small business issuer as specified in its charter)


                                     NEVADA
                                     ------
         (State or other jurisdiction of incorporation or organization)

                                   91-1922863
                                   ----------
                        (IRS Employer Identification No.)

                 2614 Queenswood Dr. Victoria BC Canada V8N 1X5
                 ----------------------------------------------
                    (Address of principal executive offices)

                                (250) 477 - 9969
                                ----------------
                           (Issuer's telephone number)


               (Former name, former address and former fiscal year
                          if changed since last report)

         State the number of shares outstanding of each of the issuer's classes
         of common equity, as of the latest practicable date: Common stock $.001
         par value 11,831,916 shares as of Oct 29th 2004.

         Transitional Small Business Disclosure Format (Check one):
                                                                Yes [ ] No [X]
<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS.

FLEXIBLE SOLUTIONS INTERNATIONAL INC.
CONSOLIDATED BALANCE SHEETS
SEPTEMBER 30, 2004
(UNAUDITED - U.S. DOLLARS)

-------------------------------------------------------------------------------
                                               SEPTEMBER 30         DECEMBER 31
                                                  2004                 2003
-------------------------------------------------------------------------------

Assets

CURRENT
  Cash and cash equivalents                     $ 774,324            $ 237,080
  Short term investments                          938,360            5,033,837
  Accounts receivable                             591,524              294,238
  Income tax receivable                            85,123               86,243
  Loan receivable                                  17,849               17,585
  Inventory                                     1,009,891              212,938
  Prepaid expenses                                134,279               36,101
-------------------------------------------------------------------------------

                                                3,551,350            5,918,022
PROPERTY AND EQUIPMENT                          5,207,929              167,589
INVESTMENT                                        303,500              303,500
-------------------------------------------------------------------------------

                                               $9,062,779           $6,389,111
-------------------------------------------------------------------------------

LIABILITIES

CURRENT
  Due to shareholders                                   -                7,700
  Short term loan                               3,150,000                    -
  Accounts payable and accrued liabilities        159,817            $ 157,643
-------------------------------------------------------------------------------
                                                3,309,817              165,343

STOCKHOLDERS' EQUITY

CAPITAL STOCK
Authorized
50,000,000 Common shares
   with a par value of $0.001 each
1,000,000 Preferred shares
   with a par value of $0.01 each
Issued and Outstanding
  11,831,916 (2003: 11,794,916) common shares      11,832               11,794
CAPITAL IN EXCESS OF PAR VALUE                  7,571,032            7,306,613
OTHER COMPREHENSIVE INCOME (LOSS)                       -                3,023
DEFICIT                                        (1,829,903)          (1,097,662)
-------------------------------------------------------------------------------

TOTAL STOCKHOLDER'S EQUITY                      5,752,961            6,223,768
-------------------------------------------------------------------------------

TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY     $9,062,778           $6,389,111
-------------------------------------------------------------------------------

        The accompanying notes are an integral part of these statements.
<PAGE>
FLEXIBLE SOLUTIONS INTERNATIONAL INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003
(UNAUDITED - U.S. DOLLARS)
                                                        NINE MONTHS ENDED
                                                           SEPTEMBER 30
                                                   ----------------------------
                                                    2004             2003
                                                   ------------    ------------

SALES                                              $ 2,411,925     $ 1,982,571
COST OF SALES                                          829,314       1,130,293
                                                   -----------     ------------

GROSS PROFIT                                         1,582,611         852,278
                                                   ------------    ------------

OPERATING EXPENSES
  Wages                                                606,942         408,658
  Administrative salaries and benefits                  94,973          60,258
  Advertising and promotion                             73,258          60,915
  Investor relations and transfer agent fee            173,164         120,273
  Office and miscellaneous                             154,053          59,334
  Insurance                                             33,475               -
  Interest expense                                      29,364               -
  Rent                                                 114,711          49,153
  Consulting                                           294,109         122,223
  Professional fees                                    212,146         173,143
  Travel                                                79,831         120,030
  Telecommunications                                    28,464          36,576
  Shipping                                              21,950          14,687
  Research                                              21,000          61,298
  Bad debt expense (recovery)                             (797)            822
  Currency exchange                                      5,666          20,787
  Utilities                                             46,469          13,938
  Depreciation                                         359,536          24,768
                                                   ------------    ------------

                                                     2,348,314       1,346,863
                                                   ------------    ------------

INCOME (LOSS) BEFORE INTEREST INCOME AND INCOME TAX   (765,704)       (494,585)
INTEREST INCOME                                         33,464         155,196
                                                   ------------    ------------

INCOME (LOSS) BEFORE INCOME TAX                       (732,239)       (339,389)
INCOME TAX (RECOVERY)                                                     (363)
                                                   ------------    ------------

NET INCOME (LOSS)                                     (732,239)     $ (339,026)
DEFICIT, BEGINNING                                  (1,097,662)     (3,100,974)
                                                   ============    ============
DEFICIT, ENDING                                     (1,829,901)     (3,440,000)

NET INCOME (LOSS) PER SHARE                            $ (0.06)        $ (0.03)
                                                   ============    ============

WEIGHTED AVERAGE NUMBER OF SHARES                   11,826,345      11,715,619
                                                   ============    ============

        The accompanying notes are an integral part of these statements.
<PAGE>
FLEXIBLE SOLUTIONS INTERNATIONAL INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
THREE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003
(UNAUDITED - U.S. DOLLARS)
                                                       THREE MONTHS ENDED
                                                          SEPTEMBER 30
-------------------------------------------------------------------------------
                                                    2004               2003
-------------------------------------------------------------------------------

SALES                                              $ 1,376,054        $ 40,009
COST OF SALES                                          418,307          34,944
-------------------------------------------------------------------------------

GROSS PROFIT                                           957,747           5,065
-------------------------------------------------------------------------------

OPERATING EXPENSES
  Wages                                                349,226          74,786
  Administrative salaries and benefits                  37,429          20,783
  Advertising and promotion                             16,466          31,757
  Investor relations and transfer agent fee             50,539          51,606
  Office and miscellaneous                              62,099          24,559
  Insurance                                             28,507               -
  Interest expense                                      29,364               -
  Rent                                                  62,495          11,601
  Consulting                                           105,293          39,572
  Professional fees                                    104,432          45,270
  Travel                                                30,317          41,611
  Telecommunications                                    13,750          11,976
  Shipping                                              11,153           6,409
  Research                                               5,158          41,594
  Bad debt expense (recovery)                                -             822
  Currency exchange                                      2,343         (42,172)
  Utilities                                             32,271           3,711
  Depreciation                                         173,989           8,841
-------------------------------------------------------------------------------

                                                     1,114,831         372,726
-------------------------------------------------------------------------------

INCOME (LOSS) BEFORE INTEREST INCOME AND INCOME TAX   (157,084)       (367,661)
INTEREST INCOME                                          2,994          50,950
-------------------------------------------------------------------------------

INCOME (LOSS) BEFORE INCOME TAX                       (154,090)       (316,711)
INCOME TAX (RECOVERY)                                                  (26,457)
-------------------------------------------------------------------------------
NET INCOME (LOSS)                                     (154,090)     $ (290,254)
DEFICIT, BEGINNING                                  (1,675,812)    $(3,149,746)
-------------------------------------------------------------------------------
DEFICIT, ENDING                                     (1,829,902)    $(3,440,000)


NET INCOME (LOSS) PER SHARE                            $ (0.01)        $ (0.02)
-------------------------------------------------------------------------------

WEIGHTED AVERAGE NUMBER OF SHARES                   11,831,916      11,791,612
-------------------------------------------------------------------------------

        The accompanying notes are an integral part of these statements.
<PAGE>
FLEXIBLE SOLUTIONS INTERNATIONAL INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003
(UNAUDITED - U.S. DOLLARS)

-----------------------------------------------------------------------------
                                                       NINE MONTHS ENDED
                                                          SEPTEMBER 30
                                                      2004            2003
-----------------------------------------------------------------------------

OPERATING ACTIVITIES
  Net income (loss)                              $  (732,241)    $  (339,026)
  Stock compensation expense                         206,957          68,998
  Depreciation                                       359,536          24,768
Changes in non-cash working capital items:
  Accounts receivable                               (297,286)       (170,996)
  Inventory                                         (796,953)        (23,462)
  Prepaid expenses                                   (98,177)         34,685
  Accounts payable                                     2,174          12,796
  Income tax receivable                                1,120          60,014
  Decrease in due to shareholders                     (7,700)              -
  Unrealized foreign exchange gain/loss                    -               -

CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES   (1,362,571)       (332,223)
-----------------------------------------------------------------------------

INVESTING ACTIVITIES
  Acquisition of property and equipment           (5,399,876)        (49,477)
  Short-term investments                           4,095,477        (143,683)
  Loan receivable                                       (264)       (277,625)
  Acquisition of investments                               -          (1,827)
-----------------------------------------------------------------------------

CASH USED IN INVESTING ACTIVITIES                 (1,304,663)       (472,612)
-----------------------------------------------------------------------------

FINANCING ACTIVITY
  Subscriptions received                                   -           3,000
  Short term loan                                  3,150,000               -
  Proceeds from issuance of common stock              57,500         401,058
-----------------------------------------------------------------------------

CASH PROVIDED BY FINANCING ACTIVITIES              3,207,500         404,058
-----------------------------------------------------------------------------

Effect of exchange rate changes on cash               (3,022)        (14,576)
-----------------------------------------------------------------------------

INFLOW (OUTFLOW) OF CASH                             537,244        (415,353)
Cash and cash equivalents, beginning of period       237,080         556,789
-----------------------------------------------------------------------------

CASH AND CASH EQUIVALENTS, END OF PERIOD         $   774,324     $   141,436
-----------------------------------------------------------------------------

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
  Income taxes paid                              $         -     $    58,000
  Interest received                                   33,464         155,196
-----------------------------------------------------------------------------

        The accompanying notes are an integral part of these statements.
<PAGE>
FLEXIBLE SOLUTIONS INTERNATIONAL INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
PERIODS ENDED SEPTEMBER 30
(U.S. DOLLARS)
(UNAUDITED)

1.       BASIS OF PRESENTATION

         These unaudited consolidated financial statements have been
         prepared in accordance with generally accepted accounting
         principles in the United States for interim financial
         information. These financial statements are condensed and do
         not include all disclosures required for annual financial
         statements. The organization and business of the Company,
         accounting policies followed by the Company and other
         information are contained in the notes to the Company's
         audited consolidated financial statements filed as part of the
         Company's December 31, 2003 Annual Report on Form 10-KSB. This
         quarterly report should be read in conjunction with such
         annual report.

         In the opinion of the Company's management, these consolidated
         financial statements reflect all adjustments necessary to
         present fairly the Company's consolidated financial position
         at September 30, 2004 and the consolidated results of
         operations and the consolidated statements of cash flows for
         the nine months ended September 30, 2004 and 2003. The results
         of operations for the three months ended September 30, 2004
         are not necessarily indicative of the results to be expected
         for the entire fiscal year.

2.       SIGNIFIGANT ACCOUNTING POLICIES

         These consolidated financial statements have been prepared in
         accordance with generally accepted accounting principles
         accepted in the United States of America applicable to a going
         concern and reflect the policies outlined below.

         a) Cash and Cash Equivalents -

         The company considers all highly liquid investments purchased
         with an original or remaining maturity of less than three
         months at the date of purchase to be cash equivalents. Cash
         and cash equivalents are maintained with several financial
         institutions.

         b) Inventory -

         Inventory is valued at the lower of cost and net realizable
         value. Cost is determined on a first-in, first-out basis.

         c) Property, Equipment and Leaseholds -

         The following assets are recorded at cost and depreciated
         using the following methods using the following annual rates:

             Computer hardware            30% Declining balance
             Furniture and fixtures       20% Declining balance
             Manufacturing equipment      20% Declining balance
             Office equipment             20% Declining balance
             Trailer                      30% Declining balance
             Building                     10% Declining balance
             Leasehold improvements       Straight-line over lease term

         Property and equipment are written down to net realizable
         value when management determines there has been a change in
         circumstances which indicates its carrying amount may not be
         recoverable. No write downs have been necessary to date.
<PAGE>
FLEXIBLE SOLUTIONS INTERNATIONAL INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
PERIODS ENDED SEPTEMBER 30
(U.S. DOLLARS)
(UNAUDITED)


         d) Foreign Currency -

         The functional currency of the company is the Canadian dollar. The
         translation of the Canadian dollar to the reporting currency of the
         U.S. dollar is performed for assets and liabilities using exchange
         rates in effect at the balance sheet date. Revenue and expense
         transactions are translated using average exchange rates prevailing
         during the year. Translation adjustments arising on conversion of the
         financial statements from the company's functional currency, Canadian
         dollars, into the reporting currency, U.S. dollars, are excluded from
         the determination of income and disclosed as other comprehensive income
         (loss) in stockholders' equity.

         Foreign exchange gains and losses relating to transactions not
         denominated in the applicable local currency are included in income if
         realized during the year and in comprehensive income if they remain
         unrealized at the end of the year.

         e) Revenue Recognition -

         Revenue from product sales is recognized at the time the product is
         shipped since title and risk of losses is transferred to purchaser upon
         delivery to the carrier. Shipments are made F.O.B. shipping point.
         Provisions are made at the time the related revenue is recognized for
         estimated product returns. Since the company's inception, product
         returns have been insignificant, therefore no provision has been
         established for estimated product returns.


         f) Stock Issued in Exchange for Services -

         The valuation of the common stock issued in exchange for services is
         valued at an estimated fair market value as determined by officers and
         directors of the company based upon trading prices of the company's
         common stock on the dates of the stock transactions.

         g) Stock Based Compensation -

         The company applies APB Opinion No. 25 and related interpretations in
         accounting for its employee stock option plans. Compensation expense is
         recorded when options are granted to management at discounts to market.

         h) Comprehensive Income -

         Other comprehensive income refers to revenues, expenses, gains and
         losses that under generally accepted accounting principles are included
         in comprehensive income but are excluded from net income as these
         amounts are recorded directly as an adjustment to stockholders' equity.
         The company's other comprehensive income is primarily comprised of
         unrealized foreign exchange gains and losses.

         i) Income (Loss) Per Share -

         Income (loss) per share is calculated by dividing net income (loss) by
         the weighted average number of shares outstanding.
<PAGE>
FLEXIBLE SOLUTIONS INTERNATIONAL INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
PERIODS ENDED SEPTEMBER 30
(U.S. DOLLARS)
(UNAUDITED)


         j) Use of Estimates -

         The preparation of consolidated financial statements in conformity with
         accounting principles generally accepted in the United States of
         America requires management to make estimates and assumptions that
         affect the reported amounts of assets and liabilities at the date of
         the consolidated financial statements and the reported amounts of
         revenues and expenses during the reporting period. Actual results could
         differ from those estimates and would impact the results of operations
         and cash flows.

         k) Financial Instruments -

         The fair market value of the company's financial instruments comprising
         cash, short-term investment, accounts receivable, income tax
         recoverable, loan receivable, accounts payable and accrued liabilities
         and amounts due to shareholders were estimated to approximate their
         carrying values due to immediate or short-term maturity of these
         financial instruments.

         The company is exposed to foreign exchange and interest rate risk to
         the extent that market value rate fluctuations materially differ from
         financial assets and liabilities subject to fixed long-term rates.

         l) Recent Accounting Pronouncements -

                i)   In June 2001, the Financial Accounting Standards Board
                     (FASB) issued FAS 142, Goodwill and Other Intangible
                     Assets. Under FAS 142, goodwill and intangible assets with
                     indefinite lives are no longer amortized but are reviewed
                     at least annually for impairment. The amortization
                     provisions of FAS 142 apply to goodwill and intangible
                     assets acquired after June 30, 2001. With respect to
                     goodwill and intangible assets acquired prior to July 1,
                     2001, the company adopted FAS 142 effective January 1,
                     2002. Application of the non-amortization provisions of FAS
                     142 for goodwill did not have any impact on its financial
                     reporting

                ii)  In October 2001, the FASB issued Statement of Financial
                     Accounting Standards for FAS 144, "Accounting for the
                     Impairment or Disposal of Long-Lived Assets." FAS 144
                     addresses significant issues relating to the implementation
                     of FAS 121, "Accounting for the Impairment of Long-Lived
                     Assets and for Long-Lived Assets to be Disposed Of," and
                     develops a single accounting model, based on the framework
                     established in FAS 121 for long-lived assets to be disposed
                     of by sale, whether such assets are or are not deemed to be
                     a business. FAS 144 also modifies the accounting and
                     disclosure rules for discontinued operations. The standard
                     was adopted on January 1, 2002 and did not have any impact
                     on the financial statements.

         In November 2001, the FASB issued EITF Issue No. 01-14,. "Income
         Statement Characterization of Reimbursements Received for "Out of
         Pocket" Expenses Incurred." This guidance requires companies to
         recognize the recovery of reimbursable expenses such as travel costs on
         service contracts as revenue. These costs are not to be netted as a
         reduction of cost. This guidance was implemented January 1, 2002. The
         company does not expect this guidance to have a material impact on the
         financial statements
<PAGE>
FLEXIBLE SOLUTIONS INTERNATIONAL INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
PERIODS ENDED SEPTEMBER 30
(U.S. DOLLARS)
(UNAUDITED)


3.       PROPERTY, EQUIPMENT AND LEASEHOLDS:
                                             Accumulated  September    December
                                      Cost   Amortization 2004  Net    2003 Net
         ----------------------------------------------------------------------

         Computer hardware       $   36,371    $ 11,692  $   24,680    $  9,267
         Furniture and equipment     14,278       3,197      11,080       3,293
         Office equipment            27,339       9,231      18,108      15,195
         Manufacturing equipment  2,037,063     291,093   1,745,970     133,283
         Trailer                      1,763         577       1,186       1,518
         Building                 3,144,259     153,754   2,990,507           -
         Leasehold improvements      23,610       9,227      14,382       5,033
         Trade show display           4,140         310       3,830           -
         Land                       398,186           -     398,186           -
         ----------------------------------------------------------------------

                                 $5,687,009    $479,081  $5,207,929    $167,589
===============================================================================



4.       STOCKHOLDERS' EQUITY

         (a)  During the prior periods, the Company granted stock options to
              consultants and have recognized consulting expense applying SFAS
              123 using the Black-Scholes option pricing model which resulted in
              expense of $71,727 for the three months ended September 30, 2004.

         (b)  The following table summarizes the Company's stock option activity
              for the period:
<TABLE>
<CAPTION>

         -------------------------------------------------------------------------------------
                                                       2004
                                                                                   Weighted
                                                              Exercise             Average
                                            Number              Price              Exercise
                                           of Shares          Per Share             Price
         -------------------------------------------------------------------------------------
<S>                                        <C>            <C>                       <C>
         Balance, June 30, 2004            1,758,740      $ 1.00 to $ 4.55          $ 2.79
         Granted During the Period             5,000            $3.60                 3.60
         Exercised                                 0              0                      0
         -------------------------------------------------------------------------------------
         Cancelled                           500,000       $2.50 to $3.50            $3.10
         -------------------------------------------------------------------------------------

         Balance, September 30, 2004       1,263,740      $ 1.00 to $ 4.25           $ 2.67
         -------------------------------------------------------------------------------------
</TABLE>


<PAGE>
FLEXIBLE SOLUTIONS INTERNATIONAL INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
PERIODS ENDED SEPTEMBER 30
(U.S. DOLLARS)
(UNAUDITED)





5.       ACQUISITION OF ASSETS OF DONLAR CORPORATION

         Pursuant to a purchase agreement dated May 26, 2004, the
         company acquired the assets of Donlar Corporation on June 9,
         2004.

         The purchase price of the transaction was $6,150,000 with
         consideration being a combination of cash and debt. Under the
         purchase agreement and as part of the consideration, the
         company issued a promissory note bearing interest at the prime
         rate to the vendor to satisfy $3,150,000 of the purchase
         price.

         The following table summarizes the estimated fair value of the
         assets acquired at the date of acquisition:

         As at June 9, 2004:

         Current assets                                          $   1,126,805
         Property and equipment                                      5,023,195
--------------------------------------------------------------------------------
                                                                 $   6,150,000
         Acquisitions costs assigned to property and equipment         254,874
--------------------------------------------------------------------------------

         Total assets acquired                                   $   6,404,874


6.       CONTINGENCIES


         a) The company has been named as a defendant in a lawsuit filed in the
            state of Illinois by a former employee. In November 2003, an
            ex-employee, Patrick Grant filed suit against Flexible Solutions in
            Cook County Circuit Court, Cook County IL, claiming wrongful
            dismissal and seeking return of options rights or cash. The company
            believes these allegations are without merit and intends to
            vigorously defend against them.

         b) The company is plaintiff in a lawsuit demanding return of the share
            certificate of 100,000 shares of stock originally given to the
            defendant as payment in advance for services. The services for which
            the advance was given were never performed or given to the company,
            and the company therefore received no consideration or value for
            such advance. Return of the share certificate for 100,000 shares was
            demanded within ten (10) days, namely August 22, 2001, however, to
            date remains unreturned.

            On date of issue, January 4, 2001, the share transaction was
            recorded as shares issued for services at fair market value, a value
            of $0.80 per share.

         c) The company has been named the defendant in a lawsuit filed in the
            Federal Court of Canada as well as the plaintiff in a countersuit in
            the same court. In July 2004, a former distributor, Sunsolar Energy
            Technologies, filed suit claiming trademark infringement. The
            company believes these allegations are without merit and intends to
            vigorously defend against them.

<PAGE>
FLEXIBLE SOLUTIONS INTERNATIONAL INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
PERIODS ENDED SEPTEMBER 30
(U.S. DOLLARS)
(UNAUDITED)




         d) The company is plaintiff in a lawsuit demanding the return of the
            share certificate of 100,000 shares of stock originally given as
            payment in advance for services, $10,000 and undetermined damages
            resulting from a breach of contract. The suit has been filed in
            Circuit Court of Cook County, IL against Tatko Biotech Inc. of
            Peoria, IL. The services for which the advance was given were never
            performed or given to the company, and the company therefore
            received no consideration or value for such advance.

            The shares issued were recorded at fair market value less 10%,
            resulting in an expense of $271,000 recognized in June 2003.






































<PAGE>
ITEM 2.  MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

The following information contains certain forward-looking statements that
anticipate future trends or events. These statements are based on certain
assumptions that may prove to be erroneous and are subject to certain risks
including but not limited to the risks of increased competition in the Company's
industry and other risks detailed in the Company's Securities and Exchange
Commission filings. Accordingly, actual results may differ, possibly materially,
from the predictions contained herein.

RESULTS OF OPERATIONS
The following analysis and discussion pertains to the Company's results of
operations for the three month and nine month periods ended Sept. 30th 2004,
compared to the results of operations for the three month and nine month periods
ended Sept. 30th 2003, and to changes in the Company's financial condition from
December 31st 2003 to Sept. 30th 2004.

THREE MONTHS ENDED SEPTEMBER 30TH 2004 AND 2003
For the three months ended Sept. 30th 2004, the Company experienced a loss of
$154,090 as compared to a loss of $290,254 for the three months ended Sept. 30th
2003. Although swimming pool product sales were negatively impacted by the end
of the northeastern season and the transition from outside to inside
distribution, increases in pool product sales outside of North America and a
full quarter of operations from the NanoChem division resulted in revenue of
$1,376,054 compared to $40,009 in the year earlier quarter. Management is
extremely satisfied with the effect of the acquisition. The NanoChem division
contributed greatly to sales and cash flow only 110 days after the close and is
starting to replace the capital expended for it. As well, opportunities to
synergistically cross sell the products of all divisions have already generated
leads to new business and the swimming pool division has discovered ways to help
NanoChem increase utilization of the Peru, IL factory while decreasing costs for
the Company as a whole. The Company maintained expenditures in the areas of
WaterSavr sales and marketing and production equipment development. The major
changes that resulted in the large revenue increase were greater sales from our
swimming pool division into new overseas markets and the first complete quarter
of sales from the recently acquired NanoChem division. NanoChem sales are much
less seasonal than those of our WaterSavr and Flexible Solutions Ltd divisions
which should lead to less volatile sales figures in future. Management will
attempt to reduce seasonality even further over time.

Operating expenses were $1,114,831 for the third quarter, up from $372,725 for
the third quarter of 2003. Flexible Solutions continued expanding its sales and
marketing efforts for WaterSavr with the objective of closing the first major
sales as soon as possible and with development of advanced production machinery
for swimming pool products. The largest real increases were in the areas of
wages ($349,226 versus $74,786), rent, ($62,495 versus $11,601), office ($62,099
from $24,559), and consulting, (105,293 versus 39,572). These increases are
wholly accounted for by the operating costs of the new division and represent a
permanent increase in operating costs related to the new level of sales. The
decreases in travel, ($30,317 versus $41,611) and advertising ($16,466 down from
$31,757) are the result of better cost control in these areas instituted by
management over the past year. Professional fees increased to $104,432 from
$45,270 in the quarter. This was largely the result of the one time costs of
transferring patent assets of the acquisition. In addition, a substantial amount
of the increase in consulting fees, from $39,572 to $105,293, is the result of
expensing of consultant options. Note should be made that depreciation increased
to $173,989 from $8,841 as a result of the depreciable NanoChem assets acquired
in June 2004.
<PAGE>
The loss for the quarter was $154,090, a decrease from third quarter last year
when the loss was $290,254. The decreased loss was realized through increased
sales in swimming pool products compared to the year earlier quarter augmented
by positive operating cash from the NanoChem division.

The loss per share was $0.01 for the three months ended September 30th 2004
compared to a loss of $0.02 for the three months ended September 30th 2003.

NINE MONTHS ENDED SEPTEMBER 30TH 2004 AND 2003

Sales in the nine months ended September 30th 2004 were $2,411,925 compared to
$1,982,571 for the nine months ended September 30th 2003. The swimming pool
division experienced temporarily reduced sales as a result of taking over
distribution from an outside group. The product pipeline was filled prior to the
distribution change and the focus of our sales team was directed toward ensuring
sales for the 2005 season and expanding sales overseas. However, 20 days of
revenue in second quarter and the full third quarter from the NanoChem division
combined with reasonable sales in the swimming pool products line resulted in
nine month sales of $2,411,925, an increase of 22%.

Operating expenses for the Company were $2,348,314 for the nine months ended
September 30th 2004 up from $1,346,863 for the nine months ended Sept. 30th
2003. The increase in operating expenses was a result of the increase in total
sales. The loss for the nine months ended September 30th 2004 was $732,239
compared to a loss of $339,026 for the nine months ended September 30th 2003. Of
the increased loss, $329,007 was from depreciation on the assets of the
acquisition and $206,957 was from expensing of consultant options.

The loss per share was $0.06 for the nine-month period ended September 30th 2004
compared to a loss of $0.03 for the nine-month period ended September 30th 2003.

LIQUIDITY AND CAPITAL RESOURCES

The Company has cash on hand of $774,324 as of the end of Sept 2004 compared to
$141,435 on Sept 30th 2003.

As of September 30th 2004 the Company had working capital of $241,553 as
compared to working capital of $5,857,728 on December 31st 2003. The decrease
was a result of the cash used to purchase the assets that have become the
NanoChem division and the costs associated with that acquisition combined with
the continuing costs of market development for the WaterSavr division.

The Company has no external sources of liquidity in the form of credit lines
from banks.

Management believes that its available cash will be sufficient to fund the
Company's working capital requirements through December 31st 2004. Management
further believes that available cash will be sufficient to implement the
Company's expansion plans. No investment banking agreements are in place and
there is no guarantee that the Company will be able to raise capital in the
future should that become necessary.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS:

The Company does not have any derivative financial instruments as of September
30th 2004. However, the Company is exposed to interest rate risk.

The Company's interest income and expense are most sensitive to changes in the
general level of U.S. and Canadian interest rates. In this regard, changes in
U.S. and Canadian interest rates affect the interest paid on the Company's cash
equivalents as well as the interest paid on debt.

FOREIGN CURRENCY RISK

The Company operates extensively in both Canada and the USA. Therefore, the
Company's business and financial condition is sensitive to currency exchange
rates or any other restriction imposed on its currency.
<PAGE>
                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

The Company is plaintiff in a
                           lawsuit demanding the return of the share certificate
                           of 100,000 shares of stock originally given as
                           payment in advance for services, $10,000 and
                           undetermined damages resulting from a breach of
                           contract. The suit has been filed in Circuit Court of
                           Cook County, IL against Tatko Biotech Inc. of Peoira,
                           IL. The services for which the advance was given were
                           never performed or given to the company, and the
                           company therefore received no consideration or value
                           for such advance.

ITEM 2. CHANGES IN SECURITIES

                           None

ITEM 3. DEFAULT UPON SENIOR SECURITIES

                           None

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS

                           None

ITEM 5. OTHER INFORMATION

                           None

ITEM 6.(B) REPORTS ON FORM 8-K

                           October 6th, 2004 - Financial results
                           August 23, 2004 - Legal proceedings
                           July 26, 2004  -- Appointed Officer

ITEM 14. CONTROLS AND PROCEDURES

The Company maintains disclosure controls and procedures that are designed to
ensure that information required to be disclosed in the Company's Exchange Act
reports is recorded, processed, summarized and reported within the time periods
specified in the SEC's rules and forms, and that such information is accumulated
and communicated to the Company's management, including its Chief Executive
Officer and Chief Financial Officer, as appropriate, to allow timely decisions
regarding required disclosure based closely on the definition of "disclosure
controls and procedures" in Rule 13a-14(c). In designing and evaluating the
disclosure controls and procedures, management recognized that any controls and
procedures, no matter how well designed and operated, can provide only
reasonable assurance of achieving the desired control objectives, and management
necessarily was required to apply its judgment in evaluating the cost-benefit
relationship of possible controls and procedures.

Within 90 days prior to the date of this report, the Company carried out an
evaluation, under the supervision and with the participation of the Company's
management, including the Company's Chief Executive Officer and the Company's
Chief Financial Officer, of the effectiveness of the design and operation of the
Company's disclosure controls and procedures. Based on the foregoing, the
Company's Chief Executive Officer and Chief Financial Officer concluded that the
Company's disclosure controls and procedures were effective.

There have been no significant changes in the Company's internal controls or in
other factors that could significantly affect the internal controls subsequent
to the date the Company completed its evaluation.
<PAGE>


                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                      FLEXIBLE SOLUTIONS INTERNATIONAL INC.
                                  (Registrant)

Dated: November 12th 2004               /s/ DAN O'BRIEN
                                        ----------------
                                        Dan O'Brien
                                        President and Director