<PAGE>

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

                                   (Mark one)

  [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

                  For the quarterly period ended March 31, 2001

                                       OR

  [ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

                         Commission file number: 1-10938

                                SEMX CORPORATION
             (Exact Name of Registrant as specified in its charter)

           DELAWARE                                          13-3584740
 (State or other jurisdiction of                             (IRS Employer
 incorporation or organization)                         Identification Number)

                    1 LABRIOLA COURT, ARMONK, NEW YORK 10504
          (Address of principal executive offices, including zip code)

                                 (914) 273-5500
              (Registrant's telephone number, including area code)

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

                               (1) Yes [X] No [ ]

                               (2) Yes [X] No [ ]

The number of shares outstanding of the Registrant's sole class of common stock,
as of April 30, 2001 was 6,322,278 shares.

<PAGE>


                                TABLE OF CONTENTS

                                                                         Page No

PART I.  FINANCIAL INFORMATION

Item 1.    Financial Statements
           Independent Accountant's Report                                 3

           Consolidated Balance Sheets at
           March 31, 2001 and December 31, 2000                            4

           Consolidated Statements of Operations for the three
           months ended March 31, 2001 and 2000                            5

           Consolidated Statements of Cash Flows for the three
           months ended March 31, 2001 and 2000                            6

           Notes to Consolidated Financial Statements                     7-9

Item 2.    Management's Discussion and Analysis of Financial
           Condition and Results of Operations                           10-13

PART II    OTHER INFORMATION

Item 1-6.  Not Applicable                                                 13


           Signatures                                                     13


FORWARD LOOKING INFORMATION

Portions of the narrative set forth in this document that are not historical in
nature are forward looking statements. These forward-looking statements speak
only as of the date of this document, and the Company expressly disclaims any
obligation or undertaking to publicly release any updates or revisions to any
forward-looking statements contained herein. The Company's actual performance
may differ materially from that contemplated by the forward looking statements
as a result of a variety of factors that include, but are not limited to, the
general economic or business climate, business conditions of the microelectronic
and semiconductor markets and the communications, internet and automotive
industries which the Company serves and the economic volatility in geographic
markets, such as Asia.


                                      -2-
<PAGE>

INDEPENDENT ACCOUNTANT'S REPORT



To the Board of Directors
SEMX Corporation

We have reviewed the accompanying consolidated balance sheet of SEMX Corporation
and Subsidiaries as of March 31, 2001, and the related consolidated statements
of operations and cash flows for the three-month periods ended March 31, 2001
and 2000. These financial statements are the responsibility of the Company's
management.

We conducted our reviews in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the consolidated financial statements
taken as a whole. Accordingly, we do not express such an opinion.

Based on our reviews, we are not aware of any material modifications that should
be made to the accompanying consolidated financial statements for them to be in
conformity with generally accepted accounting principles.

GOLDSTEIN GOLUB KESSLER LLP
New York, New York

April 27, 2001


                                      -3-
<PAGE>


PART I  -  FINANCIAL INFORMATION
ITEM 1.  FINANCIAL STATEMENTS


                        SEMX CORPORATION AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                             (DOLLARS IN THOUSANDS)

<TABLE>
<CAPTION>

                                                                                                 March 31,
                                                                                                  2001            December 31,
                                                                                                Unaudited             2000
                                                                                                ----------        -----------
<S>                                                                                             <C>               <C>
ASSETS
Current Assets:
   Cash and cash equivalents                                                                    $    1,855        $     1,300
   Accounts receivable, less allowance for doubtful accounts of $396 and $354, respectively          9,759             11,524
   Inventories                                                                                       9,148              8,074
   Prepaid expenses and other current assets                                                         2,174              1,802
   Deferred income tax assets                                                                          165                165
                                                                                                ----------        -----------
TOTAL CURRENT ASSETS                                                                                23,101             22,865
                                                                                                ----------        -----------
Property, Plant and Equipment-at cost, net of accumulated depreciation and amortization of
   $24,781, and $23,263 respectively                                                                43,385             44,009
                                                                                                ----------        -----------
Other Assets-net of accumulated amortization
   Goodwill                                                                                          9,216              9,350
   Technology rights and intellectual property                                                       1,709              1,754
   Other                                                                                             2,119              2,111
                                                                                                ----------        -----------
TOTAL OTHER ASSETS                                                                                  13,044             13,215
                                                                                                ----------        -----------
TOTAL ASSETS                                                                                    $   79,530        $    80,089
                                                                                                ==========        ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
   Accounts payable                                                                             $    6,438        $     6,368
   Accrued expenses                                                                                  2,594              2,955
   Income taxes payable                                                                                241                131
   Current portion of long-term debt and short term obligations                                      2,563              2,556
   Current portion of obligations under capital leases                                               2,470              2,443
                                                                                                ----------        -----------
TOTAL CURRENT LIABILITIES                                                                           14,306             14,453
                                                                                                ----------        -----------
Deferred income tax liabilities                                                                      2,526              2,610
Long-term debt                                                                                      13,565             12,862
Obligations under capital leases                                                                     2,416              2,983
                                                                                                ----------        -----------
TOTAL LIABILITIES                                                                                   32,813             32,908
                                                                                                ----------        -----------
Minority Interest in Subsidiary                                                                      1,593              1,564
REDEEMABLE PREFERRED STOCK:
Preferred stock - $.10 par value; authorized 1,000,000 shares; designated as Series B
   Preferred Stock: $100 stated value, 100,000 shares issued and outstanding                         9,126              9,073
Commitments and Contingencies
COMMON SHAREHOLDERS' EQUITY:

Common stock-$.10 par value; authorized 20,000,000 shares, issued 6,656,878 and
   6,645,128 shares, respectively                                                                      666                665
   Additional paid-in-capital                                                                       30,070             30,098
   Accumulated other comprehensive loss                                                               (947)              (722)
   Retained earnings                                                                                 6,421              6,715
                                                                                                ----------        -----------
                                                                                                    36,210             36,756
   Less: Treasury stock: 334,600 shares at cost                                                       (212)              (212)
                                                                                                ----------        -----------
   TOTAL COMMON SHAREHOLDERS' EQUITY                                                                35,998             36,544
                                                                                                ----------        -----------
   TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                                                   $   79,530        $    80,089
                                                                                                ==========        ===========
</TABLE>

                 See Notes to Consolidated Financial Statements

                                      -4-
<PAGE>


                        SEMX CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
                    (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

<TABLE>
<CAPTION>


                                                                          For The Three Months Ended
                                                                                   March 31,
                                                                           2001                 2000
                                                                           ----                 ----
<S>                                                                   <C>                  <C>
REVENUE:
   Net Sales                                                            $    14,155          $    12,016
   Service Revenue                                                            5,268                4,427
                                                                        -----------          -----------
     TOTAL REVENUE                                                           19,423               16,443
                                                                        -----------          -----------

Cost of Goods Sold                                                           10,857                7,694
Cost of Services Performed                                                    4,123                3,518
                                                                        -----------          -----------
     TOTAL                                                                   14,980               11,212
                                                                        -----------          -----------

Gross Profit                                                                  4,443                5,231

Selling, General and Administrative Expenses                                  4,140                3,543
                                                                        -----------          -----------

OPERATING INCOME                                                                303                1,688

Interest Expense                                                               (491)                (381)
                                                                        -----------          -----------

INCOME (LOSS) BEFORE PROVISION (CREDIT) FOR INCOME TAXES AND MINORITY
INTEREST IN CONSOLIDATED SUBSIDIARY                                            (188)               1,307

Provision (Credit) for Income Taxes                                             (74)                 442
                                                                        -----------          -----------

Income (Loss) Before Minority Interest in Consolidated Subsidiary              (114)                 865

Minority Interest in Income of Consolidated Subsidiary                           29                   22
                                                                        -----------          -----------

NET INCOME (LOSS)                                                              (143)                 843

Preferred Stock Dividends and Accretion                                         201                 --
                                                                        -----------          -----------

Net Income (Loss) Available to Common Shareholders                      $      (344)         $       843
                                                                        ===========          ===========

Basic Income (Loss) per Common Share                                    $     (0.05)         $      0.14
Diluted Income (Loss) per Common Share                                  $     (0.05)         $      0.13

Weighted Average Number of Common
Shares Outstanding
   Basic                                                                      6,317                6,079
   Diluted                                                                    6,317                6,551
</TABLE>

                 See Notes to Consolidated Financial Statements


                                      -5-
<PAGE>

                        SEMX CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
                             (DOLLARS IN THOUSANDS)

<TABLE>
<CAPTION>
                                                                                For The Three Months Ended
                                                                                          March 31,
                                                                                  2001                 2000
                                                                                  ----                 ----
<S>                                                                            <C>                 <C>
Cash flows from operating activities:
   Net income (Loss)                                                           $     (143)         $      843
     Adjustments to reconcile net income (loss) to net
       Cash provided by operating activities:
       Depreciation and amortization of property and equipment                      1,684               1,316
       Other amortization                                                             245                 141
       Deferred income taxes                                                           32                 (72)
       Minority interest                                                               29                  22
     Changes in operating assets and liabilities:
       Decrease (increase) in accounts receivable                                   1,741              (1,577)
       Increase in inventories                                                     (1,148)               (105)
       Increase in prepaid expenses and other current assets                         (375)                (29)
       Increase in accounts payable                                                   133                 962
       Decrease in accrued expenses                                                   (66)               (326)
       Increase (decrease) in income taxes payable                                    186                (429)
                                                                               ----------          ----------

     NET CASH PROVIDED BY OPERATING ACTIVITIES                                      2,318                 746
                                                                               ----------          ----------

Cash flows from investing activities:
   Purchase of property and equipment                                              (1,138)             (2,566)
   (Increase) decrease in other assets                                               (560)                180

                                                                               ----------          ----------
     NET CASH USED IN INVESTING ACTIVITIES                                         (1,698)             (2,386)
                                                                               ----------          ----------

Cash flows from financing activities:
   Proceeds from exercise of stock options                                             26                 225
   Proceeds from (repayments) of  long-term debt                                     (629)                146
   Borrowings under revolving credit facilities                                     1,427               1,744
   Payments under capital leases                                                     (583)               (625)
   Payments of Series B Preferred Stock Dividends                                    (299)               --
                                                                               ----------          ----------
     NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES                              (58)              1,490
                                                                               ----------          ----------

Effect of exchange rate change on cash                                                 (7)                (14)

Net decrease (increase) in cash                                                       555                (164)
Cash at beginning of period                                                         1,300                 416
                                                                               ==========          ==========
Cash at end of period                                                          $    1,855          $      252
                                                                               ==========          ==========


SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITY:

     Machinery and equipment, net of trade-in, acquired under capital leases   $       95          $  --
</TABLE>


                 See Notes to Consolidated Financial Statements


                                      -6-
<PAGE>

                        SEMX CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             (DOLLARS IN THOUSANDS)
                                   (UNAUDITED)

NOTE 1.  BASIS OF PRESENTATION

The consolidated financial statements include the accounts of SEMX Corporation
("SEMX") and its wholly and majority owned subsidiaries. As used herein, the
term "Company" refers to SEMX, its predecessors and its subsidiaries unless the
context indicates otherwise. The Consolidated Balance Sheet at March 31, 2001
and the Consolidated Statements of Operations and Cash Flows for the three
months ended March 31, 2001 and 2000, have been prepared by the Company and are
unaudited. In the opinion of management, the financial statements reflect all
adjustments necessary to present fairly the results for the interim periods.
Such results are not necessarily indicative of results to be expected for the
year. The Consolidated Balance Sheet at December 31, 2000 has been derived from
the audited financial statements at that date. These financial statements should
be read in conjunction with the Company's Annual Report on Form 10-K for the
year ended December 31, 2000. The financial statements included herein for the
three month periods ended March 31, 2001 and 2000 have been reviewed in
accordance with Statement on Auditing Standards No. 71 "Interim Financial
Information" by the Company's independent accountants. The Consolidated Balance
Sheet for December 31, 2000 has been reclassified to conform to the current
period's presentation.

NOTE 2.  EARNINGS (LOSS) PER SHARE

Basic earnings (loss) per share are computed based on the weighted average
number of common shares outstanding during the period. Diluted earnings per
share gives effect to all dilutive potential common shares outstanding during
the period. Potential dilutive common shares include shares issuable upon
exercise of the Company's stock options and warrants. Net income (loss)
available to common shareholders reflects preferred stock dividends and the
accretion of related costs on the Company's Redeemable Preferred Stock issued on
June 1, 2000.

NOTE 3.  ACQUISITIONS

On May 1, 2000, the Company's Polese subsidiary purchased the technology and
assets of Engelhard Corporation's ("Engelhard") electroless gold plating
business in Anaheim, CA for total cash consideration of $317. In addition, a
finders' fee consisting of Non Qualified Stock options to purchase 40,000 shares
of SEMX Common stock, valued at $426 was recorded. The fair value of assets
acquired, including $426 allocated to Goodwill, amounted to $743. Polese Company
vacated the Anaheim premises and completed the integration of the electroless
gold plating operations into Polese Company's existing facilities during 2000.

On April 10, 2000, the Company's Polese Company subsidiary acquired the assets
of Advanced Packaging Concepts ("APC"), a Vista, CA based manufacturer of
ceramic packages for the wireless markets, in a business combination accounted
for as a purchase. Polese Company acquired the assets of APC for $300 in cash
and assumed selected liabilities amounting to $1,000. In addition, Polese
Company paid approximately $241 in costs associated with the acquisition of APC.
The fair value of assets acquired, including approximately $817 allocated to
Goodwill, amounted to approximately $1,541. In a companion transaction,
associated intellectual property rights were acquired for approximately 95,000
shares of restricted SEMX common stock, valued at $1,000. The Company vacated
the Vista premises and completed the integration of APC's operations into Polese
Company's existing facilities during 2000. The results of operations of APC are
included in the Company's consolidated financial statements from the dates of
acquisition. The proforma effect of the operations of APC from January 1, 1999
to the date of the acquisition on Company's results of operations was
immaterial.


                                      -7-
<PAGE>

NOTE 4.  INVENTORY

Inventories consisted of the following:

                            March 31, 2001
                             (Unaudited)      December 31, 2000
Precious metals               $   1,538           $   1,498
Nonprecious metals                7,610               6,576
                              ---------           ---------
                              $   9,148           $   8,074
                              =========           =========

Inventories, which consist principally of work-in-process inventory, include raw
materials, labor and manufacturing expenses and are stated at the lower of cost,
determined by the first-in, first-out method, or market.

NOTE 5.  COMPREHENSIVE INCOME (LOSS)

The components of the Company's total comprehensive income (loss) were:

                                                          Three Months Ended
                                                                March 31,
                                                          2001            2000
                                                          ----            ----
Net Income (Loss):                                      $  (143)        $   843
Foreign currency translation adjustment, net of taxes      (225)            (75)
                                                        -------         -------
Total Comprehensive Income (loss)                       $  (368)        $   768
                                                        -------         -------


NOTE 6.  SEGMENT INFORMATION

The Company operates primarily in two industry segments, the Microelectronic
Packaging Group and the Wafer Reclaim Services Group. The tables below present
information about reported segments:

<TABLE>
<CAPTION>

                                               Microelectronic                             Corporate and
             Three Months Ended                  Packaging           Wafer Reclaim         Reconciling         Consolidated
               March 31, 2001                      Group            Services Group            Items               Totals
------------------------------------------   ------------------     ----------------     ----------------     ----------------
<S>                                               <C>                    <C>                 <C>                  <C>
Revenue                                           $ 14,155                  5,268                                 $ 19,423
Cost of goods sold and services performed           10,857                  4,123                                   14,980
                                                  --------               --------                                 --------
Gross profit                                         3,298                  1,145                                    4,443
Operating expenses                                   2,960                  1,070            $    110                4,140
                                                  --------               --------            --------             --------
Operating Income (loss)                           $    338               $     75            $   (110)            $    303
                                                  --------               --------            --------             --------
Segment assets                                    $ 45,914               $ 39,100            $ (5,484)            $ 79,530
                                                  --------               --------            --------             --------
Capital expenditures                              $  1,092               $     46                                 $  1,138
                                                  --------               --------                                 --------
Depreciation expense                              $    898               $    786                                 $  1,684
                                                  --------               --------                                 --------
</TABLE>


                                      -8-
<PAGE>

<TABLE>
<CAPTION>
                                                   Microelectronic                             Corporate and
             Three Months Ended                       Packaging           Wafer Reclaim         Reconciling         Consolidated
               March 31, 2000                           Group            Services Group            Items               Totals
---------------------------------------------     ------------------     ----------------     ----------------     ----------------
<S>                                                     <C>                 <C>                  <C>                  <C>
Revenue                                                 $ 12,016            $  4,427                                  $ 16,443
Cost of goods sold and services performed                  7,694               3,518                                    11,212
                                                        --------            --------                                  --------
Gross profit                                               4,322                 909                                     5,231
Operating expenses                                         2,590                 953                                     3,543
                                                        --------            --------                                  --------
Operating Income (loss)                                 $  1,732            $    (44)                                 $  1,688
                                                        --------            --------                                  --------
Segment assets                                          $ 65,479            $ 36,841             $(38,611)            $ 63,709
                                                        --------            --------             --------             --------
Capital expenditures                                    $  1,679            $    887                                  $  2,566
                                                        --------            --------                                  --------
Depreciation expense                                    $    670            $    646                                  $  1,316
                                                        --------            --------                                  --------
</TABLE>


                                      -9-
<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

RESULTS OF OPERATIONS - First quarter 2001 compared to first quarter 2000.

DISTRUPTION OF BUSINESS AT POLESE COMPANY:

On March 21, 2001, the Company's Polese Company subsidiary experienced an
ammonia gas discharge at its principal manufacturing facility. As a result
during March and extending into the second quarter, production and scheduled
shipments were disrupted, furnaces and inventory were damaged and additional
operating expenses were incurred as a result as of the discharge. The Company
carries property and casualty as well as business interruption insurance which
covers damaged equipment, inventory, increased operating expenses and lost
profits stemming from the ammonia release. The insurance claim relating to the
ammonia discharge is still being compiled and in accordance with generally
accepted accounting principles an expected reimbursement from insurance is not
included in the financial results for the first quarter 2001. However, the extra
business costs, damaged inventory and decrease in revenues as a result of the
disruption are reflected in the results presented herein.

REVENUE:

Total revenue for the first quarter 2001 of $19,423,000 increased $2,980,000 or
18.1% as compared to the first quarter 2000.

The Company's Microelectronic Packaging Group's first quarter 2001 sales of
$14,155,000 increased $2,139,000, or 17.8%, from the first quarter 2000,
primarily due to improved sales at Polese Company. SPM's first quarter 2001
sales decreased by $252,000 or 5.9% as compared to the comparable 2000 period.
Polese Company's first quarter 2001 sales increased by $2,391,000 or 30.8% as
compared to the prior year period reflecting improved sales of microprocessor
lids, cellular base station heat dissipation products and the introduction of
new products. The Company estimates that disruptions caused by the ammonia
release described above resulted in a reduction of approximately $700,000 in
shipments scheduled for the month of March, 2001.

The Company's Wafer Reclaim Services Group first quarter 2001 revenues of
$5,268,000 increased $841,000 or 19% as compared to the first quarter 2000
reflecting strong performance at the Group's Singapore operation, ISP.

The Company does a significant amount of international business, both from its
domestic locations, as well as through overseas manufacturing locations. Direct
sales of the Company's products into foreign markets, as a percentage of
consolidated revenue ("foreign sales percentage") during the first three months
of 2001 was 23.6%, as compared to 27% for the prior year period. The Company has
foreign manufacturing operations in the Netherlands ("ASP B.V."), in Morocco,
Semiconductor Materials S.A.R.L. ("S.A.R.L."), in Malaysia, SPM(M) SDN.BHD
("SPM(M)") and in Singapore, ISP. During the first quarter 2001, the Company
derived revenue from ASP B.V. of $745,000, from S.A.R.L. of $228,000, from
SPM(M) of $164,000, and from ISP of $1,580,000. Foreign sales made through the
Company's domestic operations are made through foreign manufacturer's
representatives and are priced and paid for in U.S. dollars. Sales for ASP B.V.,
S.A.R.L., SPM(M) and ISP are conducted in the local currencies of Dutch
Guilders, Dirhams, Ringits and Singapore Dollars, respectively, and constitute a
foreign sales percentage of 14% in first quarter 2001 and such revenues are
subject to currency fluctuations.

The Company's consolidated backlog as of March 31, 2001 was approximately
$34,533,000 compared to a backlog of approximately $24,692,000 at March 31, 2000
and $35,833,000 at December 31, 2000. The Company expects a softening of the
backlog in the second quarter, reflecting market conditions in the
microelectronic industries. The Company believes the majority of the
consolidated backlog at March 31, 2001 includes orders that are expected to be
shipped within one year.

GROSS PROFIT:

Gross profit of $4,443,000 for the first quarter 2001 decreased $788,000, or
15.1%, from the first quarter 2000 The

                                      -10-
<PAGE>

Microelectronic Packaging Group's first quarter 2001 gross profit of $3,298,000
decreased $1,024,000 or 23.7% compared to the first quarter 2000. The
Microelectronic Packaging Group's gross profit decrease primarily reflects
increased manufacturing infrastructure, as well as less than expected yields,
due to transitions involved with shifting production towards assembled thermal
management products. As a result of the above, the Microelectronic Packaging
Group's gross margin decreased from 36% in last years first quarter to 23.3% in
the first quarter 2001. The Microelectronic Packaging Group's gross profit
reflects the write off during the quarter of approximately $326,000 of inventory
damaged as a result of the ammonia release and accompanying disruptions in
production.

The Service Group's first quarter 2001 gross profit of $1,145,000 increased
$236,000 or 26% as compared to the comparable periods in 2000 primarily due to
increased sales. The Wafer Reclaim Services Group's first quarter 2001 gross
margin of 21.7% increased from the first quarter 2000 gross margin of 20.5%
primarily due to improved performance at ISP.

SELLING, GENERAL AND ADMINISTRATIVE:

Selling, general and administrative ("SG&A") expenses in the first quarter 2001
increased $597,000, or 16.9% from the comparable 2000 period. The increase in
SG&A during the first quarter 2001 was primarily due to increased sales. SG&A
expenses as a percentage of revenue decreased slightly from 21.5% in the first
quarter 2000 to 21.3% for the first quarter 2001.

INTEREST EXPENSE (NET):

Net interest expense for the first quarter 2001 increased $110,000 from the
first quarter 2000. The increase in net interest expense is due to increased
debt levels on debt and capital leases used to finance capital expenditures,
slightly offset by lower borrowing rates.

PROVISION (CREDIT) FOR INCOME TAXES:

A credit of $74,000 for income tax benefits has been recorded for an operating
loss incurred for the current period at an effective rate of 39% for the first
quarter of 2001 as compared to a provision of $442,000 at an effective rate of
34% for the first quarter of 2000. The lower effective rates utilized in the
2000 periods reflect state investment credits and Federal R&D tax credits.

MINORITY INTEREST:

The Company has a 50.1% interest in the Wafer Reclaim Services Group's Singapore
based ISP operation. In accordance with generally accepted accounting principles
the Company fully consolidates the operating results of ISP and then, excludes
49.9% of ISP's net income or loss from its consolidated net income, reflecting
the minority owner's share in ISP's results. In the first quarter of 2001 and
2000, the Company has excluded from net income, $29,000 and $22,000
respectively, reflecting the minority owners share of ISP's income, net of tax.

NET INCOME (LOSS):

As a result of the above, the Company had a net loss of $143,000 for the first
quarter 2001 as compared to net income of $843,000 for the first quarter 2000.

NET INCOME (LOSS) AVAILABLE TO COMMON SHAREHOLDERS:

Net income (loss) available to common shareholders is the numerator in the
Company's calculation of Basic and Diluted Income per common share and reflects
dividends and the accretion of the related costs of the Series B Preferred Stock
issued on June 1, 2000. The Company accrues approximately $67,000 per month
representing dividends payable and accretion related to the Series B Preferred
Stock.


                                      -11-
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES:

General

To support the Company's growth the Company has historically made significant
capital expenditures to support its facilities and manufacturing processes as
well as working capital needs. The Company has financed its capital needs
through cash flow from operations, issuance of Preferred Stock, line of credit
facilities, term loans from banks, other bank financing, including gold
consignment supply agreements, and capital leases.

Summary of 2001 Activity
------------------------

At March 31 , 2001, the Company had cash and cash equivalents of $1,855,000 and
had an available balance on its revolving credit facility of $2,293,000 as
compared to $252,000 and $375,000 respectively at March 31, 2000.

Net cash provided by operating activities in the first quarter of 2001 amounted
to $2,318,000 as compared to $746,000 in the first quarter of 2000. Cash
provided by operations increased compared to the prior years period, principally
as a result of first three months operating income and working capital changes.

Cash used by investing activities amounted to $1,698,000 in the first quarter of
2001 compared to $2,386,000 ,in the prior year period. During the three months
ended March 31, 2001 and 2000, the Company invested $1,138,000 and $2,566,000,
respectively, in property and equipment. This investment excludes $95,000 in the
2001 period and $0 in the 2000 period for equipment acquired under capital
leases.

Net Cash used by financing activities amounted to $58,000 in the first
quarter of 2001 as compared to cash provided of $1,490,000 during the 2000
period. During the first quarter of 2001 the Company repaid $629,000 under term
loans and borrowed $1,427,000 under its Bank revolving line of credit. In
addition, the Company made payments of $583,000 under capital lease obligations.
On March 31, 2001 the Company paid a semi-annual cash dividend to the holders
of Series B Preferred in the amount of $299,000.

Factors Affecting Future Liquidity
----------------------------------

On June 1, 2000, the Company received $10,000,000 in gross proceeds from the
issuance of Series B Redeemable Preferred Stock to a group led by ACI. Attached
to the instrument were warrants to purchase 1 million shares of SEMX Common
Stock with an exercise price initially valued at $10.00 per share, subject to a
reset provision dependent on the underlying market price of SEMX Common Stock,
with a floor of $7.00 per share. The Series B Preferred Stock is subject to
mandatory redemption in 5 years and cash dividends are payable semiannually at a
rate of 6%, subject to successive rate increases in the event of uncured late
payments or events of default.

On November 1, 1999 the Company entered into a Revolving Credit, Term Loan and
Security Agreement with PNC Bank. The Credit Facility replaced the existing
revolving credit and interim term loan facilities, which the Company had with
First Union and Fleet. The Credit Facility, as amended which has a three year
term, consists of a formula based $10,000,000 revolving credit facility and a
original $6,234,000 term loan which are secured by substantially all of the
Company's domestic assets. Revolving credit facility availability of up to
S$4,000,000 Singapore dollars (approximately $2,300,000 US) is reserved for
issuance of a standby letter of credit in support of the Company's continuing
guarantee of ISP's debt. The interest rate on revolving credit borrowings are,
at the Company's option, based on either the prime rate or a floating Eurodollar
rate plus a margin of 2.75%. At the Company's option, the term loan interest
rate is based on either prime plus 0.5% or a floating Eurodollar rate plus a
margin of 3.0%. Principal payments under the $6,234,000 term loan are due in
equal monthly installments of $74,214 over the three-year term. Full payment of
any outstanding debt on the term loan is due on October 31, 2002. In April 2001,
the Company entered into an additional $1,437,000 term borrowing under the PNC
facility, subject to the same terms and amortization as the original term loan.
The proceeds from the term loan were used to pay down an equivalent amount of
revolving credit borrowings

                                      -12-
<PAGE>

In August 2000 the Company's 50.1% owned ISP subsidiary refinanced its existing
debt and entered into a credit facility with Keppel Tatlee Bank. The facility
provides for a total of S$11,950,000 (approximately $6,900,000 US) in term and
overdraft borrowings secured by ISP's property and equipment and partially
guaranteed by the Company. In conjunction with the refinancing the Company was
able to reduce its guarantee of ISP's debt from S$5,000,000 Singapore dollars
(approximately $2,900,000 US) to S$4,000,000 (approximately $2,300,000 US). The
reduced guarantee is secured by a standby letter of credit of up to S$4,000,000
Singapore dollars issued by PNC Bank in favor of ISP's lenders. In the event of
default, as defined by ISP's lending agreements, Keppel Tatlee Bank could draw
down the S$4,000,000 standby letter of credit provided by the Company's Bank.

In December 1996, the Company entered into a consignment agreement (the "Gold
Consignment Agreement") with Fleet Precious Metals ("FPM") which, as amended,
expires June 30, 2002. Under the Gold Consignment Agreement, the Company
purchases gold used in its manufacturing of materials. The Gold Consignment
Agreement provides for gold on consignment not to exceed the lesser of 6,500
troy ounces of gold or gold having a market value of $2,400,000. The Gold
Consignment Agreement requires the Company to pay a consignment fee of 4.5% per
annum based upon the value of all gold consigned to the Company.

In conjunction with the Company's acquisition of Polese Company on May 27, 1993,
the Company acquired from Frank J. Polese, the former sole shareholder of Polese
Company, all of the rights, including a subsequently issued patent, for certain
powdered metal technology and its application to the electronics industry. For a
period of ten years from May 1993, Mr. Polese has the right to receive a portion
of (i) the pre-tax profit from the copper tungsten product line, after
allocating operating costs and (ii) the proceeds of the sale, if any, by the
Company of the powdered metal technology. During the first quarter of 2001, the
Company charged a total of $13,000 against operations under this agreement.

The Company continually seeks to broaden its product lines by various means,
including through acquisitions. The Company intends to pursue only those
acquisitions for which it will be able to arrange the necessary financing by
means of the issuance of additional equity, the use of its cash or, through bank
or other debt financing.

PART II.  OTHER INFORMATION

Item 1-6. Not Applicable


                                   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.

                                     SEMX CORPORATION

    Date: May 14, 2001                    By: /s/ Gilbert D. Raker
                                          ------------------------

                                   Name:  Gilbert D. Raker

                                   Title: Chairman of the Board and acting
                                          Chief Financial Officer

    Date: May 14, 2001                    By: /s/ Frank J. Polese
                                          -----------------------

                                   Name:  Frank J. Polese

                                   Title: President and Chief Executive Officer