**UNITED STATES**

**SECURITIES AND EXCHANGE COMMISSION**

Washington, D.C. 20549

**FORM 10-QSB**

**X**Quarterly report under section 13 or 15(d) of the Securities Exchange Act of 1934 for the
period ended March 31, 2002.

____Transition report under section 13 or 15(d) of the Securities Exchange Act of 1934 for the
transition period from ______ to ______.

**AGRONIX, INC.**

(Exact name of registrant as specified in its charter)

|Florida                                        | 0-15893                  | 13-4025362                          
|---------------------------------------------- | ------------------------ | ------------------------------------
|(State or other jurisdiction of
incorporation) | (Commission File
Number) | (IRS Employer Identification
Number)

|1666 West 75th Avenue

Vancouver, B.C., Canada | V6P6G2    
|---------------------------------------------- | ----------
|(Address of principal executive offices)       | (Zip Code)

Registrant's telephone number, including area code:  (604) 714-1606

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act during the past 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. Yes. X  No...

Applicable only to issuers involved in bankruptcy proceedings during the past five years.

Check whether the issuer has filed all documents and reports required to be filed by Section 12,
13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a
court.  Yes .....  No .....

Applicable only to corporate issuers

State the number of shares outstanding of each of the issuer's classes of common equity, as of the
latest practicable date:  At March 31, 2002, there were19,561,834 shares outstanding.

Transitional Small Business Disclosure Format (Check one):  Yes .....     No ..X..



PART 1 - FINANCIAL  INFORMATION

ITEM 1.  FINANCIAL STATEMENTS AND EXHIBITS ****

********

|                                                | 
|----------------------------------------------- | 
|**CONTENTS**                                    | 
|Consolidated Balance Sheets                     | 
|Consolidated Statements of Operations           | 
|Consolidated Statements of Cash Flows           | 
|Consolidated Statements of Stockholders' Equity | 
|Notes to Consolidated Financial Statements      | 



**AGRONIX, INC.******

(A Development Stage Company)****

**CONSOLIDATED BALANCE SHEETS**

(Expressed in U.S. Dollars)

(Unaudited)

**AS AT MARCH 31, 2002**

**ASSETS**

|                                    | **March 31,**       | ******December 31,**
|----------------------------------- | ------------------- | --------------------
|                                    | **2002******        | ******2001**        
|**CURRENT**                         |                     |                     
|Cash                                | $47,357             | $100,610            
|Receivables                         | 2,291               | 1,071               
|Deposit                             | 4,076               | 4,087               
|                                    | 53,724              | 105,768             
|**CAPITAL ASSETS**(Note 3)          | 15,277              | 9,998               
|**INVESTMENT IN AND ADVANCES TO**   |                     |                     
|**3884171 CANADA INC.**(Note 4)**** | ********143,308**** | ********143,017     
|                                    | $212,309            | $258,783            

**LIABILITIES**

|**CURRENT**                              |         |        
|---------------------------------------- | ------- | -------
|Accounts payable and accrued liabilities | $58,925 | $28,786
|Due to related parties   (Note 5)        | 69,710  | 69,870 
|                                         | 128,635 | 98,656 

**STOCKHOLDERS' EQUITY**

|**CAPITAL STOCK**(Note 6) |  | 
|------------------------- |  | 
|**Authorized:**           |  | 

50,000,000 common shares with a par value of $0.001 per share

10,000,000 preferred shares with a par value of $0.001 per share

|**Issued and outstanding:**                                                        |                         |                    
|---------------------------------------------------------------------------------- | ----------------------- | -------------------
|19,561,834 (2001: 19,328,074 after giving effect to 2:1 stock
split) common shares | 9,841                   | 9,664              
|Additional paid in capital                                                         | 2,086,392               | 1,836,286          
|****                                                                               | 2,096,233               | 1,845,950          
|**DEFICIT ACCUMULATED DURING THE**                                                 | ********                | ********           
|**DEVELOPMENT STAGE**                                                              | ********(2,012,559)**** | ********(1,685,823)
|****                                                                               | 83,674                  | 160,127            
|                                                                                   | $212,309                | $258,783           

Continuance of operations (Note 1)

Commitments (Note 8)See accompanying notes to the consolidated financial statements.

**AGRONIX, INC****.**

(A Development Stage Company)

**CONSOLIDATED STATEMENTS OF OPERATIONS**

**(Expressed in U.S. Dollars)**

**(Unaudited)**

**FOR THE THREE MONTH PERIODS**

|****************                   | ******Cumulative**     | ******For the**  | ******For the** 
|---------------------------------- | ---------------------- | ---------------- | ----------------
|****                               | ******From Inception** | **Three Month**  | **Three Month** 
|                                   | ******(Jan 20, 2000)** | **Period Ended** | **Period Ended**
|                                   | **to March 31,**       | **March 31,**    | **March 31,**   
|                                   | **2002**               | ******2002**     | ******2001**    
|**INTEREST EARNED**                | $2,470                 | $44              | $752            
|**EXPENSES**                       |                        |                  |                 
|Stock based compensation           | 616,750                | 139,750          | 76,750          
|Consulting fees                    | 629,055                | 117,241          | 50,248          
|Depreciation                       | 1,762                  | 551              | 135             
|Office and general                 | 60,679                 | 6,430            | 7,814           
|Professional fees                  | 142,837                | 31,593           | 31,010          
|Rent                               | 23,880                 | 3,449            | 3,673           
|Research and development           | 410,495                | 21,812           | -               
|Shareholder communications         | 8,914                  | 1,555            | 844             
|Travel and promotion               | 120,657                | 4,399            | 7,919           
|                                   | 2,015,029              | 326,780          | 178,393         
|**NET LOSS**                       | $(2,012,559)           | $(326,736)       | $(177,641)      
|****                               | ****                   | ********         | ********        
|****Weighted average common        | ****                   | ********         | ********        
|shares outstanding                 |                        | ****19,466,056   | ****12,791,194  
|****Basic and diluted loss per**** | ********               | ********         | ****            
|share                              |                        | ****$(0.02)****  | ********$(0.01) 



See accompanying notes to the consolidated financial statements.

**********AGRONIX, INC.******

(A Development Stage Company)

**CONSOLIDATED STATEMENTS OF CASH FLOWS**

**(Expressed in U.S. Dollars)**

**(Unaudited)**

**FOR THE THREE MONTH PERIODS**

|********                                                        | **Cumulative**         | ******For the**  | ******For the******
|--------------------------------------------------------------- | ---------------------- | ---------------- | -------------------
|****                                                            | **From Inception**     | **Three Month**  | **Three Month**    
|                                                                | **(January 20, 2000)** | **Period Ended** | **Period Ended**   
|                                                                | **to March 31,**       | **March 31,**    | **March 31,**      
|                                                                | **2002******           | ******2002****** | ******2001**       
|**Cash derived from (applied to):**                             |                        |                  |                    
|**OPERATING**                                                   | ********               | ********         | ********           
|Net Loss                                                        | $(2,012,559)           | $(326,736)       | $(177,641)         
|Depreciation                                                    | 1,762                  | 551              | 135                
|Research and development expenses paid                          |                        |                  |                    
|through issuance of common shares (Note 7)                      | 383,856                | -                | -                  
|Stock based compensation                                        | 616,750                | 139,750          | 76,750             
|Rent paid through issuance of common                            |                        |                  |                    
|shares                                                          | 13,800                 | 3,691            | -                  
|Consulting and legal fees paid though the                       |                        |                  |                    
|issuance of common shares                                       | 156,056                | 106,842          | -                  
|Change in non-cash working capital                              |                        |                  |                    
|Receivables                                                     | (2,291)                | (1,220)          | 403                
|Deposit                                                         | (4,076)                | 11               | -                  
|Payables and accruals                                           | 45,824                 | 30,139           | 15,555             
|                                                                | (800,878)              | (46,972)         | (84,798)           
|**FINANCING**                                                   |                        |                  |                    
|Advances under a credit facility with a                         |                        |                  |                    
|company with director in common                                 | 187,870                | -                | 63,460             
|Repayments of credit facility with a                            |                        |                  |                    
|company with director in common                                 | (118,160)              | (160)            | -                  
|Advances to shareholder                                         | (14,267)               | -                | -                  
|Shares issued or subscribed for cash                            | 953,139                | -                | -                  
|Shares subscribed                                               | -                      | -                | 33,400             
|                                                                | 1,008,582              | (160)            | 96,860             
|**INVESTING**                                                   |                        |                  |                    
|Acquisition of capital assets                                   | (17,039)               | (5,830)          | -                  
|Investment in and advances to 3884171 Canada Inc.               | (143,308)              | (291)            | -                  
|                                                                | (160,347)              | (6,121)          | -                  
|****Increase in cash                                            | 47,357                 | (53,253)         | 12,062             
|**Cash,** beginning of period                                   | -                      | 100,610          | 95,040             
|**Cash,** end of period                                         | $47,357                | $47,357          | $107,102           
|**Non-cash financing transactions not included in cash flows:** |                        |                  |                    
|Shares issued for research and development                      | $383,856               | $-               | $-                 
|Stock based compensation                                        | $616,750               | $139,750         | $76,750            
|Shares issued for rent                                          | $13,800                | $3,691           | $-                 
|Shares issued for consulting and legal services                 | $156,056               | $106,842         | $-                 

See accompanying notes to the consolidated financial statements.

**AGRONIX, INC.******

(A Development Stage Company)

**CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY**

**(Expressed in U.S. Dollars)**

**(Unaudited)**

**FOR THE PERIOD FROM INCEPTION (JANUARY 20, 2000) TO MARCH 31, 2002**

|************                                | ********         | ********     | ********         | ********       | ******Deficit** | ******** 
|------------------------------------------- | ---------------- | ------------ | ---------------- | -------------- | --------------- | ---------
|****                                        |                  |              | **************** | ****           | **Accumulated** | ****     
|                                            | ******Common**   | **Common**   | **Additional**   | ****           | **During the**  | ****     
|                                            | ******Shares**   | **Shares**   | **Paid-In**      | **Shares**     | **Development** | ****     
|                                            | ******(Number)** | **(Amount)** | **Capital**      | **Subscribed** | **Stage**       | **Total**
|Shares issued for cash                      |                  |              |                  |                |                 |          
|************************at $0.001 per share | 5,250,000        | $5,250       | $-               | $-             | $-              | $5,250   
|Shares issued for cash                      |                  |              |                  |                |                 |          
|at $0.30 per share                          | 40,000           | 40           | 7,960            | -              | -               | 8,000    
|Shares issued for cash                      |                  |              |                  |                |                 |          
|at $0.50 Cdn per share                      | 1,000,000        | 1,000        | 337,287          | -              | -               | 338,287  
|Shares issued for cash                      |                  |              |                  |                |                 |          
|at $1.00 Cdn per share                      | 182,250          | 182          | 122,780          | -              | -               | 122,962  
|Shares issued to acquire                    |                  |              |                  |                |                 |          
|research and                                |                  |              |                  |                |                 |          
|development (Note 7)                        | 150,000          | 150          | 149,850          | -              | -               | 150,000  
|Shares subscribed at $1.00                  |                  |              |                  |                |                 |          
|U.S. cash per share                         | -                | -            | -                | 22,500         | -               | 22,500   
|Stock based compensation                    | -                | -            | 181,250          | -              | -               | 181,250  
|Net loss                                    | -                | -            | -                | -              | (740,239)       | (740,239)
|Balance, December 31, 2000                  | 6,622,250        | 6,622        | 799,127          | 22,500         | (740,239)       | 88,010   
|Acquisition of AWR on                       |                  |              |                  |                |                 |          
|March 26, 2001 (Note 1)                     | 6,622,250        | 6,622        | (33,990)         | -              | -               | (27,368) 
|Reverse merger adjustment                   | (4,939,000)      | (4,939)      | 4,939            | -              | -               | -        
|Shares issued at $1.00 Cdn                  |                  |              |                  |                |                 |          
|per share                                   | 669,357          | 670          | 404,543          | (22,500)       | -               | 382,713  
|Shares issued for premises                  |                  |              |                  |                |                 |          
|lease at $1.00 Cdn per                      |                  |              |                  |                |                 |          
|share                                       | 15,680           | 15           | 10,094           | -              | -               | 10,109   
|Shares issued for cash at                   |                  |              |                  |                |                 |          
|$0.50 Cdn per share                         | 231,000          | 231          | 73,196           | -              | -               | 73,427   
|Shares issued for consulting                |                  |              |                  |                |                 |          
|services at $1.00 Cdn                       |                  |              |                  |                |                 |          
|per share                                   | 442,500          | 443          | 282,627          | -              | -               | 283,070  
|Stock based compensation                    | -                | -            | 295,750          | -              | -               | 295,750  
|Net loss for the year                       | -                | -            | -                | -              | (945,584)       | (945,584)
|Balance, December 31, 2001                  | 9,664,037        | $9,664       | $1,836,286       | $-             | $(1,685,823)    | $160,127 

See accompanying notes to the consolidated financial statements.

**AGRONIX, INC.**

(A Development Stage Company)****

**CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY**

(Expressed in U.S. Dollars)

(Unaudited)

**FOR THE PERIOD FROM INCEPTION (JANUARY 20, 2000) TO MARCH 31, 2002**

|****                         | ********         | ********     | ********         | ********       | ******Deficit** | ******** 
|---------------------------- | ---------------- | ------------ | ---------------- | -------------- | --------------- | ---------
|                             |                  |              | **************** | ****           | **Accumulated** | ****     
|                             | ******Common**   | **Common**   | **Additional**   | ****           | **During the**  | ****     
|                             | ******Shares**   | **Shares**   | **Paid-In**      | **Shares**     | **Development** | ****     
|                             | ******(Number)** | **(Amount)** | **Capital**      | **Subscribed** | **Stage**       | **Total**
|                             |                  |              |                  |                |                 |          
|Balance, December 31,
2001   | 9,664,037        | $9,664       | $1,836,286       | $-             | $(1,685,823)    | $160,127 
|Shares issued for
premises   |                  |              |                  |                |                 |          
|lease at $1.00 Cdn per       |                  |              |                  |                |                 |          
|share                        | 1,960            | 2            | 1,230            | -              | -               | 1,232    
|Shares issued for
consulting |                  |              |                  |                |                 |          
|services at $1.00 Cdn        |                  |              |                  |                |                 |          
|per share                    | 167,000          | 171          | 106,671          | -              | -               | 106,842  
|Two-for-one stock split      | 9,720,997        | -            | -                | -              | -               | -        
|Shares issued for
premises   |                  |              |                  |                |                 |          
|lease at $0.50 Cdn per       |                  |              |                  |                |                 |          
|share                        | 7,840            | 4            | 2,455            | -              | -               | 2,459    
|Compensation expense         |                  |              |                  |                |                 |          
|for stock options            | -                | -            | 139,750          | -              | -               | 139,750  
|Net loss                     | -                | -            | -                | -              | (326,736)       | (326,736)
|Balance, March 31, 2002      | 19,561,834       | $9,841       | $2,086,392       | $-             | $(2,012,559)    | $83,674  



See accompanying notes to the consolidated financial statements.

******AGRONIX, INC.******

(A Development Stage Company)

**NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS**

**(Unaudited)**

**MARCH 31, 2002**

1.	**OPERATIONS AND GOING CONCERN**

The company was incorporated under the laws of Florida, U.S.A. on May 6, 1996 as RCA
Trading Co.  The company changed its name to Agronix, Inc. on June 18, 2001.

Pursuant to a share exchange agreement entered into on October 16, 2000 and closed on March
26, 2001, between the shareholders of the Agronix and shareholders of a private Company,
American Waste Recovery, Inc. ("AWR"), the Company purchased all of the outstanding shares
of AWR.  AWR was incorporated under the laws of Nevada, U.S.A. on January 20, 2000 as
American Bio Recovery, Inc.; on January 26, 2000, its name was changed to American Waste
Recovery, Inc.  The consideration for this acquisition was the issuance by the company of
6,622,250 common shares.

As a result of this transaction, AWR has become a wholly-owned subsidiary of Agronix and the
former shareholders of AWR in turn became owners of the majority of the issued and
outstanding shares of Agronix.  Since the former shareholders of AWR have acquired control of
Agronix through this transaction, it is considered a reverse acquisition and these financial
statements are presented from the perspective of AWR (the accounting parent in this transaction).
These financial statements present the consolidated results of operations from AWR's date of
incorporation (January 20, 2000) to March 31, 2002 including the results of operations of
Agronix since March 26, 2001.

Agronix has focused its activities on the development of its acquired technologies for
commercial use, for identifying prime international locations to build commercial plants, and
forming strategic alliances for the implementation of its global business plan.  No significant
revenues have been realized and planned principal operations have not yet commenced.  Agronix
is engaged in the acquisition and development of technologies that convert organic residues into
agricultural products such as growth substrates, organic fertilizers, soil amendments and
chemical commodities for agriculture and industry use.

These financial statements have been prepared on the basis of accounting principles applicable to
a going concern which assumes that the Company will continue to operate for the foreseeable
future and will be able to realize its assets and discharge its liabilities in the normal course of
operations.  The Company's continued existence is dependent upon its ability to raise additional
capital and to ultimately achieve profitable operations.  It is management's intention to pursue
market acceptance for its product and identify funding sources until such time that there is
sufficient operating cash flow to fund operating requirements.

If the going concern assumptions were not appropriate for these financial statements, then
adjustments ould be necessary in the carrying values of assets and liabilities, the reported
expenses and the balance sheet classifications used.

**2.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**

**CONSOLIDATION**

These consolidated financial statements are presented in U.S. dollars in accordance with accounting
principles generally accepted in the United States of America and include the accounts of the
company and its wholly-owned subsidiary, AWR.

**ACCOUNTING FOR STOCK OPTIONS**

In October 1995, the Financial Accounting Standards Board ("FASB") issued Statement of Financial
Accounting Standards ("SFAS") No. 123, Accounting for Stock-Based Compensation ("SFAS"),
which requires entities to calculate the fair value of stock awards granted to employees.  This
statement provides entities with the option of electing either to expense the fair value of employee
stock-based compensation or to continue to recognize compensation expense under previously
existing accounting pronouncements set out in APB 25 and to provide pro-forma disclosures of net
earnings (loss) and, if presented, earnings (loss) per share, as if the above-referenced fair value
method of accounting was used in determining compensation expense.

The company has elected to account for stock-based employee or director compensation
arrangements in accordance with Accounting Principles Board Opinion No. 25, Accounting for
Stock Issued to Employees ("APB No. 25").

Stock options issued to non-employees are recorded at the fair value of the services received or at
the fair value of the options issued, whichever is more reliably measurable.  Compensation is
charged to expense over the shorter of the term of service or the vesting period.

The Black-Scholes option valuation model was developed for use in estimating the fair value of
traded options and warrants which have no vesting restrictions and are fully transferable.  In addition,
option valuation models require the input of highly subjective assumptions, including the expected
stock price volatility.

**CAPITAL ASSETS**

Capital assets are recorded at cost less accumulated depreciation.  Depreciation is recorded on the
straight-line method at the following rates:

|Office equipment   | 20	% | straight line
|------------------ | ---- | -------------
|Computer equipment | 30	% | straight line
|Computer software  | 50	% | straight line

**INVESTMENTS**

****The company uses the equity method to account for investments in companies such as 3884171
Canada Inc. and other business ventures over which it exercises significant influence.

**TECHNOLOGY**

The company capitalizes the acquisition costs of technologies when their technological feasibility
has been established; otherwise such costs are charged to operations.

**RESEARCH AND DEVELOPMENT**

The Company records all research and development costs in accordance with SFAS 2 "Accounting
for Research and Development Costs".  As such, all research and development costs are expensed
as they are incurred, until such time as the research and development outcome is proven for
commercial use, at which time the costs are capitalized and amortized.

**LONG-LIVED ASSETS**

The company monitors the recoverability of long-lived assets, including capital assets and its
investments in and advances to 3884171 Canada Inc., based on estimates using factors such as
current market value, future asset utilization, and future undiscounted cash flows expected to result
from the use of the related assets.  The company's policy is to record any impairment loss in the
period when it is determined that the carrying amount of the asset may not be recoverable.  Any
impairment loss is calculated as the excess of the asset's carrying value over its estimated realizable
value.

**LOSS PER SHARE**

The company follows SFAS No. 128 to calculate earnings per share.  Basic loss per share is
computed using the weighed effect of all common shares issued and outstanding.  Fully diluted
earnings per share has not been presented as the effect on basic earnings per share is anti-dilutive.

Prior year earnings per share have been restated to reflect the two-for-one stock split which occurred
on January 9, 2002.

**USE OF ESTIMATES**

In preparing financial statements in conformity with accounting principles accepted in the United
States of America, management is required to make estimates and assumptions that affect the
reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at
the dates of the financial statements for the reporting period.  Actual results may differ from
those estimates.

**RECENT ACCOUNTING PRONOUNCEMENTS**

The Financial Accounting Standards Board ("FASB") has issued the following pronouncements,
none of which are expected to have a significant impact on the financial statements:

SFAS 141 & 142

On July 20, 2001, the FASB issued SFAS 141, Business Combinations, and SFAS 142, Goodwill
and Intangible Assets.  SFAS 142 is effective for fiscal years beginning after December 15, 2001;
however, certain provisions of this statement apply to goodwill and other intangible assets
acquired between July 1, 2001 and the effective date of SFAS 142.  Major provisions of these
statements and their effective dates for the company are as follows:

a) all business combinations initiated after June 30, 2001 must use the purchase method of
accounting.  The pooling of interest method of accounting is prohibited except for transactions
initiated before July 1, 2001.

b) intangible assets acquired in a business combination must be recorded separately from
goodwill if they arise from contractual or other legal rights or are separable from the acquired
entity and can be sold, transferred, licensed, rented or exchanged, either individually or as part of
a related contract, asset or liability.

c) effective January 1, 2002, goodwill and intangible assets with indefinite lives will be tested for
impairment annually and whenever there is an impairment indicator.

d) all acquired goodwill must be assigned to reporting units for purposes of impairment testing
and segment reporting.

SFAS 143 & 144

In July, 2001, the FASB issued SFAS No. 143, Accounting for Asset Retirement Obligations.
This statement addresses financial accounting and reporting for obligations associated with the
retirement of tangible long-lived assets and the associated asset retirement costs.  This statement
applies to all entities.  It applies to legal obligations associated with the retirement of long-lived
assets that result from the acquisition, construction, development and (or) the normal operation
of a long-lived asset, except for certain obligations of lessees.  This statement is effective for
financial statements issued for fiscal years beginning after June 15, 2002.

In August 2001, the FASB issued SFAS No. 144, Accounting for the Impairment or Disposal of
Long-Lived Assets.  This statement addresses financial accounting and reporting for the
impairment or disposal of long-lived assets and supersedes FASB Statement No. 121,
Accounting for the Impairment of Long-Lived Assets to be Disposed Of.  The provisions of the
statement are effective for financial statements issued for fiscal years beginning after December
15, 2001.

**3.	CAPITAL ASSETS**

|****                    | ********            | ********             | ******Net**         | ******Net**       
|----------------------- | ------------------- | -------------------- | ------------------- | ------------------
|****                    | ********            | ******Accumulated**  | ****March 31****    | **December 31**   
|****                    | ******Cost**        | ******Amortization** | ******2002**        | ******2001**      
|Office equipment        | $             1,484 | $              519   | $               965 | $            1,039
|Computer equipment      | 4,283               | 1,112                | 3,171               | 1,776             
|Computer software       | 392                 | 132                  | 260                 | 67                
|Option to purchase land | 10,881              | -                    | 10,881              | 7,116             
|                        | $          17,040   | $            1,763   | $          15,277   | $            9,998

4.           **INVESTMENT IN AND ADVANCES TO 3887141 CANADA INC.**

Pursuant to an agreement entered into by the Company and Bio-Max Inc. ("Bio-Max") (a Quebec
City, Canada based developer of organic waste processing plants), a subsidiary (3884171 Canada
Inc. ("Newco")) was created in which the Company owns 20% of the issued and outstanding
common shares and Bio-Max owns 80% of the issued and outstanding common shares.  Newco
has been established to further the development and commercialization of Bio-Max's "Robo II"
technology into Agronix/Bio-Max "Robo III" technology [Agronix Bio-Conversion Reactor
System (BCR)] using Agronix intellectual property rights and proprietary bio-conversion
formulae.

Under the terms of the agreement:

(a) Bio-Max contributed the Robo II technology as its capital contribution for an 80% interest in
Newco.  The Company contributed $20 Cdn and its technical process improvements, its
intellectual property rights and proprietary bio-conversion formulae as its capital contribution for
a 20% interest in Newco with a 3 year option to purchase a further 30% of Newco for $1,500,000
million CAD.  Should the Company exercise this option, it would be a 50/50 partner with
Bio-Max in Newco.

(b) The Company and Bio-Max have given each other a right of first refusal to match any offer to
purchase any shares of Newco owned by each of them.

(c) Agronix has the world licensing rights for Robo III from Newco with the exception of the
Francophone countries.

(d) Agronix has advanced $224,000 CAD to Newco which has completed Robo III engineering
and the Bio-Conversion Reactor System (BCR) to be constructed for commercial plant
operations throughout the world.

The company's investment in and advances to Newco have been accounted for as follows:

|**** | ********                                                     | ******March 31** | ******37620**
|---- | ------------------------------------------------------------ | ---------------- | -------------
|     |                                                              | **********2002** | ******2001** 
|     | Investment in shares                                         | $13              | $13          
|     | Advances, non-interest bearing, no stated terms of repayment | 143,295          | 143,004      
|     |                                                              | $143,308         | $143,017     

****

**5.		DUE TO RELATED PARTIES**

|**** | ********                                                                                                                 | ******March 31** | ******37620** 
|---- | ------------------------------------------------------------------------------------------------------------------------ | ---------------- | --------------
|     |                                                                                                                          | **********2002** | ******2001**  
|     | Revolving credit facility with a shareholder, unsecured,
non-interestbearing, principal due on June 30, 2002             | $   7,000        | $   7,000     
|     | Demand loan from a company controlled by a shareholder                                                                   |                  |               
|     | - unsecured, principal in the amount of $100,000 Cdn; 12%
per annum simple interest; interest payable monthly; repayable |                  |               
|     | on demand or on June 30, 2002                                                                                            | 62,710

$69,710  | 62,870
$69,870

**6.         CAPITAL STOCK**

On June 11, 2001 the Company amended its Articles of Incorporation to change the authorized
number of shares from 20,000,000 common shares to 25,000,000 and the authorized number of
preferred shares from 5,000,000 to 10,000,000.

On January 9, 2002 the company amended its outstanding number of common shares to reflect a
two-for-one split.  As a result, the 9,726,857 issued and outstanding shares as of that date
changed to a total of 19,453,714 issued and outstanding shares. In addition, the company
amended its Articles of Incorporation to change the authorized number of shares from
25,000,000  to 50,000,000 common shares.  The Company has retroactively reflected this
two-for-one split in these financial statements.

**STOCK OPTIONS**

****	The following table summarizes information about outstanding and exercisable stock options at
March 31, 2002:

|**Options Outstanding** | **Options Exercisable**
|----------------------- | -----------------------

|                |                      |                      | **************Average**   | **Weighted**  | ****            | **Weighted** 
|--------------- | -------------------- | -------------------- | ------------------------- | ------------- | --------------- | -------------
|                |                      |                      | **************Remaining** | **Average**   | ****            | **Average**  
|                |                      | **********Exercise** | **Contractual**           | **Exercise**  | ****            | **Exercise** 
|**Number**      | ****                 | **Price**            | **Life**                  | **Price**     | **Number**      | **Price**    
|**Outstanding** | **Grant Date**       | **Per Share**        | **(In Years)**            | **Per Share** | **Exercisable** | **Per Share**
|****840,000**** | ********01/27/00**** | ********$0.50        | ****4.33                  | ****$0.50     | ****840,000     | ****$0.50    
|400,000         | 01/28/00             | 0.50                 | 4.33                      | 0.50          | 400,000         | 0.50         
|300,000         | 02/17/00             | 0.50                 | 4.39                      | 0.50          | 300,000         | 0.50         
|500,000         | 08/04/00             | 0.50                 | 4.85                      | 0.50          | 500,000         | 0.50         
|150,000         | 10/30/00             | 0.67                 | 5.08                      | 0.67          | 150,000         | 0.67         
|400,000         | 01/17/01             | 1.00                 | 4.30                      | 1.00          | 400,000         | 1.00         
|80,000          | 07/03/01             | 1.00                 | 5.76                      | 1.00          | 40,000          | 1.00         
|1,000,000       | 07/09/01             | 0.50                 | 4.78                      | 0.50          | 750,000         | 0.50         
|200,000         | 02/22/02             | 1.00                 | 0.91                      | 1.00          | 200,000         | 1.00         
|3,870,000       |                      |                      |                           | $0.64         | 3,580,000       | $0.64        

Summary of share option activity and information concerning options at March 31, 2002:

|**** | ******** | ********
|---- | -------- | --------

| |                              | **********Three months ended
March 31,** | **Year endedDecember
31,**
| | ---------------------------- | ---------------------------------------- | --------------------------
| |                              | **********2002**                         | ******2001**              
| | Balance, beginning of period | 3,670,000                                | 2,340,000                 
| | Granted                      | 200,000                                  | 1,530,000                 
| | Cancelled                    | -                                        | (200,000)                 
| | Balance, end of period       | 3,870,000                                | 3,670,000                 

The company granted options to purchase 200,000 shares of the company's common stock to
consultants during the period ended March 31, 2002.  Compensation expense of $139,750 related
to these options has been recorded.

The company accounts for the options issued to directors and employees in accordance with the
provisions of APB Opinion No. 25, Accounting for Stock Options Issued to Employees.  Had
compensation cost for the employee stock option plan been determined based on the fair value at
the grant date consistent with the method of SFAS No. 123, Accounting for Stock-Based
Compensation, the company's net loss and net loss per share would have been the pro forma
amounts indicated below:

|**** | ********                    | ********                                              |                                      
|---- | --------------------------- | ----------------------------------------------------- | -------------------------------------
|     |                             | **************Three months ended
March 31, 2002****** | **Three months
ended March 31,
2001**
|     | **Net loss:**               |                                                       |                                      
|     | Actual net loss             | (326,736)                                             | (177,641)                            
|     | Proforma net loss           | (703,736)                                             | (236,266)                            
|     | **Loss per share:**         |                                                       |                                      
|     | Actual net loss per share   | (0.02)                                                | (0.03)                               
|     | Proforma net loss per share | (0.02)                                                | (0.09)                               
|     |                             |                                                       |                                      
|     |                             |                                                       |                                      

The fair value of each option grant was estimated at the grant date using the Black-Scholes
option-pricing model for the period from inception to March 31, 2002, assuming a risk-free interest
rate of 2.10% (2001: 4.85%), volatility of 67.6% (2001: 0%), zero dividend yield (2001: zero), and
an expected life of six years.

The Black-Scholes option valuation model was developed for use in estimating the fair value of
traded options and warrants which have no vesting restrictions and are fully transferable.  In addition,
option valuation models require the input of highly subjective asumptions, including the expected
stock price volatility.  Because the company's employee stock options and warrants have
characteristics significantly different from traded options, and because changes in the subjective
input assumptions can materially affect the fair value estimates, in management's opinion, the
existing models do not necessarily provide a reliable measure of the fair value of its employee stock
options.

**PERFORMANCE SHARES**

On January 27, 2000, 1,000,000 performance shares were issued into escrow for the company's
President and C.E.O.  For each $0.25 of cumulative cash flow generated by the company from its
operations, two performance shares will be released from escrow.  All shares remain in escrow at
March 31, 2002.

**7.	RESEARCH AND DEVELOPMENT**

During 2000, AWR acquired certain soil and organic matter expertise and intellectual property from
an unrelated organic residue consultant based in Ottawa, Canada.  The consideration for this
acquisition was 300,000 AWR common shares issued at an estimate of their fair value of $0.50
Cdn.per share. This research and development acquired has yet to be proven commercially and its
acquisition has been expensed.

During 2001, 220,000 Agronix shares were issued at an estimate of their fair value of $0.50 Cdn per
share to three separate parties with soil science and engineering expertise.  The shares were
consideration for engineering activity which was required to advance the design of the BCIR system
to the point that it meets specific functional and economic requirements and is ready for
manufacture.

A further 500,000 shares were issued during 2001 at an estimate of their fair value of $0.50 Cdn per
share to three separate parties with soil science and engineering expertise.  The shares were
consideration for routine, on-going efforts to refine, enrich, and otherwise improve upon the qualities
of the existing BCR system, and the engineering follow-through in the early phase of commercial
production.

The company has incurred research and development expenses as follows:

|****                                                     | ******Cumulative**     | ******For the**  | ******For the** 
|-------------------------------------------------------- | ---------------------- | ---------------- | ----------------
|                                                         | **From Inception**     | **Three Month**  | **Three Month** 
|                                                         | **(January 20, 2000)** | **Period Ended** | **Period Ended**
|                                                         | **to March 31,**       | **March 31,**    | **March 31,**   
|                                                         | **2002**               | ******2002**     | ******2001**    
|Acquisition of organic matter expertise and intellectual |                        |                  |                 
|property                                                 | $150,000               | $-               | $-              
|Technical development of BCR System                      | 189,039                | 21,812           | -               
|Technical development of BCIR System                     | 71,456                 | -                | -               
|                                                         | $410,495               | $21,812          | $-              

****

**8.		COMMITMENTS**

**Collaborative Research and Development Agreement**

The Company has consolidated its research and development activities at Carleton University in
Ottawa, Canada where it has committed to fund research being carried out by Carleton University
for a period of five years.  The company will own any new technologies and/or intellectual property
arising out of these research and development activities.  Upon execution of a formal agreement, the
company will contribute approximately $90,000 per year in cash for five years and $1,725,000 in
kind to further research and development in this area.  No expenditures have yet been made under
this agreement.

**Licensing Agreement**

The Company has entered into a licensing agreement with a U.K. registered Company whereby the
Company has committed to provide exclusive rights to introduce the Company's technology
throughout Europe.  Under the agreement the Company has received a convertible loan note, the
principal amount of $8,000,000 with an agreed value of GBP 5,673,759; non-interest bearing and
convertible on July 21, 2002 into 2,466,852 shares of non-diluted common shares of the licensee,
or immediately upon the licensee being listed on any recognized stock exchange, if this occurs prior
to July 21, 2002.

This transaction has not been recorded in the financial statements, as there is uncertainty as to the
collectibility of the $8,000,000 note.  In addition, the fair market value of the 2,466,852 common
shares which would be received on conversion cannot be readily determined.

**Option to purchase land**

The Company has acquired an option to purchase a 73 acre parcel of land in the Fraser Valley region
of British Columbia, Canada, on which it intends to construct its initial pilot plant in Western
Canada.  Under the agreement, the Company has agreed to pay $2,000 Cdn. per month to extend the
land purchase option to May 18, 2002.   The agreed purchase price of the land is $1,800,000 Cdn.
The Company is required to make a payment of $100,000 Cdn. to secure the purchase  agreement.

**9.		INCOME TAXES**

At March 31, 2002, the company has net operating losses carried forward of approximately
$1,400,000 that may be offset against future taxable income to 2020.  No future tax benefit has been
recorded in the financial statements, as the company believes that it is more likely than not that the
carryforwards will expire unused between the 2018 and 2022 taxation years.  Accordingly, the
potential tax benefits of the loss carry-forwards are offset by a valuation allowance of the same
amount.

**10.       RELATED PARTY TRANSACTIONS**

During the period ended March 31, 2002, the company paid $14,127 in consulting fees to its
president and C.E.O. and $103,115 to other shareholders as consulting fees.  The consulting fees of
$103,115 paid to other shareholders include cash payments of $11,913 and 172,000 common shares
valued at $91,202.

**ITEM  2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION**

The following discussion contains certain statements that may constitute forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995.  Any statements that
refer to expectations, projections or other characterization of future events or circumstances, and
especially those which include variations of the words "believes," "intends," "estimates,"
"anticipates," "expects," "plans," or similar words or variations thereof, are likely to be forward-looking statements, and as such, are likely to concern matters involving risk, uncertainty,
unpredictability and other factors that could materially and adversely affect the outcome or results
indicated by or inferred from the statements themselves. Therefore, the reader is advised that the
following discussion should be considered in light of the discussion of risks and other factors
contained in this Form 10QSB and in the Company's other filings with the Securities and Exchange
Commission, and that no statements contained in the following discussion or in this Form 10QSB
should be construed as a guarantee or assurance of future performance or future results.

**Introduction**

During the second quarter 2001, the Company held a special shareholders' meeting which approved
a name change from RCA Trading Co. d.b.a. American Waste Recovery, Inc. to Agronix, Inc.  This
name change complements the market/industry in which the Company does business.   At that time,
the number of authorized shares of common stock of the Company was voted to be increased from
10,000,000 to 25,000,000, and 10,000,000 shares of preferred stock were also authorized.   In
January 2002, in conjunction with a 2:1 forward split of its issued and outstanding common stock,
the Company increased its authorized common stock from 25,000,000 to 50,000,000 shares.

**Plan of Operations**

Agronix, Inc. is in the business of acquiring and developing technologies that convert organic wastes
(animal manure, sewage sludge, bio-solids, produce processing waste, etc.) into agricultural products
such as growth substrates, organic fertilizer, soil amendments and other value added agri-products.
The Company is also engaged in the business of developing a technology that is used to recover
chemical commodities from organic waste for a wide variety of industries such as agriculture, food,
oil & gas, paper, clothing and pharmaceuticals.  The  Company's Bio-Conversion Reactor System
(BCR System) is now fully engineered and ready to enter the market.  The  Company is presently
reviewing locations in North America and Europe to launch its first plant.

The Company remains in the development stage and does not have an established source of revenue
sufficient to cover its operating costs.   As of March 31, 2002, the Company had cash on hand of
$47,357, which is not sufficient to allow it to pay its operating expenses and carry out its plan of
operation for the next twelve months.  Therefore, it is the Company's intention to seek additional
financing through private and public placements of its common stock and to seek commercial
alliances and begin production where market opportunities exist.

Pursuant to an agreement entered into by the Company and BIOMAX Inc., a Canadian Company
located in Quebec City (a developer of automated organic waste processing plants), the Company
and Biomax have created a subsidiary ("Newco") to further develop and commercialize Biomax's
"Robo II" technology.  In exchange for its technology contribution, Biomax will receive an 80%
interest in Newco, and for its cash contribution of $224,000 CAD, intellectual property and
proprietary soil science expertise Agronix has received exclusive licensing rights and a 20% equity
interest.  Agronix has the right to purchase a further 30% equity interest over the next 3 years for
$1,500,000 CAD.

The Company is presently working in the British Columbia, Canada, Fraser Valley, Abbotsford
Region to locate its first 50,000-ton per year bioconversion plant.  In the second quarter of the
previous fiscal year, the Company located and contracted for the acquisition of 73-acre parcel of land
for a purchase price of $1,800,000 Cdn.  The Company has negotiated a purchase option of CAD
$2,000 per month until April 30, 2002 to preserve its cash flow and must make a payment of
$100,000 CAD to secure this purchase agreement.

Agronix is actively involved in negotiations to joint venture Bio-Conversion Reactor System (BCR)
plants in the following jurisdictions:

USA - Florida, New Jersey, New Hampshire

Europe - Geneva, Switzerland (Greater Regional District); Castleblayney, Ireland

Canada - Abbotsford, British Columbia, Newfoundland; St. Martine, Quebec;

Lethbridge, Alberta.

Additionally, the Company is presently negotiating with a large feed supplier with operations in the
US and Canada to secure take-out contracts for Agronix's BCR plant organic fertilizers and growth
substrates.

Furthermore, an organic product producer and retail distributor in Quebec, Canada is negotiating
with Agronix for East Coast US distribution of the BCR organic fertilizers and growth substrates.

The Company estimates that it will require funding of approximately $7,500,000 Cdn to complete
construction of the proposed Abbotsford plant.  The Company has entered into discussions with the
Farm Credit Corporation (FCC) of Canada to provide 100% financing for the Abbotsford plant and
for all subsequent plants to be constructed in Canada, but there is no assurance that this funding will
be available.  In the event funding is available from FCC it is expected to be provided through a joint
venture partnership that is partly owned by farmers and partly owned by the Company.

The Company and Agriculture and Agri-food Canada have mutually agreed not to enter into a formal
research agreement with each other.  The Company has consolidated its research and development
activities at Carleton University in Ottawa where its has committed to fund research being carried
out by Carleton University for a period of 5 years.  The Company will own any new technologies
and/or intellectual property arising out of these research and development activities.

Subsequent to March 31, 2002, the Company has closed its private placement offering of up to
2,000,000 shares of common stock at a price of $1.00 per share.  In addition, the Company has
cancelled its agreement with Epsom Investment Services N.V. to seek funding for a maximum of
$10,000,000 at $1.00 per share contingent upon approval of the Company's shares for trading on the
NASD Bulletin Board.

The Company's shares have been approved for trading on the OTC Bulletin Board under the symbol
"AGNI."

****

PART II

ITEM 1.  LEGAL PROCEEDINGS

None.****

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

**Issuance of Options**

During the first quarter of 2002, the Company granted options to purchase of 200,000 shares of
common stock to consultants.  The options have an exercise price of $1.00, and an exercise term of
one year.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

None.****

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

None.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.****

No reports on Form 8-K were filed during the quarter ended March 31, 2002.

****

**SIGNATURES**

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.

**AGRONIX, INC.**

(Formerly RCA Trading Co.)

(A Development Stage Company)****

****

By: /S/ BRIAN HAUFF

Brian Hauff, President, Chief Executive Officer and Director

By:/S/ PETER BARNETT

Peter Barnett, Director

By:/S/ PETER DRUMMOND

Peter Drummond

By:/S/ HENRI  DINEL

Henri Dinel, Director

Date: May 15, 2002