<PAGE>
                                                                       CONFORMED

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington D.C. 20549
                                    FORM 10-Q

                                QUARTERLY REPORT
                         PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended March 31, 2002
                          Commission file number 1-228

                                  [ZEMEX LOGO]
                                ZEMEX CORPORATION
             (Exact name of registrant as specified in its charter)


            CANADA                                         NONE
  (State or other jurisdiction           (I.R.S. Employer Identification Number)
of incorporation or organization)

                          CANADA TRUST TOWER, BCE PLACE
                           161 BAY STREET, SUITE 3750
                        TORONTO, ONTARIO, CANADA M5J 2S1
                    (Address of principal executive offices)

                                 (416) 365-8080
              (Registrant's telephone number, including area code)



           Securities registered pursuant to Section 12(b) of the Act

TORONTO STOCK EXCHANGE/NEW YORK STOCK EXCHANGE       CAPITAL STOCK, NO PAR VALUE

Indicate by checkmark 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 twelve 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
                     -----------      ---------


As of April 30, 2002, there were 8,195,437 shares of capital stock outstanding.


<PAGE>


                         PART I - FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS

                                ZEMEX CORPORATION
                           CONSOLIDATED BALANCE SHEETS
                                      (US$)

<TABLE>
<CAPTION>
                                               MARCH 31, 2002   December 31, 2001
                                               --------------   -----------------
<S>                                            <C>              <C>
ASSETS                                            (unaudited)
CURRENT ASSETS
Cash                                           $      381,000   $         532,000
Accounts receivable                                11,404,000           8,639,000
Inventories                                        16,699,000          16,417,000
Prepaid expenses and other current assets             712,000             380,000
Income taxes receivable                               841,000             601,000
Future income tax benefits                            384,000             384,000
                                               --------------   -----------------
                                                   30,421,000          26,953,000
PROPERTY, PLANT AND EQUIPMENT                      71,858,000          56,962,000
OTHER ASSETS                                        6,461,000           6,206,000
FUTURE INCOME TAX BENEFITS (NON-CURRENT)            7,394,000           7,394,000
                                               --------------   -----------------
TOTAL ASSETS                                   $  116,134,000   $      97,515,000
                                               ==============   =================

LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Bank indebtedness                              $   27,000,000   $      11,000,000
Accounts payable                                    3,661,000           2,957,000
Accrued liabilities                                 3,853,000           2,578,000
Current portion of long term debt                     438,000             284,000
                                               --------------   -----------------
                                                   34,952,000          16,819,000
LONG TERM DEBT                                        360,000             211,000
OTHER NON-CURRENT LIABILITIES                       2,462,000           2,281,000
FUTURE INCOME TAX OBLIGATIONS                       1,398,000           1,399,000
                                               --------------   -----------------
                                                   39,172,000          20,710,000
                                               --------------   -----------------
SHAREHOLDERS' EQUITY
Common stock                                       53,901,000          53,786,000
Retained earnings                                  26,870,000          26,820,000
Note receivable from shareholder                   (1,259,000)         (1,259,000)
Cumulative translation adjustment                  (2,550,000)         (2,542,000)
                                               --------------   -----------------
                                                   76,962,000          76,805,000
                                               --------------   -----------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY     $  116,134,000   $      97,515,000
                                               ==============   =================
</TABLE>

Prepared in accordance with Canadian GAAP


                                      - 2 -

<PAGE>


                                ZEMEX CORPORATION
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                       FOR THE THREE MONTHS ENDED MARCH 31
                                      (US$)

<TABLE>
<CAPTION>
                                                              2002               2001
                                                      ------------       ------------
                                                                  (unaudited)
<S>                                                   <C>                <C>
NET SALES                                             $ 14,973,000       $ 16,563,000
                                                      ------------       ------------
COSTS AND EXPENSES
Cost of goods sold                                      10,606,000         11,406,000
Selling, general and administrative                      2,728,000          2,763,000
Depreciation, depletion and amortization                 1,511,000          1,619,000
                                                      ------------       ------------
                                                        14,845,000         15,788,000
                                                      ------------       ------------
OPERATING INCOME                                           128,000            775,000
                                                      ------------       ------------
Interest income                                             31,000             50,000
Interest expense                                          (214,000)          (269,000)
Other income, net                                            4,000            303,000
                                                      ------------       ------------
                                                          (179,000)            84,000
                                                      ------------       ------------
(LOSS) INCOME BEFORE (RECOVERY OF) PROVISION FOR
      INCOME TAXES AND NON-CONTROLLING INTEREST            (51,000)           859,000
(Recovery of) provision for income taxes                  (101,000)           167,000
Non-controlling interest in subsidiary earnings                 --             10,000
                                                      ------------       ------------
NET INCOME                                            $     50,000       $    682,000
                                                      ============       ============
NET INCOME PER SHARE
     BASIC                                            $       0.01       $       0.08
     DILUTED                                          $       0.01       $       0.08
                                                      ------------       ------------
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
     BASIC                                               7,921,320          8,411,055
     DILUTED                                             7,959,990          8,422,219
                                                      ------------       ------------
</TABLE>

Prepared in accordance with Canadian GAAP

                                      - 3 -

<PAGE>


                                ZEMEX CORPORATION
                 CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
                                      (US$)

<TABLE>
<CAPTION>
                                                                                  NOTE
                                                                            RECEIVABLE        CUMULATIVE
                                               COMMON          RETAINED           FROM       TRANSLATION
                                                STOCK          EARNINGS    SHAREHOLDER        ADJUSTMENT           TOTAL
                                         ------------      ------------   ------------      ------------    ------------
<S>                                      <C>               <C>            <C>               <C>            <C>
Balance at December 31, 2000             $ 57,212,000      $ 25,958,000   $ (1,259,000)     $ (2,008,000)   $ 79,903,000
Stock issued under ESPP, net (a)               80,000                --             --                --          80,000
Stock purchased for treasury                 (370,000)               --             --                --        (370,000)
Net income for the period                          --           682,000             --                --         682,000
Translation adjustment                             --                --             --          (453,000)       (453,000)
                                         ------------      ------------   ------------      ------------    -------------
Balance at March 31, 2001                $ 56,922,000      $ 26,640,000   $ (1,259,000)     $ (2,461,000)   $ 79,842,000
                                         ============      ============   ============      ============    =============

                                         ------------      ------------   ------------      ------------    -------------
BALANCE AT DECEMBER 31, 2001             $ 53,786,000      $ 26,820,000   $ (1,259,000)     $ (2,542,000)   $ 76,805,000
STOCK ISSUED UNDER ESPP, NET (a)              115,000                --             --                --         115,000
STOCK PURCHASED FOR TREASURY                       --                --             --                --              --
NET INCOME FOR THE PERIOD                          --            50,000             --                --          50,000
TRANSLATION ADJUSTMENT                             --                --             --            (8,000)         (8,000)
                                         ------------      ------------   ------------      ------------    ------------
BALANCE AT MARCH 31, 2002                $ 53,901,000      $ 26,870,000   $ (1,259,000)     $ (2,550,000)   $ 76,962,000
                                         ============      ============   ============      ============    ============
</TABLE>

Prepared in accordance with Canadian GAAP

(a) Employee Stock Purchase Plan ("ESPP")


                                     - 4 -

<PAGE>


                                ZEMEX CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOW
                       FOR THE THREE MONTHS ENDED MARCH 31
                                      (US$)

<TABLE>
<CAPTION>
                                                                  2002               2001
                                                          ------------       ------------
                                                                     (unaudited)
<S>                                                       <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES
 Net income                                               $     50,000       $    682,000
 Adjustments to reconcile net income
   to net cash flows from operating activities
     Depreciation, depletion and amortization                1,511,000          1,619,000
     Decrease in future income tax obligations                  (1,000)           (80,000)
     Non-controlling interest in subsidiary earnings                --             10,000
     Gain on sale of assets                                         --           (301,000)
     Increase in other assets                                 (266,000)           (42,000)
     Increase in other non-current liabilities                   1,000             17,000
     Changes in non-cash working capital items              (1,579,000)        (1,904,000)
                                                          ------------       ------------
Net cash (used in) provided by operating activities           (284,000)             1,000
                                                          ------------       ------------
CASH FLOWS FROM INVESTING ACTIVITIES
     Additions to property, plant and equipment             (1,172,000)          (308,000)
     Acquisitions, net of cash acquired                    (14,706,000)                --
     Proceeds from sale of assets                                4,000          3,632,000
                                                          ------------       ------------
Net cash (used in) provided by investing activities        (15,874,000)         3,324,000
                                                          ------------       ------------
CASH FLOWS FROM FINANCING ACTIVITIES
     Net increase (decrease) in bank indebtedness           16,000,000         (3,500,000)
     Net decrease in long term debt                           (106,000)          (164,000)
     Issuance of common stock                                  115,000             80,000
     Purchase of common stock                                       --           (370,000)
                                                          ------------       ------------
Net cash provided by (used in) financing activities         16,009,000         (3,954,000)
                                                          ------------       ------------
EFFECT OF EXCHANGE RATE CHANGES ON CASH                         (2,000)          (143,000)
                                                          ------------       ------------
NET DECREASE IN CASH                                          (151,000)          (772,000)
CASH AT BEGINNING OF PERIOD                                    532,000          2,175,000
                                                          ------------       ------------
CASH AT END OF PERIOD                                     $    381,000       $  1,403,000
                                                          ============       ============
</TABLE>

Prepared in accordance with Canadian GAAP

                                     - 5 -

<PAGE>


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

The consolidated financial statements include the accounts of Zemex Corporation
and its subsidiaries (the "Corporation"). The financial data for the three
months ended March 31, 2002 and 2001 are unaudited but, in the opinion of the
management, reflect all adjustments, considered necessary for a fair
presentation of financial position, results of operations and cash flows. The
results of operations and cash flows for the three-month period ended March 31,
2002 are not necessarily indicative of operations for the entire year. All
material intercompany transactions have been eliminated. The following should be
read in conjunction with the audited Consolidated Financial Statements and
related notes thereto for the year ended December 31, 2001.


OVERVIEW

The Corporation is a diversified producer of specialty materials and products
for use in a variety of industrial applications. The Corporation operates in two
principal business segments: (i) industrial minerals, which includes The
Feldspar Corporation, Suzorite Mica Products Inc., Suzorite Mineral Products,
Inc., Zemex Industrial Minerals, Inc., Zemex Mica Corporation and Zemex
Attapulgite, LLC; and (ii) aluminum recycling, which includes Alumitech, Inc.,
Alumitech of Cleveland, Inc., Alumitech of Wabash, Inc., Alumitech of West
Virginia, Inc., ETS Schaefer Corporation and AWT Properties, Inc.

1.   On March 27, 2002, the Corporation purchased through a newly formed
     subsidiary, Alumitech of West Virginia, Inc., the assets of Resource
     Recovery Industries, LLC, an aluminum dross processor located in Friendly,
     West Virginia. The purchase price was approximately $3.1 million and was
     financed by a drawdown on the Corporation's credit facility.

     As contingent consideration for the purchase, the Corporation issued Series
     A and Series B warrants which are exercisable for cash consideration into
     shares of Alumitech, or into shares of the Corporation if Alumitech is not
     publicly listed by December 31, 2006. The warrants, which vest in 2005 and
     2006 respectively, will terminate if certain earnings targets are not met
     by the aluminum operations of Alumitech by the beginning of these fiscal
     years.

2.   On February 1, 2002, the Corporation acquired, through Zemex Attapulgite,
     LLC, a newly incorporated subsidiary under the industrial minerals group,
     the assets of an attapulgite clay operation from Milwhite, Inc. The
     Corporation paid approximately $11.6 million for the acquisition and funded
     it by a drawdown from its existing credit facility.

     The following table summarizes the estimated fair value of the assets
     acquired and liabilities assumed at the date of the acquisition. The
     allocation of the purchase price could be subject to adjustment due to an
     ongoing review of the valuation of certain non-current assets.

<TABLE>
<S>                                                                 <C>
     Current assets                                                $  1,123,000
     Capital assets                                                  11,627,000
                                                                   ------------
     Total assets                                                    12,750,000
     Current liabilities                                                991,000
     Other non-current liabilities                                      180,000
                                                                   ------------
     Net assets acquired                                           $ 11,579,000
                                                                   ============
</TABLE>


                                      - 6 -

<PAGE>



3.   On March 20, 2001, the Corporation completed the sale of its Natural
     Bridge, New York talc facility and its 60% interest in Zemex Fabi-Benwood,
     LLC for approximately $7.5 million to IMI Fabi S.p.A. ("IMI Fabi"). The
     Corporation recognized a pre-tax gain of $0.3 million from this transaction
     which was recorded as other income in the first quarter of 2001. Of the
     sale proceeds, $3.7 million was received in March 2001 and applied to
     reduce the Corporation's outstanding borrowings under its credit
     facilities. The balance, which was originally included in accounts
     receivable, was received in September 2001.

SEGMENTED INFORMATION

The Corporation is composed of two principal lines of business and is organized
into two distinct operating units based on product lines: (i) industrial
minerals; and (ii) aluminum recycling.

Information pertaining to sales and earnings (loss) from operations and assets
by business segment appears below:

<TABLE>
<CAPTION>
                                                    INDUSTRIAL          ALUMINUM
PERIOD ENDED MARCH 31, 2002     CONSOLIDATED          MINERALS         RECYCLING         CORPORATE
---------------------------    -------------      ------------      ------------      ------------
<S>                             <C>               <C>               <C>               <C>
NET SALES                       $ 14,973,000      $ 10,494,000      $  4,479,000      $         --
OPERATING INCOME (LOSS)              128,000         1,343,000          (320,000)         (895,000)
INTEREST EXPENSE                    (214,000)          (12,000)           (5,000)         (197,000)
NET INCOME (LOSS)                     50,000         1,145,000          (306,000)         (789,000)
                                ------------      ------------      ------------      ------------
</TABLE>


<TABLE>
<CAPTION>
                                                    Industrial          Aluminum
Period Ended March 31, 2001     Consolidated          Minerals         Recycling         Corporate
---------------------------     ------------      ------------      ------------      ------------
<S>                             <C>               <C>               <C>               <C>
Net sales                       $ 16,563,000      $ 11,748,000      $  4,815,000      $         --
Operating income (loss)              775,000         1,747,000          (226,000)         (746,000)
Interest (expense) income           (269,000)           55,000            (8,000)         (316,000)
Net income (loss)                    682,000         2,046,000          (236,000)       (1,128,000)
                                ------------      ------------      ------------      ------------
</TABLE>

<TABLE>
<CAPTION>
                                                    INDUSTRIAL          ALUMINUM
MARCH 31, 2002                  CONSOLIDATED          MINERALS         RECYCLING         CORPORATE
--------------                  ------------      ------------      ------------      ------------
<S>                             <C>               <C>               <C>               <C>
CURRENT ASSETS                  $ 30,421,000      $ 24,139,000      $  3,697,000      $  2,585,000
TOTAL ASSETS                     116,134,000        78,496,000        24,625,000        13,013,000
TOTAL CURRENT LIABILITIES         34,952,000         4,544,000         2,907,000        27,501,000
TOTAL SHAREHOLDERS' EQUITY        76,962,000                --                --        76,962,000
                                ------------      ------------      ------------      ------------
</TABLE>

<TABLE>
<CAPTION>
                                                    Industrial          Aluminum
March 31, 2001                  Consolidated          Minerals         Recycling         Corporate
--------------                  ------------      ------------      ------------      ------------
<S>                             <C>               <C>               <C>               <C>
Current assets                  $ 32,209,000      $ 26,114,000      $  4,142,000      $  1,953,000
Total assets                     104,823,000        68,373,000        22,874,000        13,576,000
Total current liabilities         21,058,000         3,673,000         2,966,000        14,419,000
Total shareholders' equity        79,842,000                --                --        79,842,000
                                ------------      ------------      ------------      ------------
</TABLE>



                                      - 7 -

<PAGE>


COMMON SHARES AND STOCK OPTIONS

The Corporation has adopted the disclosure requirements of the new CICA Handbook
Section 3870 as follows:

Shares Outstanding

As at March 31, 2002, the Corporation's authorized capital stock consists of an
unlimited number of first preference shares without par value and an unlimited
number of common shares without par value. There were no preference shares and
8,195,437 common shares issued and outstanding as of April 30, 2002.

The Corporation did not purchase any common shares in the first quarter of 2002,
compared to 65,400 common shares repurchased in the same quarter of 2001.

Stock Options Outstanding

The Corporation provides stock option incentive plans, which are intended to
provide long term incentives and rewards to executive officers, directors and
other key employees contingent upon an increase in the market value of the
Corporation's common shares. The options vest and are exercisable from the
beginning of the second year subsequent to the date of issuance. There were
1,065,150 options outstanding as of April 30, 2002 of which 832,900 are
exercisable as of April 30, 2002.

The following is a summary of option transactions under the Corporation's stock
option plans:

<TABLE>
<CAPTION>
                                                     ------------------------------   -------------------------------
                                                                  2002                             2001
                                                     ------------------------------   -------------------------------
                                                                   WEIGHTED-AVERAGE                  Weighted-average
                                                       OPTIONS      EXERCISE PRICE       Options      exercise price
                                                     ---------     ----------------   ----------     ----------------
<S>                                                  <C>           <C>                <C>            <C>
Options outstanding at beginning of period           1,070,650     $           7.16    1,177,150     $           8.17
Options granted during period                               --                   --      250,500                 5.22
Options exercised during the period                         --                   --           --                   --
Options cancelled during the period                     (5,500)                9.75     (211,500)                9.05
                                                     ---------     ----------------   ----------     ----------------
Options outstanding at end of period                 1,065,150     $           7.15    1,216,150     $           7.76
                                                     ---------     ----------------   ----------     ----------------
Options exercisable at end of period                   832,900                           743,200
                                                     ---------                        ----------
Price range of options granted during the period            --                        $5.21-6.10
                                                     ---------                        ----------
</TABLE>

The options expire from 2002 to 2010.

                                      - 8 -


<PAGE>


The following table summarizes information about the stock options outstanding
at March 31, 2002:

<TABLE>
<CAPTION>
    ----------------   ------------------------------------------------------    ---------------------------------
                                        OPTIONS OUTSTANDING                             OPTIONS EXERCISABLE
                       ------------------------------------------------------    ---------------------------------
       RANGE OF             NUMBER         WEIGHTED-AVERAGE       WEIGHTED-          NUMBER            WEIGHTED-
       EXERCISE         OUTSTANDING AT         REMAINING          AVERAGE        EXERCISABLE AT        AVERAGE
        PRICES          MARCH 31, 2002     CONTRACTUAL LIFE    EXERCISE PRICE    MARCH 31, 2002     EXERCISE PRICE
    ----------------    --------------   -------------------   --------------    --------------     --------------
<S>                      <C>                <C>                <C>                <C>               <C>
    $ 5.00 TO $ 5.99           241,500           4.88 YEARS    $         5.21           120,750     $         5.21
    $ 6.00 TO $ 6.99           348,150           6.41 YEARS              6.32           301,150               6.29
    $ 7.00 TO $ 7.99           192,000           2.77 YEARS              7.31           157,500               7.30
    $ 8.00 TO $ 8.99            64,000           7.69 YEARS              8.21            34,000               8.24
    $ 9.00 TO $ 9.99            12,000           2.23 YEARS              9.06            12,000               9.06
    $10.00 TO $10.99           207,500           2.13 YEARS             10.19           207,500              10.19
    ----------------    --------------     ----------------    --------------    --------------     --------------
    $ 5.00 TO $10.99         1,065,150                                                  832,900
                        ==============                                           ==============
</TABLE>

Stock Based Compensation

The Corporation does not recognize compensation expense for its stock-based
compensation plans. Had compensation cost for the stock option plans been
determined based upon fair value at the grant date for awards under these plans,
the Corporation's net income and earnings per share would have been reduced by
approximately $460,000 or $0.05 per share in the first quarter of 2001. The fair
value of the options granted during 2001 is estimated to be $460,000. The fair
value of each option grant is estimated on the date of grant using the
Black-Scholes option-pricing model with the following weighted-average
assumptions used for grants in 2001: dividend yield of 0%; expected volatility
of 29%; risk-free interest rates varying from 5.04% to 4.59%; and an expected
life of 5 years. The Corporation granted no options in the first quarter of
2002.

Recent Accounting Pronouncements

In 2001, the CICA issued Section 3062 "Goodwill and Other Intangible Assets".
This standard was effective January 1, 2002 and requires, among other things,
the discontinuance of goodwill amortization. The Corporation's net income for
the three-month period ended March 31, 2001 would have increased by $51,000. In
addition, the standard includes provisions for the reclassification of certain
existing recognized intangibles as goodwill, reassessment of the useful lives of
existing recognized intangibles, reclassification of certain intangibles out of
previously reported goodwill and the identification of reporting units for
purposes of assessing potential future impairments of goodwill. It also requires
the Corporation to complete a transitional goodwill impairment test six months
from the date of adoption. The Corporation is currently assessing but has not
yet determined the impact, if any, of the transitional impairment test on its
financial position and results of operations.

DIFFERENCES FROM UNITED STATES ACCOUNTING PRINCIPLES

These consolidated financial statements have been prepared in accordance with
accounting principles generally accepted in Canada ("Canadian GAAP"). The
differences between Canadian and U.S. generally accepted accounting principles
("U.S. GAAP") do not have a material effect on the Corporation's reported
financial position or net income or cash flows except as follows:



                                      - 9 -
<PAGE>



a.   Statements of Operations

     The implementation of the American Institute of Certified Public
     Accountants Statement of Position 98-5 ("SOP 98-5") requires costs of
     start-up activities and organization costs to be expensed as incurred.
     Canadian GAAP permits the deferral and amortization of such costs.

<TABLE>
<CAPTION>
                                                                                     ----------------------------
                                                                                          PERIOD ENDED MARCH 31
                                                                                         2002                2001
                                                                                     --------           ---------
<S>                                                                                  <C>                <C>
     Net income, as reported                                                         $ 50,000           $ 682,000
     Add: Amortization of start-up activities and organization costs                    8,000              40,000
     Tax effect related thereto                                                        (2,000)             (6,000)
                                                                                     --------           ---------
     Net income, under U.S. GAAP                                                     $ 56,000           $ 716,000
                                                                                     ========           =========
     Net income per share, under U.S. GAAP
                   -  basic                                                          $   0.01           $    0.09
                   -  diluted                                                        $   0.01           $    0.08
                                                                                     --------           ---------
</TABLE>

b.   Balance Sheets

     The following summarizes the balance sheet amounts in accordance with U.S.
     GAAP where amounts differ from the amounts reported under Canadian GAAP.

     U.S. GAAP, SOP 98-5, requires that the costs of start-up activities and
     organization costs be expensed in the period incurred rather than be
     deferred.

<TABLE>
<CAPTION>
                                                ----------------------------        ------------------------------
                                                      MARCH 31, 2002                      December 31, 2001
                                                ----------------------------        ------------------------------
                                                CANADIAN GAAP      U.S. GAAP        Canadian GAAP        U.S. GAAP
                                                -------------   ------------        -------------     ------------
<S>                                              <C>            <C>                  <C>              <C>
     Property, plant and equipment               $ 71,858,000   $ 70,419,000         $ 56,962,000     $ 55,523,000
     Other assets                                   6,461,000      6,256,000            6,206,000        5,993,000
     Future income tax benefits
         (non-current)                              7,394,000      7,552,000            7,394,000        7,554,000
     Accumulated other
         comprehensive loss                                --         (8,000)                  --         (534,000)
     Retained earnings                             26,870,000     25,384,000           26,820,000       25,328,000
                                                -------------   ------------        -------------     ------------
</TABLE>

c.   Statements of Comprehensive Income

     U.S. GAAP requires a statement of comprehensive income as follows:

<TABLE>
<CAPTION>
                                                                                      ----------------------------
                                                                                           PERIOD ENDED MARCH 31
                                                                                          2002                2001
                                                                                      --------           ---------
<S>                                                                                   <C>                <C>
     Net income, under U.S. GAAP                                                      $ 56,000           $ 716,000
     Change in foreign currency translation adjustment                                  (8,000)           (385,000)
                                                                                      --------           ---------
     Comprehensive income                                                             $ 48,000           $ 331,000
                                                                                      ========           =========
</TABLE>


                                     - 10 -

<PAGE>



d.   Recent Accounting Pronouncements

     In August 2001, the FASB issued Statement of Financial Accounting Standards
     No. 143 ("SFAS 143"), "Accounting for Asset Retirement Obligations", which
     is effective for financial statements issued for fiscal years beginning
     after June 15, 2002. SFAS 143 addresses the recognition and remeasurement
     of obligations associated with the retirement of tangible long-lived
     assets. The Corporation has not yet determined the effect that the adoption
     of SFAS 143 will have on the business, results of operations and financial
     condition.


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

The following is a discussion and analysis of the financial condition and
results of operations of the Corporation for the three months ended March 31,
2002 and the three months ended March 31, 2001, and certain factors that may
affect the Corporation's prospective financial condition and results of
operations. The following should be read in conjunction with the audited
Consolidated Financial Statements and related notes thereto for the year ended
December 31, 2001.

RESULTS OF OPERATIONS

THREE MONTHS ENDED MARCH 31, 2002 COMPARED TO THREE MONTHS ENDED MARCH 31, 2001

Net Sales

The Corporation's net sales from operations for the quarter ended March 31, 2002
were $15.0 million, 9.6% or $1.6 million, lower than the same period of 2001.

Net sales in the industrial minerals group for the three months ended March 31,
2002 were $10.5 million, versus $11.8 million for the corresponding period in
2001, a decrease of $1.3 million or 10.7%. The decline in the revenue generated
from the industrial minerals group was primarily due to a decrease in revenue
generated from low iron sand sales. The impact of the disposition of the Natural
Bridge, New York talc facility and the Benwood, West Virginia talc joint venture
at the end of the first quarter of 2001 was offset by the revenue generated from
the newly acquired attapulgite clay operation.

Net sales from the aluminum recycling group were $4.5 million in the first
quarter of 2002 as compared to $4.8 million generated in the same period of
2001. The decline was mainly due to a decline in revenue earned from sales of
heat containment systems.

Cost of Goods Sold

Cost of goods sold for the first quarter of 2002 was $10.6 million, $0.8 million
or 7.0% lower than the same quarter of 2001. Of the $0.8 million decrease, the
industrial minerals group and aluminum recycling group contributed $0.6 million
and $0.2 million, respectively. The decrease in the industrial minerals group
was lower than would be anticipated due to the impact of low iron sand. In 2001,
the Corporation produced, for inventory, low iron sand feedstock. This resulted
in a lower cost of goods sold since, due to a change in the quarry being
utilized, only industrial sand is currently being produced. Gross margin
slightly decreased from 31.1% in the first quarter of 2001 to 29.2% in 2002.



                                     - 11 -

<PAGE>


Selling, General and Administrative

Selling, general and administrative expense ("SG&A") for the three months ended
March 31, 2002 was $2.7 million, virtually unchanged from the same period of
2001 despite the additional professional fees arising from litigation expenses.

Depreciation, Depletion and Amortization

Depreciation, depletion and amortization for the quarter ended March 31, 2002
was $1.5 million, down by $0.1 million, or 6.6%, from the same quarter in 2001.
The decrease was mainly due to the sale of two talc plants in 2001 and cessation
of goodwill amortization in 2002, partially offset by the depreciation arising
from the acquisition of the attapulgite clay operation in 2002.

Operating Income

For the reasons discussed above, operating income for the three month period
ended March 31, 2002 was $0.1 million, a decrease of $0.6 million from the
comparable period in 2001.

Interest Income

Interest income for the three months ended March 31, 2002 was $31,000, versus
$50,000 from the same period in 2001.

Interest Expense

Interest expense for the three months ended March 31, 2002 was $0.2 million, a
decrease of $0.1 million, or 20.4%, from the comparable period in 2001. Total
indebtedness was $27.8 million at the end of the first quarter of 2002 compared
to $14.3 million at the end of the first quarter of 2001. The increase in
indebtedness was due to the two acquisitions that occurred during the first
quarter of 2002. Both acquisitions were funded from the Corporation's existing
credit facility. Interest expense will increase prospectively.

Other Income, Net

The Corporation reported $0.3 million as other income in the first quarter of
2001, compared to $4,000 reported for the same period in 2002. The $0.3 million
was generated from the sale of talc facilities located in Natural Bridge, New
York and the Corporation's 60% interest in the Benwood, West Virginia facility
in March 2001.

(Recovery of) Provision for Income Taxes

The Corporation recognized an income tax benefit of $0.1 million in 2002 as a
result of a tax loss generated from U.S. operations. The Corporation recorded a
$0.2 million income tax provision for the same quarter of 2001.

Net Income

As a result of the factors discussed above, the Corporation recorded a net
income from operations for the quarter ended March 31, 2002 of $50,000 compared
to net income from operations of $0.7 million for the three months ended March
31, 2001.


                                     - 12 -

<PAGE>



LIQUIDITY AND CAPITAL RESOURCES

Cash Flow from Operations

The Corporation had a working capital deficit of $4.5 million at March 31, 2002,
compared to $10.1 million working capital at December 31, 2001. The decrease was
mainly due to the drawdown under the credit facilities to fund the acquisitions
in 2002. Because the credit facility is a 364 day facility, all the bank debt is
considered current. As the yield curve swings in our favor, the debt will be
restructured.

On April 1, 2002, the Corporation received $2.4 million from a major customer.
The $2.4 million was used to pay down bank indebtedness. It has been recorded as
deferred revenue effective April 1, 2002. This amount represents the shortfall
of material taken by the customer in 2001 under the terms of the "take-or-pay"
contract. The 2001 shortfall must be taken in 2002 or the residual amount will
be forfeited. As a result the entire $2.4 million will be recognized as revenue
by year end.

It is the opinion of management that there are sufficient sources of funds
available to meet its anticipated cash requirements.


ITEM 3 - MARKET RISK

Market risk represents the risk of loss that may impact the consolidated
financial statements of the Corporation due to adverse changes in financial
market prices and rates. The Corporation's market risk is primarily a function
of the potential impact of fluctuations in interest rates and aluminum prices.
Management monitors the movements in interest rates and performs a periodic
sensitivity analysis on aluminum prices and, on that basis, decides on the
appropriate measures to take. Current prices and interest rates are such that
management believes that no measures need be taken at this time.

The Corporation does not hold or issue financial instruments for trading
purposes. A discussion of the Corporation's financial instruments is included in
the financial instruments note to the Consolidated Financial Statements in the
Corporation's Annual Report on Form 10-K for the year ended December 31, 2001.

CAUTIONARY "SAFE HARBOR" STATEMENT UNDER THE
UNITED STATES PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

With the exception of historical matters, the matters discussed in this report
are forward looking statements that involve risks and uncertainties that could
cause actual results to differ materially from targeted or projected results.
Factors that could cause actual results to differ materially include, among
others, fluctuations in aluminum prices, problems regarding unanticipated
competition, processing, access and transportation of supplies, availability of
materials and equipment, force majeure events, the failure of plant equipment or
processes to operate in accordance with specifications or expectations,
accidents, labor relations, environmental costs and risks, the outcome of
acquisition negotiations and general domestic and international economic and
political conditions, as well as other factors described herein or in the
Corporation's filings with the Commission. Many of these factors are beyond the
Corporation's ability to predict or control. Readers are cautioned not to put
undue reliance on forward looking statements.


                                     - 13 -

<PAGE>


                           PART II - OTHER INFORMATION

ITEM 1 - LEGAL PROCEEDINGS

Refer to the 2001 Annual Report filed on Form 10-K.


ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K

Exhibits

None

Reports on Form 8-K

Form 8-K filed February 12, 2002


                                    * * * * *

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 hereunto duly authorized.

Dated this 30th day of April 2002.


                                ZEMEX CORPORATION
                                (Registrant)


                                By: /s/ ALLEN J. PALMIERE
                                    -------------------------------------------
                                    Allen J. Palmiere
                                    Vice President, Chief Financial Officer
                                    and Corporate Secretary
                                    (Principal Financial and Accounting Officer
                                    and authorized signatory)




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