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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
 Form 40-F [Check one] [  ] REGISTRATION STATEMENT PURSUANT TO SECTION 12 OF THE SECURITIES
EXCHANGE ACT OF 1934 OR [X] ANNUAL REPORT PURSUANT TO SECTION13(a)OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2003
    
    Commission File Number: 0-30600
 The Westaim Corporation 
  Alberta 
  3674 
  Not Applicable 
  1010 Sun Life Plaza I, West Tower, 144  4th Avenue S.W., Calgary, Alberta T2P 3N4 Canada, Telephone (403) 234-3100 
  Scott Gillis, Nucryst Pharmaceuticals Inc., 50 Audubon Road, Wakefield, MA 01880, Telephone (781) 246-6010 
  Securities registered or to be registered pursuant to Section 12(b) of the Act. Title of each class
    
    Name of each exchange on which registeredNone
    
    The Nasdaq Stock Market
 Securities registered or to be registered pursuant to Section 12(g) of the Act. Common Shares, without par value 
  Securities for which there is a reporting obligation pursuant to Section 15(d)
of the Act. None 
  For annual reports, indicate by check mark the information filed with this Form:
                     [X] Annual information form            [X] Audited annual financial statements
     Indicate the number of outstanding shares of each of the issuers classes
of capital or common stock as of the close of the period covered by the annual
report. 78,073,386 Common Shares, without par value 
 Indicate by check mark whether the Registrant by filing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934
(the Exchange Act). If Yes is marked, indicate the filing number assigned
to the Registrant in connection with such Rule. Yes [  ]                      No [X] Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Exchange Act during the
preceding 12 months (or for such shorter period that the Registrant was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days. Yes [X]                      No [  ]




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TABLE OF CONTENTS  DISCLOSURE CONTROLS AND PROCEDURESAUDIT COMMITTEE FINANCIAL EXPERTCODE OF ETHICSPRINCIPAL ACCOUNTANT FEES AND SERVICESAUDIT COMMITTEES PRE-APPROVAL POLICIES AND PROCEDURESOFF-BALANCE SHEET ARRANGEMENTSTABULAR DISCLOSURE OF CONTRACTUAL OBLIGATIONSIDENTIFICATION OF THE AUDIT COMMITTEEEXEMPTION FROM NASDAQ CORPORATE GOVERNANCE REQUIREMENTSUNDERTAKING AND CONSENT TO SERVICE OF PROCESSSIGNATURESEXHIBIT INDEXAnnual Information Form Dated May 4, 2003MD&A For Year Ended December 31, 2003Audited Financial Statements - Year Ended 12/31/03Consent of Deloitte ToucheFinance Code of ConductSection 906 Certification of CEO and CFOSection 302 Certification of CEOSection 302 Certification of CFO    Table of Contents  
 DISCLOSURE CONTROLS AND PROCEDURES  A.
    
    Evaluation of Disclosure Controls and Procedures As of the end of the Registrants fiscal year ended December 31,
2003, an evaluation of the effectiveness of the Registrants disclosure
controls and procedures (as such term is defined in Rules 13a-15(e) and
15d-15(e) of the Securities Exchange Act of 1934, as amended (the
Exchange Act)) was carried out by the Registrants chief executive
officer and chief financial officer. Based upon that evaluation, the
Registrants chief executive officer and chief financial officer have
concluded that as of the end of that fiscal year, the Registrants
disclosure controls and procedures are effective to ensure that the
information required to be disclosed by the Registrant in reports that it
files or submits under the Exchange Act is recorded, processed,
summarized and reported within the time periods specified in Securities
and Exchange commission rules and forms.  B.
    
    Changes in Internal Control Over Financial Reporting There was no change in the Registrants internal control over
financial reporting that occurred during the period covered by this
report that has materially affected, or is reasonably likely to
materially affect, its internal control over financial reporting. 
 AUDIT COMMITTEE FINANCIAL EXPERT See page 20 of Exhibit 1 to this report. 
 CODE OF ETHICS The Registrant has adopted a Finance Code of Conduct for Chief
Executive and Senior Financial Officers (included as Exhibit 5 to this
report). 
 PRINCIPAL ACCOUNTANT FEES AND SERVICES See page 21 of Exhibit 1 to this report. 
 AUDIT COMMITTEES PRE-APPROVAL POLICIES AND PROCEDURES See page 21 of Exhibit 1 to this report. 
 OFF-BALANCE SHEET ARRANGEMENTS As at December 31, 2003, the Registrant has not entered into any
off-balance sheet arrangements. 
 TABULAR DISCLOSURE OF CONTRACTUAL OBLIGATIONS See page 12 of Exhibit 1 to this report. 
 IDENTIFICATION OF THE AUDIT COMMITTEE See page 20 of Exhibit 1 to this report. 
 EXEMPTION FROM NASDAQ CORPORATE GOVERNANCE REQUIREMENTS Marketplace Rule 4460(f) requires each Nasdaq National Market issuer
to establish a quorum for any meeting of the holders of common stock of
no less than 33 1/3% of the outstanding shares. On June 5, 2000,
pursuant to Marketplace Rule 4460(a), Nasdaq granted to the Registrant an
exemption from Nasdaqs corporate governance rules. The Registrants
by-laws state that a quorum for the transaction of business at any
meeting of shareholders shall be two persons present in person, each
being a shareholder entitled to vote thereat or a duly appointed
proxyholder or representative for a shareholder so entitled. -2-




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UNDERTAKING AND CONSENT TO SERVICE OF PROCESS  A.
    
    Undertaking The Registrant undertakes to make available, in person or by telephone,
representatives to respond to inquiries made by the staff of the SEC, and to
furnish promptly, when requested to do so by the SEC staff, information
relating to the securities in relation to which the obligation to file an
annual report on Form 40-F arises or transactions in said securities.  B.
    
    Consent to Service of Process The Registrant has previously filed with the SEC a Form F-X in connection
with the Common Shares. -3-




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SIGNATURES Pursuant to the requirements of the Exchange Act, the Registrant certifies
that it meets all of the requirements for filing on Form 40-F and has duly
caused this annual report to be signed on its behalf by the undersigned,
thereto duly authorized. Registrant: THE WESTAIM CORPORATION By:
    
    /s/ Douglas H. MurrayName:
    
    Douglas H. MurrayTitle:
    
    Assistant Corporate Secretary
 Date: May 18, 2004 -4-




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EXHIBIT INDEX  1.
    
    Annual Information Form dated May 4, 2004 for the year ended December 31,
2003.2.
    
    Managements Discussion and Analysis for the year ended December 31,
2003.3.
    
    Audited Financial Statements for the year ended December 31, 2003.4.
    
    Consent of Deloitte & Touche LLP.5.
    
    Finance Code of Conduct for Chief Executive and Senior Financial Officers6.
    
    Section 906 Certification of Chief Executive Officer and Chief Financial
Officer.7.
    
    Section 302 Certification of Chief Executive Officer.8.
    
    Section 302 Certification of Chief Financial Officer. -5-