THE TIREX CORPORATION
A DEVELOPMENT STAGE COMPANY

INVENTORY

The Company values inventory, which consists of finished goods and equipment held for resale, at the lower of cost (first-in, first-out method) or market.

Depreciation and amortization expense charged to operations for the year ended June 30, 2003 was $24,960.

Depreciation and amortization expense charged to operations for the three month period ended September 30, 2003 was zero.

The Company issued Type B Convertible Subordinated Debentures between December 1997 and February 1998. These debentures bore interest at 10% and were convertible into common shares of the Company at $0.20 per share. The conversion privilege on the remaining $55,000 of these debentures expired and the amount is now included on the Balance Sheet in Long term deposits and notes.

Note 8
CONVERTIBLE NOTES

Certain Directors and Officers of the Company have pledged approximately 12,000,000 of their personal shares of Common Stock of the Company as security for the Convertible Notes until such time as the Company files with the Securities and Exchange Commission a Registration Statement on Form SB-2, to register common stock and warrants issuable upon the conversion of the notes, no later than 150 days after the issue date of the Convertible Notes. This deadline was not met and, as such, the investors served a notice of default to the Company on July 19, 2001. The Registration Statement was withdrawn during Fiscal 2003.

On April 24, 2002 the Company entered into a Settlement Agreement with the Note holders. In the event of a default under the Settlement Agreement, the term of the Convertible Notes would become effective once again. The conclusion of the Settlement Agreement has negated the default. The main terms of the Settlement Agreement are as follows:

The Company is currently in default with respect to the Settlement Agreement. The investors have continued to sell collateral shares and were issued 4,000,000 conversion shares during the fourth quarter of Fiscal 2003. No collateral shares were sold during the first quarter of Fiscal 2004, the period ended September 30, 2003, and no additional conversion shares were issued. The Company does not currently have a significant number of unissued authorized shares available to be able to respond in a material fashion to any additional conversion requests. As of September 30, 2003, the investors had 3,190,977 collateral shares and 4,000,000 conversion shares in their possession.

Convertible loans include amounts primarily due to Directors, Officers and employees.

Historically, such amounts due have been repaid through the issuance of stock. At September 30, 2003 and June 30, 2003, the balances owing to Directors and Officers was $1,013,212 and $919,462, respectively. These amounts are without interest or terms of repayment.

Various Notes Receivable from Officers, separately reported on the audited balance sheet as of June 30, 2000, plus accrued interest thereon, were offset against amounts due to these Officers as of June 30, 2001.

Long-term deposits and notes included an amount of $118,500 at September 30, 2003, which is payable to Ocean Tire Recycling & Processing Co., Inc., a company owned by a Director of the Company. Subsequent to June 30, 2000, the Company modified an agreement with Ocean Tire Recycling & Processing Co., Inc. to clarify various terms of the parties' prior agreements and to obtain a commitment by Ocean Tire Recycling & Processing Co., Inc. to pay, when necessary, lease payments on the prototype TCS System. As part of the agreement, the Company will repay Ocean Tire Recycling & Processing Co., Inc. in cash or through the issuance of stock. The lease payments, under the accounting provisions for an operating lease, have been recorded as a Research and Development expense and the debt obligation included in loans from related parties.

During the year ended June 30, 2001, 6,500,000 common shares were issued under the agreement as a partial Settlement. During the year period ended June 30, 2002, an additional 4,553,102 common shares were issued under the agreement to a designated person assigned by Ocean Tire Recycling & Processing Co., Inc.

During the year ended June 30, 2003, the Company recorded an increase in common stock and paid-in capital of $456,583 representing issuances of stock in lieu of cash payments for debts owed. During the three month period ended September 30, 2003, the Company did not record any increase in common stock and additional paid-in capital.

In the event that holders of convertible rights of option exercise such rights of conversion, the Company does not have sufficient number of authorized shares conversion stock to fulfill such obligations and a shareholder meeting would be required to approve the additional authorized number of shares. There is no assurance that the shareholders would approve the increase to the number of authorized shares of stock to meet the conversion obligations under the various conversion agreements or options.

Note 15
ACQUISITION BY MERGER OF RPM INCORPORATED

Note 16
GOVERNMENT ASSISTANCE

Note 17
COMMITMENTS

At September 30, 2003, the Company was in arrears of rent, including interest and related charges, in the approximate amount of $560,000. During Fiscal 2003, the Company entered into a settlement agreement with its former landlord in respect of amounts due. Under the terms of the settlement agreement, the Company will pay to the former landlord a total of US$560,000 out of the proceeds of the sale of the first four TCS systems, at the rate of US$140,000 per system. This amount is non-interest bearing.

The following is management's discussion and analysis of significant factors which have affected the Company's financial position and operations during the three month period ended March 31, 2003. This discussion also includes events which occurred subsequent to the end of the last quarter and contains both historical and forward-looking statements. When used in this discussion, the words "expect(s)", "feel(s)","believe(s)", "will", "may", "anticipate(s)" "intend(s)" and similar expressions are intended to identify forward-looking statements. Such statements are subject to certain risks and uncertainties, which could cause actual results to differ materially from those projected.

As reported in the Company's Annual Report for the year ended June 30, 2003, recently filed on Form 10-KSB, the Company's TCS Tire Recycling System has been ready for market since March of 2000, although further refinements were made to the technology during the remainder of Fiscal 2001 and throughout Calendar 2002. Throughout that period the availability of funds necessary to permit developmental stage companies, such as ours, to make the transition to the commercial stage has been very restricted. The Company was late in filing its September 10-Q on a timely basis, which resulted in our stock being removed from the Bulletin Board to be shown as OTC-Other, in which category the "Bid" and "Ask" are not shown. The Company has recently taken steps to attempt to rectify this situation and hopes to be re-listed on the OTC Bulletin Board shortly.

On the business development side, entrepreneurial confidence in investing into new ventures, such as tire recycling, has continued to manifest significant strong uncertainty, and particularly on the part of financial backers to such projects. For the past year, the Company has been working with a Puerto Rican entrepreneur interested in purchasing a TCS-2, but having difficulty in finding an investor partner, necessary to complete his project financing package. To date, no appropriate investor partner has been found. Similarly, the Company was working with a Canadian entrepreneur interested in setting up a tire recycling facility in Quebec. However, during the first quarter of Fiscal 2003, this entrepreneur informed us that that the facility he would establish would not involve our technology, but rather a processing facility using hammer mills. Such equipment is easily available on the used equipment market, permitting him to reduce his capital cost outlay. However, they project initially conceived remains viable and we are working with a Montreal-based consulting firm to bring in investors to support a quebec-based facility. To date, no such investors have committed to any project. We remain hopeful that such investors will be found, but we cannot guarantee that this will occur.

Our Manufacturing Partner, Simpro S.p.A. of Turin. Italy, has received the desired support from public sources and from a technical university, Polytecnico, to proceed with the construction of a demonstration unit in Italy. Construction has begun and the demonstration unit will be operational toward the end of this fiscal year. While we will not receive any royalty on the construction of this unit, we will receive a royalty on crumb rubber sales resulting from production operations of this unit. We do not expect to see such royalties commence before the first quarter of Fiscal 2005, however.

Simpro is currently in active negotiations with Brazilian interests for the sale of one or more TCS Systems. We have been informed that this potential Brazilian customer does have the financial capability to undertake this project. Regardless, there cannot be any assurances that an unconditional sales contract will result from these negotiations, and as of the date of this report, no such contract had been concluded.. Simpro has also received a Letter of Intent respecting a TCS-1 to be located in Botswana, a copy of which was provided to us. While Simpro's current business practices would normally have had them undertake due diligence examinations with respect to this potential customer as a precursor to proceeding with negotiations, we have not received any documents from Simpro attesting to the financial capability of the Botswanan entrepreneur.

We continue to respond to information requests with respect to our TCS systems from numerous sources. While the volume of such requests would indicate continued significant interest in our technology, there can be no assurances that any of these requests will proceed to actual negotiations for a system sale, nor that any sales contracts would actually be concluded.

With the suspension of rubber crumb production operations in January of 2002 and the concurrent reduction of R&D activity, we have devoted all of our efforts to being able to conclude a sale of a TCS System and to the raising necessary funds to keep the Company operational until revenue from sales can be realized.

In February of 2001, we concluded a private financing with an investor group managed by a New York-based company. Under the terms of the Agreement, we drew down $750,000 of the available $5,000,000 amount. The initial $750,000 was provided in the form of a Convertible Note. We defaulted by not having an SB-2 Registration Statement declared effective within 150 days of the date of the Note. Following lengthy negotiations, we reached a Settlement Agreement with the investors on April 26, 2002 under which the Company agreed to a reimbursement schedule and provided three series of warrants, 500,000 each, exercisable at different prices to the investors. The lack of financial resources prevented us from being able to honor the reimbursement schedule, and thus we are currently in default with respect the Settlement Agreement. On March 5, 2003, the Investors sent to us by FAX, demand letters of payments due for each of the three investor funds involved in the initial transaction, these letters being dated February 25 and February 26, 2003, being the two-year anniversary date of their investment. The sum total due, including interest, penalties and fees, was listed as $1,408,648.53. The Company is not in a position to pay this sum. The Investors also requested that shares be issued to them to permit conversion of some of the debt due. To respond to this request, and given the lack of shares available for issuance, the Company cancelled financial consulting agreements, with the consent of the consultants, and thus obtained 4,000,000 shares which were re-issued to the Investors under the conversion request in May of 2003. In addition, the Investors continue to hold 8,344,811 collateral shares as of May 12, 2003. The Company is working with the Investors to establish those conditions, related to the development of the business, such that remaining cash sums can be paid over time.

In connection with the original requirement of our having an SB-2 Registration Statement declared effective within 150 days, as noted in the previous paragraph, the Company has withdrawn its filing.

Because of the lengthy delay preceding the commencement of commercial operations, particularly insofar as regards the sale and manufacturing of TCS Systems is concerned, we have had to, and in the foreseeable near future, will be forced to continue to cover a substantial part of our overhead costs from sources other than revenues from operations. Since relocating to our current premises, our monthly cash requirements have been reduced to negligible amounts. Most of the expenses listed on our Income Statement relate to salary accruals.

The activities of the Company, since its formation in 1987, and the inception of its current business in 1993 have been financed by sources other than operations. Such financing was principally provided by the sale of securities in private transactions and by additional capital investments by directors, officers and employees. During the nine month period ended March 31, 2003, directors, officers, employees and consultants did not make any direct cash investments into the Company. During the Fiscal year ended June 30, 2002, direct cash investments made by the directors, officers, shareholders and consultants amounted to $950,713.

As of September 30, 2003, the Company had total assets of $233,333 as compared to $687,676 at September 30, 2002 reflecting a decrease of $454,343, and no change versus total assets as of the last fiscal year end, June 30, 2003, which amounted to $233,333. Management attributes the decrease from September 31, 2002 to September 31, 2003 primarily to the following factors: (i) a decrease of $169,876 in Tax Credits Receivable from the balance as of March 31, 2002 in the amount of $169,876 to the March September 30, 2003 balance of $0, and (ii) a decrease of $29,362 in accounts receivable from the balance as of September 30, 2002 in the amount of $29,397 to the September 30, 2003 balance of $36, and (iii) a decrease of $30,648 in Prepaid Expenses and Deposits from the balance as of September 30, 2002 to the amount of zero as of September 30, 2003 and a decrease of long-term deposits and prepaid expenses in the amount of $209,000 from the balance as of September 30, 2002 to zero as of September 30, 2003. The was no difference in the total assets as of September 30m 2003 versus the fiscal year-end balance as of June 30, 2003.

As of September 30, 2003, the Company had total liabilities of $3,916,298 as compared to $4,124,819 at September 30, 2002, reflecting a decrease of $208,521, and reflecting an decrease of $178,279 versus total liabilities as of the last fiscal year end, June 30, 2003, which total amounted to $4,094,800. The decrease in total liabilities from September 30, 2002 to September 30, 2003 is primarily attributable to an increase of $324,212 in Accounts Payable and Accrued Liabilities and by an decrease in Convertible Notes in the amount of $345,884, and also offset by a decrease in Loans from Related Parties in the amount of $173,482. The decrease in total liabilities from June 30, 2003 to September 30, 2003 is primarily attributable to an increase of $93,851 in Loans from Related Parties and by an increase of $77,185 in Accounts Payable and Accrued Liabilities.

Reflecting the foregoing, the financial statements indicate that as at September 30, 2003, the Company had a working capital deficit (current assets minus current liabilities) of $1,857,301 compared to a working capital deficit of $1,243,475 as at September 30, 2002, reflecting an increase of $613,826. The working capital deficit of $1,857,301 as at September 30, 2003 compares to a working capital deficit of $1,783,669 as at June 30, 2002, reflecting an increase of $73,633.

The financial statements which are included in this report reflect total operations and other expenses of $168,752 for the three month period ended September 30, 2003 versus $725,138 for the comparative three month period ended September 30, 2002, reflecting a decrease of $556,386. This decrease is attributed to a reduction of $450,000 in research and development expenses and a decrease of $99,288 in General and Administrative expenses.

No director, officer, or affiliate of the Company, or any associate of any of them, is a party to or has a material interest in any proceeding adverse to us.

Exhibit 99.1

CERTIFICATION OF PRINCIPAL EXECUTIVE, ACCOUNTING AND FINANCIAL OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350

In connection with the Quarterly Report of The Tirex Corporation (the "Company") on Form 10-QSB for the period ended September 30, 2003, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, John L. Threshie Jr., President of the Company, hereby certify pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that:

(1) the Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ JOHN L. THRESHIE JR.
John L. Threshie Jr.
President
November 14, 2003