PROXY
                        ZEMEX CORPORATION
                 ANNUAL MEETING OF SHAREHOLDERS


The  undersigned, as record holder(s) of the shares listed below,
hereby  revokes  any  previous proxies and  appoints  Richard  L.
Lister  and  Allen  J.  Palmiere  (or  each  of  them,  or  their
assignees)  proxies  for  the undersigned,  with  full  power  of
substitution,  to  represent  the undersigned,  to  act  for  the
undersigned in the same manner and with the same effect as if the
undersigned were personally present and to vote all of the Common
Shares  which the undersigned is entitled to vote at  the  Annual
Meeting  of Shareholders of Zemex Corporation (the "Corporation")
to  be  held  on May 13, 1996 at 11:00 a.m., and any  adjournment
thereof, as follows:

1.   Election of directors (nominees: Paul A. Carroll, Morton  A.
     Cohen,  John M. Donovan, Thomas B. Evans, Jr., Ned  Goodman,
     Peter Lawson-Johnston, Richard L. Lister, Patrick H. O'Neill
     and William J. vanden Heuvel):

          ____ FOR the directors
          ____ WITHHOLD AUTHORITY to vote for directors

2.   Proposal  to ratify the appointment of Deloitte & Touche  as
     independent public accountants for the Corporation  for  the
     fiscal year ending December 31, 1996.

          ____ FOR
          ____ AGAINST
          ____ ABSTAIN

3.   To  vote  or  otherwise represent the shares  on  any  other
     business  which may properly come before the Annual  Meeting
     of  Shareholders or any adjournments thereof,  according  to
     their decision and in their discretion.

THIS  PROXY  IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS  of
the  Corporation  and will be voted as directed  herein.   If  no
direction  is  given,  this  proxy will  be  voted  FOR  all  the
proposals  listed  above in the manners described  in  the  Proxy
Statement.

                                                            DATE:
______________________

                                   _____________________________
                                   SIGNATURE OF SHAREHOLDER

                                   _____________________________
                                   SIGNATURE OF SHAREHOLDER


PLEASE   SIGN  EXACTLY  AS  YOUR  NAME  APPEARS  ON  YOUR   STOCK
CERTIFICATES.  A corporation is requested to sign its name by its
president:  administrators, trustees, etc., are requested  to  so
indicate  when signing.  If stock is registered in two names,  it
is  preferred  that both sign.  PLEASE RETURN YOUR PROXY  IN  THE
ENVELOPE PROVIDED.