<PAGE>

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                              ---------------------

                                    FORM 10-Q

(Mark One)

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

                  For the quarterly period ended        March 31, 2000
                                                -------------------------------


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

                  For the transition period from               to
                                                -------------      ------------


                  Commission File Number                  0-13324
                                              ---------------------------------

                            QUESTRON TECHNOLOGY, INC.
--------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its charter)

            Delaware                                 23-2257354
--------------------------------       -----------------------------------------
(State or other jurisdiction of        (I. R. S. Employer Identification Number)
 incorporation or organization)

6400 Congress Avenue, Suite 2000, Boca Raton, FL              33487
------------------------------------------------    ---------------------------
    (Address of principal executive offices)               (Zip Code)

                                (561) 241 - 5251
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)

Indicate by check mark 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 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
                               ---------            ---------

     As of May 9, 2000, there were 8,620,311 shares of the issuer's Common Stock
outstanding.


<PAGE>

                            QUESTRON TECHNOLOGY, INC.

                                      INDEX

THIS QUARTERLY REPORT ON FORM 10-Q CONTAINS FORWARD-LOOKING STATEMENTS WITHIN
THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995, WHICH
INVOLVES CERTAIN RISKS AND UNCERTAINTIES. THE COMPANY'S ACTUAL RESULTS IN FUTURE
PERIODS MAY BE MATERIALLY DIFFERENT FROM ANY FUTURE PERFORMANCE ANTICIPATED
HEREIN. EACH FORWARD-LOOKING STATEMENT THAT THE COMPANY BELIEVES IS MATERIAL IS
ACCOMPANIED BY A CAUTIONARY STATEMENT OR STATEMENTS IDENTIFYING IMPORTANT
FACTORS THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE
DESCRIBED IN THE FORWARD-LOOKING STATEMENT. IN THE CONTEXT OF FORWARD-LOOKING
INFORMATION PROVIDED IN THIS QUARTERLY REPORT ON FORM 10-Q AND IN OTHER REPORTS,
PLEASE REFER TO THE DISCUSSION OF RISK FACTORS DETAILED IN, AS WELL AS THE OTHER
INFORMATION CONTAINED IN, THE COMPANY'S FILINGS WITH THE SECURITIES AND EXCHANGE
COMMISSION DURING THE PAST 12 MONTHS.

<TABLE>
<CAPTION>

                                                                                                 Page No.
                                                                                               --------------
PART I.          Financial Information
<S>                                                                                               <C> <C>
        Item 1.  Financial Statements

                          Consolidated Balance Sheet -
                          At March 31, 2000  (unaudited) and December 31, 1999                       3

                          Consolidated Statement of Income  (unaudited) -
                          Three Months Ended March 31, 2000 and 1999                                 4

                          Consolidated Statement of Cash Flows (unaudited) -
                          Three Months Ended March 31, 2000 and 1999                                 5

                          Notes to Consolidated Financial Statements                               6 - 8

        Item 2.  Management's Discussion and Analysis of Financial Condition and
                 Results of Operations                                                             9 - 11

        Item 3.  Quantitative and Qualitative Disclosure About Market Risk                          12

PART II.         Other Information                                                                  13

Signature Page                                                                                      14

</TABLE>


                                       2
<PAGE>

                          PART I - FINANCIAL INFORMATION

ITEM 1.           FINANCIAL STATEMENTS

                    QUESTRON TECHNOLOGY, INC. & SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEET
                MARCH 31, 2000 (UNAUDITED) AND DECEMBER 31, 1999

                                     ASSETS

<TABLE>
<CAPTION>

                                                                                       March 31,      December 31,
                                                                                         2000            1999
                                                                                    -------------    -------------
<S>                                                                                 <C>              <C>
Current assets:
   Cash .........................................................................   $     398,967    $     111,102
   Accounts receivable, less allowances for
      doubtful accounts of $283,666 in 2000 and 1999 ............................      21,515,508       16,827,678
   Other receivables ............................................................         253,057          253,057
   Inventories ..................................................................      41,890,092       38,301,589
   Other current assets .........................................................         633,139          515,705
                                                                                    -------------    -------------
      Total current assets ......................................................      64,690,763       56,009,131

Property and equipment - net ....................................................       3,327,997        2,898,919
Cost in excess of net assets of businesses acquired,
   less accumulated amortization of $3,131,166 in 2000 and $2,699,305 in 1999 ...      74,429,018       71,650,585
Deferred income taxes ...........................................................       3,345,438        3,431,438
Other assets ....................................................................       4,313,020        4,007,768
                                                                                    -------------    -------------
      Total assets ..............................................................   $ 150,106,236    $ 137,997,841
                                                                                    =============    =============

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
   Accounts payable .............................................................   $  12,587,977    $   9,668,171
   Accrued expenses .............................................................       2,527,220        1,958,596
   Income taxes payable .........................................................       1,115,239          750,333
   Current portion of long-term debt ............................................         486,598        1,746,598
                                                                                    -------------    -------------
      Total current liabilities .................................................      16,717,034       14,123,698
Deferred income taxes payable ...................................................         952,435          993,048
Long-term debt ..................................................................      86,393,783       87,808,934
                                                                                    -------------    -------------
      Total liabilities .........................................................     104,063,252      102,925,680
                                                                                    -------------    -------------
Commitments and contingencies:
   Common stock subject to put option agreement .................................         607,072          622,170
Stockholders' equity:
   Preferred stock, $.01 par value; authorized 10,000,000 shares ................            --               --
  Common stock, $.001 par value; authorized 20,000,000
     shares; issued 8,649,003 shares in 2000 and 7,164,522 in 1999 ..............           8,650            7,165
   Additional paid-in capital ...................................................      54,939,541       45,678,802
   Accumulated deficit ..........................................................      (9,156,801)     (10,880,498)
                                                                                    -------------    -------------
                                                                                       45,791,390       34,805,469
   Less: treasury stock at cost, 11,849 shares ..................................        (355,478)        (355,478)
                                                                                    -------------    -------------
   Total stockholders' equity ...................................................      45,435,912       34,449,991
                                                                                    -------------    -------------
   Total liabilities and stockholders' equity ...................................   $ 150,106,236    $ 137,997,841
                                                                                    =============    =============

</TABLE>

                 See Notes to Consolidated Financial Statements.


                                       3
<PAGE>

                    QUESTRON TECHNOLOGY, INC. & SUBSIDIARIES
                  CONSOLIDATED STATEMENT OF INCOME (UNAUDITED)
                   THREE MONTHS ENDED MARCH 31, 2000 AND 1999

<TABLE>
<CAPTION>

                                                                        THREE MONTHS ENDED
                                                                             MARCH 31,
                                                                     -------------------------
                                                                         2000         1999
                                                                     ------------  -----------
<S>                                                                  <C>           <C>
Sales ............................................................   $36,478,902   $19,304,486
Cost of goods sold ...............................................    21,760,309    11,815,652
                                                                     -----------   -----------

Gross profit .....................................................    14,718,593     7,488,834

Selling, general & administrative expenses .......................     9,079,154     4,676,636
Depreciation and amortization ....................................       620,478       368,948
                                                                     -----------   -----------

Total operating expenses .........................................     9,699,632     5,045,584
                                                                     -----------   -----------

Operating income .................................................     5,018,961     2,443,250

Interest expense .................................................     2,858,529     1,251,952
                                                                     -----------   -----------

Income before income taxes and extraordinary gain ................     2,160,432     1,191,298
Provision for income taxes .......................................       896,579       488,432
                                                                     -----------   -----------

Income before extraordinary gain .................................     1,263,853       702,866
Extraordinary gain in connection with the early extinguishments of
   debt (less applicable income taxes of $326,214) ...............       459,844          --
                                                                     -----------   -----------

Net income .......................................................   $ 1,723,697   $   702,866
                                                                     ===========   ===========

PER COMMON SHARE:

Income per common share before extraordinary gain ................   $       .16   $       .14
Extraordinary gain ...............................................           .06          --
                                                                     -----------   -----------
Net income per common share ......................................   $       .22   $       .14
                                                                     ===========   ===========

PER DILUTED COMMON SHARE:

Income per common share before extraordinary gain ................   $       .12   $       .14
Extraordinary gain ...............................................           .04          --
                                                                     -----------   -----------
Net income per diluted common share ..............................   $       .16   $       .14
                                                                     ===========   ===========

Average number of common shares outstanding ......................     7,761,419     5,008,172
                                                                     ===========   ===========

Average number of diluted common shares outstanding ..............    10,804,000     5,080,338
                                                                     ===========   ===========

</TABLE>

                 See Notes to Consolidated Financial Statements.


                                       4
<PAGE>

                    QUESTRON TECHNOLOGY, INC. & SUBSIDIARIES
                CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
                   THREE MONTHS ENDED MARCH 31, 2000 AND 1999

<TABLE>
<CAPTION>

                                                                     MARCH 31,     MARCH 31,
                                                                       2000          1999
                                                                   -----------    -----------
<S>                                                                <C>            <C>
Cash flows from operating activities:
  Net income ...................................................   $ 1,723,697    $   702,866
  Adjustments to reconcile net income to net
    cash provided by operating activities:
      Depreciation and amortization ............................       620,478        368,948
      Recognition of current year income tax benefit of net
        operating loss carryforward ............................        86,000         86,113
      Extraordinary gain in connection with the early
        extinguishment of debt (less applicable income
        taxes of $326,214) .....................................      (459,844)          --
  Change in assets and liabilities:
     Increase in accounts receivable ...........................    (4,172,198)      (721,894)
     Increase in other receivables .............................          --         (173,198)
     Increase in inventories ...................................    (2,819,648)    (2,239,625)
     Increase in accounts payable ..............................     2,829,450        264,923
     Increase (decrease) in accrued expenses ...................       255,149        (92,095)
     Increase (decrease) in income taxes payable ...............       364,906     (1,565,462)
     Decrease in deferred income taxes .........................       (40,613)       (46,749)
     Increase in other assets ..................................      (422,686)      (506,504)
                                                                   -----------    -----------

     Net cash used by operating activities .....................    (2,035,309)    (3,922,677)
                                                                   -----------    -----------

Cash flows from investing activities:
  Net cash consideration paid for acquired business ............      (238,399)      (373,479)
  Acquisition of property and equipment ........................      (478,441)       (54,541)
                                                                   -----------    -----------
     Net cash used for investing activities ....................      (716,840)      (428,020)
                                                                   -----------    -----------

Cash flows from financing activities:
  Proceeds from borrowings under revolving facility ............     1,979,774      5,656,412
  Repayment of long-term debt ..................................      (199,541)      (200,000)
  Fees and expenses associated with loan amendments ............      (233,083)          --
  Extraordinary gain in connection with the early extinguishment
      of debt (less applicable income taxes of $326,214) .......       459,844           --
  Proceeds from exercise of options and warrants ...............     1,213,201           --
  Payments on capital leases ...................................       (23,756)       (33,330)
  Payments in respect of exercise of put options ...............          --          (22,646)
  Payments on note issued for acquired business ................      (156,425)       (47,438)
                                                                   -----------    -----------
     Net cash provided by financing activities .................     3,040,014      5,352,998
                                                                   -----------    -----------

Increase in cash and cash equivalents ..........................       287,865      1,002,301
Cash and cash equivalents at beginning of period ...............       111,102        229,285
                                                                   -----------    -----------

Cash and cash equivalents at end of period .....................   $   398,967    $ 1,231,586
                                                                   ===========    ===========

</TABLE>

                 See Notes to Consolidated Financial Statements.


                                       5
<PAGE>

                   QUESTRON TECHNOLOGY, INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                   THREE MONTHS ENDED MARCH 31, 2000 AND 1999

NOTE 1.  BASIS OF PRESENTATION.

         The accompanying unaudited consolidated financial statements include
the accounts of Questron Technology, Inc. (the "Company") and its subsidiaries.
The consolidated financial statements have been prepared in accordance with
generally accepted accounting principles for interim financial information and
in accordance with the Securities and Exchange Commission's instructions for
Form 10-Q. Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete financial
statements.

         Management believes that all adjustments (consisting of normal
recurring adjustments) considered necessary for a fair presentation have been
included. Operating results for the three-month period ended March 31, 2000 are
not necessarily indicative of the results that may be expected for the year
ending December 31, 2000. The consolidated balance sheet as of December 31, 1999
reflects the audited balance sheet at that date. For further information, refer
to the financial statements and footnotes thereto included in the Company's
annual report on Form 10-K for the year ended December 31, 1999.

NOTE 2.  EARNINGS PER SHARE.

The following table sets forth the calculation of net income per common share
and net income per diluted common share:

<TABLE>
<CAPTION>

                                                    For the three months ended
                                                 -------------------------------
                                                 March 31, 2000   March 31, 1999
                                                 --------------   --------------
<S>                                                    <C>           <C>
Numerator:
      Income before extraordinary item .............   $ 1,263,853   $   702,866
                                                       ===========   ===========
Denominator:
      Denominator for net income per common share -
         Weighted-average shares ...................     7,761,419     5,008,172
                                                       -----------   -----------
      Effect of dilutive securities:
         Options ...................................     1,477,814         7,247
         Warrants ..................................     1,564,767           896
         Contingent shares - deferred purchase price          --          64,023
                                                       -----------   -----------
      Dilutive potential common shares .............     3,042,581        72,166
                                                       -----------   -----------
      Denominator for net income per diluted common
          share ....................................   $10,804,000   $ 5,080,338
                                                       ===========   ===========
       Income per common share before extraordinary
           item ....................................   $       .16   $       .14
                                                       ===========   ===========

       Income per diluted common share before
           extraordinary item ......................   $       .12   $       .14
                                                       ===========   ===========

</TABLE>


                                       6
<PAGE>

                   QUESTRON TECHNOLOGY, INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                   THREE MONTHS ENDED MARCH 31, 2000 AND 1999

NOTE 3.  ACQUISITION OF RSD SALES CO., INC.

         Effective March 31, 2000, the Company acquired 100% of the issued and
outstanding stock of RSD Sales Company, Inc., a New York corporation ("RSD"), a
privately owned company.

         The purchase price for RSD consisted of 394,619 shares of the Company's
common stock valued at $3,300,000.

         The Company has accounted for such  acquisition  using the purchase
method of accounting. In connection with this acquisition, the Company recorded
$2,026,786 of cost in excess of net assets of the business acquired.

NOTE 4.  ACQUISITIONS - PRO FORMA FINANCIAL INFORMATION.

         The following unaudited pro forma information for the three month
periods ended March 31, 2000 and 1999 presents the combined operating results of
the Company, Action, Capital, Olympic, B&G and RSD as though each of the
acquisitions had been made on January 1, 1999. The unaudited pro forma combined
summary of operations includes the additional interest expense on debt incurred
in connection with the acquisitions as if the debt had been outstanding since
January 1, 1999. The pro forma net income per common share and diluted common
share assume that all shares of common stock of the Company outstanding as of
March 31, 2000 were outstanding as of January 1, 1999. This pro forma
information does not purport to be indicative of what would have occurred had
the acquisitions been completed as of January 1, 1999 or results which may occur
in the future:

<TABLE>
<CAPTION>

                                                     Three months ended,
                                                  -------------------------
                                                      2000          1999
                                                  -----------   -----------
<S>                                               <C>           <C>
Sales .........................................   $37,174,000   $29,833,000
                                                  -----------   -----------
Operating income ..............................     5,122,000     3,497,000
                                                  -----------   -----------
Net income ....................................   $ 1,324,000   $   551,000
                                                  ===========   ===========
        Pro forma net income per diluted common
           share ..............................   $       .12   $       .08
                                                  ===========   ===========
        Average number of diluted
           common shares outstanding ..........    11,194,283     7,143,369
                                                  ===========   ===========

</TABLE>


                                       7
<PAGE>

                   QUESTRON TECHNOLOGY, INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                   THREE MONTHS ENDED MARCH 31, 2000 AND 1999

NOTE 5.  EARLY EXTINGUISHMENT OF DEBT.

         On March 7, 2000, the Company reached agreements with the former
shareholders of Action, Capital and Olympic whereby notes payable aggregating
$5,000,000, plus accrued interest of $286,058 were settled in exchange for
450,000 shares of the Company's common stock. In connection with the early
extinguishment of these notes, the Company realized an extraordinary gain in an
amount equal to the difference between the fair market value of the common stock
issued and the face amount of the notes plus accrued interest. The amount of the
extraordinary gain was $459,844, net of applicable income taxes of $326,214.


                                       8
<PAGE>

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

RESULTS OF OPERATIONS

FOR THE THREE MONTHS ENDED MARCH 31, 2000.

         The Company's  results of operations  through March 31, 2000 include
the operating results of the Company's inventory logistics management business,
Questron Distribution Logistics, Inc. ("QDL"), its master distribution of
fasteners business, Integrated Material Systems, Inc. ("IMS") and its battery
distribution business, Power Components, Inc. ("PCI"). QDL (formerly Quest
Electronic Hardware, Inc.) includes the operating results of Webb Distribution
("Webb"), and California Fasteners, Inc. ("Calfast"), which were acquired in
1997; the operating results of Fas-Tronics, Inc. ("Fas-Tronics"), Fortune
Industries, Inc. ("Fortune") and AFCOM, which were acquired in 1998; and the
operating results of Action Threaded Products, Inc. ("Action"), Capital
Fasteners, Inc. ("Capital"), Olympic Fasteners ("Olympic") and B & G Supply
Company, Inc. ("B&G"), which were acquired in 1999. In 1999 the operations of
Fas-Tronics and Fortune began to operate as Questron Aerospace Logistics
("QAL"), a division of QDL dedicated to providing inventory logistics management
services to aerospace manufacturers.

         The Company's revenues for the three months ended March 31, 2000
amounted to $36,478,902, compared with $19,304,486 for the three months ended
March 31, 1999. The significant growth in the Company's revenues is due to
the growth of QDL, which had revenues of $33,055,132 during the three months
ended March 31, 2000, compared with $18,138,915 for the prior year period.
The significant growth in QDL's revenues for the period ended March 31, 2000
is a result of the acquisitions of Action, Capital, Olympic and B&G, as well
as 17.5% internal growth of the other QDL branches. Revenues from Action,
Capital, Olympic and B&G for the three months ended March 31, 2000 amounted
to $11,750,292.

         The Company's operating income was $5,018,961 for the three months
ended March 31, 2000, compared with operating income of $2,443,250 for the prior
year period. Operating income as a percentage of sales for the three months
ended March 31, 2000 amounted to 13.8% compared with 12.7% for comparable prior
year period. This improvement in operating income as a percentage of sales is
the result of increased gross profit margins, as well as the elimination of some
of the redundant costs realized by the integration of certain of the acquired
businesses.

         Interest expense, which reflects the cost of incremental borrowings
associated with acquisitions and QDL's working capital needs, amounted to
$2,858,529 for the three months ended March 31, 2000 compared with $1,251,952
for the comparable prior year period. The increase in interest expense
principally reflects the costs of increased borrowings to complete the
acquisitions of Action, Capital and Olympic.

         The provision for income taxes for the three months ended March 31,
2000 reflects a federal income tax provision at an effective rate of 36.25% and
a state income tax provision at an effective rate of 5.25% for the states in
which the Company does business. The provision for income taxes for the three
months ended March 31, 1999 reflects a federal income tax


                                       9
<PAGE>

provision at an effective rate of 35% and a state income tax provision at an
effective rate of 6%.

         On March 7, 2000, the Company entered into an agreement with the former
shareholders of Action, Capital and Olympic to exchange $5,000,000 of debt, plus
accrued interest of $286,058 for 450,000 shares of the Company's common stock.
This exchange resulted in an extraordinary gain of $459,844, net of $326,214 in
applicable income taxes. Income for the three months ended March 31, 2000,
before the extraordinary gain in connection with the early extinguishments of
debt, amounted to $1,263,853, compared with net income of $702,866 for the
comparable prior year period. After the extraordinary gain, the net income for
the three months ended March 31, 2000 amounted to $1,723,697. The increase in
income before extraordinary gain is due to the acquisitions of Action, Capital
and Olympic, as well as the internal growth of the other QDL branches.

LIQUIDITY AND CAPITAL RESOURCES

         As of March 31, 2000,  the Company had $398,967 in cash,  compared to
$111,102 as of December 31, 1999. As of March 31, 2000, the Company had working
capital of $47,973,729, compared with working capital of $41,885,433 as of
December 31, 1999.

         For the three months ended March 31, 2000, the net cash used by the
Company's operating activities amounted to $2,035,309, principally reflecting
increases in inventories, receivables and other assets, offset in part by
profits of the Company and increases in accounts payable, accured expenses and
income taxes payable.

         For the three months ended March 31, 2000, the net cash used in the
Company's investing activities amounted to $716,840, including $238,399 of net
cash consideration paid for RSD and $478,441 of capital expenditures for the
acquisition of fixed assets. The Company does not have significant commitments
for capital expenditures as of March 31, 2000 and no significant commitments are
anticipated for the remainder of 2000, other than the expansion of the Company's
computer system to complete the integration of Fortune, Fas-Tronics, Action, B&G
and RSD.

         For the three months ended March 31, 2000, the net cash provided by the
Company's financing activities amounted to $3,040,014, consisting principally of
$1,979,774 of bank borrowings under the Company's revolving credit facility and
$1,213,201 of proceeds from the exercise of options and warrants.

         In connection with the acquisitions of Action, Capital and Olympic, the
Company entered into a $75,000,000 senior secured credit facility with Ableco
Finance L.L.C. and Congress Financial Corporation (Florida). Also in connection
with the above acquisitions, the Company completed a $20,000,000 senior
subordinated debt private placement. The senior subordinated notes were placed
with affiliates of Albion Alliance LLC and Alliance Capital Management LP, The
Equitable Life Assurance Society of the United States and IBJ Whitehall
Financial Group.

         The senior secured credit facility consists of a four and one-quarter
year term loan for $52,500,000 and a $22,500,000 revolving credit facility. The
term loan is divided into two notes: Note A for $25,000,000 and Note B for
$27,500,000. The loan agreement


                                       10
<PAGE>

includes a provision for the calculation of a borrowing base, which determines
the amount of borrowings available under the revolving credit facility. At March
31, 2000, $13,790,372 was borrowed and outstanding under the revolving credit
facility. Of the remaining amount of the $22,500,000 revolving credit facility,
$8,709,628 was available at March 31, 2000 for future working capital needs.
Interest on the revolving credit facility is payable monthly at the prime rate
plus 1.5%, with a minimum rate of interest of 9.25% per annum. The Company can
elect a LIBOR Rate Election for amounts borrowed and outstanding under the
revolving facility. During all times that a LIBOR Rate Election is in effect,
the interest due on the principal amount of the LIBOR revolving credit portion
outstanding is at an interest rate of LIBOR plus 2.75%. At March 31, 2000,
$8,000,000 of the $13,790,372 outstanding under the revolving credit facility
was subject to the LIBOR Rate Election. Interest on Note A is payable monthly at
the prime rate plus 2.0% with a minimum rate of interest of 9.75% per annum.
Interest on Note B is payable monthly at the prime rate plus 2.5% with a minimum
rate of interest of 10.25% per annum.

         Interest on the $20,000,000 senior subordinated debt is payable
quarterly in arrears at an annual fixed rate of 12.5% in cash and 2.00% in kind
or cash, at the Company's option. Principal on the senior subordinated debt is
payable in full on June 30, 2005. In connection with the financing, the Company
issued 680,000 shares of the Company's common stock to the senior subordinated
lenders. These shares were valued at $1,190,000 and were treated as original
issue discount.

         In order to secure the obligations of the Company and its subsidiaries
under the revolving credit facility and the related term loan facility under the
loan and security agreement with the lender, the Company entered into a stock
pledge agreement with the lender whereby the Company pledged to the lender the
shares of capital stock of each of its subsidiaries at the date of such
agreement and any shares of its subsidiaries in which the Company may thereafter
acquire an interest. In addition, the Company and its subsidiaries granted to
the lender a security interest in substantially all of their assets.

         The Company intends to continue to identify and evaluate potential
merger and acquisition candidates engaged in businesses complementary to its
business. While certain of such additional potential acquisition opportunities
are at various stages of consideration and evaluation, none is at any definitive
stage at this time. Management believes that its working capital, funds
available under its credit agreement, and funds generated from operations will
be sufficient to meet its obligations through 2000, exclusive of cash
requirements associated with any business acquisitions.


                                       11
<PAGE>

ITEM 3.           QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         The Company's interest expense is sensitive to changes in the general
level of U.S. interest rates. In this regard, changes in the U.S. rates may
effect the interest paid on a portion of its debt. The Company does not enter
into derivative financial instruments.


                                       12
<PAGE>

                           PART II - OTHER INFORMATION

ITEM  1. LEGAL PROCEEDINGS

         Not applicable.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

         Effective March 31, 2000, the Company acquired all of the issued and
         outstanding stock of RSD Sales Company, Inc. a privately owned New
         York Corporation ("RSD"). RSD is a distributor of C inventory items
         to the aerospace industry, primarily focused on European customers.
         The consideration paid to RSD's former stockholders for the
         aquisition of RSD stock consisted of 394,619 shares of Company's
         common stock with an aggregate value of $3,300,000. The Company has
         registered for resale the shares issued to the former RSD
         stockholders with the Securities and Exchange Commission, and the
         registration statement is currently pending. The shares were issued
         to the stockholders of RSD in the acquisition in a transaction not
         involving a public offering.

         On March 7, 2000, the Company reached agreements with former
         shareholders of Action, Capital and Olympic to exchange notes payable
         aggregating $5,000,000, plus accrued interest of $286,058, for 450,000
         shares of the Company's common stock. The former shareholders had
         obtained the notes in connection with the purchase of the three
         companies effective April 1, 1999. The Company has registered for
         resale the shares issued to the former shareholders of Action,
         Capital and Olympic with the Securities and Exchange Commission, and
         the registration statement is currently pending. The shares were
         issued to the former shareholders of Action, Capital and Olympic in
         a transaction not involving a public offering.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         Not applicable.

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

         Not applicable.

ITEM 5.  OTHER INFORMATION

         Not applicable.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         a)       Exhibits:

                  The exhibits listed on the Exhibit Index immediately following
                  the signature page are filed as part of this Quarterly Report
                  on Form 10-Q.

         b)       Reports on Form 8-K:

                  None.


                                       13
<PAGE>


                                   SIGNATURES


         Pursuant to the  requirements  of the Securities and Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.

                                      QUESTRON TECHNOLOGY, INC.

                                    (1)  Principal Executive Officer:

Date:        MAY  15,  2000                /S/ DOMINIC A. POLIMENI
             --------------                -----------------------
                                           Dominic A. Polimeni
                                           Chairman and Chief Executive Officer

                                    (2)  Principal Financial and Accounting
                                         Officer:

Date:        MAY 15,  2000                 /S/ ROBERT V. GUBITOSI
             -------------                 ----------------------
                                           Robert V. Gubitosi
                                           President and Chief Financial Officer


                                       14


<PAGE>


INDEX TO EXHIBITS

         The following exhibits are filed as part of this Quarterly Report on
         Form 10-Q:

*3.0           Certificate of Incorporation, incorporated by reference to
         Exhibit 3(i) to the Company's Form 10-KSB filed with the Securities and
         Exchange Commission for the fiscal year ended December 31, 1987 (File
         No. 0-13324).

*3.1           Certificate of Amendment, dated March 20, 1985, to Certificate of
         Incorporation of the Company, incorporated by reference to Exhibit 4.1
         to Amendment No. 1 of the Company's Registration Statement on Form S-3
         filed with the Securities and Exchange Commission on March 9, 1995
         (File No. 33-44331).

*3.2           Certificate of Amendment, dated June 9, 1989, to Certificate of
         Incorporation of the Company, incorporated by reference to Exhibit 4.1
         to Amendment No. 1 of the Company's Registration Statement on Form S-3
         filed with the Securities and Exchange Commission on March 9, 1995
         (File No. 33-44331).

*3.3           Certificate of Correction, dated May 17, 1991, to Certificate of
         Incorporation of the Company, incorporated by reference to Exhibit 4.1
         to Amendment No. 1 of the Company's Registration Statement on Form S-3
         filed with the Securities and Exchange Commission on March 9, 1995
         (File No. 33-44331).

*3.4           Certificate of Amendment, dated December 20, 1993, to Certificate
         of Incorporation of the Company, incorporated by reference to Exhibit
         3(i) to the Company's Form 10-KSB filed with the Securities and
         Exchange Commission for the fiscal year ended December 31, 1993 (File
         No. 0-13324).

*3.5           Certificate of Correction, dated December 22, 1993, to
         Certificate of Incorporation of the Company, incorporated by reference
         to Exhibit 3.3 to the Company's Form 10-KSB filed with the Securities
         and Exchange Commission for the fiscal year ended December 31, 1993
         (File No. 0-13324).

*3.6           Certificate of Correction, dated July 19, 1994, to Certificate of
         Incorporation of the Company, incorporated by reference to Exhibit 4.1
         to Amendment No. 1 to the Company's Registration Statement on Form S-3
         filed with the Securities and Exchange Commission on March 9, 1995
         (File No. 33-44331).

*3.7           Certificate of Amendment, dated April 2, 1996, to Certificate of
         Incorporation of the Company, incorporated by reference to Exhibit 3.5
         to the Company's Form 10-KSB filed with the Securities and Exchange
         Commission for the fiscal year ended December 31, 1995 (File No.
         0-13324).

*3.8           Certificate of Amendment, filed December 31, 1996, to Certificate
         of Incorporation of the Company, incorporated by reference to Exhibit
         3.10 to Amendment No. 1 to the Company's Form SB-2 filed with the
         Securities and Exchange Commission on February 25, 1997 (File No.
         333-18243).


                                       15
<PAGE>

*3.9           By-Laws of the Company, incorporated by reference to Exhibit
         3b(ii) to the Company's Form 10-KSB filed with the Securities and
         Exchange Commission for the fiscal year ended December 31, 1987 (File
         No. 0-13324).

*3.10          Amendment to By-Laws of the Company, incorporated by reference to
         Exhibit 3.4 of the Company's Form 10-KSB filed with the Securities and
         Exchange Commission for the fiscal year ended December 31, 1992 (File
         No. 0-13324).

*4.0           Specimen Common Stock Certificate, incorporated by reference to
         Exhibit 4.0 to Amendment No. 1 to the Company's Form SB-2 filed with
         the Securities and Exchange Commission on February 25, 1997 (File No.
         333-18243).

*4.1           Form of Series IV Warrant Agreement, incorporated by reference to
         Exhibit 4.3 to Amendment No. 1 to the Company's Form SB-2 filed with
         the Securities and Exchange Commission on February 25, 1997 (File No.
         333-18243).

*4.2           Form of Series III Warrant Agreement, dated as of November 7,
         1994, incorporated by reference to Exhibit 10.22 to the Company's Form
         10-KSB filed with the Securities and Exchange Commission for the fiscal
         year ended December 31, 1994 (File No. 0-13324).

*4.3           Form of Underwriters' Purchase Option, incorporated by reference
         to Exhibit 4.5 to Amendment No. 1 to the Company's Form SB-2 filed with
         the Securities and Exchange Commission on February 25, 1997 (File No.
         333-18243).

*4.4           Stock Purchase Warrant Certificate for Purchase of Common Stock
         of Questron Technology, Inc., incorporated by reference to Exhibit 4.6
         to Amendment No. 1 to the Company's Form SB-2 filed with the Securities
         and Exchange Commission on February 25, 1997 (File No. 333-18243).

*4.5           Amended Certificate of Designation Establishing Series of
         Preferred Stock of Questron Technology, Inc., incorporated by reference
         to Exhibit 4.7 to the Company's Quarterly Report on Form 10-QSB for the
         three month period ended June 30, 1998 filed with the Securities and
         Exchange Commission on May 15, 1998 (File No. 0-13324).

*4.6           Registration Rights Agreement, dated as of September 24, 1998, by
         and between the Company and the persons listed on Schedule A thereto,
         incorporated by reference to the Company's Current Report on Form 8-K,
         filed with the Securities and Exchange Commission on October 8, 1998
         (File No. 0-13324).

*4.7           Certificate of Designation of Series A Junior Participating
         Preferred Stock of Questron Technology, Inc., incorporated by reference
         to the Company's Quarterly Report on Form 10-QSB for the three month
         period ended September 30, 1998, filed with the Securities and Exchange
         Commission on November 16, 1998 (File No. 0-13324).

*10.1          The Company's 1994 Director Non-Qualified Stock Option Plan,
         incorporated by reference to Exhibit 10.28 of the Company's Report on
         Form 10-KSB filed with the Securities and Exchange Commission for the
         fiscal year ended December 31 1993 (File No. 0-13324).

*10.2          Employment Agreement, dated March 29, 1999 between Questron
         Technology, Inc. and Dominic A. Polimeni incorporated by reference to
         Exhibit 10.2 of the Company's Report on



                                       16
<PAGE>

         Form 10-KSB filed with the Securities and Exchange Commission for the
         fiscal year ended December 31 1998 (File No. 0-13324).

*10.3          Employment Agreement, dated November 29, 1994, between Quest
         Electronic Hardware, Inc. and Phillip D. Schwiebert, incorporated by
         reference to Exhibit 10.25 to the Company's Form 10-KSB filed with the
         Securities and Exchange Commission for the fiscal year ended
         December 31, 1994 (File No. 0-13324).

*10.4          Employment Agreement dated October 1, 1999 between Questron
         Technology, Inc. and Robert v. Gubitosi, incorporated by reference to
         Exhibit 10.4 of the Company's Annual Report on Form 10-K filed with the
         Securities and Exchange Commission for the fiscal year ended
         December 31, 1999 (File No. 0-13324).

*10.5          Non-Statutory Stock Option Agreement between Questron Technology
         and Malcolm Tallmon dated Mach 6, 2000, incorporated by reference to
         Exhibit 10.5 of the Company's Annual Report on Form 10-K filed with the
         Securities and Exchange Commission for the fiscal year ended
         December 31, 1999 (File No. 0-13324).

*10.6.         Termination of Management Advisory and Consulting Agreement,
         dated as of March 1, 1999, between Gulfstream Financial Group, Inc. and
         the Company.

*10.7.         Purchase of Assets  Agreement, dated as of November 29, 1994,
         between Quest Electronic Hardware, Inc. and Arrow Electronics, Inc.,
         incorporated by reference to Exhibit 10.29 to the Company's Form 10-KSB
         filed with the Securities and Exchange Commission for the fiscal year
         ended December 31, 1994 (File No. 0-13324).

*10.8.         1996 Stock Option Plan, incorporated by reference to Exhibit
         10.19 to Amendment No. 1 to the Company's Form SB-2 filed with the
         Securities and Exchange Commission on February 25, 1997
         (File No. 333-18243).

*10.9.         Exchange Agreement, dated November 8, 1996 by and among the
         Company, Gulfstream Financial Group, Inc. and Phillip D. Schwiebert,
         incorporated by reference to Exhibit 10.21 to Amendment No. 1 to the
         Company's Form SB-2 filed with the Securities and Exchange Commission
         on February 25, 1997 (File No. 333-18243).

*10.10.        Stock Purchase Agreement dated as of December 16, 1996 relating
         to Webb Distribution, Inc., incorporated by reference to Exhibit 2.0 to
         Amendment No. 1 to the Company's Form SB-2 filed with the Securities
         and Exchange Commission on February 25, 1997 (File No. 333-18243).

*10.11.        Form of Underwriting Agreement, incorporated by reference to
         Exhibit 2.0 to Amendment No. 1 to the Company's Form SB-2 filed with
         the Securities and Exchange Commission on February 25, 1997
         (File No. 333-18243).

*10.12.        Stock Option Grant Agreement between the Company and Phillip D.
         Schwiebert made as of November 8, 1996, incorporated by reference to
         Exhibit 10.20 to the Company's Form 10-KSB filed with the Securities
         and Exchange Commission for the fiscal year ended December 31, 1996
         (File No. 0-13324).

*10.13.        Stock Purchase Agreement between Questron Technology, Inc. and
         the shareholders of California Fasteners, Inc. dated August 29, 1997,
         incorporated by reference to Exhibit 2.0 to the Company's Form 8-K,
         filed October 7, 1997 (File No. 0-13324).

*10.14.        Serial Put Agreement between Questron Technology, Inc. and
         Douglas D. Zadow and Terry Bastian dated September 22, 1997,
         incorporated by reference to Exhibit 2.1 to the Company's Form 8-K,
         filed October 7, 1997 (File No. 0-13324).


                                       17
<PAGE>

*10.15.        Stock Purchase Agreement, dated as of June 12, 1998, by and
         between the Company, Fortune Industries, Inc. and the Stockholders of
         the Company listed on Schedule 1.1 thereto (the "Fortune Stock Purchase
         Agreement"), incorporated by reference to Exhibit 10.1 to the Company's
         Quarterly Report on Form 10-QSB for the three-month period ended
         June 30, 1998 filed with the Securities and Exchange Commission on
         August 14, 1998 (File. No. 0-13324).

*10.16.        Stock Purchase Agreement, dated as of June 12, 1998, by and
         between the Company, Gregory Fitzgerald, Valerie Fitzgerald and
         Fas-Tronics, Inc. (the "Fas-Tronics Stock Purchase Agreement"),
         incorporated by reference to Exhibit 10.2 to the Company's Quarterly
         Report on Form 10-QSB for the three-month period ended June 30, 1998
         filed with the Securities and Exchange Commission on August 14, 1998
         (File. No. 0-13324).

*10.17.        Letter Agreement, dated July 29, 1998, by and between the
         Company, Fortune Industries, Inc. and the Stockholders listed on
         Schedule 1.1 to the Fortune Stock Purchase Agreement, incorporated by
         reference to Exhibit 10.3 to the Company's Quarterly Report on Form
         10-QSB for the three-month period ended June 30, 1998 filed with the
         Securities and Exchange Commission on August 14, 1998
         (File. No. 0-13324).

*10.18.        Letter Agreement, dated July 29, 1998 by and between the Company,
         Gregory Fitzgerald, Valerie Fitzgerald and Fas-Tronics, Inc.,
         incorporated by reference to Exhibit 10.4 to the Company's Quarterly
         Report on Form 10-QSB filed with the Securities and Exchange Commission
         on August 14, 1998 (File No. 0-13324).

*10.19.        Second Amendment to the Fas-Tronics Stock Purchase Agreement,
         incorporated by reference to the Company's Current Report on Form 8-K
         filed with the Securities and Exchange Commission on October 8, 1998
         (File No. 0-13324).

*10.20.        Settlement Agreement dated as of March 1, 2000, by and among
         Questron Technology, Inc., a Delaware corporation, Gregory Fitzgerald
         and Valerie Fitzgerald, incorporated by reference to Exhibit 10.20 of
         the Company's Annual Report on Form 10-K filed with the Securities and
         Exchange Commission for the fiscal year ended December 31, 1999
         (File No. 0-13324).

*10.21.        Second Amendment to the Fortune Stock Purchase Agreement,
         incorporated by reference to the Company's Current Report on Form 8-K
         filed with the Securities and Exchange Commission on October 8, 1998
         (File No. 0-13324).

*10.22.        Rights Agreement, dated as of October 23, 1998, between the
         Company and American Stock Transfer & Trust Company, as Rights Agent,
         incorporated by reference to the Company's Registration Statement on
         Form 8-A filed with the Securities and Exchange Commission on
         November 6, 1998 (File No. 0-13324).

*10.23.        Loan and Security Agreement, dated as of September 24, 1998, by
         and among the Company, Questron Distribution Logistics, Inc.,
         Integrated Material Systems, Inc., Power Components, Inc., California
         Fasteners, Inc., Comp Ware, Inc., Fas-Tronics, Inc., Fortune
         Industries, Inc., each of the signatures which is a signatory thereto,
         Congress Financial Corporation (Florida), as administrative agent, and
         Madeleine L.L.C., as collateral agent, incorporated by reference to
         Exhibit 10.17 to the Company's Quarterly Report on Form 10-QSB for the
         three-month period ended September 30, 1998, filed with the Securities
         and Exchange Commission on November 16, 1998 (File No. 0-13324).


                                       18
<PAGE>

*10.24.        Amendment Number One to the Loan and Security Agreement, dated
         November 2, 1998, by and among the Company, Questron Distribution
         Logistics, Inc., Integrated Material Systems, Inc., Power Components,
         Inc., California Fasteners, Inc., Comp Ware, Inc., Fas-Tronics, Inc.,
         Fortune Industries, Inc., each of the signatures which is a signatory
         thereto, Congress Financial Corporation (Florida), as administrative
         agent and Madeleine L.L.C., as collateral agent, incorporated by
         reference to Exhibit 10.18 to the Company's Quarterly Report on Form
         10-QSB for the three-month period ended September 30, 1998, filed with
         the Securities and Exchange Commission on November 16, 1998 (File No.
         0-13324).

*10.25.        Asset Purchase Agreement, dated as of January 29, 1999, by and
         between the Company, Questron Distribution Logistics, Inc. and AFCOM,
         Inc., and each of the persons listed on Schedule 1.1 thereto and
         signatory thereto, incorporated by reference to Exhibit 10.19 to the
         Company's Quarterly Report on Form 10-Q for the three month period
         ended March 31, 1999 (File No. 0-13324).

*10.26.        Asset Purchase Agreement, dated as of March 11, 1999, by and
         between Questron Technology, Inc., Questron Distribution Logistics,
         Inc., and Metro Form Corporation, d.b.a. Olympic Fasteners & Electronic
         Hardware, and each of the persons listed on Schedule 1.1 thereto and
         signatory thereto (the "Olympic Purchase Agreement"), incorporated by
         reference to Exhibit 10.20 to the Company's Quarterly Report on Form
         10-Q for the three-month period ended March 31, 1999 (File No.
         0-13324).

*10.27.        Amendment to the Olympic Purchase Agreement, dated June 28, 1999,
         incorporated by reference to Exhibit 2.2 to the Company's Current
         Report on Form 8-K, dated June 30, 1999 (File No. 0-13324).

*10.28.        Settlement Agreement in Connection with the Acquisition of
         Olympic dated as of March 7, 2000, by and among Questron Finance Corp.,
         a Delaware corporation (ii) Questron Technology, Inc., a Delaware
         corporation and Sheldon Enterprises, Inc (James Mraz as notified
         party), incorporated by reference to Exhibit 10.28 of the Company's
         Annual Report on Form 10-K filed with the Securities and Exchange
         Commission for the fiscal year ended December 31, 1999
         (File No. 0-13324).

*10.29.        Settlement Agreement in Connection with the Acquisition of
         Olympic dated as of March 7, 2000, by and among Questron Finance Corp.,
         a Delaware corporation (ii) Questron Technology, Inc., a Delaware
         corporation and Sheldon Enterprises, Inc (Rudolph M. Petric as notified
         party), incorporated by reference to Exhibit 10.29 of the Company's
         Annual Report on Form 10-K filed with the Securities and Exchange
         Commission for the fiscal year ended December 31, 1999
         (File No. 0-13324).

*10.30.        Stock Purchase Agreement, dated as of April 26, 1999, between
         Questron Distribution Logistics, Inc., Questron Technology, Inc., James
         R. Gilchrist and Capital Fasteners, Inc. (the "Capital Purchase
         Agreement"), incorporated by reference to Exhibit 2.3 to the Company's
         Current Report on Form 8-K, dated June 30, 1999 (File No. 0-13324).

*10.31.        Amendment to the Capital Purchase Agreement, dated June 25, 1999,
         incorporated by reference to Exhibit 2.4 to the Company's Current
         Report on Form 8-K, dated June 30, 1999 (File No. 0-13324).

*10.32.        Settlement Agreement in Connection with Capital Acquisition dated
         as of March 7, 2000, by and among Questron Finance Corp., a Delaware
         corporation, Questron Technology, Inc., a Delaware corporation and
         James R. Gilchrist, Trustee of James R. Gilchrist Revocable Trust Under
         Agreement Dated June 25, 1999, incorporated by reference to
         Exhibit 10.32 of the Company's Annual Report on Form 10-K filed with
         the Securities and Exchange Commission for the fiscal year ended
         December 31, 1999 (File No. 0-13324).

                                       19
<PAGE>

*10.33.        Settlement Agreement in Connection with Capital Acquisition dated
         as of March 7, 2000, by and among Questron Finance Corp., a Delaware
         corporation, Questron Technology, Inc., a Delaware corporation and
         James R. Gilchrist, incorporated by reference to Exhibit 10.33 of the
         Company's Annual Report on Form 10-K filed with the Securities and
         Exchange Commission for the fiscal year ended December 31, 1999
         (File No. 0-13324).

*10.34.        Letter Agreement, dated as of June 29, 1999, amending the Capital
         Purchase Agreement, incorporated by reference to Exhibit 2.5 to the
         Company's Current Report on Form 8-K, dated June 30, 1999
         (File No. 0-13324).

*10.35.        Stock Purchase Agreement, dated as of May 7, 1999, by and between
         Questron Technology, Inc, Questron Distribution Logistics, a Delaware
         corporation, Action Threaded Products, Inc. and the persons signatory
         thereto (the "Action Purchase Agreement"), incorporated by reference to
         Exhibit 2.6 to the Company's Current Report on Form 8-K, dated June 30,
         1999 (File No. 0-13324).

*10.36.        Letter Agreement, dated as of June 29, 1999, amending the Action
         Purchase Agreement, incorporated by reference to Exhibit 2.7 to the
         Company's Current Report on Form 8-K, dated June 30, 1999
         (File No. 0-13324).

*10.37.        Settlement Agreement in Connection with the Action Acquisition
         dated as of March 7, 2000, by and among Questron Finance Corp., a
         Delaware corporation, Questron Technology, Inc., a Delaware corporation
         and Gerald H. Ablan, incorporated by reference to Exhibit 10.37 of
         the Company's Annual Report on Form 10-K filed with the Securities and
         Exchange Commission for the fiscal year ended December 31, 1999
         (File No. 0-13324).

*10.38.        Settlement Agreement in Connection with the Action Acquisition
         dated as of March 7, 2000, by and among Questron Finance Corp., a
         Delaware corporation, Questron Technology, Inc., a Delaware corporation
         and Robert A. Lehman, incorporated by reference to Exhibit 10.38 of
         the Company's Annual Report on Form 10-K filed with the Securities and
         Exchange Commission for the fiscal year ended December 31, 1999
         (File No. 0-13324).

*10.39.        Settlement Agreement in Connection with the Action Acquisition
         dated as of March 7, 2000, by and among Questron Finance Corp., a
         Delaware corporation, Questron Technology, Inc., a Delaware corporation
         and William P. Hackett, incorporated by reference to Exhibit 10.39 of
         the Company's Annual Report on Form 10-K filed with the Securities and
         Exchange Commission for the fiscal year ended December 31, 1999
         (File No. 0-13324).

*10.40.        Settlement Agreement in Connection with the Action Acquisition
         dated as of March 7, 2000, by and among Questron Finance Corp., a
         Delaware corporation, Questron Technology, Inc., a Delaware corporation
         and Charles W. Gozder, incorporated by reference to Exhibit 10.40 of
         the Company's Annual Report on Form 10-K filed with the Securities and
         Exchange Commission for the fiscal year ended December 31, 1999
         (File No. 0-13324).

*10.41.        Securities Purchase Agreement (identical agreement executed
         separately with each of four purchasers), dated as of June 29, 1999, by
         and between Questron Technology, Inc., Questron Operating Company,
         Inc., and, separately, each of Albion Alliance Mezzanine Fund, L.P.,
         Alliance Investment Opportunities Fund, L.L.C., The Equitable Life
         Assurance Society of the United States and IBJ Whitehall Bank & Trust
         Company, incorporated by reference to Exhibit 10.1 to the Company's
         Current Report on Form 8-K, dated June 30, 1999 (File No. 0-13324).

*10.42.        Note Agreement, dated as of June 29, 1999, among Questron
         Operating Company, Inc. and Albion Alliance Mezzanine Fund, L.P.,
         Alliance Investment Opportunities Fund, L.L.C., The Equitable Life
         Assurance Society of the United States and IBJ Whitehall Bank & Trust
         Company, incorporated by reference to Exhibit 10.1 to the Company's
         Current Report on Form 8-K, dated June 30, 1999 (File No. 0-13324).

*10.43.        Investors Rights Agreement, dated as of June 29, 1999, among
         Questron Technology, Inc. and Albion Alliance Mezzanine Fund, L.P.,
         Alliance Investment Opportunities Fund, L.L.C., The Equitable Life
         Assurance Society of the United States and IBJ Whitehall Bank & Trust




                                       20
<PAGE>

         Company, incorporated by reference to Exhibit 10.1 to the Company's
         Current Report on Form 8-K, dated June 30, 1999 (File No. 0-13324).

*10.44.        Unconditional Guaranty, dated as of June 30, 1999, by Questron
         Technology, Inc., Questron Finance Corp., Questron Distribution
         Logistics, Inc., Integrated Material Systems, Inc., Power Components,
         Inc., Fortune Industries, Inc., Fas-Tronics, Inc., California
         Fasteners, Inc., Comp Ware, Inc., Action Threaded Products, Inc.,
         Action Threaded Products of Georgia, Inc., Action Threaded Products of
         Minnesota, Inc. and Capital Fasteners, Inc., in favor of each of Albion
         Alliance Mezzanine Fund, L.P., Alliance Investment Opportunities Fund,
         L.L.C., The Equitable Life Assurance Society of the United States and
         IBJ Whitehall Bank & Trust Company, incorporated by reference to
         Exhibit 10.1 to the Company's Current Report on Form 8-K, dated June
         30, 1999 (File No. 0-13324).

*10.45.        Amended and Restated Loan and Security Agreement, dated as of
         June 29, 1999, by and between Questron Technology, Inc. and its
         subsidiaries and Congress Financial Corporation (Florida) and Ableco
         Finance LLC, incorporated by reference to Exhibit 10.1 to the Company's
         Current Report on Form 8-K, dated June 30, 1999 (File No. 0-13324).

*10.46.        Amendment Number One to Amended and Restated Loan and Security
         Agreement, dated as of October 1, 1999, by and among Questron
         Technology, Inc., certain of its direct and indirect Subsidiaries
         identified therein, each of the Lenders signatory thereto, Congress
         Financial Corporation and Ableco Finance LLC, "), incorporated by
         reference to Exhibit 10.26 to the Company's Quarterly Report on Form
         10-Q for the three month period ended September 30, 1999 (File No.
         0-13324).

*10.47.        Amendment to Note Agreement, dated as of September 29, 1999, by
         and among Questron Operating Company, Inc. and Albion Alliance
         Mezzanine Fund, L.P., Alliance Investment Opportunities Fund, LLC, The
         Equitable Life Assurance Society of the United States and IBJ Whitehall
         Bank & Trust Company "), incorporated by reference to Exhibit 10.27 to
         the Company's Quarterly Report on Form 10-Q for the three month period
         ended September 30, 1999 (File No. 0-13324).

+21.1.         Subsidiaries of the Company, as amended.

+27.           Financial Data Schedule.


* previously filed
+ filed herewith


                                       21