<PAGE>

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB
(Mark One)

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

For the quarterly period ended             June 30, 1997
                                -----------------------------------

                                       OR

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

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

                          Commission file number 1-4530
                                                 ------

                                  ASTREX, INC.
        (Exact name of small business issuer as specified in its charter)

           DELAWARE                            13-1930803
(State or other jurisdiction of       (I.R.S. Employer Identification No.)
incorporation or organization)

                  205 EXPRESS STREET, PLAINVIEW, NEW YORK 11803
                    (Address of principal executive offices)

                                 (516) 433-1700
                (Issuer's telephone number, including area code)


--------------------------------------------------------------------------------
            (Former name, former address and former fiscal year, if
                           changed since last report)


Check  whether  the issuer  (1) has filed all  reports  required  to be filed by
Section 13 or 15(d) of the Securities  Exchange Act of 1934 during the preceding
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


                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares  outstanding of each of the  registrant's  classes of
common  stock,  as of the latest  practicable  date. As of August 7, 1997 common
shares outstanding were 5,375,363.


<PAGE>

                                  ASTREX, INC.

                                      INDEX

                                                                            Page
                                                                             No.
         PART 1:
         -------
         FINANCIAL STATEMENTS:

         Consolidated Balance Sheets
         June 30, 1997 (unaudited) and March 31, 1997                          1

         Consolidated Statements of Income (unaudited)
         Three months ended June 30, 1997 and 1996                             2

         Consolidated Statements of Cash Flows (unaudited)
         Three months ended June 30, 1997 and 1996                             3

         Notes to Consolidated Financial Statements (unaudited)                4

         MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS          5-6


PART II:
--------
OTHER INFORMATION AND SIGNATURES                                               7


<PAGE>

                         PART I - FINANCIAL INFORMATION

                          ASTREX, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>

                                                     June 30, 1997      March 31, 1997
                                                      (Unaudited)
                                                   ----------------    ----------------
                                                             (000) Omitted
<S>                                                           <C>               <C>
Current Assets:
         Cash                                                 $2                $2
         Accounts receivable (net of allowance
         for doubtful accounts of $87 
         at June 30, 1997
         and at March 31, 1997)                            1,720             1,584
         Merchandise inventories                           2,972             3,313
         Prepaid expenses and other
         current assets                                      124                67
                                                   ----------------    ----------------
         Total current assets                              4,818             4,966

Property, plant and equipment at cost (net of
         accumulated depreciation of
         $277 at June 30,
         1997 and $249 at March 31, 1997)                    823               841
                                                   ----------------    ----------------
TOTAL Assets                                              $5,641            $5,807
                                                   ================    ================
Current Liabilities:
         Accounts payable                                  1,040               868
         Accrued liabilities                                 368               483
         Current portion of 
         capital lease obligation                             45                43
                                                   ----------------    ----------------
         Total current liabilities                         1,453             1,394
                                                   ----------------    ----------------
         Capital lease obligation                            114               125
         Loans payable                                       891             1,226
                                                   ----------------    ----------------
                                                           2,458             2,745
Shareholders' Equity:
         Preferred Stock,  Series A - issued, none            --                --
         Preferred Stock, Series B - issued,  none            --                --
         Common  Stock - par value $.01 per
         share;  authorized, 15,000,000 shares;
         issued,  5,375,363 at June 30, 1997 
         and at March 31, 1997                                54                54
         Additional  paid-in capital                       3,621             3,621
         Accumulated  deficit                               (472)            (591)
                                                   ----------------    ----------------
                                                           3,203             3,084
         Less: deferred compensation                         (20)              (22)
                                                   ----------------    ----------------
         Total shareholders' equity                        3,183             3,062
                                                   ----------------    ----------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                $5,641            $5,807
                                                   ================    ================
</TABLE>

     See accompanying notes to unaudited consolidated financial statements.
                                        1


<PAGE>

                          ASTREX, INC. AND SUBSIDIARIES
                        CONSOLIDATED STATEMENTS OF INCOME
                                   (UNAUDITED)
<TABLE>
<CAPTION>

                               THREE MONTHS ENDED
                                    JUNE 30,
                             1997              1996
                         ------------------------------
                                  (000) Omitted
<S>                        <C>               <C>   
Net sales                  $3,963            $3,759
Cost of sales               3,033             2,855
                           ------            ------
   Gross profit               930               904

Selling, general and
 administrative expenses      766               772
                           ------            ------
   Income from operations     164               132

Interest expense               38                49
                           ------            ------
   Income before provision
   for income taxes           126                83

Provision for income taxes      8                 8
                           ------            ------
   NET INCOME                $118               $75
                           ======            ======

Per share data for the three months ended June 30, 1997 and 1996 are as follows:

Weighted average
 number of
 common shares
 outstanding             5,375,363        5,255,857
                         =========        =========
Net income per share         $0.02            $0.01
                         =========        =========
</TABLE>

     See accompanying notes to unaudited consolidated financial statements.
                                        2

<PAGE>

                          ASTREX, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                      FOR THE THREE MONTHS ENDED JUNE 30,
                                                      1997                           1996
                                                      ------------------------------------
                                                                  (000) Omitted
<S>                                                   <C>                             <C>
Cash Flows From Operating Activities:
 Net income                                           $118                            $75
 ADJUSTMENTS TO RECONCILE NET INCOME TO NET
 CASH PROVIDED BY OPERATING ACTIVITIES:
  Depreciation and amortization                         28                             14
  Stock compensation                                     2                              1
 CHANGES IN ASSETS AND LIABILITIES:
  (Increase) decrease in accounts receivable, net     (136)                           204
  Increase in prepaid expenses and other
  current assets                                       (57)                           (68)
  Decrease in inventory                                341                            405
  Increase (decrease) in accounts payable              172                           (431)
  Decrease in accrued liabilities                     (115)                           (13)
                                                    -------                         ------
NET CASH PROVIDED BY OPERATING ACTIVITIES              353                            187
                                                    -------                         ------
Cash flows used in investing activities:

 Capital expenditures                                   (9)                            (5)
                                                    -------                         ------
NET CASH USED IN INVESTING ACTIVITIES                   (9)                            (5)
                                                    -------                         ------
Cash flows from financing activities:

 Proceeds from issuance of common stock                 --                             47
 Principal payments under capital lease obligations     (9)                            --
 Repayments of loans payable, net                     (335)                          (229)
                                                    -------                         ------
NET CASH USED IN FINANCING ACTIVITIES                 (344)                          (182)
                                                    -------                         ------
Net increase in cash for the three months
 ended June 30                                           0                              0

Cash - beginning of period                               2                              2
                                                    -------                         ------
Cash - end of period                                    $2                             $2
                                                    =======                        =======
</TABLE>
     See accompanying notes to unaudited consolidated financial statements.
                                        3
<PAGE>

                          ASTREX, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS




UNAUDITED FINANCIAL STATEMENTS


In the opinion of the Company, the accompanying unaudited consolidated financial
statements  contain  all  adjustments   (consisting  only  of  normal  recurring
accruals)  necessary  to present  fairly its  financial  position as of June 30,
1997.  The results of operations and cash flows for the three month period ended
June 30,  1997 and 1996 are not  necessarily  indicative  of the  results  to be
expected for the full year. In the opinion of  management,  the  information  in
this interim  report for the three months ended June 30, 1997 and 1996  presents
fairly the Company's financial position consistent with the Company's accounting
practices and principles  used in interim  reports.  Accordingly,  certain items
included in these statements are based upon best estimates, particularly cost of
goods sold. For the three month periods ended June 30, 1997 and 1996 these costs
have principally been determined by utilizing perpetual  inventory records.  The
calculation  of the  actual  cost of goods  sold  amount  is  predicated  upon a
physical inventory taken only at the end of each fiscal year.

                                       4
<PAGE>


                          ASTREX, INC. AND SUBSIDIARIES
                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                              OR PLAN OF OPERATIONS



RESULTS OF OPERATIONS


     Net  income for the three  months  ended  june 30,  1997 was  approximately
$118,000,  an  increase of 57% over the same  quarter  last  fiscal  year.  This
increase is principally the result of higher sales and lower expenses.


     Sales increased by  approximately  $204,000,  or 5.4%, for the three months
ended June 30,  1997,  from the  comparable  three  month  period in 1996.  This
increase is the result of the  Company's  improved  and  restructured  marketing
efforts.


     Gross profit percentages  decreased  marginally to 23.5% from 24.0% for the
three months  ended June 30, 1997 from the  comparable  period in 1996.  Despite
ongoing price  pressures,  the Company was able to maintain  essentially  stable
margins.


     Selling,   general  and  administrative  expenses  decreased  approximately
$6,000,  or 1%, for the three  months  ended June 30,  1997 from the  comparable
previous  three month period in 1996,  in spite of higher  sales and  commission
expense.


     Interest  expense  decreased  approximately  $11,000 for three months ended
June 30, 1997,  from the previous  comparable  three month period in 1996.  This
decrease is due  primarily to a lower loan balance.  The interest  rates for the
two periods  was 10.50%.  As of July 9, 1997,  the  Company  entered  into a new
lending agreement at a substantially lower interest rate.









                                       5

<PAGE>



                          ASTREX, INC. AND SUBSIDIARIES
                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                              OR PLAN OF OPERATIONS



LIQUIDITY AND CAPITAL RESOURCES

The Company generated  $353,000 in cash from its operating  activities which was
used to primarily  paydown the  outstanding  loan payable  balance.  At June 30,
1997, the Company had working capital of $3,365,000 and its stockholders' equity
was  $3,183,000.  The Company  believes that its present working  capital,  cash
generated  from  operations and amounts  available  under the new loan agreement
will be  sufficient  to meet its cash needs during the next year.  The Company's
principal credit facility is a line of credit ("Line") measured by its inventory
and  receivables  and  secured  by  substantially  all of the  Company's  assets
including  a  negative  pledge  of (i.e.  that the  Company  will not  otherwise
mortgage to any other person) its Plainview  office/warehouse  facility. On June
30, 1997 the Company owed  approximately  $891,000 on the Line. On July 9, 1997,
the Company  changed its secured  lender.  The terms of the new secured  lending
arrangement  (expiring in July 1999) are  substantially the same as the previous
arrangement  except  that (i) the  lender  is a  commercial  bank,  and (ii) the
interest rate is appreciably lower. The Company's  relationship with its new and
previous secured lenders is and was satisfactory.  The change in secured lenders
was  voluntarily  made by the Company in order to obtain a lower  interest rate.
The Company  believes that the new secured lending  arrangement will be adequate
for the foreseeable future.


The  Company  entered  into a capital  lease  for a new  computer  hardware  and
software system for  approximately  $160,000.  The lease is effective January 1,
1997 and will be repaid  over a term of 4 years.  The Company has no other plans
for major comittments for capital expenditures.








                                       6


<PAGE>

                           PART II - OTHER INFORMATION


Item 6.  Exhibits and Reports on Form 8-K.

(A)         Exhibits

                                                       Previously Filed and 
                                                          Incorporated
Exhibit     Description                          by reference or Filed Herewith
-------     -----------                          ------------------------------
3 (a)      Certificate of Incorporation          Filed as  Exhibit  3 (a)
           of Astrex, Inc.                       to the Form 10-K
          (a Delaware corporation)               of the  Company  for year 
                                                 ended March 31, 1993

3 (b)   By-Laws of Astrex, Inc., as amended     Filed  as  Exhibit  3  (b)
                                                to  the  Form
                                                10-QSB  of the  Company
                                                for the  quarter
                                                ended September 30, 1996

27      Financial Data Schedule                 Filed herewith


(B)  Reports on Form 8-K:
        None


                                   SIGNATURES

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



                                  ASTREX, INC.

Date:  August 11, 1997                      By: s/ Michael McGuire
      ----------------                          ------------------
                                                   Michael McGuire
                                                   Director, President and
                                                   Chief Executive Officer

                                            By: s/ Irene S. Lyons
                                                -----------------
                                                   Irene S. Lyons
                                                   Chief Financial Officer, 
                                                   Vice President,
                                                   Treasurer and Secretary


                                       7