<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   SEPTEMBER 30, 1996
                                 ------------------

                                       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 ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check mark whether the registrant  has filed all documents and reports  required
to be filed by Section 12, 13 or 15(d) of the  Securities  Exchange  Act of 1934
subsequent to the  distribution of securities under a plan confirmed by a court.
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 November 8, 1996, common
shares outstanding were 5,375,363.



<PAGE>



                                  ASTREX, INC.

                                      INDEX



                                                                        Page No.
PART I:

Financial Statements:

Consolidated Balance Sheets
 September 30, 1996 (unaudited) and March 31, 1996                          1-2

Consolidated Statements of Income (unaudited)
 Six Months and Three Months Ended
  September 30, 1996 and 1995                                                 3

Consolidated Statements of Cash Flows (unaudited)
 Six Months Ended September 30, 1996 and 1995                                 4

Notes to Consolidated Financial Statements (unaudited)                        5

Management's Discussion and Analysis or
 Plan of Operations                                                         6-7


PART II:

Other Information and Signatures                                              8


<PAGE>

<TABLE>
<CAPTION>

                         PART I - Financial Information

                          ASTREX, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS


                                               September 30, 1996          March 31, 1996
                                                  (Unaudited)                            
                                                  -----------              --------------
                                                             (000) Omitted
<S>                                                <C>                          <C>   
Current Assets:


   Cash                                            $    2                       $    2
   Accounts receivable (net of allowance
     for doubtful accounts of $86 at September
     30, 1996 and $87 at March 31, 1996)            1,639                        1,765

   Merchandise inventories                          3,425                        3,934

   Prepaid expenses and other
     current assets                                    64                           21
                                                       --                           --
     Total Current Assets                           5,130                        5,722


Property, plant and equipment at
   cost (net of accumulated depreciation
   of $215 at September 30, 1996 and
   $185 at March 31, 1996)                            680                         692
   ----          --- ----                             ---                         ---


Total Assets                                       $5,810                      $6,414
                                                   ======                      ======
</TABLE>













See accompanying notes to unaudited consolidated financial statements.

                                      -1-



<PAGE>


                          ASTREX, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>


                                               September 30, 1996          March 31, 1996
                                                  (Unaudited)                            
                                                  -----------              --------------
                                                             (000) Omitted
<S>                                                <C>                          <C>   
Current Liabilities:

  Loans payable                                     $ 1,408                     $ 1,782
  Accounts payable                                    1,208                       1,650
  Accrued liabilities                                   273                         280
                                                        ---                         ---

      Total current liabilities                       2,889                       3,712
                                                      -----                       -----

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 September 30, 1996 and
  5,090,363 at March 31, 1996                            54                          51
  Additional paid-in capital                          3,604                       3,548
  Accumulated Deficit                                  (726)                       (897)
                                                       ----                        ---- 
                                                      2,932                       2,702
Less:  Deferred Compensation                            (11)                        --

    Total shareholders' equity                        2,921                       2,702
                                                      -----                       -----

Total liabilities and shareholders' equity          $ 5,810                     $ 6,414
                                                    =======                     =======
</TABLE>












See accompanying notes to unaudited consolidated financial statements.

                                      -2-

<PAGE>

<TABLE>
<CAPTION>

                         ASTREX, INC. AND SUBSIDIARIES
                       CONSOLIDATED STATEMENTS OF INCOME
                                  (Unaudited)



                                         SIX MONTHS ENDED                          THREE MONTHS ENDED
                                           SEPTEMBER 30,                             SEPTEMBER 30,
                                     1996                 1995                 1996                   1995
                                     ----                 ----                 ----                   ----
                                           (000) Omitted                              (000) Omitted
 <S>                                  <C>                  <C>                <C>                    <C>   
Net sales                           $7,494                $6,479               $3,735                $3,245
Cost of sales                        5,676                 4,884                2,821                 2,440
                                     -----                 -----                -----                 -----

   Gross profit                      1,818                 1,595                  914                   805

Selling, general and
  administrative expenses            1,536                 1,327                  764                   670
                                     -----                 -----                  ---                   ---

   Income from operations              282                   268                  150                   135


Interest expense                        94                   117                   45                    61
                                        --                   ---                   --                    --

   Income before provision
    for income taxes                   188                   151                  105                    74

Provision for income taxes              17                     4                    9                     4
                                        --                     -                    -                     -

   Net income                       $  171                $  147               $   96                $   70
                                    ======                ======               ======                ======


Per share data for the six months and three months ended September 30, 1996
 and 1995 are as follows:

Weighted average number of
   common shares outstanding      5,314,379            4,823,696            5,375,363              4,957,029
                                  =========            =========            =========              =========

Net income per share                  $0.03                $0.03                $0.02                  $0.01
                                      =====                =====                =====                  =====
</TABLE>



See accompanying notes to unaudited consolidated financial statements.

                                      -3-

<PAGE>

<TABLE>
<CAPTION>

                         ASTREX, INC. AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (Unaudited)


                                                      FOR THE SIX MONTHS ENDED SEPTEMBER 30,
                                                  1996                                      1995
                                                  ----                                      ----
                                                                 (000) Omitted
<S>                                                <C>                                     <C> 
Cash Flows (Uses) From Operating Activities:

  Net income                                                 $ 171                $ 147

  Adjustments to reconcile net income to net
   cash provided by (used in) operating activities:
     Depreciation and amortization                              30                   28
     Stock award compensation expense                            2                   12

  Changes in operating assets and liabilities:
        Decrease (increase) in accounts receivable             126                   62
        (Increase) decrease in prepaid expenses and
           other current assets                                (43)                  44
        Decrease in merchandise inventories                    509                   15
        Decrease in accounts payable                          (442)                (313)
        Decrease in accrued liabilities                         (7)                 (88)
                                                                --                  --- 

Net cash provided by (used in) operating activities            346                 (217)
                                                               ---                 ---- 

Cash flows used in investing activities:

   Purchases of fixed assets                                   (19)                 (22)
                                                               ---                  --- 

Net cash used in investing activities                          (19)                 (22)
                                                               ---                  --- 

Cash flows from financing activities:

    Proceeds from issuance of common stock                      47                   --
   (Repayments of) proceeds from loans payable, net           (374)                 238
                                                              ----                  ---
Net cash (used in) provided by financing activities           (327)                 238
                                                              ----                  ---

Net decrease in cash for the six months
      ended September 30                                         0                   (1)

Cash - beginning of period                                       2                    3
                                                                 -                    -

Cash - end of period                                         $   2                $   2
                                                             =====                =====

</TABLE>


See accompanying notes to unaudited consolidated financial statements.

                                      -4-




<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 September 30,
1996.  The results of  operations  and cash flows for the six month period ended
September 30, 1996 and 1995 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 six  months  ended  September  30,  1996 and 1995
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 six month periods ended  September 30,
1996  and 1995  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.  These financial  statements,  which are unaudited  (except for the
Consolidated Balance Sheet as of March 31, 1996 which is audited),  are based on
certain estimates and are subject to year end audit adjustments.













                                      -5-






<PAGE>




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


RESULTS OF OPERATIONS

REVENUES

Sales increased by  approximately  $1,015,000,  or 15.7%, for the six months and
approximately $490,000, or 15.1%, for the three months ended September 30, 1996,
from the  comparable  six and three month  periods in 1995,  respectively.  This
increase is the result of the  Company's  improved  and  restructured  marketing
efforts as well as (in terms of the past several years) strong military sales.


GROSS PROFIT

The gross profit  percentages  decreased  marginally to 24.3% from 24.6% for the
six months,  and to 24.5% from 24.8% for the three  months ended  September  30,
1996 and 1995,  respectively.  Despite ongoing price pressures,  the Company was
able to maintain essentially stable margins.


SELLING, GENERAL  & ADMINISTRATIVE

Selling,  general and administrative  expenses increased approximately $209,000,
or 15.7%, for the six months and approximately  $94,000, or 14.0%, for the three
months ended September 30, 1996 from the comparable previous six and three month
periods in 1995.  This  increase is  primarily  due to the increase in salaries,
commissions  and other  costs  needed to generate  and support the higher  sales
volume.


INTEREST EXPENSE

Interest  expense  decreased  approximately  $23,000  for  the six  months,  and
approximately  $16,000 for the three months,  ended September 30, 1996, from the
previous  comparable  six and three month periods in 1995.  This decrease is due
primarily  to a lower loan  balance  and a  reduction  in the  interest  rate to
approximately  10.4%  from  approximately  12.4%  for  the  six  months  and  to
approximately  10.3%  from  approximately  12.3%  for  the  three  months  ended
September 30, 1996 and 1995, respectively.



                                      -6-

<PAGE>


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



LIQUIDITY AND CAPITAL RESOURCES

The  Company  generated  $346,000  in cash from its  operating  activities,  and
$47,000 in proceeds  from the issuance of  restricted  common stock to employees
(pursuant  to approval by the Board of  Directors).  The Company  used this cash
primarily  to  paydown  the  Company's   loan.  The  Company's  loan  agreement,
collateralized by substantially all of the Company's assets, provides for a line
of  credit  based  on  the  amount  of  the  Company's  inventory  and  accounts
receivable,  but which cannot exceed $2,500,000.  The term of the loan presently
expires  on July 31,  1997 at which  time the  Company  anticipates,  but cannot
assure,  that it will be renewed or replaced.  The Company's  relations with its
secured  lender are  satisfactory.  The Company  believes  that its current cash
position  as  well  as its  available  credit  facility  are  adequate  for  the
foreseeable  future.  The amount  outstanding  under this loan was approximately
$1,408,000 at September 30, 1996 and $1,782,000 at March 31, 1996.



















                                      -7-


<PAGE>












                                PART II - OTHER INFORMATION



Item 4. Submission of Matters to a Vote of Security Holders


   At the October 14, 1996 Annual  Meeting of the Company for fiscal year ending
March 31, 1996, Mr. Michael McGuire was elected as a Class I director for a term
of one year, Mr. Mark Schindler and Mr. David S. Zlatin were elected as Class II
directors for a term of two years,  and Mr. Howard Amster and Mr. John C. Loring
were  elected as Class III  directors  for a term of three  years.  In addition,
Sections 2 and 3 of Article II of the Company's  By-Laws were amended to read as
follows:

   "SECTION 2. NUMBER.  THE NUMBER OF DIRECTORS  SHALL BE FIVE (5) PROVIDED THAT
IN THE EVENT A THEN SERVING DIRECTOR RESIGNS, IS REMOVED, IS NOT RENOMINATED FOR
ELECTION OR IS OTHERWISE  UNABLE TO SERVE,  THE BOARD OF DIRECTORS  SHALL NOT BE
OBLIGATED TO ELECT OR NOMINATE FOR ELECTION A REPLACEMENT."

   "SECTION  3.  TERM  OF  OFFICE  AND  QUALIFICATIONS.  DIRECTORS  NEED  NOT BE
STOCKHOLDERS.  DIRECTORS SHALL BE DIVIDED INTO THREE (3) CLASSES, CLASS I, CLASS
II,  CLASS III.  THE  DIRECTORS  SHALL BE EVENLY  DISTRIBUTED  BETWEEN THE THREE
CLASSES,  BUT TO THE EXTENT THAT IS NOT POSSIBLE  THEN CLASS I SHALL  CONSIST OF
THE ODD NUMBER OF DIRECTORS.  ALL THREE CLASSES OF DIRECTORS  SHALL BE INITIALLY
ELECTED AT THE ANNUAL MEETING HELD IN CALENDAR YEAR 1996 FOR THE FOLLOWING TERMS
AND UNTIL THEIR  SUCCESSORS  ARE ELECTED AND SHALL HAVE  QUALIFIED  TO SO SERVE:
CLASS I FOR A TERM OF ONE YEAR,  CLASS II FOR A TERM OF TWO YEARS, AND CLASS III
FOR A TERM OF THREE YEARS. THEREAFTER,  THE TERM OF EACH DIRECTOR SHALL BE THREE
YEARS AND UNTIL A SUCCESSOR IS ELECTED AND SHALL HAVE QUALIFIED TO SO SERVE. THE
BOARD OF DIRECTORS MAY REMOVE A DIRECTOR FOR CAUSE."


   The  voting  tally at the  meeting  with  respect  to the  directors  and the
proposals was as follows:


--------------------------------------------------------------------------------
                       For            Against         ABSTAIN & BROKER NONVOTES
--------------------------------------------------------------------------------
Amster              5,086,442          11,214                     -
Loring              5,086,442          11,214                     -
Schindler           5,086,442          11,214                     -
Zlatin              5,086,442          11,214                     -
McGuire             5,086,442          11,214                     -
Proposal 1          4,200,493          74,414                822,749
--------------------------------------------------------------------------------


                                      -8-

<PAGE>

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 of          Filed as Exhibit 3 (a) to the
         Astrex, Inc. (a Delaware corporation)    Form 10-K of the Company for 
                                                  year ended March 31, 1993

3 (b)    By-Laws of Astrex, Inc., as amended      Filed herewith


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:  November 11, 1996                      By: /s/ Michael McGuire
       ------------------                             ------------------
                                                      Michael McGuire
                                                      President
                                                      Chief Executive Officer



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

                                      -9-