<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 December 31, 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

Checkmark 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 February 10, 1997, common
shares outstanding were 5,375,363.


<PAGE>


                                  ASTREX, INC.

                                     INDEX



                                                                    PAGE
                                                                     NO.
PART I:

FINANCIAL STATEMENTS:

         CONSOLIDATED BALANCE SHEETS
         DECEMBER 31, 1996 (UNAUDITED) AND MARCH 31, 1996 . . . . . .  1

         CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
         NINE MONTHS AND THREE MONTHS ENDED
         DECEMBER  31,  1996 AND 1995 . . . . . . . . . . . . . . . .  2

         CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
         NINE MONTHS ENDED DECEMBER 31, 1996 AND 1995 . . . . . . . .  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>
<TABLE>
<CAPTION>

PART I - FINANCIAL INFORMATION

                          ASTREX, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS

                                                     DECEMBER 31, 1996                            MARCH 31, 1996
                                                       (UNAUDITED)                                              
                                                    -------------------                         ------------------
                                                                            (000) OMITTED
CURRENT ASSETS:
<S>                                                          <C>                                           <C>
   CASH                                                      $3                                            $2

   ACCOUNTS RECEIVABLE (NET OF ALLOWANCE
     FOR DOUBTFUL ACCOUNTS OF $86 AT DECEMBER
     31, 1996 AND $87 AT MARCH 31, 1996)                  1,402                                         1,765

   MERCHANDISE INVENTORIES                                3,357                                         3,934

   PREPAID EXPENSES AND OTHER
     CURRENT ASSETS                                          77                                            21
                                                             --                                            --
   
     TOTAL CURRENT ASSETS                                 4,839                                         5,722

PROPERTY, PLANT AND EQUIPMENT AT COST (NET OF
   ACCUMULATED DEPRECIATION OF $232 AT DECEMBER
   31, 1996 AND $185 AT MARCH 31, 1996)                     689                                           692
                                                            ---                                           ---

TOTAL ASSETS                                             $5,528                                        $6,414
                                                         ======                                        ======

CURRENT LIABILITIES:
   LOANS PAYABLE                                         $1,276                                        $1,782
   ACCOUNTS PAYABLE                                         875                                         1,650
   ACCRUED LIABILITIES                                      419                                           280
                                                            ---                                           ---

      TOTAL CURRENT LIABILITIES                           2,570                                         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 DECEMBER 31, 1996 AND 
  5,090,363 AT MARCH 31, 1996                                54                                             51
  ADDITIONAL PAID-IN CAPITAL                              3,604                                          3,548
  ACCUMULATED DEFICIT                                      (690)                                          (897)
                                                           ----                                           ---- 
                                                          2,968                                          2,702
LESS:  DEFERRED COMPENSATION                                (10)                                           -
                                                            ---                                           ---

    TOTAL SHAREHOLDERS' EQUITY                            2,958                                          2,702
                                                          -----                                          -----

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY               $5,528                                         $6,414
                                                         ======                                         ======
</TABLE>

     SEE ACCOMPANYING NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS.

                                        1


<PAGE>
<TABLE>
<CAPTION>


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



                                                        NINE MONTHS ENDED                           THREE MONTHS ENDED
                                                          DECEMBER 31,                                 DECEMBER 31,
                                                       1996             1995                       1996             1995
                                                    ---------------------------                 ----------------------------
                                                         (000) OMITTED                                 (000) OMITTED

<S>                                                    <C>                <C>                      <C>                <C>   
Net sales                                              $10,977            $9,786                   $3,483             $3,308
Cost of sales                                            8,300             7,366                    2,625              2,482
                                                         -----             -----                    -----              -----

          Gross profit                                   2,677             2,420                      858                826

Selling, general and
  administrative expenses                                2,302             2,016                      765                690
                                                         -----             -----                      ---                ---

          Income from operations                           375               404                       93                136


Interest expense                                           137               176                       43                 59
                                                           ---               ---                       --                 --

          Income before provision
            for income taxes                               238               228                       50                 77

Provision for income taxes                                  31                11                       14                  8
                                                            --                --                       --                  -

          Net income                                      $207              $217                      $36                $69
                                                          ====              ====                      ===                ===



Per share data for the nine months and three months ended december 31, 1996 and 1995 are as follows:

Weighted average number of
   common shares outstanding                         5,334,781         4,912,585                5,375,363          5,090,363
                                                     =========         =========                =========          =========

Net income per share                                     $0.04             $0.04                    $0.01              $0.01
                                                         =====             =====                    =====              =====

</TABLE>





     SEE ACCOMPANYING NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS.

                                       2


<PAGE>
<TABLE>
<CAPTION>


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


                                                         FOR THE NINE MONTHS ENDED DECEMBER 31,
                                                               1996                    1995
                                                          --------------------------------------
                                                                      (000) OMITTED

Cash Flows From Operating Activities:                           
<S>                                                               <C>               <C> 
  Net income                                                      $207              $217

  ADJUSTMENTS TO RECONCILE NET INCOME TO NET
   CASH PROVIDED BY (USED  IN) OPERATING ACTIVITIES:
     Depreciation and amortization                                  46                42
     Stock award compensation expense                                3                12

  CHANGES IN OPERATING ASSETS AND LIABILITIES:
        Decrease in accounts receivable                            363                11
        (Increase) decrease in prepaid expenses and
           other current assets                                    (56)               46
        Decrease in merchandise inventories                        577                43
        Decrease in accounts payable                              (775)             (341)
        Increase (decrease) in accrued liabilities                 139               (75)
                                                                   ---               --- 

NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES                504               (45)
                                                                   ---               --- 

Cash flows used in investing activities:

  Purchases of fixed assets                                        (44)              (24)
                                                                   ---               --- 

NET CASH USED IN INVESTING ACTIVITIES                              (44)              (24)
                                                                   ---               --- 

Cash flows from financing activities:

    Proceeds from issuance of common stock                          47                 - 
   (Repayments of) proceeds from loans payable, net               (506)               68
                                                                  ----                --

NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES               (459)               68
                                                                  ----                --

Net increase (decrease) in cash for the nine months
      ended December 31                                              1                (1)

Cash - beginning of period                                           2                 3

Cash - end of period                                                $3                $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 December 31,
1996.  The results of operations  and cash flows for the nine month period ended
December 31, 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 three and nine months  ended  December 31, 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 three and nine month periods
ended December 31, 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.


                                       4


<PAGE>




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


RESULTS OF OPERATIONS

REVENUES

Sales increased by approximately  $1,191,000,  or 12.2%, for the nine months and
approximately  $175,000,  or 5.3%, for the three months ended December 31, 1996,
from the  comparable  nine and three month periods in 1995,  respectively.  This
increase is the result of the  Company's  improved  and  restructured  marketing
efforts as well as stronger military sales.


GROSS PROFIT

The gross profit  percentages  decreased  marginally to 24.4% from 24.7% for the
nine months,  and to 24.6% from 25.0% for the three  months  ended  December 31,
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 $286,000,
or 14.2%, for the nine months and approximately $75,000, or 10.9%, for the three
months ended December 31, 1996 from the comparable previous nine 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  $39,000  for the nine  months,  and
approximately  $16,000 for the three months,  ended December 31, 1996,  from the
previous  comparable  nine 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  nine  months  and to
approximately 10.3% from approximately 12.3% for the three months ended December
31, 1996 and 1995, respectively.


                                       5

<PAGE>


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



LIQUIDITY AND CAPITAL RESOURCES

The  Company  generated  $504,000  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  partially  paydown the  outstanding  loan  payable  balance.  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  $1,276,000 at December 31, 1996 and  $1,782,000 at March 31,
1996.

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

3 (b)    By-Laws of Astrex, Inc.,          Filed as Exhibit 3 (b) to the Form
         as amended                        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:  February 11, 1997         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




                                       7