<Page>

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

                                    FORM 10-Q

  /x/      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                             OF THE SECURITIES ACT OF 1934

                FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2001

                                       OR

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

            FOR THE TRANSITION PERIOD FROM ___________ TO ____________

                         COMMISSION FILE NUMBER: 0-23215

                           TOYMAX INTERNATIONAL, INC.
             (Exact name of registrant as specified in its charter)
         DELAWARE                                                11-3391313
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                              Identification No.)

                             125 EAST BETHPAGE ROAD
                               PLAINVIEW, NY 11803
          (Address, including zip code, of principal executive offices)

                                 (516) 391-9898
              (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 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.

(1)Yes     X     No
          ---          ---

(2)Yes     X     No
          ---          ---

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

     Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.

     Common stock, par value $.01, 12,102,741 as of November 14, 2001.

                                        1
<Page>

                   TOYMAX INTERNATIONAL, INC. AND SUBSIDIARIES

                                    FORM 10-Q

                               SEPTEMBER 30, 2001

<Table>
<Caption>
                                      INDEX
                                                                                            Page
<S>            <C>                                                                            <C>
                         PART I - FINANCIAL INFORMATION

Item 1.        Financial Statements:

               Condensed Consolidated Balance Sheets as of
               March 31, 2001 and September 30, 2001 (Unaudited)                              3

               Condensed Consolidated Statements of Operations for the
               Three and Six Months Ended September 30, 2001 and 2000 (Unaudited)             4

               Condensed Consolidated Statements of Cash Flows for the
               Six Months Ended September 30, 2001 and 2000 (Unaudited)                       5

               Notes to Condensed Consolidated Financial
               Statements                                                                     6

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

Item 3.        Quantitative and Qualitative Disclosures about Market Risk                     18

                        PART II - OTHER INFORMATION

Item 1.        Legal Proceedings                                                              19

Item 2.        Changes in Securities and Use of Proceeds                                      19

Item 3.        Defaults by the Company upon Its Senior Securities                             19

Item 4.        Submission of Matters to a Vote of Security Holders                            19

Item 5.        Other Information                                                              19

Item 6.        Exhibits and Reports on Form 8-K                                               19

               Signatures                                                                     20
</Table>

                                        2
<Page>

                           TOYMAX INTERNATIONAL, INC.
                                AND SUBSIDIARIES

                      CONDENSED CONSOLIDATED BALANCE SHEETS

<Table>
<Caption>
                                                                                       MARCH 31,          SEPTEMBER 30,
                                                                                          2001                2001
-----------------------------------------------------------------------------------------------------------------------
                                                                                                          (UNAUDITED)
<S>                                                                                <C>                 <C>
ASSETS
CURRENT:
   Cash and cash equivalents                                                       $      1,718,754    $      2,566,892
   Due from Factor                                                                       11,174,737          21,598,312
   Accounts receivable, less allowance for possible
      losses of $476,000 and $526,000                                                     6,704,763           8,143,206
   Inventories                                                                           10,950,832          17,926,008
   Prepaid expenses and other current assets                                              4,743,096           4,913,197
   Income tax refunds receivable                                                          2,236,624              49,424
   Deferred income taxes                                                                  1,966,948           2,355,795
-----------------------------------------------------------------------------------------------------------------------
                    TOTAL CURRENT ASSETS                                                 39,495,754          57,552,834
-----------------------------------------------------------------------------------------------------------------------

PROPERTY AND EQUIPMENT, NET                                                               5,388,757           6,189,037
DEFERRED INCOME TAXES                                                                     2,168,509           2,168,509
INTANGIBLE ASSETS, net of amortization of $1,984,367 and $2,160,177                      14,497,309          15,844,882
OTHER ASSETS, primarily prepaid advertising                                               7,537,263           6,696,885
-----------------------------------------------------------------------------------------------------------------------
                                                                                   $     69,087,592    $     88,452,147
-----------------------------------------------------------------------------------------------------------------------

LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT:
   Bank credit facility                                                            $      9,971,578    $     15,781,437
   Accounts payable                                                                       7,709,941           5,555,536
   Accrued expenses                                                                       4,253,418           6,342,804
   Accrued rebates and allowances                                                         2,558,435           3,826,552
   Due to affiliates                                                                      6,273,154          16,293,616
   Current portion of long-term obligations                                                  27,926               9,992
   Income taxes payable                                                                   1,008,062             994,102
-----------------------------------------------------------------------------------------------------------------------
                    TOTAL CURRENT LIABILITIES                                            31,802,514          48,804,039
-----------------------------------------------------------------------------------------------------------------------

LONG-TERM OBLIGATIONS                                                                     1,211,566             934,385
-----------------------------------------------------------------------------------------------------------------------
                    TOTAL LIABILITIES                                                    33,014,080          49,738,424
-----------------------------------------------------------------------------------------------------------------------

MINORITY INTEREST                                                                           479,882              13,705
-----------------------------------------------------------------------------------------------------------------------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY
   Preferred stock, par value $.01 per share; 5,000,000 shares authorized;
         none outstanding                                                                         -                   -
   Common stock, par value $.01 per share; 50,000,000 shares authorized;
         12,166,441 shares issued                                                           121,664             121,664
   Additional paid-in capital                                                            27,144,942          27,144,942
   Retained earnings                                                                      8,520,065          11,626,453
   Treasury stock, 35,000 shares at cost                                                   (177,889)           (177,889)
   Accumulated other comprehensive income                                                   (15,152)            (15,152)
-----------------------------------------------------------------------------------------------------------------------
                     TOTAL STOCKHOLDERS' EQUITY                                          35,593,630          38,700,018
-----------------------------------------------------------------------------------------------------------------------
                                                                                   $     69,087,592    $     88,452,147
-----------------------------------------------------------------------------------------------------------------------
</Table>

SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.

                                        3
<Page>

                           TOYMAX INTERNATIONAL, INC.
                                AND SUBSIDIARIES

                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

<Table>
<Caption>
                                                              THREE MONTHS ENDED                 SIX MONTHS ENDED
                                                                  SEPTEMBER 30,                    SEPTEMBER 30,
---------------------------------------------------------------------------------------------------------------------------------
                                                              2000               2001               2000               2001
---------------------------------------------------------------------------------------------------------------------------------
<S>                                                     <C>                <C>                <C>                <C>
NET SALES                                               $    48,597,394    $    41,635,735    $    74,881,797    $    64,817,287
---------------------------------------------------------------------------------------------------------------------------------

COSTS AND EXPENSES
   Cost of goods sold                                        32,470,167         26,405,468         49,581,974         43,075,313
   Selling and administrative                                 9,978,748          9,187,592         19,084,516         17,905,853
---------------------------------------------------------------------------------------------------------------------------------
                                                             42,448,915         35,593,060         68,666,490         60,981,166
---------------------------------------------------------------------------------------------------------------------------------
     OPERATING INCOME                                         6,148,479          6,042,675          6,215,307          3,836,121
---------------------------------------------------------------------------------------------------------------------------------
OTHER INCOME (EXPENSES):
   Other income, net                                             95,561            268,446            146,243            276,005
   Interest income                                               80,658             34,633             86,649             90,184
   Interest expense                                            (454,119)          (314,749)          (740,336)          (611,027)
   Equity in loss of joint venture                             (184,028)                 -           (315,669)                 -
   Finance charges                                             (289,170)          (318,184)          (392,750)          (511,217)
---------------------------------------------------------------------------------------------------------------------------------
                                                               (751,098)          (329,854)        (1,215,863)          (756,055)
---------------------------------------------------------------------------------------------------------------------------------

INCOME BEFORE INCOME TAXES AND MINORITY INTEREST              5,397,381          5,712,821          4,999,444          3,080,066
Provision for income taxes                                    1,842,182          1,095,004          1,693,035            439,856
---------------------------------------------------------------------------------------------------------------------------------
INCOME BEFORE MINORITY INTEREST                               3,555,199          4,617,817          3,306,409          2,640,210
Minority interest                                                     -            220,081                  -            466,178
---------------------------------------------------------------------------------------------------------------------------------
NET INCOME                                              $     3,555,199    $     4,837,898    $     3,306,409    $     3,106,388
---------------------------------------------------------------------------------------------------------------------------------

EARNINGS PER SHARE:
     BASIC                                              $          0.34         $   0.40      $          0.31    $          0.26
     DILUTED                                            $          0.34         $   0.40      $          0.31    $          0.25
---------------------------------------------------------------------------------------------------------------------------------

SHARES USED IN COMPUTING EARNINGS PER SHARE:
     BASIC                                                   10,598,108         12,131,441         10,598,108         12,131,441
     DILUTED                                                 10,598,108         12,138,708         10,598,108         12,185,916
---------------------------------------------------------------------------------------------------------------------------------
</Table>

SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.

                                        4
<Page>

                           TOYMAX INTERNATIONAL, INC.
                                AND SUBSIDIARIES

                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

<Table>
<Caption>
                                                                                        SIX MONTHS ENDED
                                                                                          SEPTEMBER 30,
-----------------------------------------------------------------------------------------------------------------------
                                                                                         2000                2001
-----------------------------------------------------------------------------------------------------------------------
<S>                                                                                <C>                 <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income                                                                         $      3,306,409    $     3,106,388
-----------------------------------------------------------------------------------------------------------------------
Adjustments to reconcile net income to net cash provided by (used in) operating
activities:
   Depreciation and amortization                                                          2,412,209           1,683,724
   Minority interest                                                                              -            (466,178)
   Bad debts                                                                                 30,003              50,000
   Deferred tax asset                                                                             -            (388,847)
   Equity in loss of joint venture                                                          315,669                   -
   Changes in operating assets and liabilities:
        Due from Factor and accounts receivable                                          (4,222,699)        (11,912,018)
        Inventories                                                                      (4,950,527)         (6,975,176)
        Prepaid expenses and other                                                       (1,938,592)            659,861
        Income tax refunds receivable                                                        25,320           2,187,200
        Accounts payable and accruals                                                    (8,398,925)           (574,083)
        Due to affiliates                                                                15,798,043          10,020,462
        Income taxes payable                                                              1,458,453             (13,960)
-----------------------------------------------------------------------------------------------------------------------
        NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES                               3,835,363          (2,622,627)
-----------------------------------------------------------------------------------------------------------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Acquisition of property and equipment                                                 (1,410,668)         (2,321,160)
   Business acquisitions                                                                   (991,921)                  -
-----------------------------------------------------------------------------------------------------------------------
        NET CASH USED IN INVESTING ACTIVITIES                                            (2,402,589)         (2,321,160)
-----------------------------------------------------------------------------------------------------------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Increase in bank credit facility                                                       2,125,739           5,809,859
   Decrease in  long-term obligations                                                      (626,232)            (17,934)
-----------------------------------------------------------------------------------------------------------------------
       NET CASH PROVIDED BY FINANCING ACTIVITIES                                          1,499,507           5,791,925
-----------------------------------------------------------------------------------------------------------------------
NET INCREASE IN CASH AND CASH EQUIVALENTS                                                 2,932,281             848,138
CASH AND CASH EQUIVALENTS, beginning of period                                            4,543,823           1,718,754
-----------------------------------------------------------------------------------------------------------------------
CASH AND CASH EQUIVALENTS, end of period                                           $      7,476,104    $      2,566,892
-----------------------------------------------------------------------------------------------------------------------
SUPPLEMENTAL CASH FLOW INFORMATION:
     Interest paid                                                                 $        733,588    $        575,795
     Income taxes paid                                                             $        615,986    $         36,417
SUPPLEMENTAL DISCLOSURES OF NON-CASH ACTIVITIES:
     Accrual of additional acquisition costs                                       $      1,600,000    $      1,500,000
-----------------------------------------------------------------------------------------------------------------------
</Table>

SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.

                                        5
<Page>

TOYMAX INTERNATIONAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2000 AND 2001

NOTE 1 - BASIS OF FINANCIAL STATEMENT PRESENTATION

     The accompanying unaudited condensed consolidated financial statements of
Toymax International, Inc. ("Toymax" or the "Company") include the accounts of
the Company and its subsidiaries after elimination of all material intercompany
accounts and transactions, and have been prepared in accordance with the
instructions to Form 10-Q. Accordingly, the unaudited consolidated financial
statements do not include all of the financial information and footnotes
required by generally accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation have been
included. The balance sheet at March 31, 2001 has been derived from the audited
balance sheet at that date. It is suggested that these condensed consolidated
financial statements, which are presented in U.S. Dollars, be read in
conjunction with the consolidated financial statements and related notes
included in the Company's Form 10-K for the fiscal year ended March 31, 2001.
The Company follows the same accounting policies in preparation of interim
reports. The results of operations and financial position for interim periods
are not necessarily indicative of those to be expected for the full year ended
March 31, 2002, due, in part, to seasonal fluctuations which are normal for the
Company's business.

     Certain reclassifications have been made to the prior period amounts to
conform with the current period presentation.

NOTE 2 - EARNINGS PER SHARE

     Basic earnings per share is computed by dividing income available to common
shareholders by the weighted average number of common shares outstanding for the
period. Diluted earnings per share reflects, in periods in which they have a
dilutive effect, the effect of common shares issuable upon exercise of stock
options and warrants.

     Options and warrants to purchase an aggregate of 2,738,620 and 2,866,190
shares of common stock were outstanding at September 30, 2000 and 2001,
respectively.

NOTE 3 - OTHER COMPREHENSIVE INCOME

     Other comprehensive income refers to revenue, expenses, gains and losses
that under generally accepted accounting principles are excluded from net
income, as these amounts are recorded directly as an adjustment to shareholders'
equity. The Company's other comprehensive income is comprised of foreign
currency translation adjustments. The comprehensive income for the three and six
months ended September 30, 2000 and 2001 is the same as the reported net income.

NOTE 4 - RECENT ACCOUNTING STANDARDS

     In June 1998, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 133, "ACCOUNTING FOR
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES." SFAS No. 133, as amended, is
effective for fiscal years beginning after June 15, 2000. SFAS No. 133 requires
that all derivative instruments be recorded on the balance sheet at fair value.
Changes in the fair value of the derivatives are recorded each period in current
earnings or other comprehensive income, depending on whether a derivative is
designated as part of the hedged transaction and the type of hedge transaction.
The ineffective portion of all hedges will be recognized in earnings.

                                        6
<Page>

TOYMAX INTERNATIONAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2000 AND 2001

     In June 2000, the FASB issued SFAS No. 138, "Accounting for Certain
Derivative Instruments and Certain Hedging Activities" which amended SFAS No.
133. The amendments in SFAS No. 138 address certain implementation issues and
related to such matters as the normal purchases and normal sales exception, the
definition of interest rate risk, hedging recognized foreign currency
denominated assets and liabilities, and intercompany derivatives.

     Effective April 2001, the Company adopted SFAS No. 133 and No. 138. The
initial impacts of adoption on the Company's financial statements were recorded
in the first fiscal quarter of fiscal 2002 and were not material. The ongoing
effect of adoption on the Company's consolidated financial statements will be
determined each quarter by several factors, including the specific hedging
instruments in place and their relationships to hedged items, as well as market
conditions at the end of each period.

     In April 2001, the Company elected to adopt SFAS No. 141, "Business
Combinations," and No. 142, "Goodwill and Intangible Assets." SFAS No. 141
requires the use of the purchase method of accounting and prohibits the use of
the pooling-of-interests method of accounting for business combinations
initiated after June 30, 2001. SFAS No. 141 also requires that the Company
recognize acquired intangible assets apart from goodwill if the acquired
intangible assets meet certain criteria. SFAS No. 141 applies to all business
combinations initiated after June 30, 2001 and for purchase business
combinations completed on or after July 1, 2001. It also requires, upon adoption
of SFAS No. 142, that the Company reclassify, if necessary, the carrying amounts
of intangible assets and goodwill based on the criteria of SFAS No. 141.

     SFAS No. 142 requires, among other things, that companies no longer
amortize goodwill, but instead test goodwill for impairment at least annually.
In addition, SFAS No. 142 requires that the Company identify reporting units for
the purposes of assessing potential future impairments of goodwill, reassess the
useful lives of other existing recognized intangible assets, and cease
amortization of intangible assets with an indefinite useful life.

     The Company's previous business combinations were accounted for using the
purchase method and as of April 1, 2001, the net carrying amount of goodwill
from prior purchase transactions was approximately $11.8 million. Annual
amortization of this amount, which ceased effective April 1, 2001, amounted to
approximately $1.2 million.

     The Company has determined that the classification and useful lives
utilized for its other intangible assets, which consist primarily of trademarks
and customer lists, of approximately $2.7 million have been reclassified from
goodwill and certain remaining useful lives have been adjusted. No impairment
losses have been deemed necessary for the period ended September 30, 2001. The
impact of the adoption of SFAS No. 141 and SFAS No. 142 on the Company's
financial position and results of operations is not material.

     The effect of adoption of SFAS No. 142 on the reported net income for the
prior period is as follows:

<Table>
<Caption>
     FOR THE THREE MONTHS ENDED SEPTEMBER 30,                               2000                   2001
     ------------------------------------------------------------------------------------------------------

     <S>                                                              <C>                   <C>
     Reported net income                                              $     3,555,199       $     4,837,898
     Add back:  Amortization of goodwill                                      409,465                     -
     ------------------------------------------------------------------------------------------------------

     Net income, as adjusted                                          $     3,964,664       $     4,837,898
     ------------------------------------------------------------------------------------------------------
</Table>

                                        7
<Page>

TOYMAX INTERNATIONAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2000 AND 2001

<Table>
<Caption>
     FOR THE THREE MONTHS ENDED SEPTEMBER 30,                               2000                  2001
     ------------------------------------------------------------------------------------------------------
     <S>                                                              <C>                   <C>
     Basic and diluted earnings per share:
          Reported net income                                         $          0.34       $          0.40
          Amortization of goodwill                                               0.04                     -
     ------------------------------------------------------------------------------------------------------

     Basic and diluted earnings per share, as adjusted                $          0.38       $          0.40
     ------------------------------------------------------------------------------------------------------

     FOR THE SIX MONTHS ENDED SEPTEMBER 30,                                 2000                  2001
     ------------------------------------------------------------------------------------------------------

     Reported net income                                              $     3,306,409       $     3,106,388
     Add back:  Amortization of goodwill                                      647,831                     -
     ------------------------------------------------------------------------------------------------------

     Net income, as adjusted                                          $     3,954,240       $     3,106,388
     ------------------------------------------------------------------------------------------------------

     FOR THE QUARTER ENDED SEPTEMBER 30,                                    2000                  2001
     ------------------------------------------------------------------------------------------------------
     Basic earnings per share:
          Reported net income                                         $          0.31       $          0.26
          Amortization of goodwill                                               0.06                     -
     ------------------------------------------------------------------------------------------------------

     Basic earnings per share, as adjusted                            $          0.37       $          0.26
     ------------------------------------------------------------------------------------------------------

     Diluted earnings per share:
          Reported net income                                         $          0.31       $          0.25
          Amortization of goodwill                                               0.06                     -
     ------------------------------------------------------------------------------------------------------

     Diluted earnings per share, as adjusted                          $          0.37       $          0.25
     ------------------------------------------------------------------------------------------------------
</Table>

     In August 2001, the FASB issued SFAS No. 143, "Accounting f or Asset
Retirement Obligations." SFAS No. 143 requires the fair value of a l iability
for an asset retirement obligation to be recognized in the period in whi ch it
is incurred if a reasonable estimate of fair value can be made. The ass ociated
asset retirement costs are capitalized as part of the carrying amount of the
long-lived asset. SFAS No. 143 is effective for fiscal years beginning after
June 15, 2002. We believe the adoption of this statement will have no material
impact on the financial statements.

     In October 2001, the FASB issued SFAS No. 144, "Accounting for the
Impairment or Disposal of Long-Lived Assets." SFAS No. 144 requires that those
long-lived assets be measured at the lower of carrying amount or fair value less
cost to sell, whether reported in continuing operations or in discontinued
operations. Therefore, discontinued operations will no longer be measured at net
realizable value or include amounts for operating losses that have not yet
occurred. SFAS No. 144 is effective for financial statements issued for fiscal
years beginning after December 14, 2001 and, generally, is to be applied
prospectively.

NOTE 5 - SEGMENT AND GEOGRAPHIC DATA

     The Company operates two reportable segments: Toymax Brands (which consists
of Toymax Inc., Toymax (H.K.) Limited, Maxverse Interactive, Inc. and the
Company's equity investment in Yaboom Limited) and Toymax Enterprises (which
consists of Go Fly A Kite, Inc., Candy Planet, a division of Toymax Inc.,
Monogram International, Inc., Monogram Products (H.K.) Limited and Funnoodle,
Inc. ("Funnoodle")).

                                        8
<Page>

TOYMAX INTERNATIONAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2000 AND 2001

     The following tables present summarized information about the Company's
operations by reportable segments (net of consolidating eliminations) as of and
for the three and six months ended September 30, 2000 and 2001:

<Table>
<Caption>
     ----------------------------------------------------------------------------------------------------------
                                                                                TOYMAX
     THREE MONTHS ENDED SEPTEMBER 30, 2000                 TOYMAX BRANDS      ENTERPRISES        CONSOLIDATED
     ----------------------------------------------------------------------------------------------------------
<S>                                                       <C>               <C>                <C>
     Revenues-Net sales                                   $    40,588,769   $      8,008,625   $     48,597,394
     Income (loss) before income tax expense and
        minority interest                                       7,513,305         (2,115,924)         5,397,381
     Total assets                                              70,050,980         34,771,322        104,822,302
     Interest income                                               64,564             16,094             80,658
     Interest expense                                             390,840             63,279            454,119
     Depreciation and amortization                                513,986            753,908          1,267,894
     Capital expenditures                                         892,357            107,150            999,507
     ----------------------------------------------------------------------------------------------------------
<Caption>
     ----------------------------------------------------------------------------------------------------------
                                                                                 TOYMAX
     THREE MONTHS ENDED SEPTEMBER 30, 2001                 TOYMAX BRANDS      ENTERPRISES        CONSOLIDATED
     ----------------------------------------------------------------------------------------------------------
<S>                                                       <C>               <C>                <C>
     Revenues-Net sales                                   $    35,650,530   $      5,985,205   $     41,635,735
     Income (loss) before income tax expense and
        minority interest                                       6,116,413           (403,592)         5,712,821
     Total assets                                              61,487,900         26,964,247         88,452,147
     Interest income                                               13,819             20,814             34,633
     Interest expense                                             311,738              3,011            314,749
     Depreciation and amortization                                668,855            118,455            787,310
     Capital expenditures                                       1,530,882             35,585          1,566,467
     ----------------------------------------------------------------------------------------------------------
<Caption>
     ----------------------------------------------------------------------------------------------------------
                                                                                 TOYMAX
     SIX MONTHS ENDED SEPTEMBER 30, 2000                   TOYMAX BRANDS      ENTERPRISES        CONSOLIDATED
     ----------------------------------------------------------------------------------------------------------
<S>                                                       <C>               <C>                <C>
     Revenues-Net sales                                   $    48,624,134   $     26,257,663   $     74,881,797
     Income (loss) before income tax expense and
        minority interest                                       5,732,752           (733,308)         4,999,444
     Total assets                                              70,050,980         34,771,322        104,822,302
     Interest income                                               70,556             16,093             86,649
     Interest expense                                             566,934            173,402            740,336
     Depreciation and amortization                                985,434          1,426,775          2,412,209
     Capital expenditures                                       1,140,408            270,260          1,410,668
     ----------------------------------------------------------------------------------------------------------
<Caption>
     ----------------------------------------------------------------------------------------------------------
                                                                                 TOYMAX
     SIX MONTHS ENDED SEPTEMBER 30, 2001                   TOYMAX BRANDS      ENTERPRISES        CONSOLIDATED
     ----------------------------------------------------------------------------------------------------------
<S>                                                       <C>               <C>                <C>
     Revenues-Net sales                                   $    42,452,673   $     22,364,614   $     64,817,287
     Income before income tax expense and minority
        interest                                                2,320,613            759,453          3,080,066
     Total assets                                              61,487,900         26,964,247         88,452,147
     Interest income                                               53,565             36,619             90,184
     Interest expense                                             605,439              5,588            611,027
     Depreciation and amortization                              1,239,900            443,824          1,683,724
     Capital expenditures                                       2,265,780             55,380          2,321,160
     ----------------------------------------------------------------------------------------------------------
</Table>

                                       9
<Page>

TOYMAX INTERNATIONAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2000 AND 2001

NOTE 6 - INVENTORIES

     Inventories are stated at the lower of cost (first-in, first-out) or
market. Inventories consist principally of purchased finished goods.

NOTE 7 - INCOME TAXES

     The Company provides for income taxes during interim periods based upon an
estimate of the effective annual tax rate.

     The Company's tax returns for 1992 through 1998 are under examination by
the Internal Revenue Service and the statute has been extended through December
2002. As of the date of this Form 10-Q, no issues have been raised by the
Internal Revenue Service. The Company cannot predict at this time what the
outcome of the examination will be or the impact, if any, on the Company's
results of operations.

NOTE 8 - BUSINESS ACQUISITIONS

     In November 1999, Funnoodle acquired the Funnoodle product line pursuant to
an asset purchase agreement dated October 25, 1999. The consideration for the
acquisition was $8.7 million paid in cash at the closing, the assumption of
certain commitments in the amount of $500,000, plus up to $7.0 million payable
after the closing if certain contingencies occur. The Company recorded
approximately $8.1 million of goodwill for the excess of the total purchase
price over the fair value of the net assets acquired. Based on the occurrence of
certain contingencies contained in the acquisition agreement, the Company
recorded additional consideration of approximately $2.6 million in the fiscal
year ended March 31, 2001 and $1.5 million in the quarter ended September 30,
2001.

                                       10
<Page>

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                                             AND RESULTS OF OPERATIONS


THE FOLLOWING CAUTIONARY STATEMENT IS INCLUDED IN THIS QUARTERLY REPORT PURSUANT
TO THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT
OF 1995:

Certain expectations and projections regarding the future performance of Toymax
International, Inc. and its subsidiaries ("Toymax") discussed in this quarterly
report are forward-looking and are made under the "safe harbor" provisions of
the Private Securities Litigation Reform Act of 1995. These expectations and
projections are based on currently available competitive, financial, and
economic data along with Toymax's operating plans and are subject to certain
future events and uncertainties. Forward-looking statements can be identified by
the use of forward-looking terminology, such as "may", "will", "should",
"expect", "anticipate", "estimate", "project", "continue", "plans", "intends" or
other similar terminology. Management cautions you that the following factors,
among others, could cause Toymax's actual consolidated results of operations and
financial position in fiscal 2001 and thereafter to differ significantly from
those expressed in forward-looking statements:

MARKETPLACE RISKS
   -  Dependence on the timely development, introduction and customer acceptance
      of new products, which may affect Toymax's ability to successfully
      redesign, restyle and extend existing core products and product lines and
      successfully bring new products to market.
   -  Possible weaknesses in economic conditions, both domestically and
      internationally, which may negatively affect the sales of Toymax's
      products and the costs associated with manufacturing and distributing
      these products.
   -  Dependence on the success of new licenses, which Toymax acquires for
      marketing with new and existing products.
   -  Toymax's inability to accurately predict future consumer demand.
   -  Increased competitive pressure, both domestically and internationally,
      which may negatively affect the sales of Toymax's products.
   -  Changes in consumer preferences, which may negatively affect Toymax's
      business.

FINANCIAL CONSIDERATIONS
   -  Significant changes in interest rates, both domestically and
      internationally, which may negatively affect Toymax's cost of financing
      its operations
   -  Currency fluctuations, which may affect Toymax's reportable income

OTHER RISKS
   -  Development of new technologies, including the Internet, which may create
      new risks to Toymax's ability to protect its intellectual property rights
   -  Changes in laws or regulations, both domestically and internationally,
      including those affecting consumer products, environmental activities or
      trade restrictions, which may lead to increased costs or interruption in
      normal business operations of Toymax
   -  Other factors and risks that may be described from time to time in
      Toymax's public announcements and filings with the Securities and Exchange
      Commission

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RESULTS OF OPERATIONS

     FOR PURPOSES OF THE FISCAL YEAR COMPARISONS WHICH FOLLOW, FIGURES REFERRING
TO THE FINANCIAL PERFORMANCE OF TOYMAX INC. ("TMI"), TOYMAX (H.K.) LIMITED
("THK"), MAXVERSE INTERACTIVE, INC. ("MAXVERSE") AND THE COMPANY'S EQUITY
INVESTMENT IN YABOOM LIMITED ("YABOOM") ARE REFERRED TO AS TOYMAX BRANDS AND
THOSE REFERRING TO THE PERFORMANCE OF GO FLY A KITE, INC. ("GFK"), CANDY PLANET,
MONOGRAM INTERNATIONAL, INC, MONOGRAM PRODUCTS (H.K.) LIMITED (COLLECTIVELY WITH
MONOGRAM INTERNATIONAL, INC.,,"MONOGRAM") AND THE FUNNOODLE PRODUCT LINE
("FUNNOODLE") ARE REFERRED TO AS TOYMAX ENTERPRISES.

THREE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED WITH THE THREE MONTHS ENDED
SEPTEMBER 30, 2000

     NET SALES. Net sales for the quarter ended September 30, 2001 decreased
$7.0 million, or 14.4%, to $41.6 million from $48.6 million for the quarter
ended September 30, 2000.

     Net sales of Toymax Brands for the quarter ended September 30, 2001
decreased 12.2% to $35.6 million, or 85.6% of total net sales, from $40.6
million, or 83.5% of total net sales for the quarter ended September 30, 2000.
The decrease in net sales was primarily due to a decrease in unit sales volume.

     Net sales of Toymax Enterprises for the quarter ended September 30, 2001
decreased 25.2% to $6.0 million, or 14.4% of total net sales, from $8.0 million,
or 16.5% of total net sales for the quarter ended September 30, 2000. The
decrease in net sales was primarily the result of a decrease in sales of novelty
gift and candy products.

     GROSS PROFIT. Gross profit for the quarter ended September 30, 2001,
decreased by $0.9 million to $15.2 million from $16.1 million for the quarter
ended September 30, 2000, while the gross margin increased from 33.2% of net
sales to 36.6%.

     The gross profit of Toymax Brands decreased by $1.2 million to $12.9
million, or 36.2% of net sales, from $14.1 million, or 34.8% of net sales for
the quarter ended September 30, 2000. The decrease in the gross profit was
primarily the result of the decrease in sales volume, while the increase in
gross margin was attributable to the product mix. The gross profit of Toymax
Enterprises increased by $0.4 million to $2.3 million, or 39.1% of net sales,
from $2.0 million, or 25.1% of net sales in the quarter ended September 30,
2000. The increase in the gross margin was primarily as a result of improved
margins realized on the candy product line, which experienced higher closeouts
of certain licensed products in the prior year.

     SELLING AND ADMINISTRATIVE EXPENSES. Selling and administrative expenses
for the quarter ended September 30, 2001 decreased by $0.8 million, or 7.8%, to
$9.2 million from $10.0 million for the quarter ended September 30, 2000.

     Selling and administrative expenses of Toymax Brands for the quarter ended
September 30, 2001 increased by $0.5 million, or 7.8%, to $6.4 million from $6.0
million for the quarter ended September 30, 2000. The increase was primarily due
to costs related to the Company's majority-owned subsidiary, Maxverse, which was
formed in the second half of fiscal 2001 to design, develop and market internet
and wireless consumer electronic products. Selling and administrative expenses
of Toymax Enterprises for the quarter ended September 30, 2001 decreased by $1.2
million, or 30.6%, to $2.8 million, or 46.4% of net sales, from $4.0 million, or
50.0% of net sales for the quarter ended September 30, 2000. The decrease in
expenses was primarily due to the overhead cost reductions related to the
Company's Monogram and Candy Planet operations and the decrease in amortization
of goodwill and intangibles.

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     OPERATING INCOME. As a result of the foregoing, operating income for the
quarter ended September 30, 2001 decreased by $0.1 million to $6.0 million from
$6.1 million for the quarter ended September 30, 2000.

     Operating income for Toymax Brands decreased by $1.7 million to $6.4
million from $8.1 million for the quarter ended September 30, 2000. The
operating loss for Toymax Enterprises decreased by $1.6 million to $0.4 million
from $2.0 million for the quarter ended September 30, 2000.

     OTHER EXPENSE, NET. Net other expense for the quarter ended September 30,
2001 decreased $0.4 million to $.03 million from $0.7 million for the quarter
ended September 30, 2000. The decrease was primarily due to the exclusion of the
net loss from the Company's equity investment in Yaboom and the increase in
other income and the decrease in interest expense. The Company recorded a
reserve for its investment in Yaboom in the fiscal year ended March 31, 2001.
The decrease in interest expense was primarily due to the decrease in effective
interest rates in the period.

     INCOME BEFORE INCOME TAXES AND MINORITY INTEREST. Income before taxes and
minority interest for the quarter ending September 30, 2001 increased by $0.3
million to $5.7 million, compared to $5.4 million for the quarter ended
September 30, 2000. Income before taxes for Toymax Brands decreased by $1.4
million to $6.1 million, compared to pre-tax income of $7.5 million for the
quarter ended September 30, 2000. The loss before taxes for Toymax Enterprises
decreased by $1.7 million to $0.4 million, compared to $2.1 million for the
quarter ended September 30, 2000.

     PROVISION FOR INCOME TAXES. The effective tax rate for the quarter ending
September 30, 2001 decreased to 19.3% from 34.1% for the quarter ended September
30, 2000 as a result of the geographic distribution of income.

     MINORITY INTEREST. For the quarter ended September 30, 2001, minority
interest of $0.2 million was recorded representing the minority shareholders'
proportionate share of the loss of Maxverse, a majority-owned subsidiary
incorporated in the second half of fiscal 2001.

     NET INCOME. As a result of the foregoing, the net income for the quarter
ended September 30, 2001 increased to $4.8 million, or $0.40 per share, from
$3.6 million, or $0.34 per share, for the quarter ended September 30, 2000.

SIX MONTHS ENDED SEPTEMBER 30, 2001 COMPARED WITH THE SIX MONTHS ENDED SEPTEMBER
30, 2000

     NET SALES. Net sales for the six months ended September 30, 2001 decreased
$10.1 million, or 13.4% to $64.8 million from $74.9 million for the six months
ended September 30, 2000.

     Net sales of Toymax Brands for the six months ended September 30, 2001
decreased 12.7% to $42.5 million, or 65.5% of total net sales, from $48.6
million, or 64.9% of total net sales for the six months ended September 30,
2000. The decrease in net sales was primarily due to a decrease in unit sales
volume.

     Net sales of Toymax Enterprises for the six months ended September 30, 2001
decreased 14.8% to $22.4 million, or 34.5% of total net sales, from $26.3
million, or 35.1% of total net sales for the six months ended September 30,
2000. The decrease in net sales was primarily attributable to the decrease in
sales of novelty gift, candy and leisure products.

                                       13
<Page>

     GROSS PROFIT. Gross profit for the six months ended September 30, 2001,
decreased by $3.6 million, or 14.1%, to $21.7 million, or 33.5% of net sales,
from $25.3 million, or 33.8% of net sales, for the six months ended September
30, 2000.

     The gross profit of Toymax Brands decreased by $2.4 million, or 14.4%, to
$14.2 million, or 33.3% of net sales, from $16.5 million, or 34.0% of net sales
for the six months ended September 30, 2000. The gross profit of Toymax
Enterprises decreased by $1.2 million, or 13.3%, to $7.6 million, or 33.9% of
net sales, from $8.8 million, or 33.4% of net sales in the six months ended
September 30, 2000. The decrease in gross profit is primarily attributable to
the decrease in sales, with a decrease of 0.3% in gross margin.

     SELLING AND ADMINISTRATIVE EXPENSES. Selling and administrative expenses
for the six months ended September 30, 2001 decreased by $1.1 million, or 6.0%,
to $17.9 million, or 27.7% of net sales, from $19.1 million for the six months
ended September 30, 2000, or 25.5% of net sales.

     Selling and administrative expenses of Toymax Brands for the six months
ended September 30, 2001 increased $1.3 million, or 12.9%, to $11.2 million, or
26.3% of net sales, from $9.9 million, or 20.3% of net sales for the six months
ended September 30, 2000. The increase was primarily due to the incremental
operating expenses related to Maxverse. Selling and administrative expenses of
Toymax Enterprises for the six months ended September 30, 2001 decreased by $2.4
million, or 26.3%, to $6.8 million, or 30.3% of net sales, from $9.2 million, or
35.0% of net sales for the six months ended September 30, 2000. The decrease in
expenses was primarily due to overhead reductions related Monogram and Candy
Planet and the decrease in amortization of goodwill and intangibles

     OPERATING INCOME. As a result of the foregoing, operating income for the
six months ended September 30, 2001 decreased by $2.4 million, or 38.8%, to $3.8
million from $6.2 million for the six months ended September 30, 2000.

     Operating income for Toymax Brands decreased by $3.7 million, or 55.0%, to
$3.0 million from $6.6 million for the six months ended September 30, 2000.
Operating income for Toymax Enterprises increased by $1.3 million to an
operating profit of $0.8 million from an operating loss of $0.4 million for the
six months ended September 30, 2000.

     OTHER INCOME (EXPENSE), NET. Net other expense for the six months ended
September 30, 2001 was $0.8million, compared to $1.2 million for the six months
ended September 30, 2000. The decrease in net other expense was primarily
attributable to the exclusion of the Company's equity in the net loss of Yaboom
and the increase in other income.

     INCOME BEFORE INCOME TAXES AND MINORITY INTEREST. Income before taxes for
the six months ending September 30, 2001 decreased by $2.0 million, or 39.1%, to
$3.0 million, compared to $5.0 million for the six months ended September 30,
2000. Income before taxes for Toymax Brands decreased by $3.4 million, or 60.1%,
to $2.3 million, compared to $5.7 million for the six months ended September 30,
2000. Income before taxes for Toymax Enterprises increased by $1.5 million to
pre-tax income of $0.8 million, compared to a pre-tax loss of $0.7 million for
the six months ended September 30, 2000.

     PROVISION FOR INCOME TAXES. The effective tax rate for the six months
ending September 30, 2001 decreased to 14.4% from 33.9% for the six months ended
September 30, 2000 due to the geographic distribution of income.

                                       14
<Page>

     MINORITY INTEREST. For the six months ended September 30, 2001, minority
interest of $0.5 million was recorded representing the minority shareholders'
proportionate share of the loss of Maxverse.

     NET INCOME. As a result of the foregoing, net income for the six months
ended September 30, 2001 decreased $0.2 million, or 7.1%, to $3.1 million, or
$0.25 per diluted share, from $3.3 million, or $0.31 per diluted share, for the
six months ended September 30, 2000.

                                       15
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LIQUIDITY AND CAPITAL RESOURCES

     The Company historically has funded its operations and capital requirements
from cash generated from operations and from financing activities. During the
six months ended September 30, 2001, cash and cash equivalents increase $0.8
million to $2.5 million.

     Cash used in operating activities of was approximately $2.6 million, as
compared to $3.8 million provided by operations in the six months ended
September 30, 2000. The decrease was primarily due to the increase in due from
factor, accounts receivable and inventories, which was partially offset by the
increase in accounts payable and due to affiliates.

     Investing activities used $2.3 million in net cash, as compared to $2.4
million in the six months ended September 30, 2000. Investing activities in the
current and prior year periods consisted principally of capital expenditures,
principally for the purchase of molds and equipment for new products.

     Financing activities provided $5.8 million in net cash due to the increase
in the working capital credit facilities. In December 2000, the Company replaced
the TMI and GFK subsidiaries' existing $30.0 million credit facility and the
Funnoodle $5.0 million line of credit with a $40.0 million facility for all of
its U.S. based operating subsidiaries. Borrowings, which are subject to
availability according to a formula based on eligible accounts receivable and
inventory, bear interest at either the lender's U.S. prime rate (6.0% as of
September 30, 2001) or LIBOR plus 2.50% (5.14% as of September 30, 2001). The
credit agreement, which expires in December 2003, is secured by the accounts
receivable and inventories of the Company's domestic subsidiaries, as well as
other properties, and is guaranteed by Toymax. The agreement contains certain
restrictions relating to limitations on debt, certain investments and the
payment of dividends. As of September 30, 2001, the outstanding balance under
the Agreement was approximately $15.8 million and borrowing availability was
approximately $6.2 million. The Agreement is terminable by the Bank at any time
at its sole discretion, at which time the Company's obligations to the Bank
would become due and payable.

     Pursuant to a credit agreement dated July 4, 2001, the Company's Toymax
(H.K.) Limited subsidiary renewed its credit facility with The Hongkong and
Shanghai Banking Corporation Limited ("HONGKONG BANK"). The facility provides a
clean export loan of $1.0 million and the acceptance of an export letter of
credit guarantee for documents presented with discrepancies of up to
approximately $2.3 million. The facility, which is jointly available to the
Company's affiliates in Hong Kong, is terminable by the Hongkong Bank at any
time at its sole discretion, at which time the Company's obligations to the
Hongkong Bank would become due and payable. As of September 30, 2001 there was
no outstanding balance under this facility.

     In October 2001, the Company announced the resumption of the Company's
stock repurchase program. As of November 7, 2001, a total of 63,700 shares of
Toymax common stock have been repurchased for a total purchase price of
$207,360.

     The Company expects to fund its near-term cash requirements from a
combination of existing cash balances, cash flow from operations and borrowings
under its banking arrangements. The Company expects to finance its longer-term
growth primarily with cash flow from operations and with externally generated
funds, which will likely include borrowings under its existing or future credit
facilities. Additional funding from other sources, including equity investors,
may be required to support the continued marketing and development costs of
Maxverse. There can be no assurance that sufficient cash flows from operations
will materialize or that financing under a credit facility will be available in
amounts, or at rates, or on terms and conditions acceptable to the Company. In
such event, additional funding would be required.

                                       16
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     In connection with any future cash needs or acquisition opportunities, the
Company may incur additional debt or issue additional equity or debt securities
depending on market conditions and other factors.

                                       17
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ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company is exposed to certain market risks, which arise from transactions
entered into in the normal course of business. The Company's primary exposures
are changes in interest rates with respect to its debt and foreign currency
exchange fluctuations.

INTEREST RATE RISK

The interest payable on the Company's revolving line-of-credit is variable based
on LIBOR and/or the prime rate, and therefore, affected by changes in market
interest rates. The Company does not use derivative financial instruments.

FOREIGN CURRENCY RISK

While the Company's product purchases are transacted in U.S. dollars, most
transactions among the suppliers and subcontractors of Tai Nam Industrial
Company Limited, an OEM toy manufacturer that has been the Company's most
important manufacturer since inception, are effected in Hong Kong dollars.
Accordingly, fluctuations in Hong Kong monetary rates may have an impact on the
Company's cost of goods. However, since 1983, the value of the Hong Kong dollar
has been tied to the value of the United States dollar, eliminating fluctuations
between the two currencies. Despite the announcements by the Hong Kong
Government that it is determined to maintain such a fixed exchange rate, there
can be no assurance that the Hong Kong dollar will continue to be tied to the
United States dollar in the near future or longer term. Furthermore,
appreciation of Chinese currency values relative to the Hong Kong dollar could
increase the cost to the Company of the products manufactured in China, and
thereby have a negative impact on the Company.

                                       18
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                                    PART II.
                                OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

The Company is involved in various legal proceedings in the ordinary course of
its business activities. The Company believes that the resolution of such legal
proceedings and claims, individually and in the aggregate, are not likely to
have a material adverse effect on its financial position or results of
operations.

Reference is made to Part I, Item 3, Legal Proceedings, in the Registrant's
Annual Report on Form 10-K for the year ended March 31, 2001.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

Reference is made to Part II, Item 5, Market for the Registrant's Common Equity
and Related Stockholder Matters, in the Registrant's Annual Report on Form 10-K
for the year ended March 31, 2001.

Under the Company's stock repurchase program approved by the Board of Directors
in May 1999, as of November 7, 2001, a total of 63,700 shares of Toymax common
stock have been repurchased for a total purchase price of $207,360.

ITEM 3. DEFAULTS BY THE COMPANY UPON ITS SENIOR SECURITIES

None.

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

None.

ITEM 5. OTHER INFORMATION

At the Company's Annual Meeting of Stockholders on August 9, 2001, the
stockholders approved that the name of the Company be changed to Maxx
Enterprises, Inc. The steps to be taken to effectuate the name change from
Toymax International, Inc. to Maxx Enterprises, Inc. are not complete as of the
date of this report.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

     a) Exhibits

            None.

     b) Reports on Form 8-K

            On November 13, 2001, the Company furnished information under Item 5
            in a report on Form 8-K that the Company's employment relationship
            with William A. Johnson, Jr. was terminated ant that the Company and
            Michael Sabatino are planning to enter into an employment agreement.

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                                   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.


                                               TOYMAX INTERNATIONAL, INC.
                                               --------------------------
                                                         (Registrant)


                                               By   /s/ Steven A. Lebensfeld
                                                    ------------------------
                                                    Steven A. Lebensfeld
                                                    President and Director

                                               By   /s/ Christine A. Hadjigeorge
                                                    ----------------------------
                                                    Christine A. Hadjigeorge
                                                    V.P. Finance

Date:  November 14, 2001

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