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

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

                                                         SEC File Number 0-17927
                                                        CUSIP Number 470883 10 9

(CHECK ONE):  [ ] Form 10-K and Form 10-KSB   [ ] Form 20-F    [ ] Form 11-K
              [X] Form 10-Q and Form 10-QSB   [ ] Form N-SAR


                  For Period Ended: MARCH 31, 2001
                  [ ]  Transition Report on Form 10-K
                  [ ]  Transition Report on Form 20-F
                  [ ]  Transition Report on Form 11-K
                  [ ]  Transition Report on Form 10-Q
                  [ ]  Transition Report on Form N-SAR
                  For the Transition Period Ended: ________________


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  READ ATTACHED INSTRUCTION SHEET BEFORE PREPARING FORM. PLEASE PRINT OR TYPE.

Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
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If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:
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PART I - REGISTRANT INFORMATION

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Full Name of Registrant
Former Name if Applicable

                            Janex International, Inc.
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Address of Principal Executive Office (STREET AND NUMBER)

                               1609 Fourth Street
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City, State and Zip Code

                               Berkeley, CA 94710
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PART II - RULES 12b-25(b) AND (c)

If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check box if appropriate)

     [X]     (a)  The reasons described in reasonable detail in Part III of this
                  form could not be eliminated without unreasonable effort or
                  expense;

     [X]     (b)  The subject annual report, semi-annual report, transition
                  report on Form 10-K, Form 20-F, 11-K, Form N-SAR, or portion
                  thereof, will be filed on or before the fifteenth calendar day
                  following the prescribed due date; or the subject quarterly
                  report or transition report on Form 10-Q, or portion thereof
                  will be filed on or before the fifth calendar day following
                  the prescribed due date; and

     [ ]     (c)  The accountant's statement or other exhibit required
                  by Rule 12b-25(c) has been attached if applicable.


                                                              SEC 1344 (11091)



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PART III - NARRATIVE

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State below in reasonable detail the reasons why Form 10-K and Form 10-KSB,
20-F, 11-K, 10-Q and Form 10-QSB, N-SAR, or the transition report or portion
thereof, could not be filed within the prescribed time period.
(Attach Extra Sheets if Needed)

The Company is unable to file its Quarterly Report on Form 10-QSB for the
Quarter ended March 31, 2001 within the prescribed time period because the
Company is having difficulty obtaining certain information that is necessary to
the completion of the Form 10-QSB. The Company intends to file its Quarterly
Report on Form 10-QSB on or before the 5th calendar day following the prescribed
due date.

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PART IV - OTHER INFORMATION

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(1)      Name and telephone number of person to contact in regard to this
         notification

         DANIEL LESNICK                     732                 935-0505
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         (Name)                          (Area Code)       (Telephone Number)

(2)      Have all other periodic reports required under Section 13 or 15(d) of
         the Securities Exchange Act of 1934 or Section 30 of the Investment
         Company Act of 1940 during the preceding 12 months or for such shorter
         period that the registrant was required to file such report(s) been
         filed? If the answer is no, identify report(s).     Yes [ ]   No [X]

         Amendment to Current Report on Form 8-K filed March 1, 2001. The
         purpose of such Amendment is to file financial statements of the
         acquired company (whose acquisition was reported in the Form 8-K filed
         March 1, 2001)

(3)      Is it anticipated that any significant change in results of operations
         from the corresponding period for the last fiscal year will be
         reflected by the earnings statements to be included in the subject
         report or portion thereof?
                                                             Yes [X]   No [ ]

Although the Company expects to report substantial losses for the Quarter ended
March 31, 2001, the Company is unable to reasonably estimate the amount of such
losses as it has not yet obtained the information necessary to make such
estimate.

                            Janex International, Inc.
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                  (Name of Registrant as Specified in Charter)

has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.

Date:  May 15, 2001              By /s/ Daniel Lesnick
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                                    Name:  Daniel Lesnick
                                    Title: President and Chief Executive Officer


                                                              SEC 1344 (11091)