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

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING
              (Check One) [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K
                          [X] Form 10-Q [ ] Form N-SAR

                       For Period Ended March 31, 2002

                  [   ] 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: __________________________

     READ ATTACHED INSTRUCTIONS BEFORE PREPARING FORM. PLEASE PRINT OR TYPE

     Nothing in the form shall be construed to imply that the Commission has
                   verified any information contained herein.

      If the notification relates to a portion of the filing checked above,
             identify the Item(s) to which the notification relates:

PART I  -  REGISTRANT INFORMATION:

PAWNBROKERS EXCHANGE, INC.
Full Name of Registrant

INDUSTRIAL ZONE EREZ, P.O. BOX 779
Address of principal executive offices:

ASHKELON, ISRAEL 78101
City, State and Zip Code

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 appropriate box).

[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(b) has been attached if applicable.

PART III  -  NARRATIVE

Statebelow  in  reasonable  detail the  reasons why the Form 10-K,  11-K,  10-Q,
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's  principal  operations  are located in Israel.  Accordingly,  the
completion of the financial statements has been delayed for a short time.

PART IV  - OTHER INFORMATION

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

            Joseph Postbinder   (011-972-7)   689-1611
            (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 reports been filed?

     [X] Yes [ ] No

(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

     If so, attach an explanation of the anticipated  change,  both  narratively
     and quantitatively, and, if appropriate, state the reasons why a reasonable
     estimate of the results cannot be made:




                              EXPORT EREZ USA, INC.
                         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, 2002            By: /s/  Joseph Postbinder
                                 -----------------------------
                                       Joseph Postbinder, President