<PAGE>   1

                                   FORM 10-Q
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

--------------------------------------------------------------------------------

             [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarter ended June 30, 2001

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 333-56813

                              BRAND SERVICES, INC.
             (Exact name of registrant as specified in its charter)

<Table>
<S>                                            <C>
                   Delaware                                      13-3909681
       (State or other jurisdiction of                        (I.R.S. employer
        incorporation or organization)                      identification no.)

 15450 South Outer 40, #270, Chesterfield, MO                      63017
   (Address of principal executive offices)                      (Zip Code)
</Table>

Registrant's telephone number, including area code: (636) 519-1000

--------------------------------------------------------------------------------
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. Yes: [X] No: [ ]

Indicate the number of shares outstanding of each of the Registrant's classes of
Common Stock as of the latest practicable date.

<Table>
<S>                                            <C>
            CLASS OF COMMON STOCK                       OUTSTANDING AT JULY 31, 2001
                $.01 PAR VALUE                                   100 SHARES
</Table>
<PAGE>   2

                                     INDEX

PART I -- FINANCIAL INFORMATION

<Table>
<Caption>
                                                                           PAGE
                                                                           ----
<S>        <C>                                                             <C>
Item 1.    Financial Statements
           Consolidated Statements of Operations for the Three Months
             and Six Months Ended June 30, 2001 and 2000...............       2
           Consolidated Balance Sheets at June 30, 2001 and 2000.......       3
           Consolidated Statements of Cash Flows for the Six Months
             Ended June 30, 2001 and 2000..............................       4
           Notes to Consolidated Financial Statements..................     5-7
Item 2.    Management's Discussion and Analysis of Financial Condition
             and Results of Operations.................................    8-11

PART II -- OTHER INFORMATION
Item 6.    (a) Exhibits................................................      11
           (b) Reports on Form 8-K

SIGNATURES.............................................................      12
</Table>

                                        1
<PAGE>   3

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

                     BRAND SERVICES, INC. AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF OPERATIONS
                                 (IN THOUSANDS)

<Table>
<Caption>
                                                          THREE MONTHS ENDED      SIX MONTHS ENDED
                                                               JUNE 30                JUNE 30
                                                             (UNAUDITED)            (UNAUDITED)
                                                          ------------------    --------------------
                                                           2001       2000        2001        2000
                                                           ----       ----        ----        ----
<S>                                                       <C>        <C>        <C>         <C>
Revenues:
  Labor...............................................    $53,816    $49,745    $108,951    $ 99,740
  Equipment rental....................................     17,051     17,880      34,347      34,041
  Equipment sales.....................................      2,660      1,461       4,807       3,115
                                                          -------    -------    --------    --------
     Total revenues...................................     73,527     69,086     148,105     136,896
                                                          -------    -------    --------    --------
Operating expenses:
  Labor...............................................     43,879     40,734      87,435      81,263
  Equipment rental....................................      6,209      7,191      11,829      13,456
  Equipment sales.....................................      1,573        996       2,862       2,188
  Divisional operating expenses.......................      3,950      4,246       8,306       7,811
                                                          -------    -------    --------    --------
     Total operating expenses.........................     55,611     53,167     110,432     104,718
                                                          -------    -------    --------    --------
  Gross profit........................................     17,916     15,919      37,673      32,178
Selling and administrative expenses...................      9,910      9,334      20,979      18,324
                                                          -------    -------    --------    --------
  Operating income....................................      8,006      6,585      16,694      13,854
Interest expense......................................      5,643      4,813      10,660       9,517
Interest income.......................................       (111)        (3)       (120)        (30)
                                                          -------    -------    --------    --------
  Pretax income.......................................      2,474      1,775       6,154       4,367
Provision for income tax..............................         --         --          --          --
                                                          -------    -------    --------    --------
  Net income..........................................      2,474      1,775       6,154       4,367
Less accretion of preferred stock dividends...........     (1,794)    (1,555)     (3,524)     (3,056)
                                                          -------    -------    --------    --------
  Net income applicable to common stock...............    $   680    $   220    $  2,630    $  1,311
                                                          =======    =======    ========    ========
</Table>

     The accompanying notes to the consolidated financial statements are an
            integral part of the consolidated financial statements.

                                        2
<PAGE>   4

                     BRAND SERVICES, INC. AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS
                                 (IN THOUSANDS)

<Table>
<Caption>
                                                                 JUNE 30,
                                                                   2001        DECEMBER 31,
                                                                (UNAUDITED)       2000*
                                                                -----------    ------------
<S>                                                             <C>            <C>
ASSETS
CURRENT ASSETS:
  Cash and cash equivalents.................................     $  8,025        $  3,139
  Trade accounts receivable, net of allowance for doubtful
     accounts of $958 in 2001 and $913 in 2000..............       46,428          46,016
  Costs and estimated earnings in excess of billings on
     uncompleted contracts..................................        1,956           3,218
  Notes receivable, current portion.........................          216             218
  Other current assets......................................        8,219           7,554
                                                                 --------        --------
     Total current assets...................................       64,844          60,145
                                                                 --------        --------
PROPERTY AND EQUIPMENT:
  Land......................................................        1,720           1,716
  Buildings.................................................        3,460           3,227
  Vehicles and other equipment..............................       34,992          33,076
  Scaffolding equipment.....................................      208,324         201,825
  Leasehold improvements....................................          883             893
                                                                 --------        --------
     Total property and equipment, at cost..................      249,379         240,737
  Less -- Accumulated depreciation and amortization.........       74,479          65,170
                                                                 --------        --------
     Total property and equipment, net......................      174,900         175,567
                                                                 --------        --------
OTHER ASSETS................................................       10,221          10,537
                                                                 --------        --------
       TOTAL ASSETS.........................................     $249,965        $246,249
                                                                 ========        ========
LIABILITIES AND STOCKHOLDER'S EQUITY (DEFICIT)
CURRENT LIABILITIES:
  Revolving loan............................................     $     --        $  4,125
  Current maturities of long-term debt......................       14,650           8,800
  Notes payable and capital lease obligations, current
     portion................................................          953           1,145
  Accounts payable and accrued expenses.....................       27,558          34,473
  Billings in excess of costs and estimated earnings on
     uncompleted contracts..................................        1,196           1,845
                                                                 --------        --------
     Total current liabilities..............................       44,357          50,388
                                                                 --------        --------
LONG-TERM DEBT..............................................      173,488         168,525
                                                                 --------        --------
NOTES PAYABLE AND CAPITAL LEASE OBLIGATIONS.................        4,522           5,131
                                                                 --------        --------
DEFERRED INCOME TAXES.......................................        1,655           1,662
                                                                 --------        --------
14.5% Senior Exchangeable Preferred Stock, $0.01 par value,
  1,250,000 shares authorized, 1,042,460 issued and
  outstanding...............................................       51,266          47,742
                                                                 --------        --------
STOCKHOLDER'S EQUITY (DEFICIT):
  Common stock, $0.01 par value, 100 shares authorized,
     issued and outstanding.................................           --              --
  Paid-in capital...........................................       20,136          19,723
  Receivables from sale of Holding's common stock...........       (1,427)         (1,097)
  Predecessor basis adjustment..............................      (13,038)        (13,038)
  Cumulative translation adjustment.........................       (2,476)         (1,639)
  Accumulated deficit.......................................      (28,518)        (31,148)
                                                                 --------        --------
     Total stockholder's deficit............................      (25,323)        (27,199)
                                                                 --------        --------
     Total liabilities and stockholder's deficit............     $249,965        $246,249
                                                                 ========        ========
</Table>

-------------------------
* Agrees with the audited consolidated balance sheet included in the Company's
  Form 10-K for the year ended December 31, 2000.

        The accompanying notes to the consolidated financial statements
         are an integral part of the consolidated financial statements.

                                        3
<PAGE>   5

                     BRAND SERVICES, INC. AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (IN THOUSANDS)

<Table>
<Caption>
                                                                  SIX MONTHS ENDED
                                                                      JUNE 30
                                                                    (UNAUDITED)
                                                                --------------------
                                                                  2001        2000
                                                                  ----        ----
<S>                                                             <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income..................................................    $  6,154    $  4,367
Adjustments to reconcile net income to net cash provided by
  operating activities
  Depreciation and amortization.............................      11,510      12,268
  Changes in operating assets and liabilities --
     Trade accounts receivable, net.........................        (412)     (7,757)
     Costs and estimated earnings in excess of billings on
      uncompleted contracts.................................       1,262        (625)
     Notes receivable.......................................         117          56
     Scaffolding equipment..................................         413       1,474
     Accounts payable and accrued expenses..................      (6,915)      2,959
     Billings in excess of costs and estimated earnings on
      uncompleted contracts.................................        (649)        538
Other.......................................................      (1,560)     (1,404)
                                                                --------    --------
          Net cash provided by operating activities.........       9,920      11,876
                                                                --------    --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment..........................     (11,012)    (21,562)
Payments for acquisitions...................................          --      (4,200)
Proceeds from sales of property and equipment other than
  scaffolding...............................................           8          33
                                                                --------    --------
          Net cash used by investing activities.............     (11,004)    (25,729)
                                                                --------    --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from long-term debt................................      15,000       5,000
Payments of long-term debt..................................      (4,187)     (3,025)
Redemption of parent company stock..........................          --        (167)
Capital contributions from Holdings.........................          83         244
Borrowings (payments) of revolving loans....................      (4,125)     13,340
Payments on capital lease obligations.......................        (801)       (588)
                                                                --------    --------
          Net cash provided by financing activities.........       5,970      14,804
                                                                --------    --------
INCREASE IN CASH AND CASH EQUIVALENTS.......................       4,886         951
CASH AND CASH EQUIVALENTS, beginning of period..............       3,139         244
                                                                --------    --------
CASH AND CASH EQUIVALENTS, end of period....................    $  8,025    $  1,195
                                                                ========    ========
<Caption>
                                                                  SIX MONTHS ENDED
                                                                      JUNE 30
                                                                    (UNAUDITED)
                                                                --------------------
                                                                  2001        2000
                                                                  ----        ----
<S>                                                             <C>         <C>
SUPPLEMENTAL CASH FLOW DISCLOSURES:
Interest paid...............................................    $  9,161    $  9,633
                                                                ========    ========
NONCASH TRANSACTIONS:
Paid in-kind accretion of preferred stock dividends.........    $  3,524    $  3,056
                                                                ========    ========
</Table>

        The accompanying notes to the consolidated financial statements
         are an integral part of the consolidated financial statements.

                                        4
<PAGE>   6

                     BRAND SERVICES, INC. AND SUBSIDIARIES
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                                  (UNAUDITED)

     The financial statements included herein for the periods ended June 30,
2001 and 2000 have been prepared by the Company without audit. In the opinion of
management, all adjustments have been made which are of a normal recurring
nature necessary to present fairly the Company's financial position as of June
30, 2001, and the results of operations for the three and six months ended June
30, 2001 and 2000, and cash flows for the six months ended June 30, 2001 and
2000. Certain information and footnote disclosures have been condensed or
omitted for these periods. The results for interim periods are not necessarily
indicative of results for the entire year.

1. ORGANIZATION AND BUSINESS

     Brand Services, Inc. and its subsidiaries ("Brand") are 100% owned by DLJ
Brand Holdings, Inc. ("Holdings"). Holdings is owned 60.0% by Credit Suisse
First Boston (USA), Inc. ("CSFB"), 8.6% by Carlisle Enterprises, L.P.
("Carlisle"), 17.0% by Rust International, Inc. ("Rust International"), and
14.4% by the directors, officers and employees of the Company. Rust
International is a subsidiary of Waste Management, Inc. ("WMI"). All references
to "the Company", "we", "us", or "our" mean Brand Services, Inc. and its
subsidiaries.

     We operate in one segment and provide scaffolding services primarily to
refining, chemical, petrochemical, utility and pulp and paper industries, and to
a lesser extent, general commercial clients. Scaffolding services are typically
provided in connection with periodic, routine cleaning and maintenance of
refineries, chemical plants and utilities, as well as for new construction
projects. The Company provides personnel to erect and dismantle scaffolding
structures, transport scaffolding to project sites and supervise and manage such
activities. In addition, the Company rents and occasionally sells scaffolding
that is classified as property and equipment on the consolidated balance sheet.
The Company maintains a substantial inventory of scaffolding in the United
States and Canada.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     The accompanying financial statements are prepared on a consolidated basis
and include those assets, liabilities, revenues and expenses directly
attributable to the operations of the Company. All significant intercompany
balances and transactions have been eliminated.

     The preparation of financial statements in conformity with accounting
principles generally accepted in the United States requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities, the disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those estimates.

3. ACQUISITIONS

     During 2000, the Company acquired four companies in four separate
transactions for an aggregate purchase price of $11.0 million in cash, $3.3
million in notes payable and $3.0 million of possible future payments
conditioned upon the operating results of two of the acquired companies. The
purchase prices, allocated to assets and liabilities assumed, were based on
relative fair values. In connection with the acquisitions, the Company recorded
goodwill in the amount of $6.0 million based upon the allocation of the purchase
prices of the acquisitions. All of the above acquisitions were accounted for
using the purchase method of accounting and accordingly have been included in
the financial statements from their respective dates of acquisition.

     Summarized pro forma consolidated results of operations as if the
acquisitions made during 2000 had occurred as of January 1, 2000 follows. Pro
forma adjustments include only the effects of events directly attributable to
the transactions that are expected to have a continuing impact and that are
factually
                                        5
<PAGE>   7

supportable. The pro forma amounts contained in the table below include
adjustments for amortization, interest expense, and certain other adjustments
(in thousands):

<Table>
<Caption>
                                                THREE MONTHS ENDED    SIX MONTHS ENDED
                                                  JUNE 30, 2000         JUNE 30, 2000
                                                ------------------    ----------------
<S>                                             <C>                   <C>
Revenues....................................         $70,260              $140,683
Net income..................................           1,800                 4,261
</Table>

     The unaudited pro forma financial information does not purport to be
indicative of the consolidated results of operations had these transactions been
completed as of the assumed date or which may be obtained in the future.

4. DEBT AND BORROWING ARRANGEMENTS

     At June 30, 2001 and December 31, 2000 long-term debt consisted of the
following (in thousands):

<Table>
<Caption>
                                                            JUNE 30,    DECEMBER 31,
                                                              2001          2000
                                                            --------    ------------
<S>                                                         <C>         <C>
Revolving loans.........................................    $     --      $  4,125
Term loans..............................................      58,138        47,325
10 1/4% Senior Notes....................................     130,000       130,000
                                                            --------      --------
                                                             188,138       181,450
Less-Current portion....................................      14,650        12,925
                                                            --------      --------
  Long-term debt........................................    $173,488      $168,525
                                                            ========      ========
</Table>

     In April 2001, the Company borrowed $10.0 million under the Term B Loan
facility and in May 2001, the Company borrowed an additional $5.0 million under
the Term B Loan facility. The proceeds of these loans were used to repay the
revolving loans and for working capital needs.

     The Company is advised that certain investors who acquired 10 1/4 Senior
Notes in market transactions in May, 2001 may be entitled to recover possible
losses or seek rescission under the Securities Act of 1933, as amended, and that
the Company could become subject to claims for loss or damage in connection
therewith. If rescission were to be ordered against the Company, the Company's
maximum potential cash obligation is estimated at $3.7 million as of June 30,
2001, and an amount equal thereto has been classified as "current maturities of
long-term debt" on the consolidated balance sheet. Since the investors acquired
the shares at market prices below the face value of the 10 1/4 Senior Notes
acquired, the Company would recognize a gain upon any such rescission. The
rescission rights, or associated rights arising from any loss on a resale of the
10 1/4 Senior Notes involved in such transactions, expire one year after the
dates of the May, 2001 transactions. If such rights have not been exercised
prior to the expiration, the Company will reclassify the respective amounts to
"long-term debt".

     For the three months ended June 30, 2001 and 2000, the weighted average
interest rate on loans outstanding under the term loan facility and the
revolving loan was 9.9% and 10.2%, respectively, and for the six months ended
June 30, 2001 and 2000, the weighted average interest rate was 10.0% and 10.1%,
respectively.

5. COMMITMENTS AND CONTINGENCIES

     In the ordinary course of conducting its business, the Company becomes
involved in various pending claims and lawsuits. These primarily relate to
employee matters. The outcome of these matters is not presently determinable.
However, in the opinion of management, based on the advice of legal counsel, the
resolution of these matters is not anticipated to have a material adverse effect
on the financial position or results of operations of the Company.

                                        6
<PAGE>   8

6. COMPREHENSIVE INCOME

     For the three months ended June 30, 2001 and 2000, comprehensive income was
$2.4 million and $1.4 million, respectively, and for the six months ended June
30, 2001 and 2000, comprehensive income was $5.3 million and $4.2 million,
respectively.

7. RECENT ACCOUNTING PRONOUNCEMENT

     The Company has adopted SFAS 133, "Accounting for Derivative Instruments
and Hedging Activities," ("SFAS 133") which establishes accounting and reporting
standards for derivative instruments and hedging activities in 2001. SFAS 133
did not have a material impact on the Company's results of operations or
financial position.

8. NEW ACCOUNTING STANDARDS

     In July 2001, the Financial Accounting Standards Board issued SFAS No. 141
"Business Combinations" and No. 142, "Goodwill and Other Intangible Assets."
SFAS No. 141 requires all business combinations initiated after June 30, 2001,
to be accounted for using the purchase method of accounting. SFAS No. 141 is
required to be implemented for all acquisitions initiated after June 30, 2001
and all business combinations accounted for using the purchase method for which
the date of acquisition is July 1, 2001 or later. Adoption of SFAS No. 141 will
not impact the consolidated financial statements of the Company.

     Under SFAS No. 142, goodwill is no longer subject to amortization over its
useful life, rather, it is subject to at least annual assessments of impairment.
Also, under SFAS No. 142, an intangible asset can be sold, transferred,
licensed, rented or exchanged. Such intangibles will be amortized over their
useful lives. Certain intangibles that have indefinite useful lives will not be
amortized. SFAS No. 142 will be implemented by the Company on January 1, 2002.
All goodwill and intangible assets acquired after June 30, 2001 will be
immediately subject to the provisions of SFAS No. 142. The Company is currently
in process of assessing the future impact of adoption of SFAS No. 142.

                                        7
<PAGE>   9

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATION

     The matters discussed in this Form 10-Q of Brand Services, Inc. and
subsidiaries (the "Company") contain forward looking statements that involve a
number of risks and uncertainties. A number of factors could cause actual
results, performance, achievements of the Company, or industry results, to be
materially different from any future results, performance or achievements
expressed or implied by such forward-looking statements. These factors include,
but are not limited to, the competitive environment in the industrial and
commercial scaffolding industry in general and in the Company's specific market
areas; changes in prevailing interest rates and the availability of and terms of
financing to fund the anticipated growth of the Company's business; inflation;
changes in costs of goods and services; economic conditions in general and in
the Company's specific market areas; demographic changes; changes in or failure
to comply with federal, state and/or local government regulations; liability and
other claims asserted against the Company; changes in operating strategy or
development plans; the ability to attract and retain qualified personnel; the
significant indebtedness of the Company; labor disturbances; changes in the
Company's acquisition and capital expenditure plans; and other factors
referenced herein. The forward looking statements contained herein reflect the
Company's current beliefs and specific assumptions with respect to future
business decisions and are based on information currently available.
Accordingly, the statements are subject to significant risks, uncertainties and
contingencies, which could cause the Company's actual operating results,
performance or business prospects to differ from those expressed in, or implied
by, these statements.

     The following discussion and analysis should be read in conjunction with
the attached condensed consolidated financial statements and notes thereto.

OVERVIEW

     The Company is the largest North American provider of industrial
scaffolding services which facilitate access to tall structures for maintenance,
turnarounds and capital projects, principally in the refining, petrochemical,
chemical, utility and pulp and paper industries. The Company provides turnkey
services, which include equipment rental, labor for the erection and
dismantlement of the scaffolding and scaffolding design services. The Company
also provides scaffolding services to the commercial market (primarily
nonresidential construction) and sells a small amount of scaffolding.

     The Company typically provides on-going maintenance services under
long-term contracts; the duration of these contracts is usually one to five
years. Turnarounds occur every one to four years depending on the industry and
the type of turnaround being performed. Although some turnarounds may be
postponed for a period of time, they are a necessary component of maintaining
industrial facilities and are required to ensure the safe and efficient
operation of such facilities. While the postponement of scheduled turnarounds
causes fluctuations in the Company's quarterly and annual results, the Company
believes the necessity for on-going maintenance and turnarounds provides a
stable, recurring revenue base.

     The Company's business is seasonal. End-use industries such as the refining
and utility industries experience increased demand for their products during the
summer months. Consequently, turnarounds are generally scheduled during the
first and fourth quarters of the year.

RESULTS OF OPERATIONS

     Revenues -- Revenues for the three months ended June 30, 2001 increased
6.4% to $73.5 million from $69.1 million for the same period in 2000. Revenues
for the six months ended June 30, 2001 increased 8.2% to $148.1 million from
$136.9 million for the same period in 2000. Labor revenue increased 8.2% to
$53.8 million for the three months ended June 30, 2001 as compared to the same
period in 2000 and 9.2% to $109.0 million for the six months ended June 30, 2001
as compared to the same period in 2000. Rental revenue decreased (4.6%) to $17.1
million for the three months ended June 30, 2001 as compared to the same period
in 2000, but increased 0.9% to $34.3 million for the six months ended June 30,
2001 as compared to the same period in 2000. The decline in rental revenue is
the result of a slowdown in our commercial business, which has been impacting
results for the entire six month period.
                                        8
<PAGE>   10

Stronger results from the industrial market segment have shifted the revenue
base to higher labor revenues.

     Gross Profit -- Gross profit for the three months ended June 30, 2001
increased 12.5% to $17.9 million from $15.9 million for the same period in 2000.
Gross profit for the six months ended June 30, 2001, increased 17.1% to $37.7
million from $32.2 million for the same period in 2000. Labor gross profit
(labor revenue less labor cost) increased 10.3% to $9.9 million for the three
months ended June 30, 2001 as compared to the same period in 2000 and 16.5% to
$21.5 million for the six months ended June 30, 2001 as compared to the same
period in 2000. Gross profit as a percentage of revenue increased for the three
months ended June 30, 2001 as compared to the same period in 2000, increasing to
24.4% from 23.0%. Gross profit as a percentage of revenue for the six months
ended June 30, 2001, increased to 25.4% from 23.5% for the same period in 2000.
The increase in labor gross profit has positively impacted overall gross profit.

     Selling and Administrative Expenses -- Selling and administrative expenses
for the three months ended June 30, 2001 increased 6.2% to $9.9 million from
$9.3 million for the same period in 2000. Selling and administrative expenses
for the six months ended June 30, 2001 increased 14.5% to $21.0 million from
$18.3 million for the same period in 2000. Selling and administrative expenses
as a percentage of revenue for the three months ended June 30, 2001 remained
unchanged from 13.5% for the same period in 2000. Selling and administrative
expenses as a percentage of revenue for the six months ended June 30, 2001
increased to 14.2% from 13.4% for the same period in 2000. The increase in
selling and administrative expenses comparing the six months ended June 30, 2001
to 2000 was primarily attributed to the increase in salaries and bonus expense
of $1.5 million and goodwill amortization of $0.6 million.

     Operating Income -- As a result of the above, operating income for the
three months ended June 30, 2001 increased 21.6% to $8.0 million from $6.6
million for the same period in 2000 and increased 20.5% for the six months ended
June 30, 2001 to $16.7 million from $13.9 million for the same period in 2000.

     Interest Expense -- Interest expense for the three months ended June 30,
2001 increased 17.2% to $5.6 million from $4.8 million for the same period in
2000. Interest expense for the six months ended June 30, 2001 increased 12.0% to
$10.7 million from $9.5 million for the same period in 2000. The increase in the
interest expenses is due to a higher outstanding debt balance. For the quarters
ended June 30, 2001 and 2000, the weighted average interest rate was 9.92% and
10.23%, respectively and for the six months ended June 30, 2001 and 2000, the
weighted average interest rate was 10.03% and 10.12%, respectively.

     Net Income -- Net income for the three months ended June 30, 2001 and 2000
was $2.5 million and $1.8 million, respectively and was $6.2 million and $4.4
million for the six months ended June 30, 2001 and 2000, respectively.

     Accretion of Preferred Stock Dividends -- Accretion of preferred stock
dividends for the three months ended June 30, 2001 and 2000 was $1.8 million and
$1.6 million, respectively, and was $3.5 million and $3.1 million for the six
months ended June 30, 2001 and 2000, respectively.

     Net Income Applicable to Common Stock -- Net income applicable to common
stock for the three months ended June 30, 2001 and 2000 was $0.7 million and
$0.2 million, respectively, and was $2.6 million and $1.3 million for the six
months ended June 30, 2001 and 2000, respectively.

LIQUIDITY AND CAPITAL RESOURCES

     The Company has historically utilized internal cash flow from operations
and borrowings under the bank facility to fund its operations, capital
expenditures and working capital requirements. As of June 30, 2001 and 2000, the
Company had working capital of $24.2 million and $(2.5) million and cash of $8.0
million and $1.2 million, respectively.

                                        9
<PAGE>   11

     In April 2001, the Company borrowed $10.0 million under the Term B Loan
facility and in May 2001, the Company borrowed an additional $5.0 million under
the Term B Loan facility. The proceeds of these loans were used to repay the
revolving loans and for working capital needs.

     The Company is advised that certain investors who acquired 10 1/4 Senior
Notes in market transactions in May, 2001 may be entitled to recover possible
losses or seek rescission under the Securities Act of 1933, as amended, and that
the Company could become subject to claims for loss or damage in connection
therewith. If rescission were to be ordered against the Company, the Company's
maximum potential cash obligation is estimated at $3.7 million as of June 30,
2001, and an amount equal thereto has been classified as "current maturities of
long-term debt" on the consolidated balance sheet. Since the investors acquired
the shares at market prices below the face value of the 10 1/4 Senior Notes
acquired, the Company would recognize a gain upon any such rescission. The
rescission rights, or associated rights arising from any loss on a resale of the
10 1/4 Senior Notes involved in such transactions, expire one year after the
dates of the May, 2001 transactions. If such rights have not been exercised
prior to the expiration, the Company will reclassify the respective amounts to
"long-term debt".

     One of the Company's major uses of cash is capital expenditures. The
Company's capital expenditure requirements are comprised of maintenance and
expansion expenditures. The Company's maintenance capital expenditure
requirements are generally for scaffolding planks and other items used in the
business, such as trucks. Expansion capital expenditures are for new
scaffolding, are discretionary and vary annually based on the Company's level of
scaffolding rental activity and management's growth expectations. During the six
months ended June 30, 2001, total capital expenditures were $11.0 million.

     Dividends on our preferred stock accrue at the rate of 14.5% and are not
payable until September 30, 2001 or the date when we are permitted to pay cash
dividends on the preferred stock under the terms of our bank facility at that
time. The current bank facility restricts the Company from making dividend
payments. Therefore, we are unable to pay cash dividends on the preferred stock
on September 30, 2001 and do not expect to pay any dividends during 2001.

     The other major uses of cash are the payments of interest on long-term debt
and the payments of principal on term loans. For the six months ended June 30,
2001 interest payments were $9.2 million and principal payments were $4.2
million. Interest payments and principal payments for the remaining six months
of 2001 are estimated to be $10.1 million and $4.7 million, respectively.

OTHER DATA

     EBITDA is defined as earnings before interest income, cash interest
expense, income taxes, depreciation and amortization. EBITDA is commonly used to
analyze companies on the basis of operating performance, leverage and liquidity.
EBITDA is not intended to represent cash flows for the period, nor has it been
presented as an alternative to operating income as an indicator of operating
performance and

                                        10
<PAGE>   12

should not be considered in isolation or as a substitute for measures of
performance prepared in accordance with accounting principles generally accepted
in the United States.

<Table>
<Caption>
                                                                 SIX MONTHS ENDED
                                                                     JUNE 30
                                                                ------------------
                                                                 2001       2000
                                                                 ----       ----
<S>                                                             <C>        <C>
Net Income..................................................    $ 6,154    $ 4,367
Depreciation and Amortization Expense.......................     11,510     12,268
Interest Expense............................................     10,660      9,517
Interest Income.............................................       (120)       (30)
                                                                -------    -------
     EBITDA.................................................    $28,204    $26,122
                                                                =======    =======
</Table>

<Table>
<Caption>
                                                                 SIX MONTHS ENDED
                                                                      JUNE 30
                                                                -------------------
                                                                  2001       2000
                                                                  ----       ----
<S>                                                             <C>         <C>
Net cash provided by (used for):
Operating activities........................................    $  9,920    $11,876
Investing activities........................................     (11,004)   (25,729)
Financing activities........................................       5,970     14,804
</Table>

NEW ACCOUNTING STANDARDS

     In July 2001, the Financial Accounting Standards Board issued SFAS No. 141
"Business Combinations" and No. 142, "Goodwill and Other Intangible Assets."
SFAS No. 141 requires all business combinations initiated after June 30, 2001,
to be accounted for using the purchase method of accounting. SFAS No. 141 is
required to be implemented for all acquisitions initiated after June 30, 2001
and all business combinations accounted for using the purchase method for which
the date of acquisition is July 1, 2001 or later. Adoption of SFAS No. 141 will
not impact the consolidated financial statements of the Company.

     Under SFAS No. 142, goodwill is no longer subject to amortization over its
useful life, rather, it is subject to at least annual assessments of impairment.
Also, under SFAS No. 142, an intangible asset can be sold, transferred,
licensed, rented or exchanged. Such intangibles will be amortized over their
useful lives. Certain intangibles that have indefinite useful lives will not be
amortized. SFAS No. 142 will be implemented by the Company on January 1, 2002.
All goodwill and intangible assets acquired after June 30, 2001 will be
immediately subject to the provisions of SFAS No. 142. The Company is currently
in process of assessing the future impact of adoption of SFAS No. 142.

PART II -- OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

     (a) Exhibits -- None.

     (b) No reports were filed on Form 8-K during the period for which this
report is filed.

                                        11
<PAGE>   13

                                   SIGNATURES

     Pursuant to the requirement of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
                                          BRAND SERVICES, INC.

<Table>
<S>                     <C>
Date: August 14, 2001   /s/ JOHN M. MONTER
                        --------------------------------------------------------
                        John M. Monter
                        Chief Executive Officer, President

Date: August 14, 2001   /s/ JEFFREY W. PETERSON
                        --------------------------------------------------------
                        Jeffrey W. Peterson
                        Chief Financial Officer,
                        Vice President, Finance
</Table>

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