<PAGE>   1

                UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

CHECK ONE                           FORM 10-Q

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

                 FOR THE QUARTERLY PERIOD ENDED: MARCH 31, 1997
                                                 -------------- 
                                       OR

  [ ]        TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
             FOR THE TRANSACTION PERIOD FROM _________ TO _________.

                           AMERICAN HOMEPATIENT, INC.
                           --------------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

<TABLE>
<S>                               <C>          <C>
DELAWARE                            0-19532              62-1474680
------------------------------    -----------   -------------------------------
STATE OR OTHER JURISDICTION OF    (COMMISSION  (IRS EMPLOYER IDENTIFICATION NO.)
INCORPORATION OR ORGANIZATION)    FILE NUMBER)
</TABLE>


            5200 MARYLAND WAY, SUITE 400, BRENTWOOD, TENNESSEE 37027
            --------------------------------------------------------
               (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)

                                 (615) 221-8884
                                 --------------
              (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)


                                      NONE
               --------------------------------------------------
              (FORMER NAME, FORMER ADDRESS AND FORMER FISCAL YEAR,
                         IF CHANGED SINCE LAST REPORT.)

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
                                                -----     -----

                                   14,781,064
        -----------------------------------------------------------------
       (OUTSTANDING SHARES OF THE ISSUER'S COMMON STOCK AS OF MAY 7, 1997)


                          TOTAL NUMBER OF SEQUENTIALLY
                              NUMBERED PAGES IS 18



                                       1


<PAGE>   2

                          PART I. FINANCIAL INFORMATION


ITEM 1 - FINANCIAL STATEMENTS

                           AMERICAN HOMEPATIENT, INC.

                  INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS
                                 (unaudited)

<TABLE>
<CAPTION>
ASSETS
                                                                     December 31,          March 31,
                                                                          1996               1997
                                                                     -------------       -------------
<S>                                                                  <C>                 <C>
CURRENT ASSETS
   Cash and cash equivalents                                         $   7,299,000       $   3,025,000
   Restricted cash                                                         425,000              50,000
   Accounts receivable, less allowance for doubtful accounts of
       $18,755,000 and $22,324,000, respectively                        79,460,000          92,648,000
   Inventories                                                          21,921,000          25,167,000
   Prepaid expenses and other assets                                     1,353,000           2,283,000
   Income tax receivable                                                   872,000                --
   Deferred tax asset                                                    7,470,000           7,470,000
                                                                     -------------       -------------
            Total current assets                                       118,800,000         130,643,000
                                                                     -------------       -------------

PROPERTY AND EQUIPMENT, at cost                                         95,254,000         106,967,000
   Less accumulated depreciation and amortization                      (38,384,000)        (43,696,000)
                                                                     -------------       -------------
            Net property and equipment                                  56,870,000          63,271,000
                                                                     -------------       -------------

OTHER ASSETS
   Excess of cost over fair value of net assets acquired, net          198,193,000         220,255,000
   Investment in unconsolidated joint ventures                          12,405,000          14,038,000
   Deferred costs, net                                                   2,761,000           2,596,000
   Other assets                                                          6,582,000           8,841,000
                                                                     -------------       -------------
            Total other assets                                         219,941,000         245,730,000
                                                                     -------------       -------------

                                                                     $ 395,611,000       $ 439,644,000
                                                                     =============       =============
</TABLE>


                                   (Continued)


                                       2

<PAGE>   3

                           AMERICAN HOMEPATIENT, INC.

                  INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS
                                   (Continued)
                                   (unaudited)
<TABLE>
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY
                                                                     December 31,          March 31,
                                                                         1996                1997
                                                                     -------------       -------------
<S>                                                                  <C>                 <C>
CURRENT LIABILITIES
   Current portion of long-term debt and capital leases              $  10,245,000       $   9,189,000
   Trade accounts payable                                                8,698,000           6,301,000
   Income taxes payable                                                       --               762,000
   Other payables                                                          775,000             760,000
   Accrued expenses:
      Payroll and related benefits                                       6,672,000           4,628,000
      Other                                                              8,398,000           7,211,000
                                                                     -------------       -------------
            Total current liabilities                                   34,788,000          28,851,000
                                                                     -------------       -------------

NONCURRENT LIABILITIES
   Long-term debt and capital leases, less current portion             139,458,000         182,967,000
   Deferred income taxes                                                 4,578,000           4,574,000
   Other noncurrent liabilities                                          1,145,000           1,153,000
                                                                     -------------       -------------
            Total noncurrent liabilities                               145,181,000         188,694,000
                                                                     -------------       -------------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY
   Preferred stock, $.01 par value; authorized 5,000,000
      shares; none issued and outstanding                                     --                  --
   Common stock, $.01 par value; authorized 35,000,000
      shares; issued and outstanding, 14,677,000 and 14,779,000
      shares, respectively                                                 147,000             148,000
   Paid-in capital                                                     166,780,000         168,598,000
   Retained earnings                                                    48,715,000          53,353,000
                                                                     -------------       -------------
            Total stockholders' equity                                 215,642,000         222,099,000
                                                                     -------------       -------------

                                                                     $ 395,611,000       $ 439,644,000
                                                                     =============       =============
</TABLE>

The accompanying notes to interim condensed consolidated financial statements
are an integral part of these statements.



                                       3

<PAGE>   4
                           AMERICAN HOMEPATIENT, INC.

             INTERIM CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (unaudited)

<TABLE>
<CAPTION>                                                        
                                                           Three Months Ended March 31
                                                         --------------------------------
                                                            1996                 1997
                                                            ----                 ----
<S>                                                     <C>                 <C> 
REVENUES:
   Sales and related service revenues                   $  24,491,000       $  39,033,000
   Rentals and other revenues                              29,432,000          43,807,000
   Earnings from joint ventures                             1,130,000           1,746,000
                                                        -------------       -------------
            Total revenues                                 55,053,000          84,586,000
                                                        -------------       -------------

EXPENSES:
   Cost of sales and related services                      12,297,000          19,004,000
   Operating                                               27,747,000          43,965,000
   General and administrative                               3,437,000           3,852,000
   Depreciation and amortization                            4,945,000           7,229,000
   Interest                                                 1,855,000           2,908,000
                                                        -------------       -------------
            Total expenses                                 50,281,000          76,958,000
                                                        -------------       -------------

INCOME FROM OPERATIONS BEFORE INCOME TAX                    4,772,000           7,628,000

PROVISION FOR INCOME TAXES                                  1,842,000           2,990,000
                                                        -------------       -------------

NET INCOME                                              $   2,930,000       $   4,638,000
                                                        =============       =============

WEIGHTED AVERAGE NUMBER OF COMMON SHARES                   11,993,000          15,065,000

INCOME PER SHARE                                        $        0.24       $        0.31
                                                        =============       =============
</TABLE>


The accompanying notes to interim condensed consolidated financial statements
are an integral part of these statements.


 
                                      4



<PAGE>   5

                           AMERICAN HOMEPATIENT, INC.

             INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (unaudited)

<TABLE>
<CAPTION>
                                                                        Three Months Ended March 31
                                                                      --------------------------------
                                                                          1996                1997
                                                                          ----                ----
<S>                                                                  <C>                 <C> 
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income from operations                                        $   2,930,000       $   4,638,000
   Adjustments to reconcile net income from operations
      to net cash provided from operating activities:
         Depreciation and amortization                                   4,945,000           7,229,000
         Equity in earnings of unconsolidated joint ventures              (661,000)           (938,000)
         Minority interest                                                  30,000              49,000

   Change in assets and liabilities, net of effects
     from acquisitions:
         Receivables, net                                               (4,303,000)         (8,249,000)
         Restricted cash                                                      --               375,000
         Inventories                                                       452,000            (487,000)
         Prepaid expenses and other                                       (916,000)           (901,000)
         Income taxes payable                                            1,608,000           1,804,000
         Trade accounts payable, accrued expenses
            and other current liabilities                               (3,658,000)         (6,810,000)
         Other assets                                                      (66,000)           (508,000)
                                                                     -------------       -------------
            Net cash provided from (used in) operating activities          361,000          (3,798,000)
                                                                     -------------       -------------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Acquisitions, net of cash acquired                                  (18,402,000)        (29,426,000)
   Additions to property and equipment, net                             (4,932,000)         (7,704,000)
   Distributions from (advances to) 
      unconsolidated joint ventures, net                                  (902,000)           (695,000)
   Distributions to minority interest owners                                  --               (41,000)
                                                                     -------------       -------------
      Net cash used in investing activities                            (24,236,000)        (37,866,000)
                                                                     -------------       -------------

</TABLE>

                                   (Continued)



                                      5
<PAGE>   6
                           AMERICAN HOMEPATIENT, INC.

             INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (unaudited)
                                   (Continued)


<TABLE>
<CAPTION>
                                                                        Three Months Ended March 31
                                                                     ---------------------------------
                                                                          1996                1997
                                                                          ----                ----
<S>                                                                  <C>                 <C> 
CASH FLOWS FROM FINANCING ACTIVITIES:
   Principal payments on debt and capital leases                        (1,308,000)         (3,176,000)
   Proceeds from issuance of debt                                       27,300,000          39,600,000
   Proceeds from exercise of stock options                               1,291,000             995,000
   Deferred financing costs                                                (62,000)            (29,000)
                                                                     -------------       -------------
            Net cash provided from financing activities                 27,221,000          37,390,000
                                                                     -------------       -------------

INCREASE (DECREASE) IN CASH AND CASH
   EQUIVALENTS                                                           3,346,000          (4,274,000)

CASH AND CASH EQUIVALENTS, beginning of period                           4,224,000           7,299,000
                                                                     -------------       -------------

CASH AND CASH EQUIVALENTS, end of period                             $   7,570,000       $   3,025,000
                                                                     =============       =============

SUPPLEMENTAL INFORMATION:
   Cash payments of interest                                         $   1,914,000       $   2,777,000
                                                                     =============       =============

   Cash payments of income taxes                                     $     461,000       $   1,786,000
                                                                     =============       =============

</TABLE>

The accompanying notes to interim condensed consolidated financial statements
are an integral part of these statements.







                                       6
<PAGE>   7


                           AMERICAN HOMEPATIENT, INC.

          NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                             MARCH 31, 1997 AND 1996


        1.    ORGANIZATION AND BACKGROUND:

        The registrant is a health care services company engaged in the
        provision of home health care services. The Company's home health care
        services consist primarily of the provision of respiratory and infusion
        therapies and the rental and sale of home medical equipment and home
        health care supplies. For the three months ended March 31, 1997, such
        services represented 48%, 18% and 34%, respectively, of net revenues. As
        of March 31, 1997, the Company provided these services to patients
        primarily in the home through 312 centers in Alabama, Arizona, Arkansas,
        Colorado, Connecticut, Delaware, Florida, Georgia, Illinois, Iowa,
        Kansas, Kentucky, Louisiana, Maryland, Michigan, Minnesota, Mississippi,
        Missouri, Nebraska, New Jersey, New Mexico, New York, North Carolina,
        Ohio, Oklahoma, Pennsylvania, South Carolina, Tennessee, Texas,
        Virginia, West Virginia and Wisconsin.

        2.    NET INCOME PER SHARE:

        Net income per share is based on the weighted average number of the
        Company's common and common equivalent shares outstanding or subscribed
        which pertain to the respective operations included in each period.
        Common stock equivalents result from stock options issued to management,
        employees, and directors as well as from warrants to acquire common
        shares issued by the Company, and are determined using the treasury
        stock method.

        Statement of Financial Accounting Standards No. 128, "Earnings per
        Share", ("SFAS 128"), has been issued effective for fiscal periods
        ending after December 15, 1997. SFAS No. 128 establishes standards for
        computing and presenting earnings per share. The Company is required to
        adopt the provisions of SFAS No. 128 in the fourth quarter of 1997.
        Under the standards established by SFAS 128, earnings per share is
        measured at two levels: basic earnings per share and diluted earnings
        per share. Basic earnings per share is computed by dividing net income
        by the weighted average number of common shares outstanding during the
        year. Diluted earnings per share is computed by dividing net income by
        the weighted average number of common shares after considering the
        additional dilution related to preferred stock, convertible debt,
        options and warrants.

        The following pro forma amounts present the basic earnings per share and
        diluted earnings per share as if the Company had adopted SFAS 128 for
        the quarters presented:

<TABLE>
<CAPTION>
                                                       (Unaudited Pro Forma)
                                                    ----------------------------
                                                    Three Months Ended March 31,
                                                    ---------------------------- 
                                                        1996           1997
                                                        ----           ----
          <S>                                           <C>            <C>
          BASIC EARNINGS PER SHARE                      $0.25          $0.31
                                                        -----          -----
          DILUTED EARNINGS PER SHARE                    $0.24          $0.31
                                                        -----          -----
</TABLE>
 

                                       7
<PAGE>   8

        3.    BASIS OF FINANCIAL STATEMENTS:

        The interim condensed consolidated financial statements of the Company
        for the three months ended March 31, 1997 and 1996 included herein have
        been prepared by the Company, without audit, pursuant to the rules and
        regulations of the Securities and Exchange Commission. Certain
        information and footnote disclosures normally included in financial
        statements prepared in accordance with generally accepted accounting
        principles have been condensed or omitted pursuant to such rules and
        regulations. In the opinion of management of the Company, the
        accompanying unaudited interim consolidated financial statements reflect
        all adjustments (consisting of only normally recurring accruals)
        necessary to present fairly the financial position at March 31, 1997 and
        the results of operations and the cash flows for the three months ended
        March 31, 1997 and 1996.

        The results of operations for the three months ended March 31, 1997 and
        1996 are not necessarily indicative of the operating results for the
        entire respective years. These interim consolidated financial statements
        should be read in conjunction with the audited financial statements and
        notes thereto included in the Company's Annual Report on Form 10-K for
        the year ended December 31, 1996.




                                       8
<PAGE>   9


        4.    ACQUISITIONS:

        During 1997 and effective through March 31, 1997, the Company acquired
        10 home health care companies for total consideration of approximately
        $24.0 million, including cash, satisfaction of certain liabilities, and
        notes payable issued to sellers with combined annualized revenue of
        approximately $22.0 million.

        Since January 1, 1996 and effective through March 31, 1997, American 
        HomePatient has acquired 50 home health care companies.

        The terms of the 1996 and 1997 acquisitions, including the consideration
        paid, were the result of arm's-length negotiations. The acquisitions
        were funded via a combination of cash from Company reserves,
        seller-financed notes, and draws on the Company's Bank Credit Facility
        (see below).

        On May 1, 1996, the Company entered into a Second Amended and Restated
        Bank Credit Facility ("Bank Credit Facility") to increase commitments 
        thereunder to $225.0 million. This Facility includes a $100.0
        million five-year term loan and a $125.0 million five-year revolving
        line of credit. The various financial and operating covenants are
        substantially similar to those under the first amended and restated
        Bank Credit Facility. Borrowings under the Bank Credit Facility may be
        used for acquisitions and other general corporate purposes, subject to
        the terms and conditions of the respective credit and security
        agreements. Most of the Company's operating assets have been pledged as
        security for borrowings under the Bank Credit Facility. The Bank Credit
        Facility contains various financial covenants, the most restrictive of
        which relate to measurements of shareholders' equity, leverage ratios,
        and interest coverage ratios.





                                       9
<PAGE>   10


        ITEM 2 -  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION 
                  AND RESULTS OF OPERATIONS

        RISK FACTORS

        In connection with the "safe harbor" provisions of the Private
        Securities Litigation Reform Act of 1995, the Company hereby values 
        reference to items set forth under the heading "Risk Factors" in the
        Company's Registration Statement on Form S-2, as amended (Registration
        No. 33-89568). Such cautionary statements identify important facts that 
        could cause the Company's actual results to differ materially from
        those projected in forward looking statements made by or on behalf of 
        the Company in this or any other section of this Form 10-Q.

        GENERAL

        The Company's home health care services consist primarily of the
        provision of home respiratory therapy, the provision of home infusion
        therapy and the rental and sale of home medical equipment and supplies.
        These services and products are paid for primarily by Medicare, Medicaid
        and other third-party payors. The following table sets forth the
        percentage of the Company's net revenues represented by each line of
        business for the periods presented:

<TABLE>
<CAPTION>
                                                          Three Months Ended March 31,
                                                          ----------------------------
                                                                1996        1997
          <S>                                                   <C>         <C>
          Home respiratory therapy services                      52%         48%
          Home infusion therapy services                         19          18
          Home medical equipment and medical supplies            29          34
                                                                 ----        ----
               Total                                             100%        100%
                                                                 ====        ====
</TABLE>


        The Company reports its net revenues as follows: (i) sales and related
        services; (ii) rentals and other; and (iii) earnings from hospital joint
        ventures. Sales and related services revenues are derived from the
        provision of infusion therapies, the sale of home health care equipment
        and supplies, the sale of aerosol and respiratory therapy equipment and
        supplies and services related to the delivery of these products. Rentals
        and other revenues are derived from the rental of home health care
        equipment, enteral pumps and equipment related to the provision of
        respiratory therapies. Because the Company's hospital joint ventures are
        not consolidated for financial statement reporting purposes, earnings
        from hospital joint ventures represent the Company's equity in earnings
        and management and administrative fees for unconsolidated hospital joint
        ventures. Cost of sales and related services includes the cost of
        equipment, drugs and related supplies sold to patients. Operating
        expenses include center labor costs, delivery expenses, occupancy costs,
        costs related to rentals other than depreciation, billing center costs,
        other operating costs and provision for doubtful accounts. General and
        administrative expenses include corporate and area management expenses
        and costs.

        Since its inception, the Company has experienced substantial growth.
        This growth is primarily attributable to the Company's pursuit of an
        acquisition strategy targeting successful, operating home health care
        businesses, through both 100% ownership and joint venture partnerships.
        Since the Company's initial public offering in November 1991, the
        Company has expanded operations from 24 home health care centers in four
        states to 312 home health care centers in 32 states as of March 31,
        1997. The Company acquired 40 home health care companies during 1996 and
        10 companies during the three months ended March 31, 1997. The Company
        continues its integration of recently acquired home health care centers.
        The Company's experience and management expertise is applied wherever
        possible to improve the operating efficiency of the new centers. Quality
        methods and ideas from the acquired centers become part of the systems
        and procedures of the combined Company. Profitable services 



                                       10

<PAGE>   11

        that were not formerly provided are being added where such
        opportunities exist. As the Company grows, economies of scale are
        realized in purchasing goods and services used in the Company's business
        and, to some extent, its management of overhead expenses.

        MEDICARE REIMBURSEMENT FOR OXYGEN THERAPY SERVICES

        In the fall of 1995, Congress proposed reductions in the Medicare
        reimbursement rate for home oxygen therapy service and equipment, which
        legislation was vetoed by President Clinton. Despite the presidential
        veto, Congress continues to consider legislation affecting reimbursement
        of these items, and President Clinton's proposed budget for 1998
        includes a provision that would require Medicare to obtain competitive
        bidding for all clinical laboratory services, home medical equipment
        (including home oxygen) and orthotics. Consequently, Medicare
        reimbursement rates for oxygen services and equipment could be reduced.
        The Company cannot be certain of the timing or level of reductions for
        Medicare oxygen reimbursement, if any. Any such reductions could have 
        a material adverse effect on the operating results and cash flows of 
        the Company.

        RESULTS OF OPERATIONS

        The following table and discussion set forth, for the periods indicated,
        the percentage of net revenues represented by the respective financial
        items:

                           PERCENTAGE OF NET REVENUES
<TABLE>
<CAPTION>
                                                                Three Months Ended March 31,
                                                                ----------------------------  
                                                                    1996             1997
                                                                    ----             ----
                  <S>                                              <C>              <C>
                  Net revenues                                     100.0%           100.0%

                  Costs and expenses:
                    Cost of sales and related services              22.3             22.5
                    Operating expenses                              50.4             52.0
                    General and administrative                       6.2              4.6
                    Depreciation and amortization                    9.0              8.5
                    Interest                                         3.4              3.4
                                                                   ------           ------
                           Total costs and expenses                 91.3%            91.0%
                                                                   ------           ------

                   Income from operations before income taxes        8.7%             9.0%
                                                                   ======           ======
</TABLE>

        The operations of acquired centers are included in the operations of the
        Company from the effective date of each acquisition. Because of the
        substantial acquisition activity, the comparison of the results of
        operations between 1997 and 1996 is materially impacted by the
        operations of these acquired businesses. For comparative purposes, the
        Company separates operations into "same-store" and "acquisitions." An
        acquired center becomes "same-store" beginning with its thirteenth month
        of operations as part of the Company.




                                       11

<PAGE>   12

        THREE MONTHS ENDED MARCH 31, 1997 COMPARED TO THREE MONTHS ENDED
        MARCH 31, 1996

        NET REVENUES. Net revenues increased from $55.1 million for the quarter
        ended March 31, 1996 to $84.6 million for the same period in 1997, an
        increase of $29.5 million, or 54%. Same-store net revenues, including
        net revenues of same-store hospital joint ventures managed by the
        Company and accounted for under the equity method, increased 9%. Net
        revenues of same-store hospital joint ventures contributed 3% to this
        total same-store net revenue growth rate. Following is a discussion of
        the components of net revenues:

             Sales and Related Services Revenues. Sales and related services
             revenues increased from $24.5 million for the quarter ended March
             31, 1996 to $39.0 million for the same period in 1997, an increase
             of $14.5 million, or 59%. This increase is primarily attributable
             to the acquisition of home health care businesses.

             Rentals and Other Revenue. Rentals and other revenues increased
             from $29.4 million for the quarter ended March 31, 1996 to $43.8
             million for the same period in 1997, an increase of $14.4 million,
             or 49%. This increase is primarily attributable to the acquisition
             of home health care businesses.

             Earnings from Hospital Joint Ventures. Earnings from hospital joint
             ventures increased from $1.1 million for the quarter ended March
             31, 1996 to $1.7 million for the same period in 1997, an increase
             of $600,000, or 55%. Of this increase, $512,000 was attributable to
             net growth in the Company's existing hospital joint ventures.

        COST OF SALES AND RELATED SERVICES. Cost of sales and related services
        increased from $12.3 million for the quarter ended March 31, 1996 to
        $19.0 million for the same period in 1997, an increase of $6.7 million,
        or 54%. As a percentage of sales and related services revenues, cost of
        sales and related services decreased from 50% to 49%. This decrease is
        attributable to favorable pricing the Company has been able to negotiate
        with certain product vendors offset in part by a change in the mix of
        sales and related services revenues attributable primarily to the
        acquired home health care businesses.

        OPERATING EXPENSES. Operating expenses increased from $27.7 million for
        the quarter ended March 31, 1996 to $44.0 million for the same period in
        1997, an increase of $16.3 million, or 59%. This increase was primarily
        attributable to increased costs associated with acquisitions.
        As a percentage of net revenues, operating expenses increased from
        50.4% to 52.0%. This increase was attributable to the inclusion of
        certain expenses which were classified as general and administrative
        expenses for the quarter ended March 31, 1996 but were classified as
        operating expenses for the quarter ended March 31, 1997. As a percent
        of net revenue, combined operating and general and administrative
        expenses remained constant at 56.6%.

        GENERAL AND ADMINISTRATIVE. General and administrative expenses
        increased from $3.4 million for the quarter ended March 31, 1996 to $3.9
        million for the same period in 1997, an increase of $500,000, or 15%.
        This increase was primarily attributable to increases in expenses
        associated with the acquired home health care businesses and to
        increases in 



                                       12

<PAGE>   13

        corporate office general and administrative expenses. As a
        percentage of net revenues, general and administrative expenses have
        decreased from 6.2% to 4.6%. This decrease was attributable to the
        exclusion of certain expenses which were classified as general and
        administrative for the quarter ended March 31, 1996 but were classified
        as operating expenses for the quarter ended March 31, 1997. As a
        percentage of net revenue, combined operating and general and
        administrative expenses remained constant at 56.6%.

        DEPRECIATION AND AMORTIZATION. Depreciation and amortization expenses
        increased from $4.9 million for the quarter ended March 31, 1996 to $7.2
        million for the same period in 1997, an increase of $2.3 million or 
        47%. This increase in depreciation and amortization expenses is 
        primarily attributable to the acquired home health care businesses.

        INTEREST. Interest expense increased from $1.9 million for the quarter
        ended March 31, 1996 to $2.9 million for the same period in 1997, an
        increase of $1.0 million or 53%. The increase was primarily due to 
        interest expense associated with increased borrowings used to fund 
        acquisitions of home health care businesses.

        LIQUIDITY AND CAPITAL RESOURCES

        At March 31, 1997, the Company's working capital was $101.8 million and
        the current ratio was 4.5x as compared to working capital of $84.0
        million and a current ratio of 3.4x at December 31, 1996. The Company
        had current maturities of long-term debt and capital leases of 
        approximately $9.2 million at March 31, 1997.

        The Company's future liquidity will continue to be dependent upon the
        relative amounts of current assets (principally cash, accounts
        receivable and inventories) and current liabilities (principally
        accounts payable, and accrued expenses). In that regard, accounts
        receivable can have a significant impact on the Company's liquidity.
        Accounts receivable are generally outstanding for longer periods of time
        in the health care industry than many other industries because of
        requirements to provide third party payors with additional information
        subsequent to billing and the time required by such payors to process
        claims. Certain accounts receivable frequently are outstanding for more
        than 90 days, particularly where the account receivable relates to
        services for a patient (i) receiving a new medical therapy or (ii)
        covered by Medicare or Medicaid. Net patient accounts receivable were
        $76.1 million and $87.5 million at December 31, 1996 and March 31, 1997,
        respectively. This increase was primarily attributable to the
        acquisition of home health care businesses in the first quarter of 1997.
        This represented an average of approximately 93 and 96 days' sales in
        accounts receivable at December 31, 1996 and March 31, 1997,
        respectively.

        Net cash provided from operating activities was $361,000 and net cash
        used in operating activities was $3.8 million for the three months ended
        March 31, 1996 and 1997, respectively. These amounts primarily represent
        net income plus depreciation and amortization and provisions for
        doubtful accounts and changes in the various components of working
        capital. Net cash used in investing activities was $24.2 million and
        $37.9 million for the three months ended March 31, 1996 and 1997,
        respectively. These amounts primarily represent acquisitions of home
        health care businesses and property and equipment additions. Net cash
        provided from financing activities was $27.2 million and $37.4 million
        for the three months ended March 31, 1996 and 1997, respectively. These
        amounts primarily represent 



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<PAGE>   14

        proceeds from the issuance of long-term debt, the issuance of common 
        stock due to stock option exercises, and principal repayments on debt.

        The Company has budgeted capital expenditures of approximately $29.0
        million for 1997 primarily for purchases of home health care rental
        equipment and routine capital purchases at its regional and corporate
        offices. Through March 31, 1997, $7.7 million of capital expenditures
        had been incurred.

        The Company's principal capital requirements are for acquisitions of
        additional home health care companies and expansion of the services
        provided through its existing home health care centers. The Company has
        financed and intends to continue to finance these requirements, its net
        revenue growth, and working capital needs with net cash provided by
        operations and with borrowings under the Bank Credit Facility. On May 1,
        1996, the Company amended and restated the Bank Credit Facility to
        increase commitments thereunder to $225.0 million. The Bank Credit
        Facility includes a $100.0 million five-year term loan and a $125.0
        million five-year revolving line of credit. Borrowings under the Bank
        Credit Facility may be used to finance acquisitions and for other
        general corporate purposes, subject to the terms and conditions of the
        credit and security agreements. Most of the Company's operating assets
        have been pledged as security for borrowings under the Bank Credit
        Facility. Interest is payable on borrowings under the Bank Credit
        Facility, at the election of the Company, at either a "Base Lending
        Rate" or an "Adjusted Eurodollar Rate" (each as defined in the Bank
        Credit Facility), plus a margin from 0% to 1.00% and from 0.5% to 2.00%,
        respectively. The Company's ability to borrow under the Bank Credit
        Facility terminates on May 1, 2001, subject to exceptions set forth
        therein. As of March 31, 1997 the weighted average borrowing rate was
        6.78%. A commitment fee of up to .375% per annum (.25% as of March 31,
        1997) is payable by the Company on the undrawn balance. The interest
        rate and commitment fee vary depending on the Company's ratio of total
        debt to adjusted pro forma earnings before interest, taxes, depreciation
        and amortization, as such ratio is defined in the Bank Credit Facility.

        The Bank Credit Facility contains various financial covenants, the most
        restrictive of which relate to measurements of stockholders' equity,
        leverage ratios and interest coverage ratios. The Bank Credit Facility
        also contains certain covenants which, among other things, impose
        certain limitations or prohibitions on the Company with respect to the
        incurrence of certain indebtedness, the creation of security interest on
        the assets of the Company, the payment of dividends on and the
        redemption or repurchase of securities of the Company, investments,
        acquisitions, investments in joint ventures, capital expenditures and
        sales of Company assets. The Company must generally obtain bank consent
        for any single acquisition with an aggregate purchase price of $20.0
        million or more, and any acquisition which, when combined with all
        acquisitions completed in the prior 12 months, exceeds $80.0 million and
        certain other transactions. The Company was in compliance with these
        covenants at March 31, 1997.





                                       14

<PAGE>   15

        IMPLEMENTATION OF FINANCIAL ACCOUNTING STANDARDS

        Statement of Financial Accounting Standards No. 128, "Earnings per
        Share" ("SFAS 128") has been issued effective for fiscal periods ending
        after December 15, 1997. SFAS 128 establishes standards for computing
        and presenting earnings per share. The Company is required to adopt the
        provisions of SFAS 128 in the fourth quarter of 1997 and does not expect
        adoption thereof to have a material effect on the Company's financial
        position or results of operations.

        Summary

        Management believes that available cash, the funding available under the
        Bank Credit Facility and any expansion thereto, and funds generated from
        operations will be sufficient for the Company to satisfy its capital
        expenditures, acquisition activities, working capital and debt
        requirements for the next twelve months.



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<PAGE>   16


                           PART II. OTHER INFORMATION

        ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K

        (A)   Exhibits. The exhibits filed as part of this Report are listed on
              the Index to Exhibits immediately following the signature page.

        (B)   Reports on Form 8-K.  None.




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                                   SIGNATURES


        Pursuant to the requirements 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.



                             AMERICAN HOMEPATIENT, INC.

        May 14, 1997         By: /s/Mary Ellen Rodgers
                                 ----------------------------------------------
                                  Mary Ellen Rodgers
                                  Chief Financial Officer and An Officer Duly
                                  Authorized to Sign on Behalf of the registrant







                                       17


<PAGE>   18
                                INDEX TO EXHIBITS

EXHIBIT
NUMBER                DESCRIPTION OF EXHIBITS
-------               -----------------------
27                    Financial Data Schedule (for SEC use only)






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