<PAGE>

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

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


                                    FORM 10-Q

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


For the quarterly period ended:  March 31, 2002
                                 --------------


Commission File Number:  00-19800
                         --------


                         GIBRALTAR PACKAGING GROUP, INC.
             (Exact name of registrant as specified in its charter)



Delaware                                        47-0496290
(State of incorporation)                        (I.R.S. Employer Identification
                                                Number)

2000 Summit Avenue
Hastings, Nebraska                              68901
(Address of principal executive offices)        (Zip Code)

(402) 463-1366                                  www.gibraltarpackaginggroup.com
(Registrant's telephone number, including       (Registrant's website)
area code)


     Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.           [X] Yes [_] No

     As of March 31, 2002, there were 5,041,544 shares of the Company's common
stock, par value $0.01 per share, issued and outstanding.

<PAGE>

                GIBRALTAR PACKAGING GROUP, INC. AND SUBSIDIARIES
                                      INDEX

<TABLE>
<CAPTION>
                                                                                       Page Number
                                                                                       -----------
<S>                                                                                    <C>
PART I.    FINANCIAL INFORMATION
-------    ---------------------
Item 1.    Financial Statements

           Consolidated Balance Sheets                                                           1
             As of March 31, 2002 (Unaudited) and June 30, 2001

           Consolidated Statements of Operations (Unaudited) for the Three and                   2
             Nine Months Ended March 31, 2002 and 2001

           Consolidated Statements of Cash Flows (Unaudited) for the                             3
             Nine Months Ended March 31, 2002 and 2001

           Notes to Consolidated Financial Statements (Unaudited)                                4

Item 2.    Management's Discussion and Analysis of Financial                                     7
             Condition and Results of Operations

Item 3.    Quantitative and Qualitative Disclosures About Market Risk                           15

PART II.   OTHER INFORMATION
--------   -----------------

Item 1.    Legal Proceedings                                                                    16

Item 4.    Submission of Matters to a Vote of Security Holders                                  16

Item 6.    Exhibits and Reports on Form 8-K                                                     16

           Signature                                                                            18
</TABLE>

<PAGE>

                GIBRALTAR PACKAGING GROUP, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                        (In thousands except share data)

<TABLE>
<CAPTION>
                                                             March 31,     June 30,
                                                               2002          2001
                                                             ---------     --------
ASSETS                                                      (Unaudited)
<S>                                                          <C>           <C>
CURRENT ASSETS:
    Cash                                                     $     93      $    144
    Accounts receivable (Net of allowance for
      doubtful accounts of $477 and $508, respectively)         5,557         6,285
    Inventories                                                 6,726         6,693
    Deferred income taxes                                         725           725
    Prepaid and other current assets                              358           766
                                                             --------      --------
          Total current assets                                 13,459        14,613
PROPERTY, PLANT AND EQUIPMENT - NET                            15,902        16,590
GOODWILL (Net of accumulated amortization of $2,192
       and $2,090, respectively)                                4,145         4,247
DEFERRED INCOME TAXES                                               -           105
OTHER ASSETS (Net of accumulated amortization
    of $50 and $487, respectively)                                856           819
                                                             --------      --------
TOTAL                                                        $ 34,362      $ 36,374
                                                             ========      ========

LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
    Checks not yet presented                                 $    397      $  1,115
    Current portion of long-term debt                           2,278         2,769
    Accounts payable                                            3,962         4,925
    Accrued expenses                                            3,600         3,401
                                                             --------      --------
          Total current liabilities                            10,237        12,210
LONG-TERM DEBT - Net of current portion                        16,909        18,578
DEFERRED INCOME TAXES                                             552             -
OTHER LONG-TERM LIABILITIES                                       430           431
                                                             --------      --------
          Total liabilities                                    28,128        31,219
                                                             --------      --------
STOCKHOLDERS' EQUITY:
    Preferred stock, $.01 par value; 1,000,000 shares
      authorized; none issued                                       -             -
    Common stock, $.01 par value; 10,000,000 shares
      authorized; 5,041,544 issued and outstanding                 50            50
    Additional paid-in capital                                 28,162        28,162
    Accumulated deficit                                       (21,978)      (23,057)
                                                             --------      --------
          Total stockholders' equity                            6,234         5,155
                                                             --------      --------
TOTAL                                                        $ 34,362      $ 36,374
                                                             ========      ========
</TABLE>

See notes to unaudited consolidated financial statements.

                                        1

<PAGE>

                GIBRALTAR PACKAGING GROUP, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS

                                   (Unaudited)
                 (In thousands except share and per share data)

<TABLE>
<CAPTION>
                                                      Three Months Ended           Nine Months Ended
                                                            March 31,                  March 31,
                                                  --------------------------   -------------------------
                                                      2002          2001           2002          2001
                                                  -----------    -----------   -----------    ----------
<S>                                               <C>            <C>           <C>            <C>
NET SALES                                         $    16,139    $   16,275    $    46,820    $   49,087

COST OF GOODS SOLD                                     13,044        12,957         37,763        38,847
                                                  -----------    ----------    -----------    ----------
GROSS PROFIT                                            3,095         3,318          9,057        10,240
                                                  -----------    ----------    -----------    ----------
OPERATING EXPENSES:
  Selling, general and administrative                   1,937         1,983          5,719         5,944
  Amortization of Goodwill                                 35            33            102           101
                                                  -----------    ----------    -----------    ----------
     Total operating expenses                           1,972         2,016          5,821         6,045
                                                  -----------    ----------    -----------    ----------
INCOME FROM OPERATIONS                                  1,123         1,302          3,236         4,195

OTHER EXPENSE (INCOME):
  Interest expense                                        280           608          1,061         1,986

  Other expense - net                                      21            20             49            65
                                                  -----------    ----------    -----------    ----------
  Other expense - net                                     301           628          1,110         2,051
                                                  -----------    ----------    -----------    ----------
INCOME BEFORE INCOME TAXES AND
  EXTRAORDINARY ITEM                                      822           674          2,126         2,144

INCOME TAX PROVISION                                      343           180            891           573
                                                  -----------    ----------    -----------    ----------
INCOME BEFORE EXTRAORDINARY ITEM                          479           494          1,235         1,571

EXTRAORDINARY ITEM, NET OF TAX (Note D)                     -             -           (156)            -
                                                  -----------    ----------    -----------    ----------
NET INCOME                                        $       479    $      494    $     1,079    $    1,571
                                                  ===========    ==========    ===========    ==========
BASIC AND DILUTED PER COMMON SHARE AMOUNTS:
  Income Before Extraordinary Item                $      0.10    $     0.10    $      0.24    $     0.31
                                                  ===========    ==========    ===========    ==========

  Extraordinary Item                              $         -    $        -    $     (0.03)   $        -
                                                  ===========    ==========    ===========    ==========

  Net Income                                      $      0.10    $     0.10    $      0.21    $     0.31
                                                  ===========    ==========    ===========    ==========

WEIGHTED AVERAGE SHARES OUTSTANDING:
  (basic and diluted)                               5,041,544     5,041,544      5,041,544     5,041,544
                                                  ===========    ==========    ===========    ==========
</TABLE>

See notes to unaudited consolidated financial statements.

                                       2

<PAGE>

                GIBRALTAR PACKAGING GROUP, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                                 (In thousands)


                                                            Nine Months Ended
                                                                March 31,
                                                          ---------------------
                                                            2002         2001
                                                          --------     --------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                             $  1,079     $  1,571
   Adjustments to reconcile net income to
   net cash flows from operating activities:
      Depreciation and amortization                          1,683        1,672
      Provision for losses on accounts receivable              169          156
      Loss on sale of property, plant and equipment              2           17
      Extraordinary item, net of tax                           156            -
      Deferred income taxes                                    761          425
      Changes in operating assets and liabilities:
           Accounts receivable                                 559         (556)
           Inventories                                         (33)         (27)
           Prepaid expenses and other assets                   328         (249)
           Accounts payable                                 (1,681)        (354)
           Accrued expenses and other liabilities              198         (101)
                                                          --------     --------

      Net Cash Flows from Operating Activities               3,221        2,554
                                                          --------     --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Proceeds from sale of property, plant and equipment          11           74
   Purchases of property, plant and equipment                 (564)        (567)
                                                          --------     --------

      Net Cash Flows from Investing Activities                (553)        (493)
                                                          --------     --------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Net payments under revolving credit facility             (2,643)           7
   Principal repayments of long-term debt                  (15,290)      (2,061)
   Repayments under capital leases                             (14)         (18)
   Proceeds from refinancing                                15,553            -
   Payment of debt issue costs                                (325)           -
                                                          --------     --------

   Net Cash Flows from Financing Activities                 (2,719)      (2,072)
                                                          --------     --------

NET DECREASE IN CASH                                           (51)         (11)
CASH AT BEGINNING OF PERIOD                                    144          160
                                                          --------     --------
CASH AT END OF PERIOD                                     $     93     $    149
                                                          --------     --------
SCHEDULE OF NON-CASH INVESTING ACTIVITIES:
     Capital Lease Obligations                            $    234     $      -
                                                          ========     ========

See notes to unaudited consolidated financial statements.

                                       3

<PAGE>

                GIBRALTAR PACKAGING GROUP, INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

A.   GENERAL

     The accompanying unaudited consolidated financial statements of Gibraltar
     Packaging Group, Inc. ("Gibraltar" or the "Company") have been prepared in
     accordance with Rule 10-01 of Regulation S-X for interim financial
     statements required to be filed with the Securities and Exchange Commission
     and do not include all information and footnotes required by accounting
     principals generally accepted in the United States of America for complete
     financial statements. However, in the opinion of management, the
     accompanying unaudited consolidated financial statements contain all
     adjustments, consisting only of normal recurring adjustments, necessary to
     present fairly the financial position of the Company as of March 31, 2002,
     and the results of its operations and cash flows for the periods presented
     herein. Results of operations for the nine months ended March 31, 2002 are
     not necessarily indicative of the results to be expected for the full
     fiscal year. The financial statements should be read in conjunction with
     the audited financial statements for the year ended June 30, 2001 and the
     notes thereto contained in the Company's Annual Report on Form 10-K.

B.   INVENTORIES

     Inventories consisted of the following (In thousands):

                                                   March 31,        June 30,
                                                     2002             2001
                                                 -------------   --------------
              Finished goods                     $       4,361   $        4,846
              Work in process                            1,056              797
              Raw materials                                991              764
              Manufacturing supplies                       318              286
                                                 -------------   --------------
                                                 $       6,726   $        6,693
                                                 =============   ==============

C.   RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

     In June 2001, the Financial Accounting Standards Board ("FASB") approved
     the issuance of SFAS No. 142, "Goodwill and Other Intangible Assets." This
     standard establishes accounting and reporting for goodwill and other
     intangibles. SFAS No. 142 provides that goodwill and other intangible
     assets with indefinite lives will not be amortized, but will be tested for
     impairment on an annual basis. SFAS No. 142 is effective for the Company
     beginning in fiscal 2003. The Company has not quantified the impact
     resulting from the adoption of this standard including the impact, if any,
     of completion of the annual impairment test. However, the historical impact
     of not amortizing goodwill would have been to increase net income by
     $35,000 and $102,000, respectively, for the three months and nine months
     ended March 31, 2002, and $33,000 and $101,000, respectively, for the three
     months and nine months ended March 31, 2001.

     In July 2001, the FASB issued SFAS No. 143, "Accounting for Asset
     Retirement Obligations." This standard addresses financial accounting and
     reporting for obligations related to the retirement of tangible

                                        4

<PAGE>

                GIBRALTAR PACKAGING GROUP, INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)


     long-lived assets and the related asset retirement costs. SFAS No. 143 is
     effective for fiscal years beginning after June 15, 2002. The Company does
     not expect its adoption of this standard in fiscal 2003 to have a
     significant impact on its financial statements.

     In addition, in August 2001, the FASB issued SFAS No. 144, "Accounting for
     Impairment or Disposal of Long-Lived Assets." The standard addresses
     financial accounting and reporting for the impairment or disposal of
     long-lived assets and is effective for fiscal years beginning after
     December 15, 2001. The Company does not expect its adoption of this
     standard in fiscal 2003 to have a significant impact on its financial
     statements.

D.   LONG-TERM DEBT

     On December 20, 2001, the Company entered into a three-year renewable
     credit facility with LaSalle Business Credit, Inc. ("LaSalle"). This
     facility provides for an $11.6 million Term Loan, a $4.0 million Special
     Advance Loan, and a $12.0 million working capital revolving line-of-credit
     ("Revolver"). The Term Loan and Special Advance Loan combined require
     monthly principal payments of $185,155 plus interest through December 2008,
     but are callable after three years. The credit facility is secured by a
     first priority perfected security interest in and lien on all assets (real
     and personal, tangible and intangible) of the Company excluding its
     Burlington, North Carolina property. The initial proceeds of the new
     facility were used to repay the outstanding indebtedness under the
     Company's previous credit facility with First Source Financial LLP. As part
     of the refinancing, the Company recorded an extraordinary loss of $260,000
     ($156,000 after tax) or $0.03 per share after tax reflecting the write-off
     of unamortized finance costs relating to the previous credit facility.

     The Revolver provides for a revolving line of credit under a borrowing base
     commitment subject to certain loan availability requirements. Loan
     availability under the Revolver may not exceed the lesser of: (1) $12.0
     million; or (2) the sum of (a) 85% of the Company's eligible accounts
     receivable plus (b) a percentage of the Company's eligible inventory which
     ranges from 35% to 70%. At no time may the sum of aggregated loan advances
     outstanding under the Revolver plus the aggregate amount of extended letter
     of credit guarantees exceed loan availability. The Company had available to
     it unused borrowing capacity of $3.8 million as of March 31, 2002.

     The Revolver bears interest at LaSalle's prime rate plus 0.50% or the
     London Interbank Offered Rate ("LIBOR") plus 2.75%. The term loan bears
     interest at LaSalle's prime rate plus 0.75% or LIBOR plus 3.00%. The
     special advance bears interest at LaSalle's prime rate plus 1.00% or LIBOR
     plus 3.25%. The Company also pays a commitment fee of 0.50% on the unused
     portion of the Revolver. The interest rates at March 31, 2002 were a
     combination of prime and LIBOR. LaSalle's prime and LIBOR rate were 4.75%
     and 1.88%, respectively, at March 31, 2002.

     As of March 31, 2002, all outstanding letters of credit were guaranteed by
     LaSalle. The Company pays an annual letter of credit fee of 2.00% on the
     outstanding balance to guarantee availability under the Revolver.
     Outstanding letters of credit at March 31, 2002 amounted to $147,500 and
     related to workman's compensation insurance policies.

                                        5

<PAGE>

                GIBRALTAR PACKAGING GROUP, INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)


     The LaSalle credit facility contains certain restrictive covenants
     including financial covenants related to net worth, debt service coverage,
     interest coverage and capital expenditures. As of March 31, 2002, the
     Company was in compliance with all financial covenants. In addition, the
     Company's credit facility restricts the ability of the Company to pay
     dividends.

E.   RECLASSIFICATION

     Certain amounts in the fiscal 2001 financial statements have been
     reclassified to conform with the fiscal 2002 presentation.

                                        6

<PAGE>

                GIBRALTAR PACKAGING GROUP, INC. AND SUBSIDIARIES

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

     Critical Accounting Policies

     The preparation of financial statements in conformity with GAAP requires
     the Company to select and apply accounting policies that best provide the
     framework to report the Company's results of operations and financial
     position. The selection and application of those policies require
     management to make difficult subjective or complex judgments concerning
     reported amounts of revenue and expenses during the reporting period and
     the reported amounts of assets and liabilities at the date of the financial
     statements. The judgments and uncertainties inherent in this process affect
     the application of those policies. As a result, there exists the likelihood
     that materially different amounts would be reported under different
     conditions or using different assumptions. Management has identified the
     following accounting policies that it deems critical to the portrayal of
     the Company's financial condition and results and that involve significant
     subjectivity. Management believes that its selection and application of
     these policies best represent the operating results and financial position
     of the Company. The following discussion provides information on the
     processes utilized by management in making judgments and assumptions as
     they apply to its critical accounting policies.

     Allowance for Doubtful Accounts

     The allowance for doubtful accounts is based on management's assessment of
     the collectibility of specific customer accounts and the aging of the
     accounts receivable. If there is a deterioration of a major customer's
     credit worthiness or actual defaults are higher than historical experience,
     estimates of the recoverability of amounts due the Company could be
     adversely affected.

     Income Taxes

     The Company records deferred tax assets and liabilities using enacted tax
     rates for the effect of temporary differences between the book and tax
     basis of assets and liabilities. If enacted tax rates changed, the Company
     would adjust the deferred tax assets and liabilities, through the provision
     for income taxes in the period of change, to reflect the enacted tax rate
     expected to be in effect when the deferred tax items reverse. The Company
     records a valuation allowance on deferred tax assets to reflect the
     expected future tax benefits to be realized. In determining the appropriate
     valuation allowance, the Company takes into account the level of expected
     future taxable income and available tax planning strategies. If future
     taxable income was lower than expected or if expected tax planning
     strategies were not available as anticipated, the Company may record
     additional valuation allowance through income tax expense in the period
     such determination was made.

     Impairment of Long-Lived Assets

     The Company's long-lived assets consist primarily of property, plant and
     equipment, goodwill and intangible assets that were acquired in business
     acquisitions. Management believes the useful lives assigned to these
     assets, which range from 2 to 30 years, are reasonable. Management
     evaluates the long-lived assets for impairment when events or changes in
     circumstances indicate, in management's

                                        7

<PAGE>

                GIBRALTAR PACKAGING GROUP, INC. AND SUBSIDIARIES


     judgment, that the carrying value of such assets may not be recoverable. If
     management's assumptions about these assets change as a result of events or
     circumstances, and believe the assets may have declined in value, then the
     Company may record impairment charges, resulting in lower profits.

     Contingent Liabilities

     There are various claims and lawsuits pending against the Company. The
     Company has recorded a liability where the effect of litigation can be
     estimated and where an outcome is considered probable. Management's
     estimates are based on its knowledge of the relevant facts at the time of
     the issuance of the Company's Consolidated Financial Statements. Subsequent
     developments could materially alter management's assessment of a matter's
     probable outcome and the estimate of the Company's liability.

     Environmental Issues

     The Company records its environmental liabilities when site assessments or
     remedial actions are probable and a range of reasonably likely cleanup
     costs can be estimated. The Company reviews its sites and assesses the
     liability quarterly, by assessing a range of reasonably likely costs for
     each identified site using currently available information, including
     existing technology, current laws and regulations and the probable level of
     involvement and financial condition of other potentially responsible
     parties. These estimates include costs for site investigations,
     remediation, operations and maintenance, monitoring and site closure.

     Results of Operations

     Three Months Ended March 31, 2002 Compared to
     Three Months Ended March 31, 2001
     ---------------------------------

     In the third quarter of fiscal 2002, the Company had net sales of $16.1
     million compared with $16.3 million in the corresponding period of fiscal
     2001, a decrease of $0.1 million or 0.8%. Sales continue to be negatively
     impacted by the overall slowdown in the economy.

     Gross profit for the third quarter of fiscal 2002 decreased to 19.2% of net
     sales from 20.4% in the corresponding period of fiscal 2001. The decrease
     in gross profit margin was due primarily to spreading slightly higher fixed
     manufacturing costs over a smaller revenue base, changes to customer mix,
     and pricing pressures, partially offset by continuing cost control efforts.
     Fixed manufacturing costs were up slightly because of higher repairs and
     maintenance costs and new equipment acquired under operating leases.

     Income from operations for the third quarter of fiscal 2002 was $1.1
     million compared with $1.3 million in the corresponding period of fiscal
     2001, a decrease of $0.2 million or 13.7%. This decrease was primarily a
     result of lower sales, partially offset by a reduction in selling, general
     and administrative expenses. Selling, general and administrative expenses
     decreased slightly to $1.9 million in the third quarter of fiscal 2002,
     compared to $2.0 million in the corresponding period of fiscal 2001. This
     decrease was primarily the result of continuing cost control efforts.

                                        8

<PAGE>

                GIBRALTAR PACKAGING GROUP, INC. AND SUBSIDIARIES


     Total interest expense decreased $0.3 million or 53.9% to $0.3 million in
     the third quarter of fiscal 2002 from $0.6 million in the corresponding
     period of fiscal 2001. The decrease is the result of $3.5 million in lower
     average borrowings and a reduction in average interest rates from 9.6% to
     5.0%.

     The income tax provision as a percentage of pre-tax income for the third
     quarter of fiscal 2002 was 41.7%, compared with an income tax provision of
     26.7% for the corresponding period in fiscal 2001. The effective tax rate
     typically differs from the statutory rate primarily as a result of
     non-deductible amortization of goodwill. However, as a result of earnings
     improvements, the Company reduced its deferred income tax asset valuation
     allowance by $0.1 million in the third quarter of fiscal 2001 to reflect a
     change in the estimate related to the realizability of its deferred income
     tax assets.

     Net income for the third quarter of fiscal 2002 was $0.5 million or $0.10
     per share, compared to $0.5 million or $0.10 per share in the third quarter
     of fiscal 2001. Net income for the third quarter of fiscal 2001 includes
     the effect of reducing the deferred income tax asset valuation allowance by
     $0.1 million, as a result of earnings improvements. Excluding the impact of
     the change in the deferred income tax asset valuation allowance, net income
     for the third quarter of fiscal 2001 would have been $0.4 million or $0.08
     per share. The following table illustrates the effect of the income tax
     asset valuation allowance on the third quarter of fiscal 2001 (in
     thousands, except per share data):

                                                            Excluding Impact
                                                            of Change in Tax
                                                               Valuation
                                             As Reported       Allowance
                                            -------------   ----------------
        Income Before Income Taxes                 $ 674              $ 674
        Provision for Income Taxes                   180                283
                                            -------------   ----------------
        Net Income                                 $ 494              $ 391
                                            =============   ================
        Net Income Per Share                       $0.10              $0.08
                                            =============   ================


     Nine Months Ended March 31, 2002 Compared to
     Nine Months Ended March 31, 2001
     --------------------------------

     In the first nine months of fiscal 2002, the Company had net sales of $46.8
     million compared with $49.1 million in the corresponding period of fiscal
     2001, a decrease of $2.3 million or 4.6%. Sales continue to be negatively
     impacted by the overall slowdown in the economy.

     Gross profit for the first nine months of fiscal 2002 decreased to 19.3% of
     net sales from 20.9% in the corresponding period of fiscal 2001. This
     decrease was due primarily to spreading fixed manufacturing costs over a
     smaller revenue base, changes to customer mix, and pricing pressures,
     partially offset by continuing cost control efforts.

     Income from operations for the first nine months of fiscal 2002 was $3.2
     million compared with $4.2 million in the corresponding period of fiscal
     2001, a decrease of $1.0 million or 22.9%. This decrease is primarily a
     result of lower sales, partially offset by a reduction in selling, general
     and administrative expenses. Selling, general and administrative

                                        9

<PAGE>

                GIBRALTAR PACKAGING GROUP, INC. AND SUBSIDIARIES


     expenses decreased $0.2 million or 3.8% to $5.7 million in the first nine
     months of fiscal 2002, compared to $5.9 million in the corresponding period
     of fiscal 2001. This decrease was primarily a result of continuing cost
     control efforts, including reduced payroll related costs.

     Total interest expense decreased $0.9 million or 46.6% to $1.1 million in
     the first nine months of fiscal 2002 from $2.0 million in the corresponding
     period of fiscal 2001. The decrease is the result of $3.8 million in lower
     average borrowings and a reduction in average interest rates from 10.4% to
     6.3%.

     The income tax provision as a percentage of pre-tax income for the first
     nine months of fiscal 2002 was 41.9%, compared with an income tax provision
     of 26.7% for the corresponding period in fiscal 2001. The effective tax
     rate typically differs from the statutory rate primarily as a result of
     non-deductible amortization of goodwill. However, as a result of earnings
     improvements, the Company reduced its deferred income tax asset valuation
     allowance by $0.3 million in the first nine months of fiscal 2001 to
     reflect a change in estimate related to the realizability of its deferred
     income tax assets.

     In December 2001, the Company refinanced its credit facility with LaSalle.
     As part of this refinancing, the Company recorded an extraordinary loss of
     $260,000 ($156,000 after tax) or $0.03 per share reflecting the write-off
     of unamortized finance costs relating to the previous existing credit
     facility.

     Net income for the first nine months of fiscal 2002 was $1.1 million or
     $0.21 per share, compared to $1.6 million or $0.31 per share in the first
     nine months of fiscal 2001. Net income for the first nine months of fiscal
     2001 includes the effect of reducing the deferred income tax asset
     valuation allowance by $0.3 million, as a result of earnings improvements.
     Excluding the impact of the change in the deferred income tax asset
     valuation allowance, net income for the first nine months of fiscal 2001
     would have been $1.2 million or $0.25 per share. The following table
     illustrates the effect of the income tax asset valuation allowance on the
     first nine months of fiscal 2001 (in thousands, except per share data):


                                                            Excluding Impact
                                                            of Change in Tax
                                                               Valuation
                                             As Reported       Allowance
                                            -------------   ----------------
        Income Before Income Taxes                $2,144             $2,144
        Provision for Income Taxes                   573                898
                                            -------------   ----------------
        Net Income                                $1,571             $1,246
                                            =============   ================
        Net Income Per Share                      $ 0.31             $ 0.25
                                            =============   ================


     Financial Condition

     On December 20, 2001, the Company entered into a three-year renewable
     credit facility with LaSalle Business Credit, Inc. ("LaSalle"). This
     facility provides for an $11.6 million Term Loan, a $4.0 million Special
     Advance Loan, and a $12.0 million working capital revolving line-of-credit
     ("Revolver"). The Term Loan and Special Advance Loan combined require
     monthly principal payments of $185,155 plus interest through December 2008,
     but are callable after three years. The credit facility is secured by a

                                       10

<PAGE>

                GIBRALTAR PACKAGING GROUP, INC. AND SUBSIDIARIES


     first priority perfected security interest in and lien on all assets (real
     and personal, tangible and intangible) of the Company excluding its
     Burlington, North Carolina property. The initial proceeds of the new
     facility were used to repay the outstanding indebtedness under the
     Company's previous credit facility with First Source Financial LLP. As part
     of the refinancing, the Company recorded an extraordinary loss of $260,000
     ($156,000 after tax) or $0.03 per share after tax reflecting the write-off
     of unamortized finance costs relating to the previous credit facility.

     The Revolver provides for a revolving line of credit under a borrowing base
     commitment subject to certain loan availability requirements. Loan
     availability under the Revolver may not exceed the lesser of: (1) $12.0
     million; or (2) the sum of (a) 85% of the Company's eligible accounts
     receivable plus (b) a percentage of the Company's eligible inventory which
     ranges from 35% to 70%. At no time may the sum of aggregated loan advances
     outstanding under the Revolver plus the aggregate amount of extended letter
     of credit guarantees exceed loan availability. The Company had available to
     it unused borrowing capacity of $3.8 million as of March 31, 2002.

     The Revolver bears interest at LaSalle's prime rate plus 0.50% or the
     London Interbank Offered Rate ("LIBOR") plus 2.75%. The term loan bears
     interest at LaSalle's prime rate plus 0.75% or LIBOR plus 3.00%. The
     special advance bears interest at LaSalle's prime rate plus 1.00% or LIBOR
     plus 3.25%. The Company also pays a commitment fee of 0.50% on the unused
     portion of the Revolver. The interest rates at March 31, 2002 were a
     combination of prime and LIBOR. LaSalle's prime and LIBOR rate were 4.75%
     and 1.88%, respectively, at March 31, 2002.

     As of March 31, 2002, all outstanding letters of credit were guaranteed by
     LaSalle. The Company pays an annual letter of credit fee of 2.00% on the
     outstanding balance to guarantee availability under the Revolver.
     Outstanding letters of credit at March 31, 2002 amounted to $147,500 and
     related to workman's compensation insurance policies.

     The LaSalle credit facility contains certain restrictive covenants
     including financial covenants related to net worth, debt service coverage,
     interest coverage and capital expenditures. As of March 31, 2002, the
     Company was in compliance with all financial covenants. In addition, the
     Company's credit facility restricts the ability of the Company to pay
     dividends.

     At March 31, 2002, the Company had working capital of $3.2 million, as
     compared to $2.4 million at June 30, 2001. Historically, the Company's
     liquidity requirements have been met by a combination of funds provided by
     operations and its revolving credit agreements. Funds provided by
     operations during the nine months ended March 31, 2002 were $3.2 million
     compared with funds provided of $2.6 million in the corresponding period in
     fiscal 2001.

     During the nine months ended March 31, 2002, capital expenditures totaled
     $0.8 million compared with $0.6 million in the corresponding period in
     fiscal 2001, and consisted primarily of additions to machinery and
     equipment. The Company makes capital improvements to improve efficiency and
     product quality, and periodically upgrades its equipment by purchasing or
     leasing new or previously used equipment.

                                       11

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                GIBRALTAR PACKAGING GROUP, INC. AND SUBSIDIARIES


        The Company's current strategy is to continue to focus its efforts on
        its core business of folding cartons, as well as the supporting product
        lines of flexible, litho-laminated, and corrugated products. The Company
        intends to expand these product lines by utilizing the maximum capacity
        at each facility, while continually identifying, researching, and when
        applicable, implementing new technologies and equipment that will enable
        the Company to continue to improve performance, productivity, and
        profitability.

        Under the current strategy, management believes that future funds
        generated by operations and borrowings available under its credit
        facility with LaSalle will be sufficient to meet working capital and
        capital expenditure requirements in the near term.

        Contractual Obligations and Commercial Commitments

        The Company has contractual obligations and commercial commitments that
        may affect its financial condition. Based on management's assessment of
        the underlying provisions and circumstances of the material contractual
        obligations and commercial commitments of the Company, including
        material off-balance sheet and structured finance arrangements, there is
        no known trend, demand, commitment, event or uncertainty that is
        reasonably likely to occur which would have a material effect on the
        Company's financial condition or results of operations. The following
        tables identify material obligations and commitments as of March 31,
        2002:

<TABLE>
<CAPTION>
        --------------------------------------------------------------------------------------------------------------------
                                                                                        Payments Due by Period
                                                                        ----------------------------------------------------
        Contractual Cash Obligations                                                                                  After 5
        (Thousands of Dollars)                                   Total          1 Year    2-3 Years        4-5 Years   Years
        --------------------------------------------------------------------------------------------------------------------
        <S>                                                    <C>            <C>         <C>              <C>        <C>
        Long-term debt                                         $ 14,997       $ 2,222     $ 12,775         $   -      $   -
        Revolving Line-of-Credit (a)                              3,932             -        3,932             -          -
        Capital lease obligations                                   258            56          101           101          -
        Operating leases                                          3,669         1,165        1,844           485        175
        --------------------------------------------------------------------------------------------------------------------
        Total contractual cash obligations                     $ 22,856       $ 3,443     $ 18,652         $ 586      $ 175
        --------------------------------------------------------------------------------------------------------------------

<CAPTION>
        --------------------------------------------------------------------------------------------------------------------
                                                                                    Amount of Commitment Expiration
                                                                                               Per Period
                                                                         ---------------------------------------------------
                                                                Total
        Other Commercial Commitments                           Amounts                                               After 5
        (Thousands of Dollars)                                Committed        1 Year    2-3 Years        4-5 Years   Years
        --------------------------------------------------------------------------------------------------------------------
        <S>                                                   <C>            <C>         <C>              <C>        <C>
        Revolving Line-of-Credit (b)                           $  3,811       $     -     $  3,811         $   -      $   -
        Standby letters of credit                                   148           148            -             -          -
        --------------------------------------------------------------------------------------------------------------------
        Total commercial commitment                            $  3,959       $   148     $  3,811         $   -      $   -
        --------------------------------------------------------------------------------------------------------------------
</TABLE>

          (a)  The revolving line-of-credit represents the actual outstanding
               balance, as of March 31, 2002.
          (b)  The revolving line-of-credit represents the unused borrowing
               capacity available to the Company, as of March 31, 2002.

                                       12

<PAGE>

                GIBRALTAR PACKAGING GROUP, INC. AND SUBSIDIARIES


        Recently Issued Accounting Pronouncements

        In June 2001, the Financial Accounting Standards Board ("FASB") approved
        the issuance of SFAS No. 142, "Goodwill and Other Intangible Assets."
        This standard establishes accounting and reporting for goodwill and
        other intangibles. SFAS No. 142 provides that goodwill and other
        intangible assets with indefinite lives will not be amortized, but will
        be tested for impairment on an annual basis. SFAS No. 142 is effective
        for the Company beginning in fiscal 2003. The Company has not quantified
        the impact resulting from the adoption of this standard including the
        impact, if any, of completion of the annual impairment test. However,
        the historical impact of not amortizing goodwill would have been to
        increase net income by $35,000 and $102,000, respectively, for the three
        months and nine months ended March 31, 2002, and $33,000 and $101,000,
        respectively, for the three months and nine months ended March 31, 2001.

        In July 2001, the FASB issued SFAS No. 143, "Accounting for Asset
        Retirement Obligations." This standard addresses financial accounting
        and reporting for obligations related to the retirement of tangible
        long-lived assets and the related asset retirement costs. SFAS No. 143
        is effective for fiscal years beginning after June 15, 2002. The Company
        does not expect its adoption of this standard in fiscal 2003 to have a
        significant impact on its financial statements.

        In addition, in August 2001, the FASB issued SFAS No. 144, "Accounting
        for Impairment or Disposal of Long-Lived Assets." The standard addresses
        financial accounting and reporting for the impairment or disposal of
        long-lived assets and is effective for fiscal years beginning after
        December 15, 2001. The Company does not expect its adoption of this
        standard in fiscal 2003 to have a significant impact on its financial
        statements.

        Forward-Looking Statements

        Statements that are not historical facts, including statements about our
        confidence in the Company's prospects and strategies and our
        expectations about the Company's sales expansion, are forward-looking
        statements that involve risks and uncertainties. These risks and
        uncertainties include, but are not limited to: (1) softened demand for
        the Company's products due to overall economic conditions; (2) the
        Company's ability to execute its business plan; (3) market acceptance
        risks, including whether or not the Company will be able to successfully
        gain market share against competitors, many of which have greater
        financial and other resources than the Company, and the continuing trend
        of customers to increase their buying power by consolidating the number
        of vendors they maintain; (4) manufacturing capacity constraints,
        including whether or not, as the Company increases its sales, it will be
        able to successfully integrate its new customers into its existing
        manufacturing and distribution system; (5) the introduction of competing
        products by other firms; (6) pressure on pricing from competition or
        purchasers of the Company's products; (7) whether the Company will be
        able to pass on to its customers price increases for paper and
        paperboard products; (8) continued stability in other raw material
        prices, including oil-based resin and plastic film; (9) the impact of
        government regulation on the Company's manufacturing processes,
        including whether or not additional capital expenditures will be needed
        to comply with applicable environmental laws and regulations as the
        Company's production increases; (10) the Company's ability to continue
        to comply with the restrictive covenants in its credit facility or to

                                       13

<PAGE>

                GIBRALTAR PACKAGING GROUP, INC. AND SUBSIDIARIES


        obtain waivers if it is not in compliance in the future; and (11) the
        outcome of the Anthem Health Plans litigation. Investors and potential
        investors are cautioned not to place undue reliance on these
        forward-looking statements, which reflect the Company's analysis only as
        of the date of this report. The Company undertakes no obligation to
        publicly revise these forward-looking statements to reflect events or
        circumstances that arise after the date of this report. These risks and
        others that are detailed in this Form 10-Q and other documents that the
        Company files from time to time with the Securities and Exchange
        Commission, including its annual report on Form 10-K and any current
        reports on Form 8-K, must be considered by any investor or potential
        investor in the Company.

                                       14

<PAGE>

                GIBRALTAR PACKAGING GROUP, INC. AND SUBSIDIARIES


Item 3.  Quantitative and Qualitative Disclosures About Market Risk

        The Company's primary market risk is fluctuation in interest rates.
        All of the Company's debt at March 31, 2002 was at variable interest
        rates. A hypothetical 10% change in interest rates would have had a
        $0.1 million impact on interest expense for the nine months ended
        March 31, 2002.

                                       15

<PAGE>

                GIBRALTAR PACKAGING GROUP, INC. AND SUBSIDIARIES

      PART II. OTHER INFORMATION

Item 1.  Legal Proceedings

      From time to time, the Company is a party to certain lawsuits and
      administrative proceedings that arise in the conduct of its business.
      While the outcome of these lawsuits and proceedings cannot be predicted
      with certainty, management believes that, if adversely determined, the
      lawsuits and proceedings, either singularly or in the aggregate, would not
      have a material adverse effect on the financial condition, results of
      operations or net cash flows of the Company.

      On April 28, 1999, the Company filed a lawsuit captioned Gibraltar
      Packaging Group, Inc. v. Anthem Health Plans, d.b.a. Anthem Blue Cross and
      Blue Shield of Connecticut ("Anthem"), in the United States District Court
      for the District of Connecticut. The Company is seeking damages for
      Anthem's alleged breach of a contract for health insurance for employees
      of the Company. In October 2000, Anthem filed a counterclaim for unpaid
      premiums. The amount of the counterclaim is unknown. Discovery has
      revealed that a third party may be liable to indemnify the Company for all
      or part of the counterclaim, and the Company has brought a third party
      claim against this party in the litigation. There can be no assurances
      that the outcome of the litigation would not have an adverse impact on the
      Company. The parties participated in a settlement mediation in December
      1999 and are gathering additional information through depositions. A
      further settlement mediation is scheduled for June 2002.

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

      No matters were submitted to a vote of Gibraltar's stockholders in the
      quarter ended March 31, 2002.

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

      (a)  Exhibits:

            10.58   Loan and Security Agreement, dated as of December 20, 2001,
                    between LaSalle Business Credit, Inc. and Gibraltar
                    Packaging Group, Inc., RidgePak Corporation, Standard
                    Packaging and Printing Corp. and Niemand Industries, Inc.

            10.59   Supplement to Loan and Security Agreement, dated as of
                    December 20, 2001, between LaSalle Business Credit, Inc.
                    and Gibraltar Packaging Group, Inc., RidgePak Corporation,
                    Standard Packaging and Printing Corp. and Niemand
                    Industries, Inc.

            10.60   Revolving Note, dated as of December 20, 2001, in favor of
                    LaSalle Business Credit, Inc., executed by Gibraltar
                    Packaging Group, Inc., RidgePak Corporation, Standard
                    Packaging and Printing Corp. and Niemand Industries, Inc. in
                    the principal amount of $12,000,000.

            10.61   Term Note, dated as of December 20, 2001, in favor of
                    LaSalle Business Credit, Inc., executed by Gibraltar
                    Packaging Group, Inc., RidgePak Corporation, Standard

                                       16

<PAGE>

                GIBRALTAR PACKAGING GROUP, INC. AND SUBSIDIARIES


                    Packaging and Printing Corp. and Niemand Industries, Inc. in
                    the principal amount of $11,553,000.

            10.62   Special Advance Note, dated as of December 20, 2001, in
                    favor of LaSalle Business Credit, Inc., executed by
                    Gibraltar Packaging Group, Inc., RidgePak Corporation,
                    Standard Packaging and Printing Corp. and Niemand
                    Industries, Inc. in the principal amount of $4,000,000.

      (b)  Reports on Form 8-K:

             None

                                       17

<PAGE>

                GIBRALTAR PACKAGING GROUP, INC. AND SUBSIDIARIES


                                    SIGNATURE

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.

                         GIBRALTAR PACKAGING GROUP, INC.


By:   /s/ Lyle O. Halstead                    /s/ Brett E. Moller
     -------------------------                -------------------------
     Lyle O. Halstead                         Brett E. Moller
     V.P. Finance - Operations                V.P. Finance - Corporate
     (Principal Accounting Officer)           (Principal Financial Officer)

Date: May 13, 2002                               May 13, 2002

                                       18

<PAGE>

                                  Exhibit List

10.58     Loan and Security Agreement, dated as of December 20, 2001, between
          LaSalle Business Credit, Inc. and Gibraltar Packaging Group, Inc.,
          RidgePak Corporation, Standard Packaging and Printing Corp. and
          Niemand Industries, Inc.

10.59     Supplement to Loan and Security Agreement, dated as of December 20,
          2001, between LaSalle Business Credit, Inc. and Gibraltar Packaging
          Group, Inc., RidgePak Corporation, Standard Packaging and Printing
          Corp. and Niemand Industries, Inc.

10.60     Revolving Note, dated as of December 20, 2001, in favour of LaSalle
          Business Credit, Inc., executed by Gibraltar Packaging Group, Inc.,
          RidgePak Corporation, Standard Packaging and Printing Corp. and
          Niemand Industries, Inc. in the principal amount of $12,000,000

10.61     Term Note, dated as of December 20, 2001, in favor of LaSalle Business
          Credit, Inc., executed by Gibraltar Packaging Group, Inc., RidgePak
          Corporation, Standard Packaging and Printing Corp. and Niemand
          Industries, Inc. in the principal amount of $11,553,000

10.62     Special Advance Note, dated as of December 20, 2001, in favor of
          LaSalle Business Credit, Inc., executed by Gibraltar Packaging Group,
          Inc., RidgePak Corporation, Standard Packaging and Printing Corp. and
          Niemand Industries, Inc. in the principal amount of $4,000,000