<PAGE>
 
                      SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, DC 20549

                                   FORM 10-Q


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

  For the Quarter Ended                           Commission File Number
     June 30, 1997                                       0-23752


                           OVERHEAD DOOR CORPORATION
            (Exact Name of Registrant as Specified in its Charter)

        INDIANA                                            35-0564120
 (State of Incorporation)                               (I.R.S. Employer
                                                      Identification Number)


6750 LBJ Freeway                                          75240
Dallas, Texas                                           (Zip Code)
(Address of principal executive offices)


Registrant's telephone number, including area code:   (972) 233-6611

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 report), and (2) has been subject to such filing
requirements for the past 90 days.  Yes X    No
                                       ---     --- 

There were 1,000 shares of the Registrant's Common Stock, $1 par value,
outstanding as of August 4, 1997.
<PAGE>
 
                  OVERHEAD DOOR CORPORATION AND SUBSIDIARIES


Part I  Financial Information

     Item 1. Financial Statements (unaudited)
 
               Condensed Consolidated Statements of Operations
               Three months ended June 30, 1997 (Successor)
               and 1996 (Predecessor), and six months ended
               June 30, 1997 (Successor) and 1996 (Predecessor)..............  1
 
               Condensed Consolidated Statements of
               Financial Condition - June 30, 1997
               and December 31, 1996.........................................  2
 
               Condensed Consolidated Statements of
               Cash Flows - Six months ended
               June 30, 1997 (Successor) and 1996 (Predecessor)..............  3
 
               Notes to Condensed Consolidated Financial
               Statements....................................................  4
 
     Item 2. Management's Discussion and Analysis of
             Financial Condition and Results of Operations...................  8
 

Part II  Other Information................................................... 10

         Signatures.......................................................... 10
<PAGE>
 
                  OVERHEAD DOOR CORPORATION AND SUBSIDIARIES
                CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                       (IN THOUSANDS, EXCEPT SHARE DATA)
                                  (UNAUDITED)
<TABLE>
<CAPTION>
 
                                              Three Months                 Six Months
                                             Ended June 30,              Ended June 30,
                                       --------------------------  --------------------------
                                          1997          1996          1997          1996
                                       -----------  -------------  -----------  -------------
                                       (Successor)  (Predecessor)  (Successor)  (Predecessor)
<S>                                    <C>          <C>            <C>          <C>
 
Net Sales                                $140,784       $139,758     $273,303       $266,000
 
Costs and Expenses
  Cost of Products Sold                   114,597        110,240      222,979        212,045
  Selling, General & Administrative        17,491         16,061       33,046         31,530
  Research and Development                  1,721          1,485        3,281          2,979
  Amortization                              6,057          2,000       10,833          3,999
                                         --------       --------     --------       --------
      Total Costs and Expenses            139,866        129,786      270,139        250,553
                                         --------       --------     --------       --------
Operating Income                              918          9,972        3,164         15,447
 
Interest Expense                            4,619          6,542        9,265         13,244
Other Expense, Net                            885            959        1,763          1,433
                                         --------       --------     --------       --------
 
Income (Loss) Before Income Taxes          (4,586)         2,471       (7,864)           770
Income Tax Expense (Benefit)               (4,981)         1,052       (7,208)           294
                                         --------       --------     --------       --------
 
Net Income (Loss)                        $    395       $  1,419     $   (656)      $    476
                                         ========       ========     ========       ========


Net Income (Loss) Per Common Share      $     395       $  1,419     $   (656)      $    476
                                        =========       ========     ========       ========
Weighted Average Common
  Shares Outstanding                        1,000          1,000        1,000          1,000
                                        =========       ========     ========       ========
</TABLE> 
            SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                                       1
<PAGE>
 
                   OVERHEAD DOOR CORPORATION AND SUBSIDIARIES
            CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                        (IN THOUSANDS EXCEPT SHARE DATA)
<TABLE>
<CAPTION>
                                                          June 30,    December 31,
                                                            1997          1996
                                                         -----------  -------------
                                                         (Unaudited)   (See Note)
<S>                                                      <C>          <C>
                ASSETS
Current Assets
 Cash and cash equivalents                                 $  4,133       $  2,276
 Notes and accounts receivable, less allowances
 (1997-$6,922; 1996-$7,482)                                  81,115         88,670
 Inventories, net                                            72,528         81,019
 Prepayments and other current assets                        32,952         26,407
                                                           --------       --------
  Total Current Assets                                      190,728        198,372
 
Property, Plant and Equipment
 Land and buildings                                          44,384         44,182
 Machinery and equipment                                     45,231         43,706
 Construction in progress                                     7,212          4,491
 Accumulated depreciation                                    (8,171)        (4,134)
                                                           --------       --------
  Total Property, Plant and Equipment                        88,656         88,245
 
Cost in excess of net assets of businesses acquired,
 less accum. amortization (1997-$11,748; 1996-$5,598)       480,050        486,200
Other assets                                                 77,622         73,443
                                                           --------       --------
   Total Assets                                            $837,056       $846,260
                                                           ========       ========
       LIABILITIES AND SHAREHOLDER'S EQUITY
Current Liabilities
 Accounts payable                                          $ 38,893       $ 52,441
 Accrued liabilities                                         29,400         29,403
 Current maturities of long-term debt                        29,262         28,023
                                                           --------       --------
  Total Current Liabilities                                  97,555        109,867
 
Long-term Debt, Less Current Maturities                     207,884        206,336
Deferred Income Taxes                                        43,694         44,763
Other Long-term Liabilities                                  14,161         10,793
                                                           --------       --------
  Total Noncurrent Liabilities                              265,739        261,892
 
Shareholder's Equity
 Common stock, par value $1 per share;
  1,000 shares authorized and outstanding                         1              1
 Additional capital                                         472,860        472,860
 Currency translation adjustment                                179            262
 Retained earnings                                              722          1,378
                                                           --------       --------
  Total Shareholder's Equity                                473,762        474,501
                                                           --------       --------
   Total Liabilities and Shareholder's Equity              $837,056       $846,260
                                                           ========       ========
 
</TABLE>

NOTE: The condensed consolidated statement of financial condition at 
      December 31, 1996 has been derived from the audited financial statements
      at that date.

           SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                                       2
<PAGE>
 
                  OVERHEAD DOOR CORPORATION AND SUBSIDIARIES
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                (IN THOUSANDS)
                                  (UNAUDITED)
<TABLE>
<CAPTION>
 
                                                                Six Months Ended June 30,
                                                               ---------------------------
                                                                   1997          1996
                                                               ------------  -------------
                                                               (Successor)   (Predecessor)
<S>                                                            <C>           <C>
 
OPERATING ACTIVITIES
 
Net Income (Loss)                                                 $   (656)      $    476
    Adjustments to reconcile net income (loss) to net cash
         flows provided by (used for) operating activities:
           Depreciation and amortization                            15,006          9,003
           (Increase) in net operating assets                      (11,163)       (19,795)
                                                                  --------       --------
 
Net Cash Flows Provided by (Used for) Operating Activities           3,187        (10,316)
 
INVESTING ACTIVITIES
 
  Proceeds from sale of a business                                       -            998
  Proceeds from sales of property, plant
    and equipment                                                      251              3
  Expenditures for property, plant and equipment                    (4,538)        (1,973)
  (Increase) in other assets                                        (1,257)          (905)
                                                                  --------       --------
 
Net Cash Flows Used for Investing Activities                        (5,544)        (1,877)
 
FINANCING ACTIVITIES
  Net proceeds from long-term borrowings on revolver                10,550         13,900
  Principal payments on long-term debt                              (6,253)        (3,821)
                                                                  --------       --------
 
Net Cash Flows Provided by Financing Activities                      4,297         10,079
 
EFFECT OF EXCHANGE RATE CHANGES ON CASH                                (83)          (255)
                                                                  --------       --------
 
Net Increase (Decrease) in Cash and Cash Equivalents                 1,857         (2,369)
 
CASH AND CASH EQUIVALENTS
 Beginning of period                                                 2,276          2,604
                                                                  --------       --------
 End of period                                                    $  4,133       $    235
                                                                  ========       ========
 
</TABLE>



SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                                       3
<PAGE>
 
                  OVERHEAD DOOR CORPORATION AND SUBSIDIARIES
             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 JUNE 30, 1997
                                  (UNAUDITED)



  Note A - Basis of Presentation
  ------------------------------

  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 the Securities and
  Exchange Commission rules and regulations.  Although the Company believes the
  disclosures made are adequate to make the information presented not
  misleading, these condensed financial statements should be read in conjunction
  with the consolidated financial statements and notes thereto included in the
  Company's annual report on Form 10-K for the year ended December 31, 1996.

  In the opinion of the Registrant, all adjustments, which are of a normal
  recurring nature, necessary to present the information fairly have been made.
  Due to the seasonal nature of the Company's business the results of operations
  for interim periods are not necessarily indicative of results for a full year.

  Certain amounts in the prior years' financial statements have been
  reclassified to conform to the current presentation.

  The consolidated financial statements include the accounts of Overhead Door
  Corporation and its consolidated subsidiaries. All significant intercompany
  accounts and transactions have been eliminated. Overhead Door Incorporated
  (the Parent) is a non-operating company whose only asset is its ownership of
  100% of the outstanding common stock of Overhead Door Corporation (Overhead
  Door). See Note B for the acquisition of the Parent as of July 18, 1996. The
  accompanying financial statements subsequent to July 17, 1996 ("Successor"
  financial statements) reflect the new basis of assets and liabilities acquired
  as of July 18, 1996 including additional goodwill and the indebtedness
  incurred to finance the acquisition. Financial statements for the periods
  prior to July 18, 1996 ("Predecessor" financial statements) reflect the
  basis of assets and liabilities of the previous owners of the Company.

  Note B - Sanwa Shutter Acquisition
  -----------------------------------

  On July 18, 1996, all of the outstanding common stock of Overhead Door
  Incorporated, a privately held Indiana corporation ("ODI"), the Company's
  parent, was acquired (the "Sanwa Acquisition") by Sanwa Shutter Corporation,
  of Tokyo, Japan ("Sanwa"). Sanwa USA Inc. ("Sanwa USA"), a newly formed
  Delaware corporation which is wholly owned by Sanwa, now holds all of the
  common stock of ODI. The total consideration paid or assumed was approximately
  $710 million, including $470 million in cash to acquire ODI's common stock,
  cancel options and warrants, and to redeem its preferred stock.

  The Sanwa Acquisition was accounted for by the purchase method of accounting
  and the excess of the purchase price over the fair value of the net assets
  acquired is included in cost in excess of net assets of businesses acquired in
  the consolidated statements of financial condition. The Company refinanced its
  outstanding bank debt of approximately $154 million including accrued
  interest.

                                       4
<PAGE>
 
                  OVERHEAD DOOR CORPORATION AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS(CONTINUED)
                                 JUNE 30, 1997
                                  (UNAUDITED)

  Sanwa USA loaned to the Company the amounts necessary to fully repay and
  terminate the credit agreement which had represented all of the Company's
  outstanding bank debt, in accordance with the terms of a new bridge loan
  agreement between Sanwa USA and the Company.

  The condensed consolidated financial statements of the Company reflect the
  Sanwa Acquisition from its July 18, 1996 effective date.

  Note C - Litigation and Other Contingencies
  --------------------------------------------

  The Company is a defendant in various legal proceedings arising in the
  ordinary course of business. The following discussion should be read in
  conjunction with the litigation and other contingencies footnote included in
  the Company's annual report on Form 10-K for the year ended December 31, 1996.

  At June 30, 1997, the Company was a defendant in 54 cases, all pending in the
  state courts in California, in which damages are sought for property damage
  alleged to have been caused or contributed to by aluminum windows manufactured
  by Premier Products, a former division of the Company which was divested in
  1989.  The suits allege various theories of liability, including negligence
  and contract under California's ten year construction defect statute of
  limitations.  The Company denies liability in each of the lawsuits.

  The Company filed a Complaint for Declaratory Judgment in August 1995, in the
  United States District Court for the Northern District of Texas against The
  Chamberlain Group, Inc.  The Complaint requests a declaratory judgment that a
  line of residential garage door openers which the Company has recently
  introduced does not infringe a particular patent owned by Chamberlain.
  Chamberlain has filed a counterclaim against the Company alleging that such
  openers do infringe its patent and that such infringement is willful.  An
  injunction and unspecified damages are requested.

  The Company is self-insured with respect to a portion of its potential losses
  relating to product and general liability and workers' compensation claims.
  The Company is responsible for the first $0.5 million of loss related to each
  product or general liability claim and the first $0.3 million of loss  related
  to each worker's compensation claim.  Third-party insurance, up to $50.0
  million, is maintained for losses in excess of these amounts.  The Company
  maintains reserves for anticipated self insurance losses.

  Although the results of any litigation or claim cannot be predicted with
  certainty, management believes that the outcome of pending litigation and
  claims, when considered in conjunction with self insurance reserves
  established therefor ($13.1 million at June 30, 1997 and $13.2 million at
  December 31, 1996) will not have a material adverse effect on the Company's
  results of operations or financial condition.

                                       5
<PAGE>
 
                  OVERHEAD DOOR CORPORATION AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS(CONTINUED)
                                 JUNE 30, 1997
                                  (UNAUDITED)

  The Company has been determined by the United States Environmental Protection
  Agency (the "EPA") to be a potentially responsible party concerning a
  Superfund third-party waste disposal site near Syracuse, New York.  No Record
  of Decision has been issued for this site by the EPA, and due to the
  uncertainties it is not possible at this time to determine what the Company's
  future liability (if any) in connection with this site will be.  However, with
  the limited information currently available, the Company has estimated its
  liability at this site and has created a reserve in a prior year in the amount
  of $1.5 million.  This reserve may need to be changed from time to time as
  more information becomes available, and there can be no assurance that the
  existing reserves will be adequate for the intended purpose.  After
  consideration of this reserve, the above stated estimated liability is not
  expected to have a material adverse effect on the Company's results of
  operations, financial condition or liquidity.

  At June 30, 1997 and December 31, 1996, accounts receivable from companies in
  the construction industry totaled $72.8 million and $82.2 million,
  respectively.  The Company extends credit and requires collateral, if
  necessary, based on the evaluation of each customer's financial condition.

  Note D- Inventories
  -------------------

  Substantially all inventories are valued on the LIFO method.  The accounting
  records for any interim period do not reflect inventory values as between raw
  materials, work-in-process and finished goods.  The June 30, 1997 amounts
  represent an estimated breakdown between raw materials, work-in-process, and
  finished goods inventories, based upon each category's proportionate share at
  December 31, 1996.  The cost of material included in cost of products sold
  during the interim periods is determined by using estimated material cost
  rates.  Inventories are classified as follows:
<TABLE>
<CAPTION>
                                              June 30,  December 31,
                                                1997        1996
                                              --------  ------------
                                                  (in thousands)
<S>                                           <C>       <C>
  At current cost:
    Raw materials                              $29,903       $33,245
    Work in process                             12,913        14,356
    Finished goods                              29,600        32,908
                                               -------       -------
                                                72,416        80,509
  Difference between current cost and LIFO         112           510
                                               -------       -------
  Inventories, net                             $72,528       $81,019
                                               =======       =======
</TABLE>

  Current cost of inventories is determined using the first-in, first-out (FIFO)
  method of inventory accounting, which approximates current cost.

                                       6
<PAGE>
 
                  OVERHEAD DOOR CORPORATION AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS(CONTINUED)
                                 JUNE 30, 1997
                                  (UNAUDITED)
                                        
  Note E - Income Taxes
  ---------------------

  The principal differences between the U.S. Federal income tax rate and the
  Company's effective income tax rate for the six months ended June 30, 1997 are
  amortization of goodwill and state income taxes. The tax expense or benefit is
  recorded in interim periods using an estimated yearly effective tax rate.

  At June 30, 1997 the total deferred tax liability for taxable temporary
  differences was $54.7 million and the total deferred tax asset for deductible
  temporary differences and operating loss carryforwards was $30.2 million net
  of a $2.3 million valuation allowance.  The net noncurrent deferred tax
  liability totaled $43.7 million and the net current deferred tax asset which
  is included in Prepayments and Other Current Assets totaled $19.2 million.

<TABLE> 
<CAPTION> 
  Note F - Statements of Cash Flows Supplementary Disclosures    Six Months
  -----------------------------------------------------------      Ended
                                                                  June 30,
                                                               ---------------
                                                                 1997    1996
                                                               -------  ------
<S>                                                           <C>      <C>
  Non-cash investing and financing activities:
     Obligations incurred for costs of long-term contract      $ 7,680  $   -

</TABLE> 

                                       7
<PAGE>
 
                   MANAGEMENT'S  DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS

  RESULTS OF OPERATIONS
  ---------------------

 THREE MONTHS ENDED JUNE 30, 1997 COMPARED TO THREE MONTHS ENDED JUNE 30, 1996

 Net Sales were $140.8 million for the three months ended June 30, 1997 as
 compared to $139.8 million in the three months ended June 30, 1996, an increase
 of $1.0 million.

 Gross profit as a percentage of net sales decreased to 18.6% in the second
 quarter of 1997 from 21.1% in the second quarter of 1996.  The primary cause of
 this decline is the decrease in price realization across several product lines
 and, to a lesser extent,  greater sales of lower margin products.  For interim
 reporting purposes, the cost of material included in cost of products sold is
 determined using estimated material cost rates and the results from physical
 inventories taken during all quarters of the year.

 Operating income for the second quarter of 1997 was $0.9 million as compared to
 $10.0 million in the second quarter of 1996.  As a result of the Sanwa
 Acquisition and the related goodwill recorded, 1997 includes $4.1 million of
 additional amortization expense.  Lower gross profits contributed $3.3 million
 to the decrease in operating income as well as increased marketing and
 administrative expenses.

 Interest expense decreased to $4.6 million for the three months ended June 30,
 1997 from $6.5 million for the three months ended June 30, 1996.  The decrease
 is primarily due to lower interest rates on outstanding debt and amortization
 of a bond premium recorded in connection with the Sanwa Acquisition.

  An income tax benefit of $5.0 million was recorded for the second quarter of
  1997 as compared to a tax expense of $1.1 million in the 1996 quarter. The tax
  expense or benefit is recorded in interim periods using an estimated yearly
  effective income tax rate. The Company's effective income tax rate is
  significantly higher than the U.S. Federal tax rate due to goodwill
  amortization that is not deductible for tax purposes and state income taxes.

  SIX MONTHS ENDED JUNE 30, 1997 COMPARED TO SIX MONTHS ENDED JUNE 30, 1996

  Net Sales during the first six months of 1997 were $273.3 million, a 2.7%
  increase from the $266.0 million recorded in the same period in 1996. While
  unit sales increased, higher product discounts as a result of increasing
  competition in the door market and higher sales of lower priced products
  contributed to the small increase in net sales.

  Gross profit decreased by $3.6 million to $50.3 million for the first six
  months of 1997 from $54.0 in the same period in 1996. As a percentage of net
  sales, gross profit declined to 18.4% in the first half of 1997 from 20.3% in
  the first half of 1996. A shift in product mix to sales of lower margin
  products accounted for most of the decline and to a lesser extent lower price
  realization in the door market. For interim reporting purposes, the cost of
  material included in cost of products sold is determined using estimated
  material cost rates and the results from physical inventories taken during all
  quarters of the year. 

                                       8
<PAGE>
 
  Operating income for the first six months of 1997 was $3.2 million, a decrease
  of $12.3 million from the $15.4 million reported in 1996. The decline is
  mainly due to the $3.6 million lower gross profit noted above and higher
  amortization expense as a result of the Sanwa Acquisition. Amortization was
  $6.8 million higher for the six months of 1997 as compared to the six months
  of 1996.

  Interest expense decreased to $9.3 million in the first half of 1997 from
  $13.2 million in the first half of 1996. The decrease is due to amortization
  of a bond premium recorded at the time of the Sanwa Acquisition and lower
  interest rates on outstanding debt.

  The income tax benefit of $7.2 million in the first six months of 1997
  compares to income tax expense of $0.3 million in the first six months of
  1996. The tax expense or benefit is recorded in interim periods using an
  estimated yearly effective income tax rate. The Company's effective income tax
  rate is significantly higher than the U.S. Federal tax rate due to goodwill
  amortization that is not deductible for tax purposes and state income taxes.

  Financial Condition
  -------------------

  The Company uses a Revolving Credit Facility to help fund seasonal cash flow
  requirements.  The outstanding balance of the Revolving Credit Facility at
  June 30, 1997 was $38.9 million.  Availability under the Revolving Credit
  Facility at June 30, 1997 was $9.0 million.  Due to the seasonal nature of the
  Company's business, borrowings to fund working capital needs generally
  increase beginning late in the second quarter and begin to decline late in the
  fourth quarter.  In the first six months of 1997 the Company repaid $6.3
  million of bank term loans.

  Capital expenditures were $4.5 million during the first six months of 1997 as
  compared to $2.0 million in the first six months of 1996.  The increase
  includes tooling costs for new product manufacturing and upgrades in technical
  systems and facilities in support of the Company's business.

  For the six months ended June 30, 1997, net cash flows provided by operating
  activities totaled $3.2 million compared with $10.3 million used for operating
  activities in the first six months of 1996.  The higher use of funds in 1996
  was mainly to reduce accounts payable levels.

  The Company has a historical seasonal pattern of improved results over the
  last half of a calendar year when compared to the first half of a year.  While
  there is no way of assuring that this pattern will continue, the Company has
  no reason to believe that construction industry patterns will change in the
  foreseeable future.  The Company believes that the cash flow generated by its
  operations, together with borrowings under the Revolving Credit Facility,
  should be sufficient to fund its cash needs during the balance of the year.

                                       9
<PAGE>
 
                  OVERHEAD DOOR CORPORATION AND SUBSIDIARIES


   Part II.  Other Information
             -----------------

   Item 1.   Incorporated by reference to Note C, Litigation and Other
             Contingencies, in Part I of this report.

   Item 2-5. All items are either inapplicable or would be responded to in the
             negative.

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

             (a) None

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



                                  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.


                                        OVERHEAD DOOR CORPORATION
                                        -------------------------

   Date: August 13, 1997                By:  /s/ John C. Macaulay
        --------------------               --------------------------
                                           John C. Macaulay
                                           Vice President/Controller
                                           (Chief Accounting Officer)

                                       10