UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-QSB

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(Mark one)
    XX     QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
--------   ACT OF 1934

                  For the quarterly period ended March 31, 1998

     TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934

         For the transition period from ______________ to _____________

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                        Commission File Number: 333-39629
                                                ---------

                                OMNI DOORS, INC.
                                ----------------
        (Exact name of small business issuer as specified in its charter)

          Florida                                              59-2549529
------------------------                                 ----------------------
(State of incorporation)                                (IRS Employer ID Number)

                16910 Dallas Parkway, Suite 100, Dallas TX 75248
                ------------------------------------------------
                    (Address of principal executive offices)

                                 (972) 248-1922
                                 --------------
                           (Issuer's telephone number)


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Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days. YES X NO

State the number of shares outstanding of each of the issuer's classes of common
equity as of the latest practicable date: May 12, 1998: 11,400,000

Transitional Small Business Disclosure Format (check one):    YES       NO X





<PAGE>



                                OMNI DOORS, INC.

                Form 10-QSB for the Quarter ended March 31, 1998

                                Table of Contents


                                                                           Page
Part I - Financial Information

  Item 1   Financial Statements                                               3

  Item 2   Management's Discussion and Analysis or Plan of Operation          9


Part II - Other Information

  Item 1   Legal Proceedings                                                 10

  Item 2   Changes in Securities                                             10

  Item 3   Defaults Upon Senior Securities                                   10

  Item 4   Submission of Matters to a Vote of Security Holders               10

  Item 5   Other Information                                                 10

  Item 6   Exhibits and Reports on Form 8-K                                  10







                                                                               2

<PAGE>



Part 1 - Item 1 - Financial Statements

<TABLE>
<CAPTION>

                                OMNI DOORS, INC.
                                 BALANCE SHEETS
                        March 31, 1998 and June 30, 1997

                                     ASSETS
                                                                             (Unaudited)   (Audited)
                                                                              March  31,    June 30,
                                                                                 1998         1997
                                                                            ------------- -----------
<S>                                                                             <C>        <C>     

Current Assets
   Cash on hand and in bank                                                   $  29,837    $  40,367
   Accounts receivable, net of allowance for doubtful
      accounts of $25,000 and $25,000, respectively                              61,313       69,483
   Inventory                                                                     84,851      106,440
   Prepaid expenses and other                                                     2,201          583
                                                                              ---------    ---------
         Total current assets                                                   178,202      216,873
                                                                              ---------    ---------

Property & equipment
   Vehicle                                                                       19,635       19,635
   Machinery and equipment                                                       14,025       13,034
   Leasehold improvements                                                         4,193        4,193
                                                                              ---------    ---------
                                                                                 37,853       36,862
   Accumulated depreciation                                                     (29,070)     (25,432)
                                                                              ---------    ---------
         Net property and equipment                                               8,783       11,430
                                                                              ---------    ---------

Other assets                                                                      6,811        6,107
                                                                              ---------    ---------

Total Assets                                                                  $ 193,796    $ 234,410
                                                                              =========    =========

                      LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
   Accounts payable - trade                                                   $  25,987    $  33,673
   Accrued liabilities                                                            7,690        5,558
   Current maturities of note payable to affiliate                                4,876        4,876
                                                                              ---------    ---------
         Total current liabilities                                               38,553       44,107
                                                                              ---------    ---------

Long-term liabilities
   Note payable to affiliate, net of current maturities                             813        4,063
                                                                              ---------    ---------

Commitments and Contingencies

Stockholders' Equity
   Common stock - no par value.  25,000,000 shares
      authorized.  11,400,000 issued and outstanding, respectively               55,767       55,767
   Additional paid-in capital                                                   172,463      172,463
   Retained earnings                                                            (73,800)     (41,990)
                                                                              ---------    ---------
         Total stockholders' equity                                             154,430      186,240
                                                                              ---------    ---------

Total Liabilities and Stockholders' Equity                                    $ 193,796    $ 234,410
                                                                              =========    =========
</TABLE>


The  accompanying  notes are an integral  part of these  consolidated  financial
statements.  The  financial  information  presented  herein has been prepared by
management without audit by independent certified public accountants.

                                                                               3

<PAGE>


<TABLE>
<CAPTION>

                                OMNI DOORS, INC.
                            STATEMENTS OF OPERATIONS
               Nine and Three months ended March 31, 1998 and 1997
                                   (Unaudited)

                                          Nine months     Nine months    Three months   Three months
                                             ended           ended          ended           ended
                                           March 31,       March 31,      March 31,       March 31,
                                             1998            1997           1998            1997
                                         ------------    ------------   ------------    ------------
<S>                                                                             <C>     <C>  

Net Revenues                             $    377,574    $    410,563   $    119,969    $    139,891

Cost of Sales                                 313,565         309,768         96,608         108,318
                                         ------------    ------------   ------------    ------------

                                               64,189         100,797         23,361          31,573
                                         ------------    ------------   ------------    ------------

Operating Expenses
   Selling expenses                            42,809          41,111         14,681          13,316
   General and administrative expenses         49,552          51,654         15,619          15,038
   Depreciation                                 3,638           3,638          1,212           1,212
                                         ------------    ------------   ------------    ------------

      Total operating expenses                 95,999          96,403         31,512          29,566
                                         ------------    ------------   ------------    ------------

Income (Loss) from Operations                 (31,810)          4,394         (8,151)          2,007

Provision for Income Taxes                       --              --             --              --
                                         ------------    ------------   ------------    ------------

Net Income (Loss)                        $    (31,810)   $      4,394   $     (8,151)   $      2,007
                                         ============    ============   ============    ============

Earnings (loss) per weighted-
   average share of common
   stock outstanding                              nil             nil            nil             nil
                                                  ===             ===            ===             ===
Weighted-average number of shares
   of common stock outstanding             11,400,000      11,400,000     11,400,000      11,400,000
                                         ============    ============   ============    ============

</TABLE>





The  accompanying  notes are an integral  part of these  consolidated  financial
statements.  The  financial  information  presented  herein has been prepared by
management without audit by independent certified public accountants. 

                                                                          
                                                                               4

<PAGE>

<TABLE>
<CAPTION>


                                OMNI DOORS, INC.
                            STATEMENTS OF CASH FLOWS
                    Nine months ended March 31, 1998 and 1997
                                   (Unaudited)

                                                                1998        1997
                                                             --------    --------
<S>                                                                             <C>     
             
Cash Flows from Operating Activities
   Net income (loss)                                         $(31,810)   $  4,394
   Adjustments to reconcile net income (loss) to
      net cash provided by (used in) operating activities
         Depreciation                                           3,638       3,638
         Provision for doubtful accounts                         --        14,500
         (Increase) decrease in:
            Accounts receivable                                 8,170     (22,505)
            Inventory                                          21,589      (1,563)
            Prepaid expenses and other                         (2,322)      1,079
         Increase (decrease) in:
            Accounts payable and other accrued liabilities     (5,554)      5,895
                                                             --------    --------

Net cash provided by (used in) operating activities            (6,289)     (5,438)
                                                             --------    --------


Cash Flows from Investing Activities
   Purchase of property and equipment                            (991)       --
                                                             --------    --------

Net cash provided by (used in) investing activities              (991)       --
                                                             --------    --------


Cash Flows from Financing Activities
   Principal payments on note to affiliate                     (3,250)     (5,808)
                                                             --------    --------

Net cash used in financing activities                          (3,250)     (5,808)
                                                             --------    --------

Increase (decrease) in Cash and Cash Equivalents              (10,530)       (370)

Cash and cash equivalents at beginning of period               40,367      33,836
                                                             --------    --------

Cash and cash equivalents at end of period                   $ 29,837    $ 33,466
                                                             ========    ========

Supplemental Disclosures of
   Interest and Income Taxes Paid
      Interest paid during the period                        $    394    $    770
                                                             ========    ========
      Income taxes paid (refunded)                           $   --      $   --
                                                             ========    ========
</TABLE>




The  accompanying  notes are an integral  part of these  consolidated  financial
statements.  The  financial  information  presented  herein has been prepared by
management without audit by independent certified public accountants. 

                                                                               5

<PAGE>



                                OMNI DOORS, INC.
                          Notes to Financial Statements
                                 March 31, 1998


Note 1 - Organization and Description of Business

Omni  Doors,  Inc.  (the  Company)  was  incorporated  on  July  19,  1985  as a
wholly-owned subsidiary of Millennia,  Inc. (Parent) under the laws of the State
of Florida. The Company assembles and distributes  industrial metal doors in the
South Florida region of the United  States.  On April 3, 1998, the US Securities
and  Exchange  Commission  declared  a Form SB-2  Registration  Statement  to be
effective.  This action allowed the Parent to distribute  approximately  570,000
shares of the Company's common stock to the stockholders of Millennia,  Inc. and
established  the Company as a separate  publicly-owned  entity.  After the stock
distribution by the Parent, the Parent owns approximately 95.0% of the Company.

During interim periods, the Company follows the accounting policies set forth in
its audited financial  statements  contained  elsewhere within this Registration
Statement  filed on Form SB-2 with the Securities and Exchange  Commission.  The
June 30, 1997 consolidated balance sheet data was derived from audited financial
statements  of the  Company,  but does not include all  disclosures  required by
generally  accepted  accounting  principles.   Users  of  financial  information
provided for interim  periods should refer to the annual  financial  information
and  footnotes  contained  within  this  document  when  reviewing  the  interim
financial results presented herein.

The accompanying  interim financial statements are unaudited and, in the opinion
of management, are prepared in accordance with the instructions for Form 10-QSB,
are unaudited and contain all material  adjustments,  consisting  only of normal
recurring  adjustments  necessary  to present  fairly the  financial  condition,
results of operations and cash flows of the Company for the  respective  interim
periods presented.  The current period results of operations are not necessarily
indicative of results which ultimately will be reported for the full fiscal year
ending June 30, 1998.

The  costs  of  the  Company's  products  are  subject,  from  time-to-time,  to
inflationary  pressures  and  commodity  price  fluctuations.  In addition,  the
Company from time-to-time experiences increases in costs of materials and labor,
as well as other manufacturing and operating expenses.  The Company's ability to
pass along such  increased  costs through  increased  prices is contingent  upon
various economic and competitive pressures. The Company attempts to minimize any
effects of inflation on its operations by monitoring and  controlling  costs and
effecting price increases where and as possible.

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

The Company is dependent  upon its parent  company for nominal  working  capital
support.  The parent company intends to continue providing the necessary working
capital support for foreseeable future periods.


Note 2 - Summary of Significant Accounting Policies

1. Cash and Cash Equivalents

      For purposes of reporting  cash flows,  the Company  considers all cash on
      hand and in banks,  certificates  of deposit and other highly  liquid debt
      instruments  with a  maturity  of  three  months  or less  at the  date of
      purchase to be cash and cash equivalents.


                                                                               6

<PAGE>



                                OMNI DOORS, INC.
                    Notes to Financial Statements - Continued
                                 March 31, 1998


Note 2 - Summary of Significant Accounting Policies - Continued

2. Accounts Receivable, Credit Risk and Revenue Recognition

      The Company  recognizes  revenue at the time  products  are shipped to the
Company's customers.

      In the normal course of business,  the Company extends unsecured credit to
      virtually all of its customers, which are principally located in the South
      Florida  region of the United States.  As the Company's  products are used
      principally  in real property  construction,  the Company has the right to
      file  materialman's  liens  against its  customers  and/or the  respective
      construction  project where the Company's materials are installed in order
      to collateralize trade accounts receivable under the pertinent portions of
      the Uniform  Commercial Code and under the State of Florida laws.  Because
      of the credit risk  involved,  management  has provided an  allowance  for
      doubtful  accounts  which  reflects  its  opinion  of  amounts  which will
      eventually become uncollectible.  In the event of complete non-performance
      by entities owing the Company,  the maximum exposure to the Company is the
      outstanding accounts receivable balance at the date of non-performance.

3. Inventory

      Inventory  consists  of  purchased  doors,  related  door  parts and other
      supplies and raw materials  necessary to assemble  commercial  metal doors
      for resale.  These items are  accounted for at the lower of cost or market
      using the first-in, first-out method.

4. Property and Equipment

      Property and equipment is recorded at its historical cost. Depreciation is
      provided for in amounts  sufficient to relate the asset cost to operations
      over the estimated  useful life  (generally five to seven years) using the
      straight line method for financial reporting purposes.

      Gains and losses from disposition of property and equipment are recognized
      as incurred and are included in operations.

      Statement  of  Financial   Accounting   Standards   No.  121  (SFAS  121),
      "Accounting  for the  Impairment of Long- Lived Assets and for  Long-Lived
      Assets to be  Disposed  Of" was  issued in March  1996 and  adopted by the
      Company at its inception.  SFAS 121 requires that long-lived assets,  such
      as property and equipment,  are reviewed for impairment whenever events or
      changes in circumstances  indicate that the carrying amount of such assets
      may not be  recoverable.  This  accounting  standard  had no impact on the
      financial statements of the Company for the period ended March 31, 1998.

4. Income Taxes

      Income taxes are provided for the tax effects of transactions  reported in
      the financial  statements and consist of taxes currently due, if any, plus
      net deferred taxes related  primarily to differences  between the bases of
      assets and  liabilities  for financial and income tax reporting.  Deferred
      tax assets and liabilities represent the future tax return consequences of
      those  differences,  which will either be taxable or  deductible  when the
      assets and  liabilities  are  recovered  or settled.  Deferred  tax assets
      include  recognition  of  operating  losses that are  available  to offset
      future  taxable income and tax credits that are available to offset future
      income taxes.  Valuation allowances are recognized to limit recognition of
      deferred tax assets where  appropriate.  The amount of deferred tax assets
      and  liabilities as of December 31, 1997 and June 30, 1997,  respectively,
      are immaterial.

                                                                               7

<PAGE>



                                OMNI DOORS, INC.
                    Notes to Financial Statements - Continued
                                 March 31, 1998


Note 2 - Summary of Significant Accounting Policies - Continued

4. Income Taxes - continued

      The Company's  operating  results are included in the consolidated  income
      tax return of the  Company's  Parent.  The Company  calculates  income tax
      expense or benefits based on the  applicable  Federal and state income tax
      rates in  effect  at the end of each  operating  year as a  payable  to or
      receivable from its Parent company.

5. Net Income (loss) per Share

      Net loss per  share is based on the  weighted  average  number  of  common
      shares and common stock  equivalents  outstanding  during each  respective
      period.  As of March  31,  1998 and  1997  and  June  30,  1997 and  1996,
      respectively, and subsequent thereto, no common stock equivalents existed.


Note 3 - Inventory

   Inventory consists of the following  components as of March 31, 1998 and June
30, 1997, respectively:

                                                       March 31,     June 30,
                                                          1998          1997
                                                       --------      -------- 
         Finished goods and purchased product          $76,366       $99,777
         Raw materials and supplies                      8,485         6,663
                                                       -------      ---------
                                                       $84,851      $106,440
                                                       =======       =======


                                                                               8

<PAGE>



Part I - Item 2

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
         AND RESULTS OF OPERATIONS


(1)      Caution Regarding Forward-Looking Information

This  quarterly   report  contains   certain   forward-looking   statements  and
information relating to the Company that are based on the beliefs of the Company
or management as well as assumptions made by and information currently available
to  the  Company  or  management.   When  used  in  this  document,   the  words
"anticipate,"   "believe,"   "estimate,"   "expect"  and  "intend"  and  similar
expressions,  as they relate to the Company or its  management,  are intended to
identify forward-looking statements. Such statements reflect the current view of
the  Company   regarding  future  events  and  are  subject  to  certain  risks,
uncertainties  and  assumptions,  including the risks and  uncertainties  noted.
Should  one or more of  these  risks or  uncertainties  materialize,  or  should
underlying assumptions prove incorrect,  actual results may vary materially from
those  described  herein  as  anticipated,   believed,  estimated,  expected  or
intended. In each instance,  forward-looking information should be considered in
light of the accompanying meaningful cautionary statements herein.


(2)      Results of Operations

For the nine and three months of Fiscal  1998,  respectively,  Omni  experienced
revenues of  approximately  $378,000 and  $120,000 as compared to  approximately
$411,000  and $140,000  for the  equivalent  periods  during  Fiscal 1997.  This
overall decline is nominal and reflective of the highly competitive construction
market in South Florida which can lead to periodic fluctuations which are caused
by price sensitive consumer demands and overall  construction  activity.  During
Fiscal 1997, Omni had an exterior door product approved for installation in Dade
County,  Florida.  This approval process was initiated at the local governmental
level in response to damages  caused by  Hurricane  Andrew to the South  Florida
region.  Management is of the opinion that having approved products will enhance
the  overall  product  line  and  acceptability  of  Omni in the  South  Florida
marketplace.

Overall overhead expenses for marketing and general and administrative  expenses
remain  relatively  constant for the nine month periods ended March 31, 1998 and
1997,  respectively,  at  approximately  $96,000  and  $96,400.  Nominal  upward
fluctuations  in selling  expenses were offset by nominal  declines in corporate
overhead expenses to contribute to this consistency in expenditure  levels.  The
Company continues to market itself and its product line within the South Florida
region to the  extent  that  adequate  working  capital is  available.  Further,
management  constantly and  consistently  monitors its overhead  expenditures to
minimize the utilization of working capital in this area.

Omni  experienced  a  year-to-date  net loss from  operations  of  approximately
$32,000 for the first nine months of Fiscal 1998 as compared to a comparable net
income of  approximately  $4,400 for the same period  during  Fiscal  1997.  The
primary  reason for this loss relates to increases in various  selling  expenses
for  increased  visibility  of Omni and its product  lines in the South  Florida
region  and lower than  anticipated  product  sales in the third  quarter in the
South Florida region as a whole.  Various weather and other factors  contributed
to an overall slow down of building  activity during the third quarter of Fiscal
1998 as compared to Fiscal 1997.


(3)      Liquidity and Capital Resources

During the first nine months of Fiscal 1998,  the Company  experienced  net cash
requirements  for operating  activities of  approximately  $6,200 as compared to
cash  provided by  operating  activities  during the first nine months of Fiscal
1997 of approximately  $5,400. The primary sources of funding for the operations
of the Company during Fiscal 1998 is cash derived from operating  activities and
the utilization of accumulated resources from previous periods.


(4)      Other Comments

The Company's door distribution  segment's sales levels  historically follow the
commercial construction market and activity levels in South Florida.  Therefore,
this segment is subject to economic,  climatic and other  intangible  influences


                                                                               9

<PAGE>

that affect the segment's  trade area. The Company's  activities  have not been,
and in the near term are not expected to be, materially affected by inflation or
changing prices in general.


Part II - Other Information


Item 1 - Legal Proceedings

         None

Item 2 - Changes in Securities

         None

Item 3 - Defaults on Senior Securities

         None

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

         None

Item 5 - Other Information

         None

Item 6 - Exhibits and Reports on Form 8-K

         None


                                                                              10

<PAGE>


                                   SIGNATURES


In accordance with the  requirements of the Exchange Act, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

                                                                OMNI DOORS, INC.


May   12  , 1998                                        /s/ Kevin B. Halter
    ------                                       -------------------------------
                                                                 Kevin B. Halter
                                       Chairman and Principal Accounting Officer




                                                                              11