<PAGE>   1
                                  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 June 30, 1997

                         Commission file number 1-12428

                             OASIS RESIDENTIAL, INC.
             (Exact name of Registrant as specified in its Charter)


            NEVADA                                             88-0297457
(State or other jurisdiction                                (I.R.S. Employer 
of incorporation or organization)                        Identification Number)


                 4041 East Sunset Road, Henderson, Nevada 89014
                    (Address of Principal Executive Offices)

                                 (702) 435-9800
              (Registrant's Telephone Number, Including Area Code)


Indicate by a check mark whether the registrant: (1) has filed all reports to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days.

                                 YES  X   NO 
                                     ---     ---

                      APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date:


        Class                     Shares Outstanding               Date
        -----                     ------------------               ----
Common Stock, $0. 01 par value        16,238,486              August 13, 1997


<PAGE>   2
                             OASIS RESIDENTIAL, INC.

                          QUARTERLY REPORT ON FORM 10-Q

                                    CONTENTS


<TABLE>
<CAPTION>

                                                                         Page No.
                                                                         --------
<S>                                                                      <C>
PART I - FINANCIAL INFORMATION:

    Item 1. Consolidated Financial Statements:

            Consolidated Balance Sheets as of June 30, 1997
            and December 31, 1996                                            2

            Consolidated Statements of Operations for the Three and Six
            Months Ended June 30, 1997 and 1996                              3

            Consolidated Statements of Cash Flows for the Six
            Months Ended June 30, 1997 and 1996                              4

            Notes to Consolidated Financial Statements                       5

    Item 2. Management's Discussion and Analysis of Financial
            Condition and Results of Operations                           6-12

PART II - OTHER INFORMATION                                                 13

Signatures                                                                  14


</TABLE>
<PAGE>   3

PART I. FINANCIAL INFORMATION

Item 1.  Consolidated Financial Statements:
-------------------------------------------

                             OASIS RESIDENTIAL, INC.

                           CONSOLIDATED BALANCE SHEETS
                (Dollars in thousands, except per share amounts)

                                     ASSETS

<TABLE>
<CAPTION>
                                                                                        June 30,        December 31,
                                                                                          1997              1996
                                                                                        --------         ----------
                                                                                       (Unaudited)
<S>                                                                                     <C>               <C>   
Real estate assets:
   Land                                                                                 $102,454          $ 93,484
   Buildings and improvements                                                            604,628           552,500
   Furniture and fixtures                                                                 43,076            39,515
                                                                                        --------          --------
                                                                                         750,158           685,499
   Less accumulated depreciation                                                          62,124            53,049
                                                                                        --------          --------
                                                                                         688,034           632,450
   Land held for development                                                               3,917             3,766
   Construction in progress                                                               89,172           109,202
                                                                                        --------          --------
     Net real estate assets                                                              781,123           745,418
   Cash and cash equivalents                                                               2,296             3,397
   Restricted cash                                                                         3,521             2,976
   Investment in and advances to joint venture                                             8,492             9,574
   Deposits on real estate assets                                                          2,357             2,000
   Deferred costs and other assets (net of accumulated 
     amortization of $2,343 and $1,802 at June 30, 1997
     and December 31, 1996, respectively)                                                 11,232            11,408
                                                                                        --------          --------
     Total assets                                                                       $809,021          $774,773
                                                                                        ========          ========

                                       LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
   Debt                                                                                 $432,409          $394,274
   Resident deposits and prepaid rent                                                      2,474             2,066
   Accounts payable and accrued expenses                                                   7,063             6,221
                                                                                        --------          --------
     Total liabilities                                                                   441,946           402,561
                                                                                        --------          --------

Commitments (Note 2)

Stockholders' equity:
   Preferred stock, $2.25 Series A Cumulative Convertible, 
     $.01 par value, liquidation preference $25 per share,
     15,000,000 shares authorized, 4,165,000 shares issued
      and outstanding at June 30, 1997 and December 31, 1996                                  42                42
   Common stock, $.01 par value, 100,000,000 shares authorized,
     16,238,486 and 16,237,646 shares issued and outstanding at
     June 30, 1997 and December 31, 1996, respectively                                       162               162
   Paid-in capital                                                                       386,930           386,910
   Distributions in excess of net income                                                 (20,059)          (14,902)
                                                                                        --------          --------
     Total stockholders' equity                                                          367,075           372,212
                                                                                        --------          --------
     Total liabilities and stockholders' equity                                         $809,021          $774,773
                                                                                        ========          ========

</TABLE>

                 See notes to consolidated financial statements


                                       2


<PAGE>   4
                             OASIS RESIDENTIAL, INC.

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                  (Dollars in thousands, except per share data)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                            Three months ended             Six months ended
                                                                 June 30,                      June 30,
                                                        -------------------------      ------------------------
                                                            1997          1996            1997         1996
                                                        ------------  -----------      -----------  -----------
<S>                                                     <C>           <C>              <C>          <C>
Revenue:
   Rental income                                        $     27,024  $    22,424      $    52,923  $    43,483
   Other income                                                1,047          783            1,972        1,476
                                                        ------------  -----------      -----------  -----------
     Total revenue                                            28,071       23,207           54,895       44,959
                                                        ------------  -----------      -----------  -----------
Expenses:
   Property operating and maintenance                          7,788        6,647           15,033       12,776
   General and administrative                                    916          801            1,855        1,633
   Real estate taxes                                           1,446        1,235            2,875        2,385
   Interest                                                    6,004        3,450           11,292        6,322
   Interest, non-cash (loan fees and costs)                      267          276              535          570
   Depreciation and amortization                               4,551        3,741            9,081        7,261
                                                        ------------  -----------      -----------  -----------
     Total expenses                                           20,972       16,150           40,671       30,947
                                                        ------------  -----------      -----------  -----------

Net income                                                     7,099        7,057           14,224       14,012
Less preferred dividend requirement                            2,343        2,343            4,686        4,686
                                                        ------------  -----------      -----------  -----------
Earnings available for common stockholders              $      4,756  $     4,714      $     9,538  $     9,326
                                                        ============  ===========      ===========  ===========
Per share amounts:
   Earnings available for common stockholders           $       0.29  $      0.29      $      0.59  $      0.57
                                                        ============  ===========      ===========  ===========

   Dividends declared per common share                  $     0.4525  $     0.435      $     0.905  $      0.87
                                                        ============  ===========      ===========  ===========
Weighted average number of common
   shares outstanding                                     16,237,904   16,237,646       16,237,775   16,237,646
                                                        ============  ===========      ===========  ===========

</TABLE>

                 See notes to consolidated financial statements


                                       3

<PAGE>   5
                            OASIS RESIDENTIAL, INC.

                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (Dollars in thousands)
                                  (Unaudited)
<TABLE>
<CAPTION>

                                                                                 Six months ended
                                                                                     June 30,
                                                                           ----------------------------
                                                                              1997              1996
                                                                           -----------       ----------
<S>                                                                        <C>              <C>
Cash flows from operating activities:
   Net income                                                               $   14,224       $   14,012
   Adjustments to reconcile net income to net cash
     provided by operating activities:
       Depreciation and amortization                                             9,081            7,261
       Amortization of discount on notes payable                                    11                -
       Interest, non-cash (loan fees and costs)                                    535              570
       Changes in assets and liabilities: 
         Deferred costs and other assets                                          (365)             594
         Resident deposits and prepaid rent                                        408              341
         Accounts payable and accrued expenses                                     842              490
                                                                            ----------       ----------
           Net cash provided by operating activities                            24,736           23,268
                                                                            ----------       ----------
Cash flows from investing activities:
   Purchase of real estate assets                                              (10,955)               -
   Improvements to real estate assets                                           (4,336)          (8,670)
   Construction of real estate assets                                          (29,489)         (74,214)
   Investment in and advances to joint venture                                   1,082                -
   Deposits on real estate assets                                                 (357)               -
                                                                            ----------       ----------
           Net cash used in investing activities                               (44,055)         (82,884)
                                                                            ----------       ----------
Cash flows from financing activities:
   Proceeds from debt                                                           39,000           77,000
   Principal payments on debt                                                     (876)            (953)
   Increase in restricted cash                                                    (545)            (473)
   Proceeds from issuance of common stock in connection
      with the dividend reinvestment program                                        20                -
   Cash dividends paid - preferred stock                                        (4,686)          (4,686)
   Cash dividends paid - common stock                                          (14,695)         (14,126)
                                                                            ----------       ----------
           Net cash provided by financing activities                            18,218           56,762
                                                                            ----------       ----------
           Net decrease in cash and cash equivalents                            (1,101)          (2,854)

Cash and cash equivalents, beginning                                             3,397            5,970
                                                                            ----------       ----------

Cash and cash equivalents, ending                                           $    2,296       $    3,116
                                                                            ==========       ==========
Supplemental information:
   Cash paid for interest                                                   $   14,451       $   10,955
                                                                            ==========       ==========
</TABLE>


                 See notes to consolidated financial statements


                                       4

<PAGE>   6
                             OASIS RESIDENTIAL, INC.

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  (DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)
                                   (UNAUDITED)


1. BASIS OF PRESENTATION

   The accompanying consolidated financial statements have been prepared in
   accordance with generally accepted accounting principles applicable to
   interim financial information and pursuant to the rules and regulations of
   the Securities and Exchange Commission. Accordingly, certain information and
   footnote disclosures normally included in financial statements prepared in
   accordance with generally accepted accounting principles have been condensed
   or omitted pursuant to such rules and regulations. However, in the opinion of
   management, all adjustments, consisting only of normal recurring adjustments,
   necessary for a fair presentation have been included. The Company presumes
   that users of the interim financial information herein have read or have
   access to the audited financial statements for the preceding fiscal year and
   that the adequacy of additional disclosure needed for a fair presentation may
   be determined in that context. Accordingly, footnote disclosure which would
   substantially duplicate the disclosure contained in the Company's 1996 Annual
   Report on Form 10-K has been omitted.

   The Company capitalizes all direct costs of developing its properties.
   Interest is capitalized during development and construction until a property
   is completed and ready for occupancy. In computing the amount of interest to
   be capitalized for each period, the Company computes the average amount of
   development and construction costs incurred on each project and then,
   allocates interest costs associated with loans incurred for the purpose of
   furthering the Company's development and construction activities. To the
   extent that the total development and construction costs exceed the amount of
   the construction-related loans, the Company applies its average borrowing
   rate on other than construction-related loans to such excess construction
   costs to derive the amount of additional capitalized interest. General and
   administrative costs are expensed, except for the costs incurred in support
   of the Company's construction-focused executives.

2. COMMITMENTS

   As of June 30, 1997, the Company was under construction or grading on four
   additional multifamily apartment communities totaling 1,563 units (excluding
   Oasis Denver West, a 321 unit apartment community, developed as part of a
   joint venture agreement) in three markets: Las Vegas, Reno and Denver. The
   Company anticipates completing 901 of these units in 1997. The estimated
   total investment upon completion of the 901 units scheduled to be completed
   in 1997 is $76,600. The estimated total investment for the remaining 662
   units will be finalized prior to the commencement of construction. As of June
   30, 1997, the Company had expended approximately $70,700 in land acquisition
   and development costs on these projects.


3. SUBSEQUENT EVENTS

   On July 28, 1997, the Company declared a quarterly dividend for its common
   stock of $0.4525 per share. The dividend is to be paid on August 19, 1997 to
   stockholders of record on August 8, 1997. The Company announced on July 21,
   1997, the declaration of its quarterly dividend of $0.5625 per share on its
   Series A Cumulative Convertible Preferred Stock. This preferred stock
   dividend is to be paid on August 15, 1997 to stockholders of record on August
   1, 1997.






                                       5



<PAGE>   7
  CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE
  PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. Statements contained or
  incorporated by reference in this document that are not based on historical
  fact are "forward looking statements" within the meaning of the Private
  Securities Litigation Reform Act of 1995. Forward-looking statements may be
  identified by the use of the forward-looking terminology such as "may",
  "will", "expect", "estimate", "anticipate", "continue" or similar terms,
  variations of those terms or the negative of those terms. The "Risk Factors"
  set forth in the Company's Annual Report on Form 10-K constitute cautionary
  statements identifying important factors that could cause actual results to
  differ materially from those in the forward-looking statements.

  Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION 
           AND RESULTS OF OPERATIONS

  The following discussion should be read in conjunction with the consolidated
  financial statements and notes thereto appearing elsewhere in this Form 10-Q.

  RESULTS OF OPERATIONS

  Increases in the operating results for the periods discussed below are
  primarily the result of increases from period to period in the number of
  properties owned and operated. Where applicable, comparisons have been made on
  a weighted average per unit basis in order to adjust for such changes in the
  number of units owned and operated. In computing the weighted average per unit
  amounts, income and expenses of the commercial properties have been
  eliminated.

  Comparison of the three and six months ended June 30, 1997 to the three and
  six months ended June 30, 1996.

  The weighted average number of apartment units increased by 1,495 and 1,521
  units for the three and six months ended June 30, 1997, respectively, as
  compared to the same periods in 1996. These increases were the result of
  acquiring 138 apartment units in June 1997 and the development of 1,634 units
  since the end of June 1996. The total number of apartment units operated as of
  June 30, 1997 and 1996 were 14,241 and 12,469, respectively. The weighted
  average number of apartment units for each of the periods were as follows:

        Three months ended June 30, 1997                     13,879
        Three months ended June 30, 1996                     12,384
        Six months ended June 30, 1997                       13,654
        Six months ended June 30, 1996                       12,133

  For the three months ended June 30, 1997, net income increased by $42,000 over
  the three months ended June 30, 1996. This increase was due to increased
  rental and other income of $4,864,000, as well as a decrease in interest
  expense (non-cash), which represents amortization of loan fees and costs, of
  $9,000. Offsetting these factors were increases in property operating and
  maintenance expenses of $1,141,000, general and administrative expenses of
  $115,000, real estate taxes of $211,000, interest expense of $2,554,000, and
  depreciation and amortization of $810,000. These increases in revenue and
  expenses were primarily the result of operating a greater number of apartment
  units during the three months ended June 30, 1997 as compared to the same
  period in 1996.

  For the six months ended June 30, 1997, net income increased by $212,000 over
  the six months ended June 30, 1996. This increase was due to increased rental
  and other income of $9,936,000, as well as a decrease in interest expense
  (non-cash), which represents amortization of loan fees and costs, of $35,000.
  Offsetting these factors were increases in property operating and maintenance
  expenses of $2,257,000, general and administrative expenses of $222,000, real
  estate taxes of $490,000, interest expense of $4,970,000, and depreciation and
  amortization of $1,820,000. These increases in revenue and expenses were
  primarily a result of operating a greater number of apartment units during the
  six months ended June 30, 1997 as compared to the same period in 1996.




                                       6

<PAGE>   8
  PROPERTY OPERATIONS: The following table presents the Company's results of
  operations for its multifamily apartment communities (excluding commercial
  properties and corporate general and administrative expenses) for the three
  and six months ended June 30, 1997 and 1996: 

  <TABLE>
  <CAPTION>
                                               Three Months Ended                   Six Months Ended
                                                     June 30,                           June 30,
                                         -------------------------------    -------------------------------
                                           1997        1996     % Change      1997         1996    % Change
                                         -------     -------    --------    -------      -------   --------
                                           (In thousands)                      (In thousands)
 <S>                                     <C>         <C>        <C>         <C>          <C>       <C>
  Rental income                          $26,859     $22,266       21%      $52,594      $43,168      22%
  Other income                               941         726       30%        1,773        1,348      32%
                                         -------     -------       --       -------      -------      --
    Total income                          27,800      22,992       21%       54,367       44,516      22%
                                         -------     -------       --       -------      -------      --
  Property operating and maintenance       7,747       6,599       17%       14,948       12,692      18%
  Real estate taxes                        1,435       1,227       17%        2,854        2,364      21%
                                         -------     -------       --       -------      -------      --
    Total property operating expenses      9,182       7,826       17%       17,802       15,056      18%
                                         -------     -------       --       -------      -------      --
    Property net operating income,
      before interest expense,
      depreciation and amortization      $18,618     $15,166       23%      $36,565      $29,460      24%
                                         =======     =======       ==       =======      =======      ==
  </TABLE>

  Rental income for the three and six months ended June 30, 1997 increased over
  the same periods in 1996 by $4,593,000 and $9,426,000, respectively, primarily
  due to the acquisition and development of additional apartment communities.
  The weighted average monthly rental income per apartment unit was
  approximately $645 and $642 for the three and six months ended June 30, 1997,
  respectively, as compared to $599 and $593 for the same periods in 1996,
  respectively.

  Other income (consisting primarily of nonrefundable security deposits,
  application and cleaning fees, laundry and vending income) increased by
  $215,000 and $425,000, respectively, for the three and six months ended June
  30, 1997, as compared to the same periods in 1996. These increases are
  primarily due to the operation of additional apartment communities in 1997 as
  compared to 1996.

  Property operating and maintenance expenses for the three and six months ended
  June 30, 1997, increased over the same periods in 1996 by $1,148,000 and
  $2,256,000, respectively. On a weighted average per unit, per month basis,
  these expenses increased by $8 for the three and six months ended June
  30, 1997, as compared to the same periods in 1996. These increases are
  primarily attributable to general increases in utility rates during 1997 and
  in the last six months of 1996.

  Real estate taxes increased primarily due to the acquisition and development
  of additional apartment communities since June 1996. On a weighted average per
  unit, per month basis, real estate taxes increased by $1 and $3, respectively,
  for the three and six months ended June 30, 1997 as compared to the same
  periods in 1996. These increases are primarily due to increases in property
  taxes at certain properties for the tax year commencing July 1, 1996. In
  Nevada, properties are assessed at their value as of July 1 of each year and,
  therefore, properties that are under development as of that date are not
  assessed on their full value until July 1 of the following year.






                                       7

<PAGE>   9

  "SAME STORE" PORTFOLIO: The following table presents a comparison of the
  operating results for the three and six months ended June 30, 1997 as compared
  to the three and six months ended June 30, 1996 for the properties that the
  Company owned as of December 31, 1995, consisting of 40 apartment communities,
  containing 10,959 apartment units: 

  <TABLE>
  <CAPTION>
                                               Three Months Ended                    Six Months Ended
                                                     June 30,                            June 30,
                                         ----------------------------------    -------------------------------
                                           1997           1996     % Change      1997         1996    % Change
                                         -------        -------    --------    -------      -------   --------
                                         (Dollars in thousands)                (Dollars in thousands)
  <S>                                    <C>         <C>        <C>            <C>          <C>       <C>
  Rental income                          $19,901        $19,138        4%      $39,702      $38,177       4%
  Other income                               694            590       18%        1,362        1,116      22%
                                         -------        -------       --       -------      -------      --
    Total income                          20,595         19,728        4%       41,064       39,293       5%
                                         -------        -------       --       -------      -------      --
  Property operating and maintenance       5,747          5,579        3%       11,356       11,110       2%
  Real estate taxes                        1,150          1,121        3%        2,298        2,221       3%
                                         -------        -------       --       -------      -------      --
    Total property operating expenses      6,897          6,700        3%       13,654       13,331       2%
                                         -------        -------       --       -------      -------      --
    Property net operating income,
      before interest expense,
      depreciation and amortization      $13,698        $13,028        5%      $27,410      $25,962       6%
                                         =======        =======       ==       =======      =======      ==
  </TABLE>

  Rental income for the three and six months ended June 30, 1997 increased over
  the same periods in 1996 by $763,000 and $1,525,000, respectively. These
  increases are primarily due to an increase in average rental rates. The
  weighted average monthly rental income per apartment unit was approximately
  $605 and $604 for the three and six months ended June 30, 1997, as compared to
  $582 and $581 for the same periods in 1996, respectively.

  Other income increased by $104,000 and $246,000 for the three and six months
  ended June 30, 1997, respectively, as compared to the same periods in 1996.
  These increases are a result of an increase in fees unrelated to rent such as
  nonrefundable security deposits, application and cleaning fees and late fees.

  Property operating and maintenance expenses increased by $168,000 and $246,000
  for the three and six months ended June 30, 1997, respectively. These
  increases are primarily due to general increases in utility rates and an
  increase in marketing costs.

  Real estate taxes increased by $29,000 and $77,000 for the three and six
  months ended June 30, 1997, respectively, as compared to the same periods in
  1996, primarily due to the re-assessment of certain apartment communities by 
  the taxing authorities.


  LIQUIDITY AND CAPITAL RESOURCES

  Net cash provided by operating activities increased by $1,468,000 from
  $23,268,000 in the six months ended June 30, 1996 to $24,736,000 in the six
  months ended June 30, 1997, primarily due to increases in rental income from
  additional properties acquired or developed subsequent to June 30, 1996, an
  increase in accounts payable and accrued expenses, and as a result of an
  increase in resident deposits and prepaid rent, partially offset by an 
  increase in deferred costs and other assets.

  Net cash used in investing activities decreased by $38,829,000 from
  $82,884,000 in the six months ended June 30, 1996 to $44,055,000 in the six
  months ended June 30, 1997. During the six months ended June 30, 1996, the
  Company had 13 properties under construction, containing 3,766 apartment
  units, of which 806 units were completed during the period. During the six
  months ended June 30, 1997, the Company had six communities under
  construction (excluding Oasis Denver West, a 321 unit apartment community,
  being developed as part of a joint venture agreement), comprising 2,238 units
  in three markets: Las Vegas, Reno and Denver, of which 675 units were
  completed during the period. The Company anticipates completing 901 of these
  apartment units in 1997. The estimated total investment upon completion of
  the 901 units scheduled to be completed in 1997 is $76,600,000. The estimated
  total investment for the remaining 662 apartment units will be finalized
  prior to the commencement of construction.




                                        8

<PAGE>   10
  The Company funds its development activities through a combination of working
  capital and credit facility debt. At June 30, 1997, the Company had available
  borrowing capacity under the credit facility of $75,264,000.

  Net cash provided by financing activities decreased by $38,544,000 from
  $56,762,000 in the six months ended June 30, 1996 to $18,218,000 in the six
  months ended June 30, 1997, primarily as a result of lower proceeds from the
  issuance of debt in 1997 as compared to 1996.

  The Company anticipates meeting its short-term liquidity requirements through
  a combination of cash flow retained for investment purposes, cash available
  from its credit facility and construction loans plus additional long-term
  borrowings. The Company believes that its net cash provided by operations will
  be adequate to meet its operating requirements and to pay dividends in
  accordance with Real Estate Investment Trust ("REIT") requirements.

  The Company expects to meet its long-term liquidity requirements, such as
  funds for property acquisition and development activity and the repayment of
  debt, through new long-term borrowings and the issuance of additional debt
  securities or equity securities. In addition, the Company has a shelf
  registration statement with the Securities and Exchange Commission which
  covers up to an aggregate of $250,000,000 of debt securities, preferred stock,
  depositary stock, common stock and warrants to purchase common stock and
  preferred stock which the Company may issue from time to time.


  CAPITAL EXPENDITURES

  The Company capitalizes the direct and indirect cost of expenditures for the
  acquisition or development of apartment communities and replacements and
  improvements. Non-revenue generating capital expenditures are those
  replacements which recur on a regular basis, but which have estimated useful
  lives of more than one year, such as roofing, heating, ventilation and air
  conditioning and exterior repainting. Revenue-generating expenditures are
  those improvements which enhance the communities net operating income
  generating capabilities either through increased rental rates or reduced
  operating expenses.

  At newly acquired communities, the Company often finds it necessary to upgrade
  the physical appearance of the properties and to complete maintenance and
  repair work which had been deferred by prior owners. These activities often
  result in heavier capital expenditures in the early years of Company
  ownership. Some of these expenditures which would normally be considered
  non-revenue generating capital expenditures or expensed items are classified
  as revenue-generating expenditures until the community is substantially
  upgraded to meet the image and quality standards represented by the Oasis
  brand name. Upon completion of the rehabilitation process, normal recurring
  capital expenditures such as those made for carpet and appliances are expensed
  as incurred.

  Interest, real estate taxes, and other carrying costs incurred during the
  development period of communities under construction are capitalized and, upon
  completion of the project, depreciated over the lives of the related assets.


  INFLATION

  The Company leases apartments to its residents under lease terms generally
  ranging from six to twelve months. Management believes that the short-term
  lease contracts lessen the impact of inflation by giving the Company the
  ability to adjust rental rates to market levels as leases expire. The impact
  of recent low rates of inflation have not been significant to the Company's
  operations, except for the positive effects that low inflation has had on
  reducing the Company's interest cost. Inflation, inflationary expectations and
  their effects on interest rates may affect the Company in the future by
  changing the underlying value of the Company's real estate assets or by
  affecting the Company's costs of financing operations.



                                       9


<PAGE>   11
  IMPACT OF RECENTLY ISSUED ACCOUNTING STANDARDS

  In 1997, the Financial Accounting Standards Board (FASB) issued Statements of
  Financial Accounting Standards (SFAS) No. 128 "Earnings Per Share" and No. 129
  "Disclosure of Information about Capital Structure." These statements are
  effective for fiscal years ending after December 15, 1997. The FASB also
  issued SFAS No. 130 "Reporting Comprehensive Income" and No. 131 "Disclosures
  about Segments of an Enterprise and Related Information." These statements are
  effective for fiscal years beginning after December 15, 1997. Management
  believes that the adoption of SFAS Nos. 128, 129, 130 and 131 will not have a
  material effect on its earnings per share amounts, financial position or
  results of operations.



                                       10



<PAGE>   12
The following table sets forth certain information with respect to debt at June
30, 1997.

In connection therewith, as of June 30, 1997, the Company had 9,445 apartment
units plus its headquarters in the commercial center that were unencumbered:

<TABLE>
<CAPTION>

                                         ENCUMBERED             NUMBER                         INTEREST           BALANCE
          LENDER                         COMMUNITIES           OF UNITS      MATURITY            RATE          JUNE 30, 1997
-------------------------            ------------------     ------------  --------------    --------------    -------------
                                                                                                               (IN THOUSANDS)
<S>                                   <C>                    <C>            <C>             <C>                 <C>
CREDIT FACILITY DEBT
--------------------
   Wells Fargo Bank                   Unsecured                                09/97(1)      LIBOR + 1.25%        $  124,736
                                                                                                                  ----------
NOTES PAYABLE
-------------
   5 year notes payable               Unsecured                                11/01             6.75%                50,000
   7 year notes payable               Unsecured                                11/03             7.00%                50,000
   10 year notes payable              Unsecured                                11/06             7.25%                50,000
                                                                                                                  ----------
                                                                                                                     150,000(2)
                                                                                                                  ----------

MORTAGE NOTES PAYABLE
---------------------
   Lutheran Brotherhood               Oasis Club                  320          10/98             6.90%                 9,002
   Teachers Insurance                 Oasis Del Mar               560          12/02             8.46%                21,598
   FNMA-MBS                           Oasis Greens                432          08/01             8.63%                12,000
   FNMA                               Oasis Hills                 184          10/03             7.50%                 2,616
   FNMA                               Oasis Landing               144          10/03             7.50%                 3,945
   Allstate                           Oasis Paradise I            368          04/08             7.10%                15,702
   FNMA-MBS                           Oasis Plaza                 300          08/01             8.63%                 6,000
   FNMA                               Oasis Rainbow               232          10/03             7.50%                 6,349
   FNMA                               Oasis Topaz                 270          12/01             9.50%                 6,498
   FNMA                               Oasis Vintage I             336          10/03             7.50%                10,886
   Teachers Insurance                 Various (3)               1,068          12/05             8.13%                39,720
                                                             --------                                             ----------
                                                                4,214                                                134,316
                                                             --------                                             ----------

TAX-EXEMPT BONDS
----------------
   Bonds                              Oasis Park                  224          01/26             7.29%                 7,632(4)
   Bonds                              Oasis Wexford               358          11/25             6.45%                15,928
                                                             --------                                             ----------
                                                                  582                                                 23,560
                                                             --------                                             ----------
           Subtotal                                             4,796                                                432,612
                                                             --------                                             ----------
Unamortized discount on
  notes payable                                                                                                         (203)
                                                             --------                                             ----------
                      Total                                     4,796                                             $  432,409
                                                             ========                                             ==========

</TABLE>

---------------------
   (1)    The Company has the option to extend the maturity of the facility for 
          one additional year.

   (2)    $149,797 net after discount.

   (3)    Communities collateralized are Oasis Bel Air, Oasis Canyon, Oasis 
          Rose, and Oasis Trails.

   (4)    $1,090 of the outstanding balance is taxable.



                                       11


<PAGE>   13
CALCULATION OF FUNDS FROM OPERATIONS AND FUNDS AVAILABLE FOR DISTRIBUTION:

The Company considers Funds from Operations ("FFO") to be an appropriate
measure of performance of an equity REIT. FFO, as defined by the National
Association of Real Estate Investment Trusts ("NAREIT"), consists of income
before gains (losses) on investments and extraordinary items (computed in
accordance with generally accepted accounting principles) plus real estate
depreciation and after adjustments for significant non-recurring items, if
any. Funds Available for Distribution ("FAD") is defined as FFO less
non-revenue generating capital expenditures and includes an "addback" to net
income for the amortization of deferred financing costs and depreciation of
non-real estate assets and other amortization. The Company believes that to
facilitate a clear understanding of the Company's operating results, FFO and
FAD should be examined in conjunction with net income and should not be
considered as alternatives to net income as an indication of the Company's
operating performance or as alternatives to cash flow as a measure of
liquidity.

   The following table presents the calculation of FFO and FAD:

<TABLE>
<CAPTION>
                                                                             THREE MONTHS           SIX MONTHS
                                                                                 ENDED                ENDED
                                                                            JUNE 30, 1997         JUNE 30, 1997
                                                                            -------------         -------------
                                                                                  (Dollars in thousands)
      <S>                                                                   <C>                   <C>
      Calculation of Funds from Operations

      Net income                                                               $ 7,099               $14,224
      Depreciation on real estate assets                                         4,471                 8,923
                                                                               -------               -------

                                          FUNDS FROM OPERATIONS                $11,570               $23,147
                                                                               =======               =======

      Computation of Funds Available for Distribution

      Funds from Operations                                                    $11,570               $23,147
           Add:
                 Amortization of deferred financing costs                          267                   535
                 Depreciation of non-real estate assets                             77                   152
                 Other amortization                                                  3                     6
           Less:
                 Non-revenue generating capital expenditures                       801                 1,582
                                                                               -------               -------

                                    FUNDS AVAILABLE FOR DISTRIBUTION           $11,116               $22,258
                                                                               =======               =======
</TABLE>

NOTES TO CALCULATION OF FUNDS FROM OPERATIONS AND FUNDS AVAILABLE FOR 
DISTRIBUTION

1.  The Company generally expenses most recurring non-revenue generating
    property expenditures, including carpet and appliance replacements, except 
    for certain expenditures on acquisition properties where major improvements
    are required to bring the property up to the operating standards of the 
    Oasis portfolio.

2.  Non-revenue generating capital expenditures at the communities consist of
    replacements and equipment additions that do not enhance the revenue
    generating capabilities of the communities.

3.  Non-revenue generating capital expenditures at the corporate office consist 
    primarily of computer and office equipment additions. 



                                       12

<PAGE>   14
PART II - OTHER INFORMATION

  Item 1.         Legal Proceedings
                  None

  Item 2.         Changes in Securities
                  None

  Item 3.         Defaults upon Senior Securities
                  None

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

                  The Company's Annual Meeting of Shareholders was held May 12,
                  1997.

                  (1)  The Shareholders voted in favor of the election of 
                       Robert V. Jones, Peter L. Rhein and Robert Smith as 
                       Directors.

<TABLE>
<CAPTION>
                                                                                              Broker
                                           Affirmative       Negative       Abstentions      Non-Votes
                                           -----------       --------       -----------      ---------
                  <S>                       <C>                <C>             <C>             <C>
                  Robert V. Jones           10,544,593         15,474            0               0

                  Peter L. Rhein            10,544,593         15,474            0               0

                  Robert H. Smith           10,544,593         15,474            0               0
</TABLE>

                  (2) The Shareholders voted in favor of the selection of
                      Coopers & Lybrand, L.L.P., to serve as the independent
                      accountants for the Company for the calendar year ending
                      December 31, 1997.

<TABLE>
<CAPTION>
                                                                                     Broker
                                    Affirmative      Negative     Abstentions       Non-Votes
                                    -----------      --------     -----------       ---------
                                    <S>              <C>            <C>               <C>
                                    10,534,108         12,062        13,896             2
</TABLE>


  Item 5.         Other Information
                  None

  Item 6.         Exhibits and Reports on Form 8-K
                  None


  Exhibit
    No.
  -------
  10.85           Fourth Modification Agreement to the Amended and Restated
                  Credit Agreement among the Company, The Lenders, named 
                  therein, Wells Fargo Bank as Administrative Agent, and 
                  Morgan Guaranty Trust Company of New York and Bank One, 
                  Arizona, N.A., dated as of December 18, 1996

  10.86           Land Purchase Agreement for Oasis Interlaken by and between
                  Interlocken, Ltd. and ORI-Colorado, Inc. dated December 24,
                  1996

  10.87           Purchase and Sale Agreement for Oasis Sea Palms by and between
                  Hutton Development Company, Inc. and the Company dated May 19,
                  1997

  27              Financial Data Schedule


                                       13
<PAGE>   15
                                   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.

  OASIS RESIDENTIAL, INC.



  /s/ SCOTT S. INGRAHAM
  --------------------------------------                      8-13-97
  Scott S. Ingraham
  President and Chief Operating Officer




  /s/ JOHN M. CLAYTON
  --------------------------------------                      8-13-97
  John M. Clayton
  Senior Vice President and  
  Chief Financial Officer
  (Principal Financial Officer)



  /s/ MARIANNE K. AGUIAR
  --------------------------------------                      8-13-97
  Marianne K. Aguiar
  Vice President and Controller
  (Principal Accounting Officer)





                                       14
<PAGE>   16
                                 EXHIBIT INDEX

  Exhibit
    No.
  -------
  10.85           Fourth Modification Agreement to the Amended and Restated
                  Credit Agreement among the Company, The Lenders, named 
                  therein, Wells Fargo Bank as Administrative Agent, and 
                  Morgan Guaranty Trust Company of New York and Bank One, 
                  Arizona, N.A., dated as of December 18, 1996

  10.86           Land Purchase Agreement for Oasis Interlaken by and between
                  Interlocken, Ltd. and ORI-Colorado, Inc. dated December 24,
                  1996

  10.87           Purchase and Sale Agreement for Oasis Sea Palms by and between
                  Hutton Development Company, Inc. and the Company dated May 19,
                  1997

  27              Financial Data Schedule