<PAGE>   1
                                    FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                  For the quarterly period ended June 30, 1998

                                       OR

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

          For the transition period from ____________ to _____________

                          Commission file number 1-8971

                                   RCPI Trust
             (Exact name of registrant as specified in its charter)

          Delaware                                 13-7087445
(State or other jurisdiction of                 (I.R.S. Employer
incorporation or organization)                 Identification No.)

                       c/o Tishman Speyer Properties, L.P.
                   45 Rockefeller Plaza, New York, N.Y. 10011
               (Address of principal executive offices) (Zip Code)


                                 (212) 332-6500
              (Registrant's telephone number, including area code)

                     --------------------------------------
        (Former name, former address, and former fiscal year, if changed
                               since last report)

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

Yes    X          No _____
<PAGE>   2
                                   RCPI TRUST


INDEX

<TABLE>
<CAPTION>
                                                                                                        PAGE
                                                                                                        ----
<S>                                                                                                    <C>
PART I--FINANCIAL INFORMATION

ITEM 1.           FINANCIAL STATEMENTS

The accompanying unaudited, interim financial statements have been prepared in
accordance with the instructions to Form 10-Q. In the opinion of management, all
adjustments necessary for a fair presentation have been included.

                  RCPI Trust, Balance Sheets as of June 30, 1998 (unaudited) and
                  December 31, 1997                                                                        1

                  RCPI Trust, Statements of Operations for the quarters ended June 30, 1998 and
                  1997 (unaudited) and for the six months ended June 30, 1998 and 1997 (unaudited)         2

                  RCPI Trust, Statements of Cash Flows for the six months ended June 30, 1998 and
                  1997 (unaudited)                                                                         3

                  Notes to Financial Statements (unaudited)                                                4


ITEM 2.           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
                  RESULTS OF OPERATIONS                                                                    5


PART II--OTHER INFORMATION


ITEM 1.           LEGAL PROCEEDINGS                                                                        8

ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K                                                         9
</TABLE>
<PAGE>   3
PART I -- FINANCIAL INFORMATION
     ITEM 1.  Financial Statements

                                   RCPI TRUST
                           (A Delaware business trust)
                                 BALANCE SHEETS
                                ($ in thousands)


<TABLE>
<CAPTION>
                                                                                  As of               As of
                                                                              June 30, 1998        December 31,
                                                                               (Unaudited)             1997
                                                                               -----------             ----
<S>                                                                           <C>                  <C>
ASSETS:

Real Estate:
     Land                                                                       $ 158,149           $ 158,149
     Buildings and improvements                                                   620,467             611,711
     Tenant improvements                                                           43,432              36,170
     Furniture, fixtures and equipment                                              4,509               4,192
                                                                                ---------           ---------
                                                                                  826,557             810,222
     Less: Accumulated depreciation and amortization                              (34,063)            (24,393)
                                                                                ---------           ---------
                                                                                  792,494             785,829

Cash and cash equivalents                                                          60,025              27,517
Restricted cash                                                                    13,667               9,369
Accounts receivable                                                                 4,493              11,946
Prepaid expenses                                                                      405                 495
Deferred costs, net of accumulated
  amortization of $3,829 and $2,192, respectively                                  32,382              22,521
Accrued rent                                                                       49,356              29,969
                                                                                ---------           ---------

     Total Assets                                                               $ 952,822           $ 887,646
                                                                                =========           =========

LIABILITIES AND OWNERS' EQUITY

Liabilities:
Zero coupon convertible debentures, net of unamortized
   discount of $152,351 and $177,696, respectively                              $ 433,834           $ 408,489
14% debentures (includes premium of $23,943 and $24,710, respectively)             98,943              99,710
NationsBank loans                                                                  85,000              55,000
Accrued interest payable                                                            4,548               7,152
Accounts payable and accrued expenses                                              23,924              21,227
Tenant security deposits payable                                                   13,448               8,940
                                                                                ---------           ---------

     Total Liabilities                                                            659,697             600,518

Commitments and Contingencies

Owners' Equity                                                                    293,125             287,128
                                                                                ---------           ---------

     Total Liabilities and Owners' Equity                                       $ 952,822           $ 887,646
                                                                                =========           =========
</TABLE>

                      SEE NOTES TO THE FINANCIAL STATEMENTS

                                        1
<PAGE>   4
                                   RCPI TRUST
                           (A Delaware business trust)
                            STATEMENTS OF OPERATIONS
                                ($ in thousands)
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                         For the Quarters Ended              For the Six Months Ended
                                                                  June 30,                            June 30,
                                                          1998              1997               1998              1997
                                                          ----              ----               ----              ----
<S>                                                     <C>               <C>                <C>               <C>
Revenues:
    Base rental                                         $ 47,348          $ 40,396           $ 94,809          $ 83,462
    Operating escalations and percentage rents             1,428               607              3,344             3,381
    Interest and other income                              1,813             3,402              3,277             5,212
                                                        --------          --------           --------          --------

        Total revenues                                    50,589            44,405            101,430            92,055
                                                        --------          --------           --------          --------

Expenses:
    Interest                                              16,669            14,478             32,092            28,084
    Real estate taxes                                      8,414             8,234             16,829            16,468
    Payroll and benefits                                   5,689             4,716             10,080             9,062
    Repairs, maintenance and supplies                      4,067             3,458              6,905             5,392
    Utilities                                              2,165             3,240              6,037             7,840
    Cleaning                                               3,492             3,267              6,867             6,856
    Professional fees                                        262             1,535                807             4,242
    Insurance                                                263               314                577               599
    Management and accounting fees                           856               857              1,758             1,704
    General and administration                             1,331               576              2,157               889
    Depreciation and amortization                          5,859             4,683             11,324             9,206
                                                        --------          --------           --------          --------

        Total expenses                                    49,067            45,358             95,433            90,342
                                                        --------          --------           --------          --------

Net income (loss)                                       $  1,522          ($   953)          $  5,997          $  1,713
                                                        ========          ========           ========          ========
</TABLE>

                      SEE NOTES TO THE FINANCIAL STATEMENTS

                                        2
<PAGE>   5
                                   RCPI TRUST
                           (A Delaware business trust)
                            STATEMENTS OF CASH FLOWS
                                ($ in thousands)
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                                            For the Six Months Ended
                                                                                    June 30,
                                                                                    --------
                                                                             1998               1997
<S>                                                                        <C>                <C>
Cash Flows from Operating Activities:
   Net income                                                              $  5,997           $  1,713
   Adjustment to reconcile net income to net cash
    provided by operating activities:
     Amortization of original issue discount and premium                     24,578             21,770
     Depreciation and amortization                                           11,324              9,206
     (Increase) decrease in restricted cash                                  (4,297)             2,420
     Decrease in accounts receivable                                          7,453              8,864
     Decrease (increase) in prepaid expenses                                     90            (17,175)
     Increase in accrued rent                                               (19,388)            (7,124)
     Increase (decrease) in accounts payable and accrued expenses
     and tenant security deposits payable                                     6,812             (3,826)
     Decrease in accrued interest payable                                    (2,604)            (1,587)
                                                                           --------           --------
     Net cash provided by operating activities                               29,965             14,261
                                                                           --------           --------

Cash Flows from Investing Activities:
    Additions to building and improvements                                   (8,713)            (6,051)
    Additions to tenant improvements                                        (10,056)            (6,351)
    Additions to furniture, fixtures and equipment                             (317)               (46)
    Additions to deferred costs                                              (8,371)            (8,385)
                                                                           --------           --------
     Net cash used in investing activities                                  (27,457)           (20,833)
                                                                           --------           --------

Cash Flows from Financing Activities:
     Additions to NationsBank loans                                          30,000             55,000
     Capital contributions                                                       --                 10
     Distributions to owners                                                     --            (44,128)
     Payment of floating rate notes                                              --            (10,000)
     Payment of deferred financing fees                                          --             (3,391)
                                                                           --------           --------
     Net cash provided by financing activities                               30,000             (2,509)
                                                                           --------           --------

Increase (decrease) in cash and cash equivalents                             32,508             (9,081)
Cash and cash equivalents at beginning of period                             27,517             28,765
                                                                           --------           --------
Cash and cash equivalents at end of period                                 $ 60,025           $ 19,684
                                                                           ========           ========
</TABLE>

                      SEE NOTES TO THE FINANCIAL STATEMENTS

                                        3
<PAGE>   6
                                   RCPI TRUST
                          NOTES TO FINANCIAL STATEMENTS
                                   (UNAUDITED)


1.      FINANCIAL STATEMENTS

        The balance sheet as of June 30, 1998, the statements of operations for
        the quarters ended and the six months ended June 30, 1998 and 1997 and
        the cash flows for the six months ended June 30, 1998 and 1997 are
        unaudited, but in the opinion of the Company's management reflect all
        adjustments, consisting only of normal recurring adjustments, which are
        necessary to present fairly the financial condition and results of
        operations at those dates and for those periods. The results of
        operations for the interim periods are not necessarily indicative of
        results for a full year. It is suggested that these financial statements
        be read in conjunction with the audited financial statements and notes
        thereto included in the Company's latest Form 10-K for the year ended
        December 31, 1997.


2.      DEBT

        NationsBank Credit Facility

        The Company entered into a Credit Agreement (the "NationsBank Credit
        Agreement") dated as of May 16, 1997, with NationsBank of Texas, N.A.
        ("NationsBank"), pursuant to which NationsBank agreed to make term loans
        (the "NationsBank Loans") to the Company in an aggregate principal
        amount of up to $100 million. As of December 31, 1997, the Company had a
        term loan outstanding in the principal amount of $55 million. On January
        16, 1998, the Company entered into a second NationsBank loan in the
        principal amount of $20 million. On June 29, 1998, the Company entered
        into a third NationsBank loan in the principal amount of $10 million. As
        of June 30, 1998 the total loans due to NationsBank were $85 million.

3.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

        Prior Year Reclassifications

        Certain prior year balances have been reclassified to conform with the
        current year financial statement presentation.

                                        4
<PAGE>   7
                                   RCPI TRUST
                 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS



       LIQUIDITY AND CAPITAL RESOURCES - RCPI TRUST

       Land and Building

       At June 30, 1998, the Property, exclusive of 1.5 million square feet
       owned directly by the National Broadcasting Company, Inc. and NBC Trust
       No. 1996A, was approximately 88.1% occupied. Occupancy rates for the
       Property at various dates are presented in the following table:

<TABLE>
<CAPTION>
<S>           <C>                                    <C>               <C>                               <C>
              March 31, 1998                         88.1%             June 30, 1997                     86.4%
              December 31, 1997                      86.7%             March 31, 1997                    83.3%
              September 30, 1997                     86.3%             December 31, 1996                 83.6%
</TABLE>

       The following table shows selected lease expirations and vacancy of the
       Property as of June 30, 1998. Area, as presented below and discussed
       above, is measured based on standards promulgated by the New York Real
       Estate Board in 1987. Lease turnover could offer an opportunity to
       increase the revenue of the Property or might have a negative impact on
       the Property's revenue. Actual renewal and rental income will be affected
       significantly by market conditions at the time and by the terms at which
       the Company can then lease space.

<TABLE>
<CAPTION>
                                                 Square Feet                       Percent
                      Year                        Expiring                         Expiring
                      ----                        --------                         --------
<S>                   <C>                        <C>                               <C>
                      Vacant                       706,376                          11.9%
                      1998                         317,324                           5.4%
                      1999                         192,310                           3.3%
                      2000                         471,219                           7.9%
                      2001                         122,638                           2.1%
                      2002                         210,091                           3.6%
                      Thereafter                 3,879,739                          65.8%
                                                 ---------                          -----
                      Total                      5,899,697                         100.0%
                                                 =========                         ======
</TABLE>


       Debt

       The Zero Coupon Debentures due December 31, 2000 accrete to a face value
       of approximately $586.2 million at an effective annual interest rate of
       12.10%. At June 30, 1998 and December 31, 1997, the carrying value of the
       Zero Coupon Debentures, net of unamortized discount, was approximately
       $433.8 million and $408.5 million, respectively.

       The Floating Rate Notes matured on May 31, 1997 and bore interest at the
       London Interbank Offered Rate ("LIBOR") plus 4%. Interest was paid
       quarterly on March 1, June 1, September 1, and December 1. At June 30,
       1997 interest was accruing at 9.50%. On July 17, 1996, outstanding
       principal in the amount of $106.3 million plus accrued interest of $1.2
       million was prepaid. On May 16, 1997, the remaining principal balance of
       $10 million was repaid.

                                        5
<PAGE>   8
                                   RCPI TRUST
                 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS



       The 14% Debentures have a principal balance of $75 million and mature on
       December 31, 2007. At the time the Property was acquired by the Company,
       the carrying value of the 14% Debentures was adjusted to reflect their
       estimated fair value at that date, resulting in a premium. The effective
       interest rate, which is net of the amortization of this premium, is
       approximately 9.03%. Interest payments are made semi-annually on July 31
       and January 31. As of June 30, 1998 and December 31, 1997, the carrying
       value of the 14% Debentures was approximately $98.9 million and $99.7
       million, respectively.

       As of June 30, 1998, the NationsBank credit facility has an aggregate
       principal balance of $85 million and matures on May 16, 2000. The Company
       may elect interest periods based on one, two, three or six month LIBOR
       rates. Interest accrues at LIBOR plus 1.75% and is payable monthly in
       arrears.

       Cash Flow

       During the six months ended June 30, 1998, the Company received cash
       flows of approximately $30 million from operations of the Property. The
       Company used part of this cash flow from operations and an additional
       draw on the NationsBank credit facility of $30 million to fund building
       improvements, tenant improvements, leasing commissions and other deferred
       costs totaling approximately $27 million.

       The Company believes that its current cash balance and future cash flows
       from operations, together with its expected borrowings in an amount
       currently believed not to exceed the NationsBank Facility of $100
       million, will be sufficient to fund its requirements for the foreseeable
       future.

       Inflation

       Inflation and changing prices during the current period did not
       significantly affect the markets in which the Company conducts its
       business. In view of the moderate rate of inflation, its impact on the
       Company's business has not been significant.

       RESULTS OF OPERATIONS - RCPI TRUST

       Base rent for the quarter and the six months ended June 30, 1998
       increased approximately $6.9 million and $11.3 million, respectively,
       from the quarter and the six months ended June 30, 1997, due mainly to
       higher rental rates on new leases than existed in the prior year.
       Additionally, the occupancy level increased to 88.1% as of June 30, 1998,
       as compared to 86.4% as of June 30, 1997.

       Interest expense has increased by approximately $2.2 million and $4.0
       million for the quarter and the six months ended June 30, 1998,
       respectively, as compared to the quarter and the six months ended June
       30, 1997, primarily due to the increase in the outstanding debt balance.
       Total outstanding debt as of June 30, 1997 was approximately $563.2
       million, as compared to $617.8 million as of June 30, 1998. The increase
       is due primarily to accretion of the Zero Coupon Debentures and
       additional draws under the NationsBank credit facility which has
       increased by $30 million since December 31, 1997.

                                        6
<PAGE>   9
                                   RCPI TRUST
                 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS



       The increase in payroll of approximately $1.0 million during the quarter
       and the six months ended June 30, 1998, as compared to the quarter and
       the six months ended June 30, 1997, is a result of increased salaries
       related to retail leasing and redevelopment.

       The increase in repairs and maintenance of approximately $609,000 and
       $1.5 million during the quarter and the six months ended June 30, 1998,
       respectively, as compared to the quarter and the six months ended June
       30, 1997, is primarily due to the accelerated timing of certain repairs
       and maintenance projects in 1998.

       Utilities expense for the quarter and the six months ended June 30, 1998
       decreased by approximately $1.1 million and $1.8 million, respectively,
       as compared to the quarter and six months ended June 30, 1997, primarily
       due to a warm winter in the New York area, as well as operating
       efficiencies achieved through preventive maintenance.

       The decrease in professional fees in 1998 is due primarily to legal and
       settlement costs incurred during the first quarter of 1997 associated
       with the Bear Stearns & Co., Inc. and Donaldson, Lufkin & Jenrette
       Securities Corporation lawsuit, totaling approximately $2.6 million.

       General and administrative costs have increased during the quarter and
       the six months ended June 30, 1998, as compared to the quarter and the
       six months ended June 30, 1997, by approximately $775,000 and $1.3
       million, respectively. The increase is primarily due to a retroactive
       payment of city franchise and license fees based on a renegotiated
       contract and an increase in certain advertising costs incurred to promote
       leasing activity.

       The increase in depreciation and amortization expense of approximately
       $1.2 million and $2.1 million for the quarter and the six months ended
       June 30, 1997, respectively, as compared to quarter and the six months
       ended June 30, 1998, was primarily due to additional capital projects at
       the property being placed into service since June 30, 1997 and due to
       additional tenant improvements and leasing commissions expended as a
       result of increased leasing activity.

                                        7
<PAGE>   10
                                   RCPI TRUST
                           PART II - OTHER INFORMATION


       Item 1. Legal Proceedings

       Except as disclosed below, there has been no material change to the
       status of existing litigation as reported in the Company's Form 10-K
       filed as of December 31, 1997.

       On January 21, 1997, an action entitled Flashman v. Goldman, Sachs & Co.,
       97 Civ. 0403 (MGC) (S.D.N.Y.), was filed in New York Federal court
       containing allegations substantially similar to those in the original
       complaint in In re RCPI. Subsequently, the plaintiff in Flashman joined
       as a plaintiff in the amended complaint filed in In re RCPI, and
       voluntarily dismissed the action in Federal Court in New York.

       On February 25, 1997, an action entitled Debora v. Rockefeller, et. al.,
       97 Civ. 01312 (LLS) ("Debora"), was filed in the United States District
       Court for the Southern District of New York. The complaint in Debora was
       substantially similar to the original complaint in In re RCPI. The
       defendants are the same in both actions. The Debora complaint alleged
       common law fraud and deceit in addition to the two federal securities law
       violations alleged in In re RCPI. Subsequently, the plaintiff in Debora
       joined as a plaintiff in In re RCPI and voluntarily dismissed the action
       in Federal Court in New York.

       In the consolidated suit under the caption In re Rockefeller Center
       Properties, Inc. Securities Litigation Cons. C.A. No. 96-543 (RRM) ("In
       re RCPI"), defendants filed a motion for summary judgment on March 4,
       1998 with respect to the transferable development rights. On July 10,
       1998, the Court issued a Memorandum Opinion and Order which, inter alia,
       denied plaintiffs' motion for reargument and granted defendants' motion
       for summary judgment. On July 22, 1998, pursuant to the Court's
       Memorandum Opinion and Order, the Clerk of the Court entered Judgment in
       favor of all defendants against all plaintiffs as to all claims in the
       amended complaint. On July 17, 1998, plaintiffs filed notices of appeal
       to the United States Court of Appeals for the Third Circuit from the
       District Court's dismissal of the case. The defendants intend to defend
       such appeal vigorously.

       In June, 1998, Samuel and Laurel Beizer and several of the named
       plaintiffs in In re RCPI filed another purported class action complaint
       and shortly thereafter an amended complaint in the Court of Chancery of
       the State of Delaware in and for New Castle County (the "Chancery Court
       action"), making largely the same allegations as in In re RCPI, but
       asserting them as state law claims, rather than federal securities law
       claims. The action is entitled Beizer et al. v. Linneman et al., C.A. No.
       16413. As in In re RCPI, the defendants in Chancery Court action include
       several former officers and directors of the Predecessor as to one or
       more of whom the Company may have indemnity obligations. Also, as in In
       re RCPI, plaintiffs seek unspecified damages, rescission of the Merger,
       and/or disgorgement. Defendants intend to defend the action vigorously.

       On July 31, 1996, a Petition for Appraisal, captioned Solomon v.
       Rockefeller Center Properties, Inc., C.A. No. 15155, was filed in the
       Delaware Court of Chancery. The petitioners allege that the consideration
       paid to the Predecessor's stockholders in conjunction with the Merger was
       inadequate, and they request that the Court determine the fair value of
       their stock at the time of the Merger. Predecessor filed its Response to
       the Petition for Appraisal on October 7, 1996, in which it asserts that
       the fair value of Predecessor common stock at the time of the Merger was
       not more than $8.00 per share and asks the Court to so determine. The
       case was dismissed with prejudice by Order dated November 25, 1997, which
       Order became effective on or about March 18, 1998.

                                        8
<PAGE>   11
ITEM 6.(a)    EXHIBITS
<TABLE>
<S>                       <C>
              (3.1)       Certificate of Trust of RCPI Trust, dated March 22,
                          1996 is incorporated by reference to Exhibit 3.1 to
                          the Company's Quarterly Report on Form 10-Q for the
                          fiscal quarter ended June 30, 1996.

              (4.1)       Amended and Restated Debenture Purchase Agreement
                          dated as of July 17, 1996 between the Company and WHRC
                          Real Estate Limited Partnership is incorporated by
                          reference to exhibit 4.1 to the Company's Annual
                          Report on Form 10-K for the year ended December 31,
                          1996 (the "1996 10-K").

              (4.2)       Indenture dated as of September 15, 1985 between the
                          Predecessor and Manufacturers Hanover Trust Company,
                          as Trustee, including the forms of Current Coupon
                          Convertible Debenture, Zero Coupon Convertible
                          Debenture and Floating Rate Note, is incorporated by
                          reference to Exhibit 4 to the Predecessor's Quarterly
                          Report on Form 10-Q for the period ended September 30,
                          1985.

              (4.3)       First Supplemental Indenture dated as of December 15,
                          1985 between the Predecessor and the Trustee, is
                          incorporated by reference to the Predecessor's Annual
                          Report on Form 10-K for the year ended December 31,
                          1985.

              (4.4)       Second Supplemental Indenture dated as of July 10,
                          1996 between the Company and the United States Trust
                          Company of New York, as Trustee is incorporated by
                          reference to exhibit 4.4 to the 1996 10-K.

              (4.5)       Instrument of Resignation, Appointment and Acceptance
                          dated as of December 1, 1993 among the Predecessor,
                          Chemical Bank, successor by merger to Manufacturers
                          Hanover Trust Company, and United States Trust Company
                          of New York is incorporated by reference to Exhibit
                          4.21 to the Predecessor's Annual Report on Form 10-K
                          for the year ended December 31, 1993.

              (10.1)      Amended and Restated Loan Agreement dated as of July
                          17, 1996 among the Company, the lenders parties
                          thereto and GSMC, as agent, is incorporated by
                          reference to Exhibit 10.1 to the 1996 10-K.

              (10.2)      Guarantee dated July 17, 1996 by Whitehall Street Real
                          Estate Limited Partnership V, Exor Group S.A., Tishman
                          Speyer Crown Equities, David Rockefeller, Troutlet
                          Investments Corporation, Gribble Investments (Tortola)
                          BVI, Inc. and Weevil Investments (Tortola) BVI, Inc.,
                          as guarantors in favor of GSMC, as agent and lender,
                          is incorporated by reference to Exhibit 10.2 to the
                          1996 10-K.

              (10.3)      Agreement and Plan of Merger dated as of November 7,
                          1995 among the Predecessor, RCPI Holdings Inc., RCPI
                          Merger Inc., Whitehall Street Real Estate Limited
                          Partnership V, Rockprop, L.L.C., David Rockefeller,
                          Exor Group S.A. and Troutlet Investments Corporation
                          is incorporated by reference to Exhibit 10.28 to the
                          Predecessor's Current Report on Form 8-K dated
                          November 13, 1995.

              (10.4)      Amendment No. 1 dated as of February 12, 1996 to the
                          Agreement and Plan of Merger dated as of November 7,
                          1995 among the Predecessor, RCPI Holdings Inc., RCPI
                          Merger Inc.,
</TABLE>

                                        9
<PAGE>   12
ITEM 6.(a) EXHIBITS (Cont'd)
<TABLE>
<S>                            <C>
                                Whitehall Street Real Estate Limited Partnership V,
                                Rockprop, L.L.C., David Rockefeller, Exor Group S.A.
                                and Troutlet Investments Corporation is incorporated
                                by reference to Exhibit 10.31 to the Predecessor's
                                Current Report on Form 8-K dated February 22, 1996.
              (10.5)            Amendment No. 2 to the Agreement and Plan of Merger,
                                dated as of April 25, 1996 is incorporated herein by
                                reference to the Predecessor's Current Report on Form
                                8-K, filed on April 25, 1996.

              (10.6)            Amendment No. 3 to the Agreement and Plan of Merger,
                                dated as of May 29, 1996 is incorporated herein by
                                reference to the Predecessor's Current Report on Form
                                8-K, filed on May 29, 1996.

              (10.7)            Amendment No. 4 to the Agreement and Plan of Merger,
                                dated as of June 30, 1996 is incorporated herein by
                                reference to the Predecessor's Current Report on Form
                                8-K, filed on July 1, 1996.

              (10.8)            Credit Agreement, dated as of May 16, 1997, between
                                the Company and NationsBank of Texas, N.A. is
                                incorporated by reference to Exhibit 4.6 to the
                                Company's Quarterly Report on Form 10-Q for the period
                                ended June 30, 1997.

              (10.9)            Intercreditor and Subordination Agreement, dated as of
                                May 16, 1997, between the Company and Whitehall is
                                incorporated by reference to Exhibit 4.7 to the
                                Company's Quarterly Report on Form 10-Q for the period
                                ended June 30, 1997.

              (10.10)           Limited Resource Agreement, dated as of May 16, 1997,
                                is incorporated by reference to Exhibit 4.8 to the
                                Company's Quarterly Report on Form 10-Q for the period
                                ended June 30, 1997.

              (27.1)            Company's Financial Data Schedule.

</TABLE>

        (b)     REPORTS ON FORM 8-K

              No Current Reports on Form 8-K have been filed during the last
fiscal quarter.

                                       10
<PAGE>   13
                                   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.


                                           RCPI TRUST




              Date:   August 14, 1998      By: /s/ David Augarten
                                                   ----------------------------
                                                   David Augarten
                                                   Vice President
                                                   (Principal Financial Officer)

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