<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 March 31, 2000
                                                 --------------

                                       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>
PART I--FINANCIAL INFORMATION                                                                 PAGE
-----------------------------                                                                 ----

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.
<S>                                                                                          <C>
              RCPI Trust, Balance Sheets as of March 31, 2000 (unaudited) and
              December 31, 1999                                                                 1

              RCPI Trust, Statements of Operations for the quarters ended March
              31, 2000 and 1999 (unaudited)                                                     2

              RCPI Trust, Statements of Cash Flows for the quarters ended March
              31, 2000 and 1999 (unaudited)                                                     3

              Notes to Financial Statements (unaudited)                                         4

ITEM 2.       MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
              RESULTS OF OPERATIONS                                                             7

ITEM 3.       QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK                        9

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

ITEM 1.       LEGAL PROCEEDINGS                                                                10

ITEM 6.       EXHIBITS AND REPORTS ON FORM 8-K                                                 11
</TABLE>


SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS UNDER THE SECURITIES LITIGATION
REFORM ACT OF 1995.

Except for historical information contained herein, the Report on Form 10-Q
contains forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995 which involve certain risks and uncertainties. The
Company's actual results of outcomes may differ materially from those
anticipated. In assessing forward-looking statements contained herein, readers
are urged to carefully read those statements. When used in the Report on Form
10-Q, the words "estimate", "anticipate", "expect", "believe" and similar
expressions are intended to identify forward-looking statements.


<PAGE>   3

PART I -- FINANCIAL INFORMATION
       ITEM 1.  Financial Statements

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

<TABLE>
<CAPTION>

                                                                          As of
                                                                      March 31, 2000                   As of
                                                                       (Unaudited)               December 31, 1999
                                                                  -----------------------     -------------------------
<S>                                                               <C>                         <C>

ASSETS

Real estate:
       Land                                                        $             158,149      $                158,149
       Buildings and improvements                                                651,725                       651,154
       Buildings and improvements - construction in progress                      29,863                        25,212
       Tenant improvements                                                        73,860                        69,388
       Tenant improvements - construction in progress                             11,534                        11,802
       Furniture, fixtures and equipment                                           8,306                         8,187
                                                                  -----------------------     -------------------------
                                                                                 933,437                       923,892
          Less:  Accumulated depreciation and amortization                       (73,747)                      (67,512)
                                                                  -----------------------     -------------------------
                                                                                 859,690                       856,380

Cash and cash equivalents                                                         19,449                        45,967
Restricted cash                                                                   11,639                        10,803
Accounts receivable                                                                9,691                         7,454
Prepaid expenses                                                                   9,767                         1,392
Deferred costs, net of accumulated
  amortization of $12,559 and $10,726, respectively                               56,077                        50,524
Accrued rent                                                                     115,907                       114,851
                                                                  -----------------------     -------------------------

       Total Assets                                                $           1,082,220      $              1,087,371
                                                                  =======================     =========================

LIABILITIES AND OWNERS' EQUITY

Liabilities:
Zero coupon convertible debentures, net of unamortized
   discount of $50,604 and $66,484, respectively                   $             535,581      $                519,701
14% debentures, includes premium of $20,935 and $21,393,
   respectively                                                                   95,935                        96,393
NationsBank loans                                                                 77,000                        95,000
Accrued interest payable                                                           1,997                         4,708
Accounts payable and accrued expenses                                             18,824                        21,312
Tenant security deposits payable                                                  11,061                        10,234
                                                                  -----------------------     -------------------------

       Total Liabilities                                                         740,398                       747,348

Commitments and Contingencies

Owners' Equity                                                                   341,822                       340,023
                                                                  -----------------------     -------------------------

       Total Liabilities and Owners' Equity                        $           1,082,220      $              1,087,371
                                                                  =======================     =========================
</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
                                                       March 31, 2000              March 31, 1999
                                                   -----------------------     -----------------------
<S>                                               <C>                           <C>
Revenues:
    Base rental                                     $              55,772       $              56,103
    Escalations and percentage rents                                2,533                       1,881
    Interest and other income                                       2,053                       1,012
                                                   -----------------------     -----------------------

        Total revenues                                             60,358                      58,996
                                                   -----------------------     -----------------------

Expenses:
    Interest                                                       20,009                      17,626
    Real estate taxes                                               8,766                       8,758
    Payroll and benefits                                            5,978                       5,139
    Repairs, maintenance and supplies                               4,060                       3,124
    Utilities                                                       5,014                       3,738
    Cleaning                                                        3,873                       3,423
    Professional fees                                                 370                         497
    Insurance                                                         443                         222
    Management and accounting fees                                  1,108                         948
    General and administration                                        832                         769
    Depreciation and amortization                                   8,107                       7,889
                                                   -----------------------     -----------------------

        Total expenses                                             58,560                      52,133
                                                   -----------------------     -----------------------

Net income                                          $               1,798       $               6,863
                                                   =======================     =======================
</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 Quarters Ended
                                                                       March 31, 2000              March 31, 1999
                                                                   -----------------------     -----------------------
<S>                                                                <C>                          <C>
Cash Flows from Operating Activities:
   Net income                                                       $               1,798       $               6,863
   Adjustments to reconcile net income to net cash
    provided by operating activities:
       Amortization of original issue discount and premium                         15,422                      13,665
       Depreciation and amortization                                                8,107                       7,889
       Increase in restricted cash                                                   (836)                       (930)
       (Increase) decrease in accounts receivable                                  (2,237)                      3,530
       Increase in prepaid expenses                                                (8,375)                     (8,734)
       Increase in accrued rent                                                    (1,056)                     (9,900)
       (Decrease) increase in accounts payable, accrued expenses
          and tenant security deposits payable                                     (1,025)                      1,513
       Decrease in accrued interest payable                                        (2,711)                     (2,824)
                                                                   -----------------------     -----------------------
            Net cash provided by operating activities                               9,087                      11,072
                                                                   -----------------------     -----------------------

Cash Flows from Investing Activities:
    Additions to building and improvements                                         (5,894)                     (4,515)
    Additions to tenant improvements                                               (4,778)                     (6,136)
    Additions to furniture, fixtures and equipment                                   (119)                       (191)
    Additions to deferred costs                                                    (6,814)                    (11,321)
                                                                   -----------------------     -----------------------
            Net cash used in investing activities                                 (17,605)                    (22,163)
                                                                   -----------------------     -----------------------


Cash Flows from Financing Activities:
     Repayment of NationsBank loans                                               (18,000)                     (6,250)
                                                                   -----------------------     -----------------------
            Net cash used in financing activities                                 (18,000)                     (6,250)
                                                                   -----------------------     -----------------------

Decrease in cash and cash equivalents                                             (26,518)                    (17,341)
Cash and cash equivalents at beginning of period                                   45,967                      31,270
                                                                   -----------------------     -----------------------
Cash and cash equivalents at end of period                          $              19,449       $              13,929
                                                                   =======================     =======================
</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 March 31, 2000 and the statements of operations
       and cash flows for the quarters ended March 31, 2000 and 1999 are
       unaudited, but in the opinion of the management of RCPI Trust (the
       "Company"), 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 Form 10-K for the
       year ended December 31, 1999.

2.     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

       Deferred Costs

       The Company adopted the provisions of Statement of Position 98-5
       "Reporting on the Costs of Start-up Activities" effective January 1,
       1999. The effect of adopting this statement was an additional charge of
       $1.34 million related to the write off of the unamortized balance of
       organizational costs and is included as a component of depreciation and
       amortization in the accompanying statement of operations for the quarter
       ended March 31, 1999.

       Reclassifications

       Certain prior period amounts have been reclassified to conform with
       current period presentation.

       New Accounting Pronouncement

       During 1998, the Financial Accounting Standards Board issued Statement of
       Financial Accounting Standards No. 133, "Accounting for Derivative
       Instruments and Hedging Activities", which provides that all derivative
       instruments should be recognized as either assets or liabilities
       depending on the rights and obligations under the contract and that all
       derivative instruments be measured at fair value. This pronouncement is
       required to be adopted by January 1, 2001. Management has not yet
       quantified the impact that adoption of this pronouncement will have on
       the Company's financial statements.

3.     DEBT

       NationsBank Credit Facility

       On May 16, 1997, the Company entered into a credit agreement (the
       "Original NationsBank Credit Agreement") with NationsBank N.A.
       ("NationsBank"), pursuant to which NationsBank agreed to make term loans
       (the "Original NationsBank Loans") to the Company in an aggregate
       principal amount of up to $100 million. The Company may elect interest
       periods based on one, two, three or six month LIBOR. Interest accrues at
       LIBOR plus 1.75%. The maximum amount of the Original NationsBank Loans
       which may be outstanding at any time reduces quarterly commencing March
       31, 1998 through the May 16,



                                        4


<PAGE>   7


                                   RCPI TRUST
                     NOTES TO FINANCIAL STATEMENTS (CONT'D)
                                   (UNAUDITED)

       2000 maturity date. Subject to the satisfaction of certain conditions
       precedent, the Company may extend the maturity date of the Original
       NationsBank Loans to December 31, 2000 and such loans will bear interest
       based on LIBOR plus 2.125%. As of December 31, 1999, the outstanding
       balance on the Original NationsBank Loans was $55 million. On March 31,
       2000, the Company repaid $10 million bringing the outstanding balance of
       the Original NationsBank Loans down to $45 million.

       New NationsBank Credit Facility

       The Company entered into a second credit agreement (the "New NationsBank
       Credit Agreement") as of April 12, 1999, with NationsBank, pursuant to
       which NationsBank agreed to make additional term loans (the "New
       NationsBank Loans") to the Company in an aggregate principal amount of up
       to $47 million. Similar to the Original NationsBank Credit Agreement, the
       Company may elect interest periods based on one, two, three, or six month
       LIBOR. Interest accrues at LIBOR plus 2.50% and is payable at the end of
       each interest period. The maximum amount of the New NationsBank Loans
       which may be outstanding at any time reduces quarterly commencing
       December 31, 1999 through the May 16, 2000 maturity date. Subject to the
       satisfaction of certain conditions precedent, the Company may extend the
       maturity date of the New NationsBank Loans to December 31, 2000 and such
       loans will bear interest based on LIBOR plus 2.50%. As of December 31,
       1999, the outstanding balance on the New NationsBank Loans was $40
       million. On March 31, 2000, the Company repaid $8 million, bringing the
       outstanding balance of the New NationsBank Loans down to $32 million.

       In connection with the New NationsBank Credit Agreement, the Company
       purchased an interest rate protection agreement from Goldman Sachs
       Capital Markets L.P. ("Goldman Sachs"), an affiliate of a member of the
       Investor Group (as defined in the December 31, 1999 Form 10-K), capping
       LIBOR at 7.85%.

       As a condition to making the New NationsBank Loans, the holder of the 14%
       Debentures and the Company amended the intercreditor and subordination
       agreement, executed as part of the Original NationsBank Loans (as defined
       in the December 31, 1999 Form 10-K) to include the New NationsBank Loans
       (the Original NationsBank Loans and the New NationsBank Loans are
       hereafter collectively referred to as the "NationsBank Loans"). The
       intercreditor and subordination agreement provides that the holder of the
       14% Debentures agrees (i) to subordinate payment on the 14% Debentures to
       the NationsBank Loans, (ii) that in certain circumstances interest would
       accrue but not be paid on the 14% Debentures, and (iii) that NationsBank
       may take certain actions on behalf of the holder of the 14% Debentures
       upon the occurrence of certain bankruptcy related events in respect of
       the Company.

       In addition, certain members of the Investor Group and/or certain of
       their affiliates entered into a Limited Recourse Agreement dated as of
       April 12, 1999, in favor of NationsBank.

4.     SUBSEQUENT EVENTS

       On April 13, 2000, the Company exercised its option to extend the
       maturity date of the NationsBank Loans to December 31, 2000. Pursuant to
       the Original NationsBank Credit Agreement, the Company is required to
       make principal payments of $10 million on each of June 30, 2000 and
       September 30, 2000 and a final principal payment of $25 million on
       December 31, 2000. Pursuant to the New NationsBank Credit Agreement, the
       Company is required to make principal payments of $10 million on each of
       June 30, 2000 and September 30, 2000 and a final principal payment of $12
       million on December 31, 2000.

                                        5


<PAGE>   8


                                   RCPI TRUST
                     NOTES TO FINANCIAL STATEMENTS (CONT'D)
                                   (UNAUDITED)

       In connection with the extension of the NationsBank Loans, the Company
       purchased interest rate protection agreements from Goldman Sachs capping
       LIBOR at 8.0% and 7.5% on the Original NationsBank Credit Agreement and
       the New NationsBank Credit Agreement, respectively.



                                        6


<PAGE>   9

                                   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 March 31, 2000, Rockefeller Center (the "Property"), exclusive of 1.5
       million square feet owned directly by the National Broadcasting Company,
       Inc. and NBC Trust No. 1996A, was approximately 95.1% occupied. Occupancy
       rates for the Property at various dates are presented in the following
       table:

<TABLE>
          <S>                      <C>       <C>                      <C>
          December 31, 1999         94.0%      March 31, 1999            92.4%
          September 30, 1999        93.2%      December 31, 1998         93.0%
          June 30, 1999             92.5%      September 30, 1998        89.6%
</TABLE>

       The following table shows selected lease expirations and vacancy of the
       Property as of March 31, 2000. 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>
         2000                           422,826                  7.2%
         2001                           147,279                  2.5%
         2002                           231,242                  3.9%
         2003                           178,422                  3.0%
         2004                           537,070                  9.1%
         Thereafter                   4,374,268                 74.3%
                                     ----------               -------

         Total                        5,891,107                100.0%
                                     ==========                ======
</TABLE>


       Debt

       The Zero Coupon Convertible Debentures (the "Zero Coupons") due December
       31, 2000, accrete to a face value of approximately $586.2 million at an
       effective annual interest rate of 12.10%. At March 31, 2000 and December
       31, 1999, the carrying value of the Zero Coupons, net of unamortized
       discount, was approximately $535.6 million and $519.7 million,
       respectively.

       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 March 31, 2000 and December 31, 1999, the carrying
       value of the 14% Debentures was approximately $95.9 million and $96.4
       million, respectively.



                                        7


<PAGE>   10

                                   RCPI TRUST

       ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
               RESULTS OF  OPERATIONS (CONTINUED)

       As of March 31, 2000, the Original NationsBank Loans have an aggregate
       principal balance of $45 million and mature 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.

       As of March 31, 2000, the New NationsBank Loans have an aggregate
       principal balance of $32 million and mature on May 16, 2000. The Company
       may elect interest periods based upon one, two, three or six month LIBOR
       rates. Interest accrues at LIBOR plus 2.50% and is payable monthly in
       arrears.

       Cash Flow

       During the quarter ended March 31, 2000, the Company received cash flows
       of approximately $9.1 million from operations of the Property. The
       Company used this cash flow from operations to partially fund tenant
       improvements, building improvements and other leasing costs. Any
       remaining tenant or building improvements and leasing costs, which
       totaled an additional $8.5 million, were funded through the Company's
       existing working capital. The Company also used its existing working
       capital to make an $18 million amortization payment on the NationsBank
       Loans on March 31, 2000.

       The Company believes that its current cash balance and future cash flows
       from operations will be sufficient to fund its capital and debt service
       requirements for the foreseeable future. Deficiencies, if any, will be
       covered by additional financing or equity contributions.

       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

       Interest expense increased by approximately $2.4 million for the quarter
       ended March 31, 2000, as compared to the quarter ended March 31, 1999,
       primarily due to the increase in the outstanding debt balance. Total
       outstanding debt as of March 31, 2000 was approximately $708.5 million as
       compared to $646.3 million as of March 31, 1999. The increase is due
       primarily to accretion of the Zero Coupons and a higher loan balance on
       the NationsBank credit facilities. The NationsBank Loans were at $95
       million for the first quarter of 2000 and were at $80 million for the
       first quarter of 1999.

       The increase in depreciation and amortization expense of approximately
       $0.2 million from the first quarter of 1999 to the first quarter of 2000
       is primarily due to additional capital expenditures being placed into
       service at the property between the first quarter of 1999 and the first
       quarter of 2000. Additionally, amortization expense for the first quarter
       of 1999 included the adoption of the provisions of SOP 98-5 "Reporting on
       the Costs of Start-up Activities". This required the write-off of the
       Company's remaining organizational costs of approximately $1.34 million.



                                        8

<PAGE>   11


                                   RCPI TRUST

       ITEM 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

       The Company has no material exposure to market risk sensitive instruments
       other than the NationsBank Loans. The market risk associated with this
       floating rate loan is minimized by an interest rate protection agreement
       which caps out the floating rate on the Original NationsBank Loans at
       7.69% during the first two years of the initial term and 8.69%
       thereafter. The floating rate on the New NationsBank Loans is capped at
       7.85% during the entire term by an interest rate protection agreement. In
       connection with the extension of the NationsBank Loans, the Company
       purchased additional interest rate protection agreements, capping LIBOR
       at 8.0% and 7.5% on the Original NationsBank Credit Agreement and the New
       NationsBank Credit Agreement, respectively, for the extension term. The
       Company enters into derivative instruments only to hedge its exposure to
       changes in interest rates on some of its outstanding indebtedness, not
       for speculative or trading purposes, and does not enter into leveraged
       derivatives. See Note 5 to the Financial Statements included in the
       Company's Form 10-K for the year ended December 31, 1999 for information
       about the Company's interest rate protection agreements.



                                        9
<PAGE>   12


                                   RCPI TRUST

      PART II - OTHER INFORMATION

      ITEM 1.  Legal Proceedings

      There has been no material change to the status of existing litigation as
      reported in the Company's Form 10-K for the year ended December 31, 1999.



                                       10


<PAGE>   13


ITEM 6. (a) EXHIBITS

        (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.


                                       11

<PAGE>   14


ITEM 6. (a) EXHIBITS

        (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., 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 Recourse 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.

        (10.11) Amendment to the May 16, 1997 Credit Agreement, dated as of
                April 12, 1999, between the Company and NationsBank, N.A. is
                incorporated by reference to Exhibit 10.11 to the Company's
                Quarterly Report on Form 10-Q for the period ended June 30,
                1999.

        (10.12) Credit Agreement, dated as of April 12, 1999, between the
                Company and NationsBank, N.A. is incorporated by reference to
                Exhibit 10.12 to the Company's Quarterly Report on Form 10-Q for
                the period ended June 30, 1999.

        (10.13) Amended and Restated Intercreditor and Subordination Agreement,
                dated as of April 12, 1999, between the Company and WHRC Real
                Estate Limited Partnership is incorporated by reference to
                Exhibit 10.13 to the Company's Quarterly Report on Form 10-Q for
                the period ended June 30, 1999.

        (27.1)  Company's Financial Data Schedule.

        (b) REPORTS ON FORM 8-K

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



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<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.

                                            RCPI TRUST



   Date:   May 9, 2000                      By:  /s/David Augarten
                                                 -------------------------------
                                                 David Augarten
                                                 Vice President
                                                 (Principal Financial Officer)





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