CORPORATE OFFICE PROPERTIES TRUST INC
SC 13D, 1998-04-28
REAL ESTATE INVESTMENT TRUSTS
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<PAGE>

                          SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C.  20549

                                     SCHEDULE 13D

                      Under the Securities Exchange Act of 1934
                                   (Amendment No.           )*
                                                  ----------

          CORPORATE OFFICE PROPERTIES TRUST, f/k/a Royale Investments, Inc.
- -------------------------------------------------------------------------------
                                  (Name of Issuer)
                                          
                                          
                                   Common Stock
- -------------------------------------------------------------------------------
                            (Title of Class of Securities)


                                      22002T108
- -------------------------------------------------------------------------------
                                    (CUSIP Number)

  Vernon R. Beck, Glacier Realty LLC, 3430 List Place, Minneapolis, MN  55416
         (Name, Address and Telephone Number of Person Authorized to 
                         Receive Notices and Communications)

                                   October 14, 1997
- -------------------------------------------------------------------------------
              (Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13D to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1 (b) (3) or (4), check the following box /  /.

NOTE:     Six copies of this statement, including all exhibits, should be filed
with the Commission.  See Rule 13d-1 (a) for other parties to whom copies are 
to be sent.

*The remainder of this cover page shall be filled out for a reporting 
person's initial filing on this form with respect to the subject class of 
securities, and for any subsequent amendment containing information which 
would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be 
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange 
Act of 1934 ("Act") or otherwise subject to the liabilities of that section 
of the Act but shall be subject to all other provisions of the Act (however, 
see the Notes).


                      (Continued on following page(s))
                             Page 1 of 5 Pages
<PAGE>

CUSIP No. 78074A104      13D                                  Page 2 of 5 Pages

- -------------------------------------------------------------------------------
(1)  Names of Reporting Persons.  S.S. or I.R.S. Identification Nos. of Above
Persons
                             Vernon R. Beck/ ###-##-####

- -------------------------------------------------------------------------------
(2)  Check the Appropriate Box if a Member   (a)  /  /
       of a group*                           (b)  /  /
                                             No
- -------------------------------------------------------------------------------
(3)  SEC Use Only

- -------------------------------------------------------------------------------
(4)  Source of Funds*
00   Stock received in exchange for termination of Advisory Agreement and
reorganization

- -------------------------------------------------------------------------------
(5)  Check if Disclosure of Legal Proceedings is Required Pursuant to Items 
2(d) or 2(e)

- -------------------------------------------------------------------------------
(6)  Citizenship or Place of Organization
                                         USA

- -------------------------------------------------------------------------------
Number of Shares         (7) Sole Voting
Beneficially Owned            Power
by Each Reporting                  150,376 
Person With              ------------------------------------------------------
                         (8) Shared Voting
                              Power
                         ------------------------------------------------------
                         (9) Sole Dispositive
                              Power
                                   150,376 
                         ------------------------------------------------------
                         (10) Shared Dispositive
                              Power

- -------------------------------------------------------------------------------
(11)  Aggregate Amount Beneficially Owned by Each Reporting Person
               150, 376
- -------------------------------------------------------------------------------
(12)  Check if the Aggregate Amount in Row (11) Excludes Certain Shares*

- -------------------------------------------------------------------------------
(13)  Percent of Class Represented by Amount in Row (11)
               6.6%
- -------------------------------------------------------------------------------
(14)  Type of Reporting Person*

- -------------------------------------------------------------------------------
                     SEE INSTRUCTION BEFORE FILLING OUT!



<PAGE>

                                                              Page 3 of 5 Pages


ITEM 1.   SECURITY AND ISSUER

     This statement forms a part of that certain Schedule 13D being reported by
Vernon R. Beck.  Such additional information is as follows:

ITEM 2.   IDENTITY AND BACKGROUND

     a.   Vernon R. Beck

     b.   Residence: 3430 List Place, Minneapolis, Minnesota 55416

     c.   Principal occupation is President and CEO of Glacier Realty LLC, 3430
          List Place, Suite 1202, Minneapolis, Minnesota 55416

     d.   Reporting person has not, during the last five years, been convicted
          in a criminal proceeding (excluding traffic violations or similar 
          misdemeanors).

     e.   Reporting person has not during the last five years, been a party to a
          civil proceeding or a judicial or administrative body of competent
          jurisdiction which resulted or to which he is subject a judgment,
          decree or final order enjoining future violations of, or prohibiting
          or mandating activities subject to Federal or State securities laws or
          finding any violation with respect to such laws.

     f.   The reporting person is a natural person who is a citizen of the
               U.S.A.

ITEM 3.   SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION

     No funds were borrowed.  The securities were received in exchange for
termination of a pre-existing Advisory Agreement and reorganization.

ITEM 4.   PURPOSE OF TRANSACTION

     The purpose of the acquisition of the securities of Corporate Office 
Properties Trust, Inc. was as an investor by the reporting person in 
conjunction with a consolidation of entities.  As of October 14, 1997, 
reporting person had no plans or proposals which would result in:

     a.   The acquisition by any person of additional securities of the issuer,
          or the disposition of securities of the issuer.

     b.   An extraordinary corporate transaction such as a merger,
          reorganization or liquidation involving the issuer of any of its
          subsidiaries, provided, however, that on October 14, 1997, there was a
          consolidation of the issuer and a group commonly referenced to as The
          Shidler Group, which consolidation has been previously reported to the
          Securities Exchange Commission.

     c.   A sale or transfer of a material amount of assets of the issuer or any
          of its subsidiaries; directors or to fill any existing vacancies of
          the Board of Directors except that, in conjunction with the
          consolidation of the issuer on October 14, 1997, with The Shidler
          Group three vacancies of the Board of Directors were filled and an
          additional director was added and the management of the issuer was
          changed in accordance with previously filed information of the issuer
          with the Securities Exchange Commission.

<PAGE>

                                                              Page 4 of 5 Pages

     d.   Any material change in the present capitalization or dividend policy
          of the issuer, however, additional common stock was issued to Clay W.
          Hamlin, III and Jay Shidler, 300,000 shares each on October14, 1997;
     
     e.   Any other material change in the issuer or business or corporate
          structure, including, but not limited to, if the issuer is a
          registered closed-end investment company, any plans or proposals to
          make any change in its investment policy for which a vote is required
          by Section 13 of the Investment Company Act of 1940 except that the
          consolidation with The Shidler Group resulted in the change in the
          composure of the Board of Directors and the primary emphasis for
          investments was switched from retail oriented real estate assets to
          suburban corporate office real estate assets;

     f.   Change in the issuers charter, bylaws or instruments corresponding
          thereto or other actions which may impede the acquisition of control
          of the issuer by any person; provided, however, issuer is currently
          being reorganized as of February, 1998.

     g.   Causing a class of securities of the issuer to be delisted from a
          National Securities Exchange or cease to be authorized to be quoted in
          an inter-dealer quotation system of a registered national securities
          association;
          
     h.   A class of equity securities of the issuer becoming eligible for
          termination of registration pursuant to Section 12(g)4 of the Act; or

     i.   Action similar to any of those enumerated above.

ITEM 5.   INTEREST IN SECURITIES OF THE ISSUER

     a.   The aggregate number of shares of the common stock identified pursuant
          to Item 1 beneficially owned by the reporting person is 150,376 shares
          which represents 6.6% of the securities identified pursuant to Item 1;

     b.   For said reporting person, 150,376 shares of the common stock
          identified pursuant to Item 1 are represented for which the reporting
          person has the sole power to vote or direct the vote, sole power to
          dispose or to direct the disposition;

     c.   There were no transactions in the class of securities reported on that
          were affected during the past 60 days or since the most recent filing
          on Schedule 13D by the reporting person;

     d.   No other person is known to have the right to receive or the power to
          direct the receipt of dividends from, or the proceeds from the sale of
          such securities.

ITEM 6.   CONTRACTS, AGREEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.

                                        None

ITEM 7.   MATERIAL TO BE FILED AS EXHIBITS

                                        None
                                          
                                          
<PAGE>

                                                              Page 5 of 5 Pages


                                     SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.

                                    February 11, 1998    
                          -------------------------------
                          (Date)

                          By:  /s/  Vernon R. Beck       
                          -------------------------------
                          (Signature)

                                    Vernon R. Beck       
                          -------------------------------
                          (Name/Title)



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