SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934



       Date of report (Date of earliest event reported): November 29, 2001



                           WEINGARTEN REALTY INVESTORS
             (Exact name of Registrant as specified in its Charter)

<TABLE>
<CAPTION>

<S>                               <C>                        <C>
          Texas                            1-9876                 74-1464203

(State or other jurisdiction of   (Commission file number)     (I.R.S. Employer
incorporation or organization)                               Identification Number)
</TABLE>



            2600 Citadel Plaza Drive, Suite 300, Houston, Texas 77008
               (Address of principal executive offices) (Zip Code)


       Registrant's telephone number, including area code:  (713) 866-6000



                                 Not applicable
          (Former name or former address, if changed since last report)


<PAGE>



ITEM  5.    OTHER  EVENTS.

     On  November  15,  2001,  Weingarten  Realty Investors filed a Registration
Statement  on  Form  S-4  (Registration  No.  333-73438).  Weingarten  is filing
herewith  Exhibits  4.2,  4.3  and  4.4  thereto.



ITEM  7.    FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

     (c)    Exhibits

     The  following  exhibits  are  filed  with  this  report:

     4.2     Form  of  7%  Note  due  July  15,  2011

     4.3    Registration  Rights  Agreement,  dated  as  of  July  12,  2001,
            among  Weingarten Realty Investors, Banc One Capital Markets, Inc.,
            Commerzbank Securities, Daiwa Securities SMBC Europe Limited, First
            Union  Securities,  Inc.,  PNC Capital Markets, Inc.,  SouthTrust
            Securities,  Inc.  and  Wells  Fargo  Brokerage  Services,  LLC.

     4.4    Purchase  Agreement,  dated as of July 12, 2001, among Weingarten
            Realty Investors,  Banc  One  Capital  Markets,  Inc.,  Commerzbank
            Securities,  Daiwa Securities  SMBC  Europe  Limited,  First  Union
            Securities, Inc., PNC Capital Markets, Inc., SouthTrust Securities,
            Inc. and Wells Fargo Brokerage Services, LLC.


                                     Page 2
<PAGE>



                                    SIGNATURE

     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  hereunto  duly  authorized.

Date:  November  29,  2001
                                    WEINGARTEN  REALTY  INVESTORS



                                    By:  /s/     Joe D. Shafer
                                         ------------------------------------
                                         Joe D. Shafer
                                         Vice  President/Controller



                                     Page 3
<PAGE>



                                INDEX TO EXHIBITS


     4.2     Form  of  7%  Note  due  July  15,  2011

     4.3     Registration Rights Agreement, dated as of July 12, 2001,
             among Weingarten Realty Investors, Banc One Capital Markets, Inc.,
             Commerzbank Securities, Daiwa Securities SMBC Europe Limited, First
             Union Securities, Inc., PNC Capital Markets, Inc., SouthTrust
             Securities, Inc. and Wells Fargo Brokerage Services, LLC.

     4.4     Purchase  Agreement,  dated as of July 12, 2001, among Weingarten
             Realty Investors,  Banc  One  Capital  Markets,  Inc.,  Commerzbank
             Securities,  Daiwa Securities  SMBC  Europe  Limited,  First  Union
             Securities,  Inc., PNC Capital Markets,  Inc.,  SouthTrust
             Securities, Inc. and Wells Fargo Brokerage Services, LLC.


                                     Page 4
<PAGE>
[{"type": "8-K", "sequence": "1", "filename": "doc1.txt", "secsgml_size_bytes": 4073}]
{"company-data": {"conformed-name": "WEINGARTEN REALTY INVESTORS /TX/", "cik": "0000828916", "assigned-sic": "6798", "irs-number": "741464203", "state-of-incorporation": "TX", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-09876", "film-number": "1801846"}, "business-address": {"street1": "2600 CITADEL PLAZA DR", "street2": "SUITE 300", "city": "HOUSTON", "state": "TX", "zip": "77292", "phone": "7138666000"}, "mail-address": {"street1": "P O BOX 924133", "street2": "P O BOX 924133", "city": "HOUSTON", "state": "TX", "zip": "77292-4133"}}
SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

       Date of report (Date of earliest event reported): November 29, 2001

                           WEINGARTEN REALTY INVESTORS
             (Exact name of Registrant as specified in its Charter)
Texas                            1-9876                 74-1464203

(State or other jurisdiction of   (Commission file number)     (I.R.S. Employer
incorporation or organization)                               Identification Number)
2600 Citadel Plaza Drive, Suite 300, Houston, Texas 77008
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code:  (713) 866-6000

                                 Not applicable
          (Former name or former address, if changed since last report)
ITEM  5.    OTHER  EVENTS.

     On  November  15,  2001,  Weingarten  Realty Investors filed a Registration
Statement  on  Form  S-4  (Registration  No.  333-73438).  Weingarten  is filing
herewith  Exhibits  4.2,  4.3  and  4.4  thereto.

ITEM  7.    FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

     (c)    Exhibits

     The  following  exhibits  are  filed  with  this  report:

     4.2     Form  of  7%  Note  due  July  15,  2011

     4.3    Registration  Rights  Agreement,  dated  as  of  July  12,  2001,
            among  Weingarten Realty Investors, Banc One Capital Markets, Inc.,
            Commerzbank Securities, Daiwa Securities SMBC Europe Limited, First
            Union  Securities,  Inc.,  PNC Capital Markets, Inc.,  SouthTrust
            Securities,  Inc.  and  Wells  Fargo  Brokerage  Services,  LLC.

     4.4    Purchase  Agreement,  dated as of July 12, 2001, among Weingarten
            Realty Investors,  Banc  One  Capital  Markets,  Inc.,  Commerzbank
            Securities,  Daiwa Securities  SMBC  Europe  Limited,  First  Union
            Securities, Inc., PNC Capital Markets, Inc., SouthTrust Securities,
            Inc. and Wells Fargo Brokerage Services, LLC.

                                     Page 2
SIGNATURE

     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  hereunto  duly  authorized.

Date:  November  29,  2001
                                    WEINGARTEN  REALTY  INVESTORS

                                    By:  /s/     Joe D. Shafer
                                         ------------------------------------
                                         Joe D. Shafer
                                         Vice  President/Controller

                                     Page 3
INDEX TO EXHIBITS

     4.2     Form  of  7%  Note  due  July  15,  2011

     4.3     Registration Rights Agreement, dated as of July 12, 2001,
             among Weingarten Realty Investors, Banc One Capital Markets, Inc.,
             Commerzbank Securities, Daiwa Securities SMBC Europe Limited, First
             Union Securities, Inc., PNC Capital Markets, Inc., SouthTrust
             Securities, Inc. and Wells Fargo Brokerage Services, LLC.

     4.4     Purchase  Agreement,  dated as of July 12, 2001, among Weingarten
             Realty Investors,  Banc  One  Capital  Markets,  Inc.,  Commerzbank
             Securities,  Daiwa Securities  SMBC  Europe  Limited,  First  Union
             Securities,  Inc., PNC Capital Markets,  Inc.,  SouthTrust
             Securities, Inc. and Wells Fargo Brokerage Services, LLC.

                                     Page 4