UNITED STATES
                       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):  September 9, 2004



                           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  2.01  COMPLETION  OF  ACQUISITION  OR  DISPOSITION  OF  ASSETS

     During  the six months ended June 30, 2004, we acquired ten retail shopping
centers  and  one  industrial project.  Also, we acquired four shopping centers,
each  through a 50% unconsolidated joint venture, and acquired our joint venture
partners'  interest  in  four  shopping centers.  Material factors considered in
each of the acquisitions made by us include historical and prospective financial
performance  of  the  center,  credit quality of the tenancy, local and regional
demographics,  location  and competition, ad valorem tax rates, condition of the
property and the related anticipated level of capital expenditures required.  We
are  not  aware of any additional material factors that would cause the reported
financial  information  not  to  be  necessarily  indicative of future operating
results.  The  total  investment  in  acquisitions  during  the six month period
ending  June  30,  2004  was  $390  million.  Audited  financial  statements for
Harrison  Pointe  Shopping Center, Leesville Shopping Center, the TFK Portfolio,
Pavilions  at  San  Mateo,  Rockwall Market Center  and Lone Star Pavilions (the
"Acquired  Properties")  are  submitted in ITEM 9.01 below.  Unaudited pro forma
financial  information  on  the  Acquired  Properties and other acquisitions are
submitted  in  ITEM  9.01  below.

ITEM  9.01  FINANCIAL  STATEMENTS,  PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

     The  following  financial  statements,  pro  forma financial statements and
exhibits  are  filed  as  part  of  this  report:

     (a)     Financial  statements  of  businesses  acquired:

             1.   Harrison  Pointe  Shopping  Center

                  (i)     Independent  Auditors'  Report

                  (ii)    Statement of Revenues and Certain Expenses for the
                          Year Ended  December  31,  2003

                  (iii)   Notes  to  Statement  of  Revenues  and  Certain
                          Expenses

             2.   Leesville  Shopping  Center

                  (i)     Independent  Auditors'  Report

                  (ii)    Statement  of  Revenues  and  Certain  Expenses  for
                          the  Year  Ended  December  31,  2003

                  (iii)   Notes  to  Statement  of  Revenues  and  Certain
                          Expenses

             3.   TFK  Portfolio

                  (i)     Independent  Auditors'  Report

                  (ii)    Statement  of  Revenues  and  Certain  Expenses  for
                          the  Year  Ended  December  31,  2003

                  (iii)   Notes  to  Statement  of  Revenues  and  Certain
                          Expenses

                  (iv)    Statement  of Revenues and Certain Expenses for the
                          period from January 1,  2004  through  February  28,
                          2004  (unaudited)


                                        2
<PAGE>


             4.   Pavilions  at  San  Mateo

                  (i)     Independent  Auditors'  Report

                  (ii)    Statement  of  Revenues  and  Certain  Expenses  for
                          the  Year  Ended  December  31,  2003

                  (iii)   Notes  to  Statement  of  Revenues  and  Certain
                          Expenses

                  (iv)    Statement  of Revenues and Certain Expenses for the
                          period from January  1,  2004  through  April  29,
                          2004  (unaudited)

             5.   Rockwall  Market  Center

                  (i)     Independent  Auditors'  Report

                  (ii)    Statement  of  Revenues  and  Certain  Expenses  for
                          the  Year  Ended  December  31,  2003

                  (iii)   Notes  to  Statement  of  Revenues  and  Certain
                          Expenses

                  (iv)    Statement  of Revenues and Certain Expenses for the
                          period from January 1,  2004  through  April  29,
                          2004  (unaudited)

             6.   Lone  Star  Pavilions

                  (i)     Independent  Auditors'  Report

                  (ii)    Statement  of  Revenues  and  Certain  Expenses  for
                          the  Year  Ended  December  31,  2003

                  (iii)   Notes  to  Statement  of  Revenues  and  Certain
                          Expenses

                  (iv)    Statement  of Revenues and Certain Expenses for the
                          period from January 1,  2004  through  April  29,
                          2004  (unaudited)


     (b)     Pro Forma Condensed Financial Statement (unaudited) of Weingarten
             Realty Investors,  the  Acquired  Properties  and  Other
             Acquisitions

             1.   Pro Forma Condensed Statement of Consolidated Income for the
                  Year  Ended  December 31, 2003 and the Six Months Ended June
                  30,  2004

             2.   Pro  Forma  Condensed  Balance  Sheet  as  of  June  30,  2004

             3.   Notes  and  Significant  Assumptions

             4.   Statement of Estimated Taxable Operating Results and Cash to
                  be  Made  Available  by  Operations for the Year Ended
                  December 31,  2003

     (c)     Exhibits:

             Included herewith is Exhibit No. 23.1, the Consent of Independent
             Registered  Public  Accounting  Firm


                                        3
<PAGE>

INDEPENDENT  AUDITORS'  REPORT

To  the  Board  of  Trust  Managers  and  Shareholders  of
     Weingarten  Realty  Investors:

               We  have  audited  the  accompanying  statement  of  revenues and
certain  expenses  (the "Historical Summary") of Harrison Pointe Shopping Center
(the  "Property")  for the year ended December 31, 2003. This Historical Summary
is  the  responsibility  of  the Property's management. Our responsibility is to
express  an  opinion  on  the  Historical  Summary  based  on  our  audit.

               We  conducted our audit in accordance with the auditing standards
generally accepted in the United States of America. Those standards require that
we  plan  and perform the audit to obtain reasonable assurance about whether the
Historical Summary is free of material misstatement. An audit includes examining
on  a  test  basis,  evidence  supporting  the  amounts  and  disclosures in the
statement.  An  audit also includes assessing the accounting principles used and
significant  estimates  made  by  management,  as well as evaluating the overall
presentation  of  the  Historical  Summary. We believe that our audit provides a
reasonable  basis  for  our  opinion.

               The  accompanying Historical Summary was prepared for the purpose
of  complying  with  the  rules  and  regulations of the Securities and Exchange
Commission  (for  inclusion  in  Form  8-K  of  Weingarten  Realty Investors) as
described  in  Note  2  to  the  Historical  Summary and is not intended to be a
complete  presentation  of  the  Property's  revenues  and  expenses.

               In  our  opinion,  the Historical Summary presents fairly, in all
material  respects, the revenues and certain expenses, as described in Note 2 to
the  Historical  Summary,  of Harrison Pointe Shopping Center for the year ended
December  31,  2003, in conformity with accounting principles generally accepted
in  the  United  States  of  America.




Deloitte  &  Touche  LLP
Houston,  Texas
September  8,  2004


                                        4
<PAGE>


<TABLE>
<CAPTION>

                         HARRISON POINTE SHOPPING CENTER
                   STATEMENT OF REVENUES AND CERTAIN EXPENSES
                      FOR THE YEAR ENDED DECEMBER 31, 2003


<S>                                                                    <C>
REVENUES:
    Rental. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 346,221
    Tenant reimbursements . . . . . . . . . . . . . . . . . . . . . .     63,170
                                                                       ----------
              Total Revenues. . . . . . . . . . . . . . . . . . . . .    409,391
                                                                       ----------

CERTAIN EXPENSES:
    Property operating and maintenance. . . . . . . . . . . . . . . .     82,670
    Ad valorem taxes. . . . . . . . . . . . . . . . . . . . . . . . .     94,133
                                                                       ----------
              Total Certain Expenses. . . . . . . . . . . . . . . . .    176,803
                                                                       ----------

EXCESS OF REVENUES OVER CERTAIN EXPENSES. . . . . . . . . . . . . . .  $ 232,588
                                                                       ==========

See accompanying notes to statement of revenues and certain expenses.
</TABLE>


                                        5
<PAGE>


HARRISON  POINTE  SHOPPING  CENTER
NOTES  TO  STATEMENT  OF  REVENUES  AND  CERTAIN  EXPENSES
FOR  THE  YEAR  ENDED  DECEMBER  31,  2003


1.     ORGANIZATION

               The  accompanying statement of revenues and certain expenses (the
"Historical Summary") includes the operations of Harrison Pointe Shopping Center
(the  "Property").  The development of this property was substantially completed
in 2003 and was purchased by Weingarten Realty Investors (the "Company") through
its  interest  in  WRI/Raleigh LP effective January 1, 2004 from J&H of Raleigh,
LLC. This acquisition is a 124,000 square foot center in Cary, North Carolina, a
suburb of Raleigh, North Carolina, and is anchored by Harris Teeter and Staples.
The  Property  was  56.6%  occupied as of December 31, 2003. A single tenant had
minimum rentals of 33.0% and no other tenant had minimum rentals exceeding 10.9%
of  the  total  minimum  rentals  for  the  month  ended  December  31,  2003.

               The  Company  is  a  Texas real estate investment trust, which is
primarily  involved  in  the  acquisition,  development,  and management of real
estate, consisting mostly of neighborhood and community shopping centers and, to
a  lesser  extent,  industrial  properties.

2.     SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

               Basis  of  Presentation - The accompanying Historical Summary has
been  prepared  for the purpose of complying with the provisions of Article 3.14
of  Regulation  S-X  promulgated  by the Securities and Exchange Commission (the
"SEC"),  which  requires  certain  information  with  respect  to  real  estate
operations  to  be  included  with  certain filings with the SEC. The Historical
Summary  for  the  year ended December 31, 2003 includes the historical revenues
and  certain  operating  expenses  of  the  Property,  exclusive  of  interest,
management  fees,  corporate  level  general  and  administrative  expenses  and
depreciation  and  amortization,  which  may  not  be  comparable  to the future
operations  of  the  Property.

               Revenue Recognition - Rental revenue is generally recognized on a
straight-line  basis over the life of the lease. Rental revenue includes revenue
based  on  a  percentage  of  tenants' sales, which is recognized only after the
tenant  exceeds  their  sales  breakpoint. All leases have been accounted for as
operating  leases.  Tenant  reimbursements  represent  revenues from tenants for
reimbursements of taxes, maintenance expenses and insurance, which is recognized
in  the  period  the  related  expense  is  recorded.

               Repairs  and  Maintenance  -  Expenditures  for  repairs  and
maintenance  are  expensed  as  incurred.

               Use  of Estimates - The preparation of the financial statement in
conformity with accounting principles generally accepted in the United States of
America  requires  the  Property's  management to make estimates and assumptions
that  affect  amounts  reported  in  the  financial statement as well as certain
disclosures.  Actual  results  could  differ  from  those  estimates.


                                        6
<PAGE>


3.     RENTALS  UNDER  OPERATING  LEASES

               Future minimum rental income from non-cancelable operating leases
at  December  31,  2003  is  as  follows:

<TABLE>
<CAPTION>


<S>                         <C>
          2004              $   854,979
          2005                  863,976
          2006                  873,750
          2007                  822,652
          2008                  736,872
          Thereafter          4,929,487

</TABLE>


The  future  minimum  lease  payments  do  not  include  estimates  for  tenant
reimbursements  nor  amounts  based  on  a percentage of the tenants' sales.  No
percentage  rental  income  was recognized for the year ended December 31, 2003,
and tenant reimbursements totaled $63,170 for the year ended December 31, 2003.


                                        7
<PAGE>


INDEPENDENT  AUDITORS'  REPORT

To  the  Board  of  Trust  Managers  and  Shareholders  of
     Weingarten  Realty  Investors:

               We  have  audited  the  accompanying  statement  of  revenues and
certain  expenses  (the  "Historical Summary") of Leesville Shopping Center (the
"Property") for the year ended December 31, 2003. This Historical Summary is the
responsibility of the Property's management. Our responsibility is to express an
opinion  on  the  Historical  Summary  based  on  our  audit.

               We  conducted  our  audit  in  accordance with auditing standards
generally accepted in the United States of America. Those standards require that
we  plan  and perform the audit to obtain reasonable assurance about whether the
Historical Summary is free of material misstatement. An audit includes examining
on  a  test  basis,  evidence  supporting  the  amounts  and  disclosures in the
statement.  An  audit also includes assessing the accounting principles used and
significant  estimates  made  by  management,  as well as evaluating the overall
presentation  of  the  Historical  Summary. We believe that our audit provides a
reasonable  basis  for  our  opinion.

               The  accompanying Historical Summary was prepared for the purpose
of  complying  with  the  rules  and  regulations of the Securities and Exchange
Commission  (for  inclusion  in  Form  8-K  of  Weingarten  Realty Investors) as
described  in  Note  2  to  the  Historical  Summary and is not intended to be a
complete  presentation  of  the  Property's  revenues  and  expenses.

               In  our  opinion,  the Historical Summary presents fairly, in all
material  respects, the revenues and certain expenses, as described in Note 2 to
the Historical Summary, of Leesville Shopping Center for the year ended December
31,  2003,  in  conformity  with accounting principles generally accepted in the
United  States  of  America.




Deloitte  &  Touche  LLP
Houston,  Texas
September  8,  2004


                                        8
<PAGE>


<TABLE>
<CAPTION>

                            LEESVILLE SHOPPING CENTER
                    STATEMENT OF REVENUES AND CERTAIN EXPENSES
                       FOR THE YEAR ENDED DECEMBER 31, 2003


<S>                                                                    <C>
REVENUES:
    Rental. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 1,877,997
    Tenant reimbursements . . . . . . . . . . . . . . . . . . . . . .      254,617
                                                                       ------------
              Total Revenues. . . . . . . . . . . . . . . . . . . . .    2,132,614
                                                                       ------------

CERTAIN EXPENSES:
    Property operating and maintenance. . . . . . . . . . . . . . . .      267,034
    Ad valorem taxes. . . . . . . . . . . . . . . . . . . . . . . . .      129,287
                                                                       ------------
              Total Certain Expenses. . . . . . . . . . . . . . . . .      396,321
                                                                       ------------

EXCESS OF REVENUES OVER CERTAIN EXPENSES. . . . . . . . . . . . . . .  $ 1,736,293
                                                                       ============
See accompanying notes to statement of revenues and certain expenses.
</TABLE>


                                        9
<PAGE>


LEESVILLE  SHOPPING  CENTER
NOTES  TO  STATEMENT  OF  REVENUES  AND  CERTAIN  EXPENSES
FOR  THE  YEAR  ENDED  DECEMBER  31,  2003


1.     ORGANIZATION

               The  accompanying statement of revenues and certain expenses (the
"Historical  Summary") includes the operations of Leesville Shopping Center (the
"Property").  The  Property  is a 114,000 square foot shopping center located in
Leesville, North Carolina, a suburb of Raleigh, North Carolina. The Property was
purchased by Weingarten Realty Investors (the "Company") through its interest in
WRI/Raleigh  LP effective January 1, 2004 from REA Development LLC. The Property
was  98.8% occupied as of December 31, 2003, and is anchored by Harris Teeter. A
single  tenant  had  minimum  rentals  of  34.6% and no other tenant had minimum
rentals  exceeding 9.2% of the total minimum rentals for the year ended December
31,  2003.

               The  Company  is  a  Texas real estate investment trust, which is
primarily  involved  in  the  acquisition,  development,  and management of real
estate, consisting mostly of neighborhood and community shopping centers and, to
a  lesser  extent,  industrial  properties.

2.     SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

               Basis  of  Presentation - The accompanying Historical Summary has
been  prepared  for the purpose of complying with the provisions of Article 3.14
of  Regulation  S-X  promulgated  by the Securities and Exchange Commission (the
"SEC"),  which  requires  certain  information  with  respect  to  real  estate
operations  to  be  included  with  certain filings with the SEC. The Historical
Summary  for  the  year ended December 31, 2003 includes the historical revenues
and  certain  operating  expenses  of  the  Property,  exclusive  of  interest,
management  fees,  corporate  level  general  and  administrative  expenses  and
depreciation  and  amortization,  which  may  not  be  comparable  to the future
operations  of  the  Property.

               Revenue Recognition - Rental revenue is generally recognized on a
straight-line  basis over the life of the lease. Rental revenue includes revenue
based  on  a  percentage  of  tenants' sales, which is recognized only after the
tenant  exceeds  their  sales  breakpoint. All leases have been accounted for as
operating  leases.  Tenant  reimbursements  represent  revenues from tenants for
reimbursements of taxes, maintenance expenses and insurance, which is recognized
in  the  period  the  related  expense  is  recorded.

               Repairs  and  Maintenance  -  Expenditures  for  repairs  and
maintenance  are  expensed  as  incurred.

               Use  of Estimates - The preparation of the financial statement in
conformity with accounting principles generally accepted in the United States of
America  requires  the  Property's  management to make estimates and assumptions
that  affect  amounts  reported  in  the  financial statement as well as certain
disclosures.  Actual  results  could  differ  from  those  estimates.


                                       10
<PAGE>


3.     RENTALS  UNDER  OPERATING  LEASES

               Future minimum rental income from non-cancelable operating leases
at  December  31,  2003  is  as  follows:


<TABLE>
<CAPTION>


<S>                       <C>
          2004            $  1,878,647
          2005               1,761,935
          2006               1,698,850
          2007               1,410,969
          2008               1,422,115
          Thereafter        13,309,402

</TABLE>


The  future  minimum  lease  payments  do  not  include  estimates  for  tenant
reimbursements  nor  amounts  based  on  a  percentage  of  tenants'  sales.  No
percentage  rental  income  was recognized for the year ended December 31, 2003,
and  tenant  reimbursements  totaled  $254,617  for  the year ended December 31,
2003.


                                       11
<PAGE>

INDEPENDENT  AUDITORS'  REPORT

To  the  Board  of  Trust  Managers  and  Shareholders  of
     Weingarten  Realty  Investors:

               We  have  audited  the  accompanying  statement  of  revenues and
certain  expenses  (the  "Historical Summary") of the TFK Portfolio for the year
ended  December  31,  2003. This Historical Summary is the responsibility of the
TFK  Portfolio's  management. Our responsibility is to express an opinion on the
Historical  Summary  based  on  our  audit.

               We  conducted  our  audit  in  accordance with auditing standards
generally accepted in the United States of America. Those standards require that
we  plan  and perform the audit to obtain reasonable assurance about whether the
Historical Summary is free of material misstatement. An audit includes examining
on  a  test  basis,  evidence  supporting  the  amounts  and  disclosures in the
statement.  An  audit also includes assessing the accounting principles used and
significant  estimates  made  by  management,  as well as evaluating the overall
presentation  of  the  Historical  Summary. We believe that our audit provides a
reasonable  basis  for  our  opinion.

               The  accompanying Historical Summary was prepared for the purpose
of  complying  with  the  rules  and  regulations of the Securities and Exchange
Commission  (for  inclusion  in  Form  8-K  of  Weingarten  Realty Investors) as
described  in  Note  2  to  the  Historical  Summary and is not intended to be a
complete  presentation  of  TFK  Portfolio's  revenues  and  expenses.

               In  our  opinion,  the Historical Summary presents fairly, in all
material  respects, the revenues and certain expenses, as described in Note 2 to
the  Historical  Summary,  of  the TFK Portfolio for the year ended December 31,
2003,  in conformity with accounting principles generally accepted in the United
States  of  America.




Deloitte  &  Touche  LLP
Houston,  Texas
September  8,  2004


                                       12
<PAGE>


<TABLE>
<CAPTION>

                                   TFK PORTFOLIO
                    STATEMENT OF REVENUES AND CERTAIN EXPENSES
                       FOR THE YEAR ENDED DECEMBER 31, 2003


<S>                                                                    <C>
REVENUES:
    Rental. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 12,409,855
    Tenant reimbursements . . . . . . . . . . . . . . . . . . . . . .     3,676,618
                                                                       -------------
              Total Revenues. . . . . . . . . . . . . . . . . . . . .    16,086,473
                                                                       -------------

CERTAIN EXPENSES:
    Property operating and maintenance. . . . . . . . . . . . . . . .     1,892,690
    Ad valorem taxes. . . . . . . . . . . . . . . . . . . . . . . . .     2,071,717
                                                                       -------------
              Total Certain Expenses. . . . . . . . . . . . . . . . .     3,964,407
                                                                       -------------

EXCESS OF REVENUES OVER CERTAIN EXPENSES. . . . . . . . . . . . . . .  $ 12,122,066
                                                                       =============

See accompanying notes to statement of revenues and certain expenses.
</TABLE>


                                       13
<PAGE>


TFK  PORTFOLIO
NOTES  TO  STATEMENT  OF  REVENUES  AND  CERTAIN  EXPENSES
FOR  THE  YEAR  ENDED  DECEMBER  31,  2003


1.     ORGANIZATION

               The  accompanying statement of revenues and certain expenses (the
"Historical  Summary")  includes  the  operations  of the TFK Portfolio. The TFK
Portfolio was purchased by Weingarten Realty Investors on March 1, 2004 from TFK
Retail,  Ltd.  This  acquisition  includes  four  shopping  centers  aggregating
1,135,000  square  feet. First Colony Commons is located in Sugar Land, Texas, a
suburb  of  Houston;  TJ  Maxx Plaza is located in Kendall, Florida, a suburb of
Miami;  Largo  Mall  is located near St. Petersburg, Florida; and Tates Creek is
located  in  Lexington,  Kentucky.  The  TFK  Portfolio was 89.4% occupied as of
December  31,  2003. No single tenant had minimum rentals exceeding 6.97% of the
total  minimum  rentals  for  the  year  ended  December  31,  2003.

               The  Company  is  a  Texas real estate investment trust, which is
primarily  involved  in  the  acquisition,  development,  and management of real
estate, consisting mostly of neighborhood and community shopping centers and, to
a  lesser  extent,  industrial  properties.

2.     SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

               Basis  of  Presentation - The accompanying Historical Summary has
been  prepared  for the purpose of complying with the provisions of Article 3.14
of  Regulation  S-X  promulgated  by the Securities and Exchange Commission (the
"SEC"),  which  requires  certain  information  with  respect  to  real  estate
operations  to  be  included  with  certain filings with the SEC. The Historical
Summary  for  the  year ended December 31, 2003 includes the historical revenues
and  certain  operating  expenses  of  the TFK Portfolio, exclusive of interest,
management  fees,  corporate  level  general  and  administrative  expenses  and
depreciation  and  amortization,  which  may  not  be  comparable  to the future
operations  of  the  TFK  Portfolio.

               Revenue Recognition - Rental revenue is generally recognized on a
straight-line  basis over the life of the lease. Rental revenue includes revenue
based  on  a  percentage  of  tenants' sales, which is recognized only after the
tenant  exceeds  their  sales  breakpoint. All leases have been accounted for as
operating  leases.  Tenant  reimbursements  represent  revenues from tenants for
reimbursements of taxes, maintenance expenses and insurance, which is recognized
in  the  period  the  related  expense  is  recorded.

               Repairs  and  Maintenance  -  Expenditures  for  repairs  and
maintenance  are  expensed  as  incurred.

               Use  of Estimates - The preparation of the financial statement in
conformity with accounting principles generally accepted in the United States of
America  requires  the  TFK  Portfolio's  management  to  make  estimates  and
assumptions  that  affect amounts reported in the financial statement as well as
certain  disclosures.  Actual  results  could  differ  from  those  estimates.


                                       14
<PAGE>


3.     RENTALS  UNDER  OPERATING  LEASES

               Future minimum rental income from non-cancelable operating leases
at  December  31,  2003  is  as  follows:

<TABLE>
<CAPTION>


<S>                       <C>
          2004            $ 12,414,946
          2005              11,460,349
          2006              10,123,763
          2007               8,965,486
          2008               6,316,112
          Thereafter        18,492,704

</TABLE>


The  future  minimum  lease  payments  do  not  include  estimates  for  tenant
reimbursements  nor  amounts  based  on  a  percentage  of  the  tenants' sales.
Percentage  rental  income  and  tenant  reimbursements  totaled  $228,978  and
$3,676,618,  respectively,  for  the  year  ended  December  31,  2003.


                                       15
<PAGE>


<TABLE>
<CAPTION>

                                  TFK PORTFOLIO
                   STATEMENT OF REVENUES AND CERTAIN EXPENSES
          FOR THE PERIOD FROM JANUARY 1, 2004 THROUGH FEBRUARY 28, 2004
                                   (Unaudited)


<S>                                           <C>
REVENUES:
    Rental . . . . . . . . . . . . . . . . .  $ 2,219,614
    Tenant reimbursements. . . . . . . . . .      730,073
                                              ------------
              Total Revenues . . . . . . . .    2,949,687
                                              ------------

CERTAIN EXPENSES:
    Property operating and maintenance . . .      266,731
    Ad valorem taxes . . . . . . . . . . . .      366,397
                                              ------------
              Total Certain Expenses . . . .      633,128
                                              ------------

EXCESS OF REVENUES OVER CERTAIN EXPENSES . .  $ 2,316,559
                                              ============

</TABLE>


                                       16
<PAGE>


INDEPENDENT  AUDITORS'  REPORT

To  the  Board  of  Trust  Managers  and  Shareholders  of
     Weingarten  Realty  Investors:

               We  have  audited  the  accompanying  statement  of  revenues and
certain  expenses  (the  "Historical  Summary")  of  Pavilions at San Mateo (the
"Property") for the year ended December 31, 2003. This Historical Summary is the
responsibility of the Property's management. Our responsibility is to express an
opinion  on  the  Historical  Summary  based  on  our  audit.

               We  conducted our audit in accordance with the auditing standards
generally accepted in the United States of America. Those standards require that
we  plan  and perform the audit to obtain reasonable assurance about whether the
Historical Summary is free of material misstatement. An audit includes examining
on  a  test  basis,  evidence  supporting  the  amounts  and  disclosures in the
statement.  An  audit also includes assessing the accounting principles used and
significant  estimates  made  by  management,  as well as evaluating the overall
presentation  of  the  Historical  Summary. We believe that our audit provides a
reasonable  basis  for  our  opinion.

               The  accompanying Historical Summary was prepared for the purpose
of  complying  with  the  rules  and  regulations of the Securities and Exchange
Commission  (for  inclusion  in  Form  8-K  of  Weingarten  Realty Investors) as
described  in  Note  2  to  the  Historical  Summary and is not intended to be a
complete  presentation  of  the  Property's  revenues  and  expenses.

               In  our  opinion,  the Historical Summary presents fairly, in all
material  respects, the revenues and certain expenses, as described in Note 2 to
the  Historical  Summary,  of Pavilions at San Mateo for the year ended December
31,  2003,  in  conformity  with accounting principles generally accepted in the
United  States  of  America.




Deloitte  &  Touche  LLP
Houston,  Texas
September  8,  2004


                                       17
<PAGE>


<TABLE>
<CAPTION>

                              PAVILIONS AT SAN MATEO
                    STATEMENT OF REVENUES AND CERTAIN EXPENSES
                       FOR THE YEAR ENDED DECEMBER 31, 2003


<S>                                                                    <C>
REVENUES:
    Rental. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 2,783,111
    Tenant reimbursements . . . . . . . . . . . . . . . . . . . . . .      465,129
                                                                       ------------
              Total Revenues. . . . . . . . . . . . . . . . . . . . .    3,248,240
                                                                       ------------

CERTAIN EXPENSES:
    Property operating and maintenance. . . . . . . . . . . . . . . .      325,053
    Ad valorem taxes. . . . . . . . . . . . . . . . . . . . . . . . .      179,007
                                                                       ------------
              Total Certain Expenses. . . . . . . . . . . . . . . . .      504,060
                                                                       ------------

EXCESS OF REVENUES OVER CERTAIN EXPENSES. . . . . . . . . . . . . . .  $ 2,744,180
                                                                       ============

See accompanying notes to statement of revenues and certain expenses.
</TABLE>


                                       18
<PAGE>


PAVILIONS  AT  SAN  MATEO
NOTES  TO  STATEMENT  OF  REVENUES  AND  CERTAIN  EXPENSES
FOR  THE  YEAR  ENDED  DECEMBER  31,  2003


1.     ORGANIZATION

               The  accompanying statement of revenues and certain expenses (the
"Historical  Summary")  includes  the  operations of Pavilions at San Mateo (the
"Property").  Weingarten  Realty  Investors  (the "Company"), and a wholly owned
entity  of the Company, WRI/Pavilion Inc., owned a 30% interest in the Property.
On  April  30,  2004,  the  Company  purchased the remaining 70% interest in the
Property from Shannon Property Management. The Property is a 196,000 square foot
retail  center  that  is  located in Albuquerque, New Mexico, and is anchored by
Linens  'N  Things  and  Circuit  City.  The  Property  was 92.6% occupied as of
December  31, 2003. Four tenants had minimum rentals ranging from 18.8% to 11.2%
and  no  other  tenant  had  minimum rentals exceeding 7.8% of the total minimum
rentals  for  the  year  ended  December  31,  2003.

               The  Company  is  a  Texas real estate investment trust, which is
primarily  involved  in  the  acquisition,  development,  and management of real
estate, consisting mostly of neighborhood and community shopping centers and, to
a  lesser  extent,  industrial  properties.

2.     SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

               Basis  of  Presentation - The accompanying Historical Summary has
been  prepared  for the purpose of complying with the provisions of Article 3.14
of  Regulation  S-X  promulgated  by the Securities and Exchange Commission (the
"SEC"),  which  requires  certain  information  with  respect  to  real  estate
operations  to  be  included  with  certain filings with the SEC. The Historical
Summary  for  the  year ended December 31, 2003 includes the historical revenues
and  certain  operating  expenses  of  the  Property,  exclusive  of  interest,
management  fees,  corporate  level  general  and  administrative  expenses  and
depreciation  and  amortization,  which  may  not  be  comparable  to the future
operations  of  the  Property.

               Revenue Recognition - Rental revenue is generally recognized on a
straight-line  basis over the life of the lease. Rental revenue includes revenue
based  on  a  percentage  of  tenants' sales, which is recognized only after the
tenant  exceeds  their  sales  breakpoint. All leases have been accounted for as
operating  leases.  Tenant  reimbursements  represent  revenues from tenants for
reimbursements of taxes, maintenance expenses and insurance, which is recognized
in  the  period  the  related  expense  is  recorded.

               Repairs  and  Maintenance  -  Expenditures  for  repairs  and
maintenance  are  expensed  as  incurred.

               Use  of Estimates - The preparation of the financial statement in
conformity with accounting principles generally accepted in the United States of
America  requires  the  Property's  management to make estimates and assumptions
that  affect  amounts  reported  in  the  financial statement as well as certain
disclosures.  Actual  results  could  differ  from  those  estimates.


                                       19
<PAGE>


3.     RENTALS  UNDER  OPERATING  LEASES

               Future minimum rental income from non-cancelable operating leases
at  December  31,  2003  is  as  follows:

<TABLE>
<CAPTION>


<S>                         <C>
          2004              $ 2,732,956
          2005                2,668,887
          2006                2,562,190
          2007                2,432,313
          2008                2,079,067
          Thereafter          9,400,661

</TABLE>


The  future  minimum  lease  payments  do  not  include  estimates  for  tenant
reimbursements  nor  amounts  based  on  a percentage of the tenants' sales.  No
percentage  rental  income  was recognized for the year ended December 31, 2003,
and  tenant  reimbursements  totaled  $465,129  for  the year ended December 31,
2003.


                                       20
<PAGE>


<TABLE>
<CAPTION>

                             PAVILIONS AT SAN MATEO
                   STATEMENT OF REVENUES AND CERTAIN EXPENSES
           FOR THE PERIOD FROM JANUARY 1, 2004 THROUGH APRIL 29, 2004
                                   (Unaudited)


<S>                                           <C>
REVENUES:
    Rental . . . . . . . . . . . . . . . . .  $   881,231
    Tenant reimbursements. . . . . . . . . .      156,775
                                              ------------
              Total Revenues . . . . . . . .    1,038,006
                                              ------------

CERTAIN EXPENSES:
    Property operating and maintenance . . .      113,107
    Ad valorem taxes . . . . . . . . . . . .       59,732
                                              ------------
              Total Certain Expenses . . . .      172,839
                                              ------------

EXCESS OF REVENUES OVER CERTAIN EXPENSES . .  $   865,167
                                              ============

</TABLE>


                                       21
<PAGE>


INDEPENDENT  AUDITORS'  REPORT

To  the  Board  of  Trust  Managers  and  Shareholders  of
     Weingarten  Realty  Investors:

               We  have  audited  the  accompanying  statement  of  revenues and
certain  expenses  (the  "Historical  Summary")  of  Rockwall Market Center (the
"Property") for the year ended December 31, 2003. This Historical Summary is the
responsibility of the Property's management. Our responsibility is to express an
opinion  on  the  Historical  Summary  based  on  our  audit.

               We  conducted our audit in accordance with the auditing standards
generally accepted in the United States of America. Those standards require that
we  plan  and perform the audit to obtain reasonable assurance about whether the
Historical Summary is free of material misstatement. An audit includes examining
on  a  test  basis,  evidence  supporting  the  amounts  and  disclosures in the
statement.  An  audit also includes assessing the accounting principles used and
significant  estimates  made  by  management,  as well as evaluating the overall
presentation  of  the  Historical  Summary. We believe that our audit provides a
reasonable  basis  for  our  opinion.

               The  accompanying Historical Summary was prepared for the purpose
of  complying  with  the  rules  and  regulations of the Securities and Exchange
Commission  (for  inclusion  in  Form  8-K  of  Weingarten  Realty Investors) as
described  in  Note  2  to  the  Historical  Summary and is not intended to be a
complete  presentation  of  the  Property's  revenues  and  expenses.

               In  our  opinion,  the Historical Summary presents fairly, in all
material  respects, the revenues and certain expenses, as described in Note 2 to
the  Historical  Summary,  of Rockwall Market Center for the year ended December
31,  2003,  in  conformity  with accounting principles generally accepted in the
United  States  of  America.




Deloitte  &  Touche  LLP
Houston,  Texas
September  8,  2004


                                       22
<PAGE>


<TABLE>
<CAPTION>

                              ROCKWALL MARKET CENTER
                    STATEMENT OF REVENUES AND CERTAIN EXPENSES
                       FOR THE YEAR ENDED DECEMBER 31, 2003


<S>                                                                    <C>
REVENUES:
    Rental. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 2,556,979
    Tenant reimbursements . . . . . . . . . . . . . . . . . . . . . .      664,204
                                                                       ------------
              Total Revenues. . . . . . . . . . . . . . . . . . . . .    3,221,183
                                                                       ------------

CERTAIN EXPENSES:
    Property operating and maintenance. . . . . . . . . . . . . . . .      214,097
    Ad valorem taxes. . . . . . . . . . . . . . . . . . . . . . . . .      455,390
                                                                       ------------
              Total Certain Expenses. . . . . . . . . . . . . . . . .      669,487
                                                                       ------------

EXCESS OF REVENUES OVER CERTAIN EXPENSES. . . . . . . . . . . . . . .  $ 2,551,696
                                                                       ============

See accompanying notes to statement of revenues and certain expenses.
</TABLE>


                                       23
<PAGE>


ROCKWALL  MARKET  CENTER
NOTES  TO  STATEMENT  OF  REVENUES  AND  CERTAIN  EXPENSES
FOR  THE  YEAR  ENDED  DECEMBER  31,  2003


1.     ORGANIZATION

               The  accompanying statement of revenues and certain expenses (the
"Historical  Summary")  includes  the  operations of Rockwall Market Center (the
"Property").  Weingarten  Realty  Investors  (the "Company"), and a wholly owned
entity of the Company, WRI/Rockwall, Inc., owned a 30% interest in the Property.
On  April  30,  2004,  the  Company  purchased the remaining 70% interest in the
Property from Shannon Property Management. The Property is a 209,000 square foot
retail  center  that is located in Rockwall, Texas, and is anchored by Linens 'N
Things,  Michael's,  OfficeMax,  Old Navy, and Ross Dress for Less. The Property
was 99.3% occupied as of December 31, 2003. No single tenant had minimum rentals
exceeding  10.1%  of  the  total minimum rentals for the year ended December 31,
2003.

               The  Company  is  a  Texas real estate investment trust, which is
primarily  involved  in  the  acquisition,  development,  and management of real
estate, consisting mostly of neighborhood and community shopping centers and, to
a  lesser  extent,  industrial  properties.

2.     SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

               Basis  of  Presentation - The accompanying Historical Summary has
been  prepared  for the purpose of complying with the provisions of Article 3.14
of  Regulation  S-X  promulgated  by the Securities and Exchange Commission (the
"SEC"),  which  requires  certain  information  with  respect  to  real  estate
operations  to  be  included  with  certain filings with the SEC. The Historical
Summary  for  the  year ended December 31, 2003 includes the historical revenues
and  certain  operating  expenses  of  the  Property,  exclusive  of  interest,
management  fees,  corporate  level  general  and  administrative  expenses  and
depreciation  and  amortization,  which  may  not  be  comparable  to the future
operations  of  the  Property.

               Revenue Recognition - Rental revenue is generally recognized on a
straight-line  basis over the life of the lease. Rental revenue includes revenue
based  on  a  percentage  of  tenants' sales, which is recognized only after the
tenant  exceeds  their  sales  breakpoint. All leases have been accounted for as
operating  leases.  Tenant  reimbursements  represent  revenues from tenants for
reimbursements of taxes, maintenance expenses and insurance, which is recognized
in  the  period  the  related  expense  is  recorded.

               Repairs  and  Maintenance  -  Expenditures  for  repairs  and
maintenance  are  expensed  as  incurred.

               Use  of Estimates - The preparation of the financial statement in
conformity with accounting principles generally accepted in the United States of
America  requires  the  Property's  management to make estimates and assumptions
that  affect  amounts  reported  in  the  financial statement as well as certain
disclosures.  Actual  results  could  differ  from  those  estimates.


                                       24
<PAGE>


3.     RENTALS  UNDER  OPERATING  LEASES

               Future minimum rental income from non-cancelable operating leases
at  December  31,  2003  is  as  follows:
<TABLE>
<CAPTION>



<S>                         <C>
          2004              $ 2,396,867
          2005                2,241,383
          2006                2,093,627
          2007                1,997,718
          2008                1,967,560
          Thereafter          6,640,234

</TABLE>


The  future  minimum  lease  payments  do  not  include  estimates  for  tenant
reimbursements  nor  amounts  based  on  a percentage of the tenants' sales.  No
percentage  rental  income  was recognized for the year ended December 31, 2003,
and  tenant  reimbursements  totaled  $664,204  for  the year ended December 31,
2003.


                                       25
<PAGE>


<TABLE>
<CAPTION>

                             ROCKWALL MARKET CENTER
                   STATEMENT OF REVENUES AND CERTAIN EXPENSES
           FOR THE PERIOD FROM JANUARY 1, 2004 THROUGH APRIL 29, 2004
                                   (Unaudited)


<S>                                                   <C>
REVENUES:
    Rental . . . . . . . . . . . . . . . . . . . . .  $   844,225
    Tenant reimbursements. . . . . . . . . . . . . .      215,044
                                                      ------------
              Total Revenues . . . . . . . . . . . .    1,059,269
                                                      ------------

CERTAIN EXPENSES:
    Property operating and maintenance . . . . . . .       69,579
    Ad valorem taxes . . . . . . . . . . . . . . . .      153,762
                                                      ------------
              Total Certain Expenses . . . . . . . .      223,341
                                                      ------------

EXCESS OF REVENUES OVER CERTAIN EXPENSES . . . . . .  $   835,928
                                                      ============


</TABLE>


                                       26
<PAGE>


INDEPENDENT  AUDITORS'  REPORT

To  the  Board  of  Trust  Managers  and  Shareholders  of
     Weingarten  Realty  Investors:

               We  have  audited  the  accompanying  statement  of  revenues and
certain  expenses  (the  "Historical  Summary")  of  Lone  Star  Pavilions  (the
"Property") for the year ended December 31, 2003. This Historical Summary is the
responsibility of the Property's management. Our responsibility is to express an
opinion  on  the  Historical  Summary  based  on  our  audit.

               We  conducted our audit in accordance with the auditing standards
generally accepted in the United States of America. Those standards require that
we  plan  and perform the audit to obtain reasonable assurance about whether the
Historical Summary is free of material misstatement. An audit includes examining
on  a  test  basis,  evidence  supporting  the  amounts  and  disclosures in the
statement.  An  audit also includes assessing the accounting principles used and
significant  estimates  made  by  management,  as well as evaluating the overall
presentation  of  the  Historical  Summary. We believe that our audit provides a
reasonable  basis  for  our  opinion.

               The  accompanying Historical Summary was prepared for the purpose
of  complying  with  the  rules  and  regulations of the Securities and Exchange
Commission  (for  inclusion  in  Form  8-K  of  Weingarten  Realty Investors) as
described  in  Note  2  to  the  Historical  Summary and is not intended to be a
complete  presentation  of  the  Property's  revenues  and  expenses.

               In  our  opinion,  the Historical Summary presents fairly, in all
material  respects, the revenues and certain expenses, as described in Note 2 to
the  Historical  Summary, of Lone Star Pavilions for the year ended December 31,
2003,  in conformity with accounting principles generally accepted in the United
States  of  America.




Deloitte  &  Touche  LLP
Houston,  Texas
September  8,  2004


                                       27
<PAGE>


<TABLE>
<CAPTION>

                               LONE STAR PAVILIONS
                    STATEMENT OF REVENUES AND CERTAIN EXPENSES
                       FOR THE YEAR ENDED DECEMBER 31, 2003


<S>                                                                    <C>
REVENUES:
    Rental. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 1,117,972
    Tenant reimbursements . . . . . . . . . . . . . . . . . . . . . .      353,091
                                                                       ------------
              Total Revenues. . . . . . . . . . . . . . . . . . . . .    1,471,063
                                                                       ------------

CERTAIN EXPENSES:
    Property operating and maintenance. . . . . . . . . . . . . . . .      117,424
    Ad valorem taxes. . . . . . . . . . . . . . . . . . . . . . . . .      224,521
                                                                       ------------
              Total Certain Expenses. . . . . . . . . . . . . . . . .      341,945
                                                                       ------------

EXCESS OF REVENUES OVER CERTAIN EXPENSES. . . . . . . . . . . . . . .  $ 1,129,118
                                                                       ============

See accompanying notes to statement of revenues and certain expenses.
</TABLE>


                                       28
<PAGE>


LONE  STAR  PAVILIONS
NOTES  TO  STATEMENT  OF  REVENUES  AND  CERTAIN  EXPENSES
FOR  THE  YEAR  ENDED  DECEMBER  31,  2003


1.     ORGANIZATION

               The  accompanying statement of revenues and certain expenses (the
"Historical  Summary")  includes  the  operations  of  Lone  Star Pavilions (the
"Property").  Weingarten  Realty  Investors  (the "Company"), and a wholly owned
entity  of  the  Company,  WRI/Lone  Star,  Inc.,  owned  a  30% interest in the
Property. On April 30, 2004, the Company purchased the remaining 70% interest in
the  Property from Shannon Property Management. The Property is a 107,000 square
foot retail center that is located in College Station, Texas, and is anchored by
Barnes & Noble, Office Depot and Best Buy. The Property was 98.1% occupied as of
December 31, 2003. Three tenants had minimum rentals ranging from 28.7% to 23.3%
and  no  other  tenant  had  minimum rentals exceeding 6.7% of the total minimum
rentals  for  the  year  ended  December  31,  2003.

               The  Company  is  a  Texas real estate investment trust, which is
primarily  involved  in  the  acquisition,  development,  and management of real
estate, consisting mostly of neighborhood and community shopping centers and, to
a  lesser  extent,  industrial  properties.

2.     SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

               Basis  of  Presentation - The accompanying Historical Summary has
been  prepared  for the purpose of complying with the provisions of Article 3.14
of  Regulation  S-X  promulgated  by the Securities and Exchange Commission (the
"SEC"),  which  requires  certain  information  with  respect  to  real  estate
operations  to  be  included  with  certain filings with the SEC. The Historical
Summary  for  the  year ended December 31, 2003 includes the historical revenues
and  certain  operating  expenses  of  the  Property,  exclusive  of  interest,
management  fees,  corporate  level  general  and  administrative  expenses  and
depreciation  and  amortization,  which  may  not  be  comparable  to the future
operations  of  the  Property.

               Revenue Recognition - Rental revenue is generally recognized on a
straight-line  basis over the life of the lease. Rental revenue includes revenue
based  on  a  percentage  of  tenants' sales, which is recognized only after the
tenant  exceeds  their  sales  breakpoint. All leases have been accounted for as
operating  leases.  Tenant  reimbursements  represent  revenues from tenants for
reimbursements of taxes, maintenance expenses and insurance, which is recognized
in  the  period  the  related  expense  is  recorded.

               Repairs  and  Maintenance  -  Expenditures  for  repairs  and
maintenance  are  expensed  as  incurred.

               Use  of Estimates - The preparation of the financial statement in
conformity with accounting principles generally accepted in the United States of
America  requires  the  Property's  management to make estimates and assumptions
that  affect  amounts  reported  in  the  financial statement as well as certain
disclosures.  Actual  results  could  differ  from  those  estimates.


                                       29
<PAGE>


3.     RENTALS  UNDER  OPERATING  LEASES

               Future minimum rental income from non-cancelable operating leases
at  December  31,  2003  is  as  follows:


<TABLE>
<CAPTION>


<S>                               <C>
          2004                    $ 1,087,464
          2005                      1,065,488
          2006                        980,270
          2007                        924,488
          2008                        922,042
          Thereafter                4,231,728

</TABLE>


The  future  minimum  lease  payments  do  not  include  estimates  for  tenant
reimbursements  nor  amounts  based  on  a percentage of the tenants' sales.  No
percentage  rental  income  was recognized for the year ended December 31, 2003,
and  tenant  reimbursements  totaled  $353,091  for  the year ended December 31,
2003.


                                       30
<PAGE>


<TABLE>
<CAPTION>

                               LONE STAR PAVILIONS
                   STATEMENT OF REVENUES AND CERTAIN EXPENSES
           FOR THE PERIOD FROM JANUARY 1, 2004 THROUGH APRIL 29, 2004
                                   (Unaudited)


<S>                                                 <C>
REVENUES:
    Rental . . . . . . . . . . . . . . . . . . . .  $ 375,324
    Tenant reimbursements. . . . . . . . . . . . .    110,532
                                                    ----------
              Total Revenues . . . . . . . . . . .    485,856
                                                    ----------

CERTAIN EXPENSES:
    Property operating and maintenance . . . . . .     30,592
    Ad valorem taxes . . . . . . . . . . . . . . .     77,410
                                                    ----------
              Total Certain Expenses . . . . . . .    108,002
                                                    ----------

EXCESS OF REVENUES OVER CERTAIN EXPENSES . . . . .  $ 377,854
                                                    ==========


</TABLE>


                                       31
<PAGE>


                          WEINGARTEN REALTY INVESTORS
             PRO FORMA CONDENSED STATEMENTS OF CONSOLIDATED INCOME

                    (in thousands, except per share amounts)

These  unaudited  Pro  Forma Condensed Statements of Consolidated Income for the
year  ended  December  31,  2003  and  the  six  months  ended June 30, 2004 are
presented  as  if  (A)  the  acquisition  of the acquired properties and (B) the
acquisition  of  other  properties,  as  set  forth in the Notes and Significant
Assumptions,  had  occurred as of the beginning of each period.  In management's
opinion,  all adjustments necessary to reflect the effects of these transactions
have  been made.  These unaudited Pro Forma Condensed Statements of Consolidated
Income are not necessarily indicative of what actual results of operations would
have  been  had these transactions occurred on the beginning of each period, nor
do  they  purport  to  represent  the results of operations for future periods.
<TABLE>
<CAPTION>

                                         WEINGARTEN REALTY INVESTORS
                            PRO FORMA CONDENSED STATEMENTS OF CONSOLIDATED INCOME
                                        YEAR ENDED DECEMBER 31, 2003
                                                 (Unaudited)



                                                                     Adjustment      Adjustment
                                                                    for Acquired      for Other          Pro
                                                       Historical   Properties(A)   Acquisitions(B)     Forma
                                                       ----------   -------------   ---------------   ----------
<S>                                                    <C>            <C>               <C>           <C>
Revenues:
    Rentals . . . . . . . . . . . . . . . . . . . . .  $ 407,387      $ 26,569          $ 10,130      $ 444,086
    Interest income . . . . . . . . . . . . . . . . .      1,587             9                30          1,626
    Other . . . . . . . . . . . . . . . . . . . . . .      7,067           340                44          7,451
                                                       ----------   -------------   ---------------   ----------
        Total . . . . . . . . . . . . . . . . . . . .    416,041        26,918            10,204        453,163
                                                       ----------   -------------   ---------------   ----------
Expenses:
    Depreciation and amortization . . . . . . . . . .     93,382         6,633             2,975        102,990
    Interest. . . . . . . . . . . . . . . . . . . . .     88,871         7,454             4,163        100,488
    Operating . . . . . . . . . . . . . . . . . . . .     64,608         3,962             1,748         70,318
    Ad valorem taxes. . . . . . . . . . . . . . . . .     47,129         3,154               877         51,160
    General and administrative. . . . . . . . . . . .     13,820                                         13,820
    Loss on early redemption of preferred shares. . .      2,739                                          2,739
                                                       ----------   -------------   ---------------   ----------
            Total . . . . . . . . . . . . . . . . . .    310,549        21,203             9,763        341,515
                                                       ----------   -------------   ---------------   ----------
Operating Income. . . . . . . . . . . . . . . . . . .    105,492         5,715               441        111,648
Equity in Earnings of Joint Ventures. . . . . . . . .      4,743                           1,080          5,823
Income Allocated to Minority Interests. . . . . . . .     (2,723)         (205)             (107)        (3,035)
Gain on Sale of Properties. . . . . . . . . . . . . .        714                                            714
                                                       ----------   -------------   ---------------   ----------
Income Before Discontinued Operations . . . . . . . .    108,226         5,510             1,414        115,150
                                                       ----------   -------------   ---------------   ----------
    Operating Income from Discontinued Operations . .      2,015                                          2,015
    Gain on Sale of Properties. . . . . . . . . . . .      6,039                                          6,039
                                                       ----------   -------------   ---------------   ----------
            Income from Discontinued Operations . . .      8,054                                          8,054
                                                       ----------   -------------   ---------------   ----------
Net Income. . . . . . . . . . . . . . . . . . . . . .  $ 116,280      $  5,510          $  1,414      $ 123,204
                                                       ==========   =============   ===============   ==========
Net Income Available to Common Shareholders:
    Basic . . . . . . . . . . . . . . . . . . . . . .  $  97,880      $  5,510          $  1,414      $ 104,804
                                                       ==========   =============   ===============   ==========
    Diluted . . . . . . . . . . . . . . . . . . . . .  $ 100,920      $  5,715          $  1,521      $ 108,156
                                                       ==========   =============   ===============   ==========

Net Income per Common Share - Basic . . . . . . . . .  $    1.24                                      $    1.33
                                                       ==========                                     ==========
Net Income per Common Share - Diluted . . . . . . . .  $    1.24                                      $    1.32
                                                       ==========                                     ==========

Weighted Average Number of Shares Outstanding:
    Basic . . . . . . . . . . . . . . . . . . . . . .     78,800                                         78,800
                                                       ==========                                     ==========
    Diluted . . . . . . . . . . . . . . . . . . . . .     81,574                                         81,706
                                                       ==========                                     ==========
</TABLE>


                                       32
<PAGE>


<TABLE>
<CAPTION>

                                         WEINGARTEN REALTY INVESTORS
                            PRO FORMA CONDENSED STATEMENTS OF CONSOLIDATED INCOME
                                       SIX MONTHS ENDED JUNE 30, 2004
                                                 (Unaudited)



                                                                      Adjustment       Adjustment
                                                                     for Acquired       for Other         Pro
                                                       Historical    Properties(A)    Acquisitions(B)    Forma
                                                       ----------    -------------    ---------------  ----------
<S>                                                    <C>               <C>              <C>          <C>
Revenues:
    Rentals . . . . . . . . . . . . . . . . . . . . .  $ 237,411         $ 5,604          $ 4,088      $ 247,103
    Interest income . . . . . . . . . . . . . . . . .        659               1               18            678
    Other . . . . . . . . . . . . . . . . . . . . . .      2,713              32               16          2,761
                                                       ----------    -------------    ---------------  ----------
        Total . . . . . . . . . . . . . . . . . . . .    240,783           5,637            4,122        250,542
                                                       ----------    -------------    ---------------  ----------
Expenses:
    Depreciation and amortization . . . . . . . . . .     55,707           1,300            1,101         58,108
    Interest. . . . . . . . . . . . . . . . . . . . .     55,873           1,323            1,637         58,833
    Operating . . . . . . . . . . . . . . . . . . . .     35,994             702              508         37,204
    Ad valorem taxes. . . . . . . . . . . . . . . . .     29,112             657              272         30,041
    General and administrative. . . . . . . . . . . .      7,962                                           7,962
    Loss on early redemption of preferred shares. . .      3,566                                           3,566
                                                       ----------    -------------    ---------------  ----------
            Total . . . . . . . . . . . . . . . . . .    188,214           3,982            3,518        195,714
                                                       ----------    -------------    ---------------  ----------
Operating Income. . . . . . . . . . . . . . . . . . .     52,569           1,655              604         54,828
Equity in Earnings of Joint Ventures. . . . . . . . .      2,937                              314          3,251
Income Allocated to Minority Interests. . . . . . . .     (1,854)                              (8)        (1,862)
Impairment Loss on Land Held for Development. . . . .     (2,700)                                         (2,700)
Gain on Sale of Properties. . . . . . . . . . . . . .        419                                             419
                                                       ----------    -------------    ---------------  ----------
Income Before Discontinued Operations . . . . . . . .     51,371           1,655              910         53,936
                                                       ----------    -------------    ---------------  ----------
    Operating Income from Discontinued Operations . .        790                                             790
    Gain on Sale of Properties. . . . . . . . . . . .     13,430                                          13,430
                                                       ----------    -------------    ---------------  ----------
            Income from Discontinued Operations . . .     14,220                                          14,220
                                                       ----------    -------------    ---------------  ----------
Net Income. . . . . . . . . . . . . . . . . . . . . .  $  65,591         $ 1,655          $   910       $ 68,156
                                                       ==========    =============    ===============  ==========
Net Income Available to Common Shareholders:
    Basic . . . . . . . . . . . . . . . . . . . . . .  $  63,060         $ 1,655          $   910       $ 65,625
                                                       ==========    =============    ===============  ==========
    Diluted . . . . . . . . . . . . . . . . . . . . .  $  64,751         $ 1,655          $   918       $ 67,324
                                                       ==========    =============    ===============  ==========

Net Income per Common Share - Basic . . . . . . . . .  $     .75                                        $    .78
                                                       ==========                                      ==========
Net Income per Common Share - Diluted . . . . . . . .  $     .74                                        $    .77
                                                       ==========                                      ==========

Weighted Average Number of Shares Outstanding:
    Basic . . . . . . . . . . . . . . . . . . . . . .     84,371                                          84,371
                                                       ==========                                      ==========
    Diluted . . . . . . . . . . . . . . . . . . . . .     87,451                                          87,463
                                                       ==========                                      ==========
</TABLE>


                                       33
<PAGE>


                          WEINGARTEN REALTY INVESTORS
                       PRO FORMA CONDENSED BALANCE SHEET
                              AS OF JUNE 30, 2004
                                  (Unaudited)

                                 (in thousands)

This  unaudited  Pro  Forma  Condensed Balance Sheet is presented as if  (A) the
acquisition  of  the  acquired  properties  and  (B)  the  acquisition  of other
properties,  as  set  forth  in Notes (A) and (B), had occurred as of January 1,
2004.  In management's opinion, all adjustments necessary to reflect the effects
of  these  transactions  have  been  made.

<TABLE>
<CAPTION>



                                                                      Adjustment
                                                                         for             Pro
                                                      Historical     Acquisitions       Forma
                                                     ------------    ------------   ------------
<S>                                                  <C>              <C>           <C>
ASSETS:

    Property. . . . . . . . . . . . . . . . . . . .  $ 3,608,809                    $ 3,608,809
    Accumulated Depreciation. . . . . . . . . . . .     (573,048)     $ (1,809)        (574,857)
                                                     ------------    ------------   ------------
        Property - net. . . . . . . . . . . . . . .    3,035,761        (1,809)       3,033,952
    Investment in Real Estate Joint Ventures. . . .       48,939           314           49,253
                                                     ------------    ------------   ------------
          Total . . . . . . . . . . . . . . . . . .    3,084,700        (1,495)       3,083,205

    Notes Receivable from Real Estate Joint
      Ventures and Partnerships . . . . . . . . . .       44,892                         44,892
    Unamortized Debt and Lease Costs. . . . . . . .       82,935          (592)          82,343
    Accrued Rent and Accounts Receivable, net . . .       38,571                         38,571
    Other . . . . . . . . . . . . . . . . . . . . .       96,928         4,399          101,327
                                                     ------------    ------------   ------------

                              Total . . . . . . . .  $ 3,348,026      $  2,312      $ 3,350,338
                                                     ============    ============   ============

LIABILITIES AND SHAREHOLDERS' EQUITY:

Debt. . . . . . . . . . . . . . . . . . . . . . . .  $ 2,202,048                    $ 2,202,048
Accounts Payable and Accrued Expenses . . . . . . .       82,278                         82,278
Other . . . . . . . . . . . . . . . . . . . . . . .       79,058      $   (261)          78,797
                                                     ------------    ------------   ------------

          Total . . . . . . . . . . . . . . . . . .    2,363,384          (261)       2,363,123
                                                     ------------    ------------   ------------

Minority Interest . . . . . . . . . . . . . . . . .       57,479             8           57,487
                                                     ------------    ------------   ------------

Shareholders' Equity. . . . . . . . . . . . . . . .      927,163         2,565          929,728
                                                     ------------    ------------   ------------

                              Total . . . . . . . .  $ 3,348,026      $  2,312      $ 3,350,338
                                                     ============    ============   ============


</TABLE>


                                       34
<PAGE>


                          WEINGARTEN REALTY INVESTORS
                       NOTES AND SIGNIFICANT ASSUMPTIONS
                                  (Unaudited)


(A)     ACQUIRED  PROPERTIES

The aggregate purchase price for the acquisitions described below (the "Acquired
Properties")  was  $254.7  million  and  was allocated among land, buildings and
intangibles,  with the buildings being depreciated over a period of forty years.
These purchases were funded under our revolving credit facility (average rate of
1.87%),  with  the  exception  of $42.8 million of debt (average rate of 3.67%),
which  was  assumed by us.  Pro forma revenues and expenses, other than interest
and  depreciation,  represent the historical amounts of the Acquired Properties.

In January 2004 we acquired two supermarket-anchored shopping centers.  Harrison
Pointe  Center  is  a 124,000 square foot shopping center located in Cary, North
Carolina,  a  suburb  of  Raleigh, and Leesville Town Centre is a 114,000 square
foot shopping center located in Raleigh, North Carolina.  Both of these shopping
centers  were  acquired  in a limited partnership utilizing a DownREIT structure
and  are  anchored  by  Harris  Teeter.

In  March 2004 we completed the acquisition of the TFK Portfolio, a portfolio of
four  shopping centers aggregating 1,135,0000 square feet.  First Colony Commons
is  located  in Sugar Land, Texas, a suburb of Houston; TJ Maxx Plaza is located
in  Kendall,  Florida,  a  suburb  of  Miami;  Largo  Mall  is  located near St.
Petersburg,  Florida,  and  Tates  Creek  is  located  in  Lexington,  Kentucky.

In  April 2004 we acquired our joint venture partners' interests in three of our
existing  shopping  centers,  of  which  two are located in Texas and one in New
Mexico.  Pavilions  at  San Mateo is a 196,000 square foot retail center that is
located  in  Albuquerque,  New  Mexico,  and  is anchored by Linen 'N Things and
Circuit  City.  Rockwall  Market  Center  is a 209,000 square foot retail center
that  is  located  in  Rockwall,  Texas,  and  is  anchored by Linens 'N Things,
Michael's,  OfficeMax, Old Navy and Ross Dress for Less.  Lone Star Pavilions is
a  107,000  square foot retail center that is located in College Station, Texas,
and  is  anchored  by  Barnes  &  Noble,  Office  Depot  and  Best  Buy.

(B)     OTHER  ACQUISITIONS

The  aggregate  purchase  price for the acquisitions described below (the "Other
Acquisitions")  was  $135.3  million and was allocated among land, buildings and
intangibles,  with the buildings being depreciated over a period of forty years.
These purchases were funded under our revolving credit facility (average rate of
1.87%)  with  the  exception of $58.4 million of debt (rate of 5.63%), which was
assumed  by  us.  Pro  forma  revenues  and  expenses,  other  than interest and
depreciation,  represent  the  historical  amounts  of  the  Other Acquisitions.

In  January  2004  we  acquired  Greenhouse  Marketplace,  a 151,000 square foot
shopping  center  located  in San Leandro, California.  Big Lots, Cents Only and
Factory  2-U  anchor  this  retail  center.

In  April  2004,  three  50%-owned  unconsolidated  joint  ventures  acquired an
interest  in  three  retail  properties  located in McAllen, Texas.  Las Tiendas
Plaza is  a  499,900  square  foot center  anchored by Target and Mervyn's (both
corporately owned), as well as Ross Dress for Less, Marshall's and Office Depot.
Northcross  is a 76,500 square foot center and is anchored by Barnes & Noble and
Blockbuster.  The  third property is HEB South 10th Street, which is anchored by
an  HEB supermarket.  In April 2004 we also acquired our joint venture partner's
interest  in  an  existing  shopping  center  located  in  Houston,  Texas.

In May 2004 we acquired an industrial project and two retail centers.  Southside
Industrial Parkway is a 72,000 square foot industrial center located in Atlanta,
Georgia.  El  Camino  Promenade is a 111,000 square foot shopping center that is
anchored  by  TJ  Maxx,  AMC  Theater  and  Beverages  & More, and is located in


                                       35
<PAGE>


Encinitas,  California.  Village  Shoppes  of Sugarloaf is a 148,000 square foot
shopping  center,  which  is  located  in  Lawrenceville,  Georgia,  a suburb of
Atlanta.  Publix  anchors  this  retail  center.

In June 2004 we acquired Roswell Corners, a 137,000 square foot shopping center,
which  is  located  in Roswell, Georgia, and is anchored by Staples, TJ Maxx and
Super  Target (corporately owned).  Also in June 2004 we acquired an interest in
a  retail  property  through  a 50%-owned unconsolidated joint venture.  Western
Plaza  is a 56,000 square foot center, which is anchored by Big Lots and located
in  Fenton,  Missouri.


                                       36
<PAGE>


<TABLE>
<CAPTION>


                           WEINGARTEN REALTY INVESTORS
                STATEMENT OF ESTIMATED TAXABLE OPERATING RESULTS
                   AND CASH TO BE MADE AVAILABLE BY OPERATIONS
                  FOR THE YEAR ENDED DECEMBER 31, 2003
                                   (Unaudited)

                                 (in thousands)


The  following  unaudited statement is a pro forma estimate of taxable operating
results  and cash to be made available by operations for the year ended December
31,  2003.  The pro forma statement is based on our historical operating results
for  the  year  ended  December  31,  2003  adjusted  for  the effect of (A) the
acquisition  of  the  acquired  properties  and  (B)  the  acquisition  of other
properties,  as  set  forth  in  the  Notes  and  Significant  Assumptions. This
statement  does  not purport to forecast actual operating results for any future
periods.


<S>                                                                  <C>
          Revenue . . . . . . . . . . . . . . . . . . . . . . . . .  $ 453,163

          Expenses:

                Depreciation and amortization . . . . . . . . . . .    102,990
                Interest. . . . . . . . . . . . . . . . . . . . . .    100,488
                Operating . . . . . . . . . . . . . . . . . . . . .     70,318
                Ad valorem taxes. . . . . . . . . . . . . . . . . .     51,160
                General and administrative. . . . . . . . . . . . .     13,820
                Loss on early redemption of preferred shares. . . .      2,739
                                                                     ----------
                    Total Expenses. . . . . . . . . . . . . . . . .    341,515
                                                                     ----------

          Operating Income. . . . . . . . . . . . . . . . . . . . .    111,648

          Equity in Earnings of Joint Ventures. . . . . . . . . . .      5,823
          Income Allocated to Minority Interests. . . . . . . . . .     (3,035)
          Gain on Sale of Properties. . . . . . . . . . . . . . . .        714
          Income from Discontinued Operations . . . . . . . . . . .      8,054
                                                                     ----------
          Estimated Taxable Operating Income. . . . . . . . . . . .    123,204

          Adjustments:
          Depreciation and amortization . . . . . . . . . . . . . .    104,063
          Loss on early redemption of preferred shares `. . . . . .      2,739
          Equity in earnings of joint ventures. . . . . . . . . . .     (5,823)
          Income allocated to minority interests. . . . . . . . . .      3,035
          Gain on sale of properties. . . . . . . . . . . . . . . .     (6,753)
          Changes in accrued rent and accounts receivable . . . . .     (5,596)
          Changes in other assets . . . . . . . . . . . . . . . . .    (31,579)
          Changes in accounts payable and accrued expenses. . . . .     (3,491)
          Other, net. . . . . . . . . . . . . . . . . . . . . . . .       (490)
                                                                     ----------

          Estimated Cash to be Made Available from Operations . . .  $ 179,309
                                                                     ==========
</TABLE>



(c)  Exhibits

     Exhibit  Number     Description
     ---------------     -----------

           23.1          Consent  of  Deloitte  &  Touche  LLP


                                       37
<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:  September  9,  2004

                                            WEINGARTEN  REALTY  INVESTORS



                                     By:     /s/     Joe  D.  Shafer
                                             --------------------------------
                                             Joe  D.  Shafer
                                             Vice  President/Controller
                                             (Principal  Accounting  Officer)

                                       38
<PAGE>
[{"type": "8-K", "sequence": "1", "filename": "doc1.txt", "secsgml_size_bytes": 81889}]
{"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": "041023610"}, "business-address": {"street1": "2600 CITADEL PLAZA DR", "street2": "SUITE 300", "city": "HOUSTON", "state": "TX", "zip": "77292", "phone": "7138666000"}, "mail-address": {"street1": "PO BOX 924133", "city": "HOUSTON", "state": "TX", "zip": "77292-4133"}}
UNITED STATES
                       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):  September 9, 2004

                           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  2.01  COMPLETION  OF  ACQUISITION  OR  DISPOSITION  OF  ASSETS

     During  the six months ended June 30, 2004, we acquired ten retail shopping
centers  and  one  industrial project.  Also, we acquired four shopping centers,
each  through a 50% unconsolidated joint venture, and acquired our joint venture
partners'  interest  in  four  shopping centers.  Material factors considered in
each of the acquisitions made by us include historical and prospective financial
performance  of  the  center,  credit quality of the tenancy, local and regional
demographics,  location  and competition, ad valorem tax rates, condition of the
property and the related anticipated level of capital expenditures required.  We
are  not  aware of any additional material factors that would cause the reported
financial  information  not  to  be  necessarily  indicative of future operating
results.  The  total  investment  in  acquisitions  during  the six month period
ending  June  30,  2004  was  $390  million.  Audited  financial  statements for
Harrison  Pointe  Shopping Center, Leesville Shopping Center, the TFK Portfolio,
Pavilions  at  San  Mateo,  Rockwall Market Center  and Lone Star Pavilions (the
"Acquired  Properties")  are  submitted in ITEM 9.01 below.  Unaudited pro forma
financial  information  on  the  Acquired  Properties and other acquisitions are
submitted  in  ITEM  9.01  below.

ITEM  9.01  FINANCIAL  STATEMENTS,  PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

     The  following  financial  statements,  pro  forma financial statements and
exhibits  are  filed  as  part  of  this  report:

     (a)     Financial  statements  of  businesses  acquired:

             1.   Harrison  Pointe  Shopping  Center

                  (i)     Independent  Auditors'  Report

                  (ii)    Statement of Revenues and Certain Expenses for the
                          Year Ended  December  31,  2003

                  (iii)   Notes  to  Statement  of  Revenues  and  Certain
                          Expenses

             2.   Leesville  Shopping  Center

                  (i)     Independent  Auditors'  Report

                  (ii)    Statement  of  Revenues  and  Certain  Expenses  for
                          the  Year  Ended  December  31,  2003

                  (iii)   Notes  to  Statement  of  Revenues  and  Certain
                          Expenses

             3.   TFK  Portfolio

                  (i)     Independent  Auditors'  Report

                  (ii)    Statement  of  Revenues  and  Certain  Expenses  for
                          the  Year  Ended  December  31,  2003

                  (iii)   Notes  to  Statement  of  Revenues  and  Certain
                          Expenses

                  (iv)    Statement  of Revenues and Certain Expenses for the
                          period from January 1,  2004  through  February  28,
                          2004  (unaudited)

                                        2
4.   Pavilions  at  San  Mateo

                  (i)     Independent  Auditors'  Report

                  (ii)    Statement  of  Revenues  and  Certain  Expenses  for
                          the  Year  Ended  December  31,  2003

                  (iii)   Notes  to  Statement  of  Revenues  and  Certain
                          Expenses

                  (iv)    Statement  of Revenues and Certain Expenses for the
                          period from January  1,  2004  through  April  29,
                          2004  (unaudited)

             5.   Rockwall  Market  Center

                  (i)     Independent  Auditors'  Report

                  (ii)    Statement  of  Revenues  and  Certain  Expenses  for
                          the  Year  Ended  December  31,  2003

                  (iii)   Notes  to  Statement  of  Revenues  and  Certain
                          Expenses

                  (iv)    Statement  of Revenues and Certain Expenses for the
                          period from January 1,  2004  through  April  29,
                          2004  (unaudited)

             6.   Lone  Star  Pavilions

                  (i)     Independent  Auditors'  Report

                  (ii)    Statement  of  Revenues  and  Certain  Expenses  for
                          the  Year  Ended  December  31,  2003

                  (iii)   Notes  to  Statement  of  Revenues  and  Certain
                          Expenses

                  (iv)    Statement  of Revenues and Certain Expenses for the
                          period from January 1,  2004  through  April  29,
                          2004  (unaudited)

     (b)     Pro Forma Condensed Financial Statement (unaudited) of Weingarten
             Realty Investors,  the  Acquired  Properties  and  Other
             Acquisitions

             1.   Pro Forma Condensed Statement of Consolidated Income for the
                  Year  Ended  December 31, 2003 and the Six Months Ended June
                  30,  2004

             2.   Pro  Forma  Condensed  Balance  Sheet  as  of  June  30,  2004

             3.   Notes  and  Significant  Assumptions

             4.   Statement of Estimated Taxable Operating Results and Cash to
                  be  Made  Available  by  Operations for the Year Ended
                  December 31,  2003

     (c)     Exhibits:

             Included herewith is Exhibit No. 23.1, the Consent of Independent
             Registered  Public  Accounting  Firm

                                        3
INDEPENDENT  AUDITORS'  REPORT

To  the  Board  of  Trust  Managers  and  Shareholders  of
     Weingarten  Realty  Investors:

               We  have  audited  the  accompanying  statement  of  revenues and
certain  expenses  (the "Historical Summary") of Harrison Pointe Shopping Center
(the  "Property")  for the year ended December 31, 2003. This Historical Summary
is  the  responsibility  of  the Property's management. Our responsibility is to
express  an  opinion  on  the  Historical  Summary  based  on  our  audit.

               We  conducted our audit in accordance with the auditing standards
generally accepted in the United States of America. Those standards require that
we  plan  and perform the audit to obtain reasonable assurance about whether the
Historical Summary is free of material misstatement. An audit includes examining
on  a  test  basis,  evidence  supporting  the  amounts  and  disclosures in the
statement.  An  audit also includes assessing the accounting principles used and
significant  estimates  made  by  management,  as well as evaluating the overall
presentation  of  the  Historical  Summary. We believe that our audit provides a
reasonable  basis  for  our  opinion.

               The  accompanying Historical Summary was prepared for the purpose
of  complying  with  the  rules  and  regulations of the Securities and Exchange
Commission  (for  inclusion  in  Form  8-K  of  Weingarten  Realty Investors) as
described  in  Note  2  to  the  Historical  Summary and is not intended to be a
complete  presentation  of  the  Property's  revenues  and  expenses.

               In  our  opinion,  the Historical Summary presents fairly, in all
material  respects, the revenues and certain expenses, as described in Note 2 to
the  Historical  Summary,  of Harrison Pointe Shopping Center for the year ended
December  31,  2003, in conformity with accounting principles generally accepted
in  the  United  States  of  America.

Deloitte  &  Touche  LLP
Houston,  Texas
September  8,  2004

                                        4
HARRISON POINTE SHOPPING CENTER
                   STATEMENT OF REVENUES AND CERTAIN EXPENSES
                      FOR THE YEAR ENDED DECEMBER 31, 2003
REVENUES:
    Rental. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 346,221
    Tenant reimbursements . . . . . . . . . . . . . . . . . . . . . .     63,170
                                                                       ----------
              Total Revenues. . . . . . . . . . . . . . . . . . . . .    409,391
                                                                       ----------

CERTAIN EXPENSES:
    Property operating and maintenance. . . . . . . . . . . . . . . .     82,670
    Ad valorem taxes. . . . . . . . . . . . . . . . . . . . . . . . .     94,133
                                                                       ----------
              Total Certain Expenses. . . . . . . . . . . . . . . . .    176,803
                                                                       ----------

EXCESS OF REVENUES OVER CERTAIN EXPENSES. . . . . . . . . . . . . . .  $ 232,588
                                                                       ==========

See accompanying notes to statement of revenues and certain expenses.
5
HARRISON  POINTE  SHOPPING  CENTER
NOTES  TO  STATEMENT  OF  REVENUES  AND  CERTAIN  EXPENSES
FOR  THE  YEAR  ENDED  DECEMBER  31,  2003

1.     ORGANIZATION

               The  accompanying statement of revenues and certain expenses (the
"Historical Summary") includes the operations of Harrison Pointe Shopping Center
(the  "Property").  The development of this property was substantially completed
in 2003 and was purchased by Weingarten Realty Investors (the "Company") through
its  interest  in  WRI/Raleigh LP effective January 1, 2004 from J&H of Raleigh,
LLC. This acquisition is a 124,000 square foot center in Cary, North Carolina, a
suburb of Raleigh, North Carolina, and is anchored by Harris Teeter and Staples.
The  Property  was  56.6%  occupied as of December 31, 2003. A single tenant had
minimum rentals of 33.0% and no other tenant had minimum rentals exceeding 10.9%
of  the  total  minimum  rentals  for  the  month  ended  December  31,  2003.

               The  Company  is  a  Texas real estate investment trust, which is
primarily  involved  in  the  acquisition,  development,  and management of real
estate, consisting mostly of neighborhood and community shopping centers and, to
a  lesser  extent,  industrial  properties.

2.     SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

               Basis  of  Presentation - The accompanying Historical Summary has
been  prepared  for the purpose of complying with the provisions of Article 3.14
of  Regulation  S-X  promulgated  by the Securities and Exchange Commission (the
"SEC"),  which  requires  certain  information  with  respect  to  real  estate
operations  to  be  included  with  certain filings with the SEC. The Historical
Summary  for  the  year ended December 31, 2003 includes the historical revenues
and  certain  operating  expenses  of  the  Property,  exclusive  of  interest,
management  fees,  corporate  level  general  and  administrative  expenses  and
depreciation  and  amortization,  which  may  not  be  comparable  to the future
operations  of  the  Property.

               Revenue Recognition - Rental revenue is generally recognized on a
straight-line  basis over the life of the lease. Rental revenue includes revenue
based  on  a  percentage  of  tenants' sales, which is recognized only after the
tenant  exceeds  their  sales  breakpoint. All leases have been accounted for as
operating  leases.  Tenant  reimbursements  represent  revenues from tenants for
reimbursements of taxes, maintenance expenses and insurance, which is recognized
in  the  period  the  related  expense  is  recorded.

               Repairs  and  Maintenance  -  Expenditures  for  repairs  and
maintenance  are  expensed  as  incurred.

               Use  of Estimates - The preparation of the financial statement in
conformity with accounting principles generally accepted in the United States of
America  requires  the  Property's  management to make estimates and assumptions
that  affect  amounts  reported  in  the  financial statement as well as certain
disclosures.  Actual  results  could  differ  from  those  estimates.

                                        6
3.     RENTALS  UNDER  OPERATING  LEASES

               Future minimum rental income from non-cancelable operating leases
at  December  31,  2003  is  as  follows:
2004              $   854,979
          2005                  863,976
          2006                  873,750
          2007                  822,652
          2008                  736,872
          Thereafter          4,929,487
The  future  minimum  lease  payments  do  not  include  estimates  for  tenant
reimbursements  nor  amounts  based  on  a percentage of the tenants' sales.  No
percentage  rental  income  was recognized for the year ended December 31, 2003,
and tenant reimbursements totaled $63,170 for the year ended December 31, 2003.

                                        7
INDEPENDENT  AUDITORS'  REPORT

To  the  Board  of  Trust  Managers  and  Shareholders  of
     Weingarten  Realty  Investors:

               We  have  audited  the  accompanying  statement  of  revenues and
certain  expenses  (the  "Historical Summary") of Leesville Shopping Center (the
"Property") for the year ended December 31, 2003. This Historical Summary is the
responsibility of the Property's management. Our responsibility is to express an
opinion  on  the  Historical  Summary  based  on  our  audit.

               We  conducted  our  audit  in  accordance with auditing standards
generally accepted in the United States of America. Those standards require that
we  plan  and perform the audit to obtain reasonable assurance about whether the
Historical Summary is free of material misstatement. An audit includes examining
on  a  test  basis,  evidence  supporting  the  amounts  and  disclosures in the
statement.  An  audit also includes assessing the accounting principles used and
significant  estimates  made  by  management,  as well as evaluating the overall
presentation  of  the  Historical  Summary. We believe that our audit provides a
reasonable  basis  for  our  opinion.

               The  accompanying Historical Summary was prepared for the purpose
of  complying  with  the  rules  and  regulations of the Securities and Exchange
Commission  (for  inclusion  in  Form  8-K  of  Weingarten  Realty Investors) as
described  in  Note  2  to  the  Historical  Summary and is not intended to be a
complete  presentation  of  the  Property's  revenues  and  expenses.

               In  our  opinion,  the Historical Summary presents fairly, in all
material  respects, the revenues and certain expenses, as described in Note 2 to
the Historical Summary, of Leesville Shopping Center for the year ended December
31,  2003,  in  conformity  with accounting principles generally accepted in the
United  States  of  America.

Deloitte  &  Touche  LLP
Houston,  Texas
September  8,  2004

                                        8
LEESVILLE SHOPPING CENTER
                    STATEMENT OF REVENUES AND CERTAIN EXPENSES
                       FOR THE YEAR ENDED DECEMBER 31, 2003
REVENUES:
    Rental. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 1,877,997
    Tenant reimbursements . . . . . . . . . . . . . . . . . . . . . .      254,617
                                                                       ------------
              Total Revenues. . . . . . . . . . . . . . . . . . . . .    2,132,614
                                                                       ------------

CERTAIN EXPENSES:
    Property operating and maintenance. . . . . . . . . . . . . . . .      267,034
    Ad valorem taxes. . . . . . . . . . . . . . . . . . . . . . . . .      129,287
                                                                       ------------
              Total Certain Expenses. . . . . . . . . . . . . . . . .      396,321
                                                                       ------------

EXCESS OF REVENUES OVER CERTAIN EXPENSES. . . . . . . . . . . . . . .  $ 1,736,293
                                                                       ============
See accompanying notes to statement of revenues and certain expenses.
9
LEESVILLE  SHOPPING  CENTER
NOTES  TO  STATEMENT  OF  REVENUES  AND  CERTAIN  EXPENSES
FOR  THE  YEAR  ENDED  DECEMBER  31,  2003

1.     ORGANIZATION

               The  accompanying statement of revenues and certain expenses (the
"Historical  Summary") includes the operations of Leesville Shopping Center (the
"Property").  The  Property  is a 114,000 square foot shopping center located in
Leesville, North Carolina, a suburb of Raleigh, North Carolina. The Property was
purchased by Weingarten Realty Investors (the "Company") through its interest in
WRI/Raleigh  LP effective January 1, 2004 from REA Development LLC. The Property
was  98.8% occupied as of December 31, 2003, and is anchored by Harris Teeter. A
single  tenant  had  minimum  rentals  of  34.6% and no other tenant had minimum
rentals  exceeding 9.2% of the total minimum rentals for the year ended December
31,  2003.

               The  Company  is  a  Texas real estate investment trust, which is
primarily  involved  in  the  acquisition,  development,  and management of real
estate, consisting mostly of neighborhood and community shopping centers and, to
a  lesser  extent,  industrial  properties.

2.     SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

               Basis  of  Presentation - The accompanying Historical Summary has
been  prepared  for the purpose of complying with the provisions of Article 3.14
of  Regulation  S-X  promulgated  by the Securities and Exchange Commission (the
"SEC"),  which  requires  certain  information  with  respect  to  real  estate
operations  to  be  included  with  certain filings with the SEC. The Historical
Summary  for  the  year ended December 31, 2003 includes the historical revenues
and  certain  operating  expenses  of  the  Property,  exclusive  of  interest,
management  fees,  corporate  level  general  and  administrative  expenses  and
depreciation  and  amortization,  which  may  not  be  comparable  to the future
operations  of  the  Property.

               Revenue Recognition - Rental revenue is generally recognized on a
straight-line  basis over the life of the lease. Rental revenue includes revenue
based  on  a  percentage  of  tenants' sales, which is recognized only after the
tenant  exceeds  their  sales  breakpoint. All leases have been accounted for as
operating  leases.  Tenant  reimbursements  represent  revenues from tenants for
reimbursements of taxes, maintenance expenses and insurance, which is recognized
in  the  period  the  related  expense  is  recorded.

               Repairs  and  Maintenance  -  Expenditures  for  repairs  and
maintenance  are  expensed  as  incurred.

               Use  of Estimates - The preparation of the financial statement in
conformity with accounting principles generally accepted in the United States of
America  requires  the  Property's  management to make estimates and assumptions
that  affect  amounts  reported  in  the  financial statement as well as certain
disclosures.  Actual  results  could  differ  from  those  estimates.

                                       10
3.     RENTALS  UNDER  OPERATING  LEASES

               Future minimum rental income from non-cancelable operating leases
at  December  31,  2003  is  as  follows:
2004            $  1,878,647
          2005               1,761,935
          2006               1,698,850
          2007               1,410,969
          2008               1,422,115
          Thereafter        13,309,402
The  future  minimum  lease  payments  do  not  include  estimates  for  tenant
reimbursements  nor  amounts  based  on  a  percentage  of  tenants'  sales.  No
percentage  rental  income  was recognized for the year ended December 31, 2003,
and  tenant  reimbursements  totaled  $254,617  for  the year ended December 31,
2003.

                                       11
INDEPENDENT  AUDITORS'  REPORT

To  the  Board  of  Trust  Managers  and  Shareholders  of
     Weingarten  Realty  Investors:

               We  have  audited  the  accompanying  statement  of  revenues and
certain  expenses  (the  "Historical Summary") of the TFK Portfolio for the year
ended  December  31,  2003. This Historical Summary is the responsibility of the
TFK  Portfolio's  management. Our responsibility is to express an opinion on the
Historical  Summary  based  on  our  audit.

               We  conducted  our  audit  in  accordance with auditing standards
generally accepted in the United States of America. Those standards require that
we  plan  and perform the audit to obtain reasonable assurance about whether the
Historical Summary is free of material misstatement. An audit includes examining
on  a  test  basis,  evidence  supporting  the  amounts  and  disclosures in the
statement.  An  audit also includes assessing the accounting principles used and
significant  estimates  made  by  management,  as well as evaluating the overall
presentation  of  the  Historical  Summary. We believe that our audit provides a
reasonable  basis  for  our  opinion.

               The  accompanying Historical Summary was prepared for the purpose
of  complying  with  the  rules  and  regulations of the Securities and Exchange
Commission  (for  inclusion  in  Form  8-K  of  Weingarten  Realty Investors) as
described  in  Note  2  to  the  Historical  Summary and is not intended to be a
complete  presentation  of  TFK  Portfolio's  revenues  and  expenses.

               In  our  opinion,  the Historical Summary presents fairly, in all
material  respects, the revenues and certain expenses, as described in Note 2 to
the  Historical  Summary,  of  the TFK Portfolio for the year ended December 31,
2003,  in conformity with accounting principles generally accepted in the United
States  of  America.

Deloitte  &  Touche  LLP
Houston,  Texas
September  8,  2004

                                       12
TFK PORTFOLIO
                    STATEMENT OF REVENUES AND CERTAIN EXPENSES
                       FOR THE YEAR ENDED DECEMBER 31, 2003
REVENUES:
    Rental. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 12,409,855
    Tenant reimbursements . . . . . . . . . . . . . . . . . . . . . .     3,676,618
                                                                       -------------
              Total Revenues. . . . . . . . . . . . . . . . . . . . .    16,086,473
                                                                       -------------

CERTAIN EXPENSES:
    Property operating and maintenance. . . . . . . . . . . . . . . .     1,892,690
    Ad valorem taxes. . . . . . . . . . . . . . . . . . . . . . . . .     2,071,717
                                                                       -------------
              Total Certain Expenses. . . . . . . . . . . . . . . . .     3,964,407
                                                                       -------------

EXCESS OF REVENUES OVER CERTAIN EXPENSES. . . . . . . . . . . . . . .  $ 12,122,066
                                                                       =============

See accompanying notes to statement of revenues and certain expenses.
13
TFK  PORTFOLIO
NOTES  TO  STATEMENT  OF  REVENUES  AND  CERTAIN  EXPENSES
FOR  THE  YEAR  ENDED  DECEMBER  31,  2003

1.     ORGANIZATION

               The  accompanying statement of revenues and certain expenses (the
"Historical  Summary")  includes  the  operations  of the TFK Portfolio. The TFK
Portfolio was purchased by Weingarten Realty Investors on March 1, 2004 from TFK
Retail,  Ltd.  This  acquisition  includes  four  shopping  centers  aggregating
1,135,000  square  feet. First Colony Commons is located in Sugar Land, Texas, a
suburb  of  Houston;  TJ  Maxx Plaza is located in Kendall, Florida, a suburb of
Miami;  Largo  Mall  is located near St. Petersburg, Florida; and Tates Creek is
located  in  Lexington,  Kentucky.  The  TFK  Portfolio was 89.4% occupied as of
December  31,  2003. No single tenant had minimum rentals exceeding 6.97% of the
total  minimum  rentals  for  the  year  ended  December  31,  2003.

               The  Company  is  a  Texas real estate investment trust, which is
primarily  involved  in  the  acquisition,  development,  and management of real
estate, consisting mostly of neighborhood and community shopping centers and, to
a  lesser  extent,  industrial  properties.

2.     SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

               Basis  of  Presentation - The accompanying Historical Summary has
been  prepared  for the purpose of complying with the provisions of Article 3.14
of  Regulation  S-X  promulgated  by the Securities and Exchange Commission (the
"SEC"),  which  requires  certain  information  with  respect  to  real  estate
operations  to  be  included  with  certain filings with the SEC. The Historical
Summary  for  the  year ended December 31, 2003 includes the historical revenues
and  certain  operating  expenses  of  the TFK Portfolio, exclusive of interest,
management  fees,  corporate  level  general  and  administrative  expenses  and
depreciation  and  amortization,  which  may  not  be  comparable  to the future
operations  of  the  TFK  Portfolio.

               Revenue Recognition - Rental revenue is generally recognized on a
straight-line  basis over the life of the lease. Rental revenue includes revenue
based  on  a  percentage  of  tenants' sales, which is recognized only after the
tenant  exceeds  their  sales  breakpoint. All leases have been accounted for as
operating  leases.  Tenant  reimbursements  represent  revenues from tenants for
reimbursements of taxes, maintenance expenses and insurance, which is recognized
in  the  period  the  related  expense  is  recorded.

               Repairs  and  Maintenance  -  Expenditures  for  repairs  and
maintenance  are  expensed  as  incurred.

               Use  of Estimates - The preparation of the financial statement in
conformity with accounting principles generally accepted in the United States of
America  requires  the  TFK  Portfolio's  management  to  make  estimates  and
assumptions  that  affect amounts reported in the financial statement as well as
certain  disclosures.  Actual  results  could  differ  from  those  estimates.

                                       14
3.     RENTALS  UNDER  OPERATING  LEASES

               Future minimum rental income from non-cancelable operating leases
at  December  31,  2003  is  as  follows:
2004            $ 12,414,946
          2005              11,460,349
          2006              10,123,763
          2007               8,965,486
          2008               6,316,112
          Thereafter        18,492,704
The  future  minimum  lease  payments  do  not  include  estimates  for  tenant
reimbursements  nor  amounts  based  on  a  percentage  of  the  tenants' sales.
Percentage  rental  income  and  tenant  reimbursements  totaled  $228,978  and
$3,676,618,  respectively,  for  the  year  ended  December  31,  2003.

                                       15
TFK PORTFOLIO
                   STATEMENT OF REVENUES AND CERTAIN EXPENSES
          FOR THE PERIOD FROM JANUARY 1, 2004 THROUGH FEBRUARY 28, 2004
                                   (Unaudited)
REVENUES:
    Rental . . . . . . . . . . . . . . . . .  $ 2,219,614
    Tenant reimbursements. . . . . . . . . .      730,073
                                              ------------
              Total Revenues . . . . . . . .    2,949,687
                                              ------------

CERTAIN EXPENSES:
    Property operating and maintenance . . .      266,731
    Ad valorem taxes . . . . . . . . . . . .      366,397
                                              ------------
              Total Certain Expenses . . . .      633,128
                                              ------------

EXCESS OF REVENUES OVER CERTAIN EXPENSES . .  $ 2,316,559
                                              ============
16
INDEPENDENT  AUDITORS'  REPORT

To  the  Board  of  Trust  Managers  and  Shareholders  of
     Weingarten  Realty  Investors:

               We  have  audited  the  accompanying  statement  of  revenues and
certain  expenses  (the  "Historical  Summary")  of  Pavilions at San Mateo (the
"Property") for the year ended December 31, 2003. This Historical Summary is the
responsibility of the Property's management. Our responsibility is to express an
opinion  on  the  Historical  Summary  based  on  our  audit.

               We  conducted our audit in accordance with the auditing standards
generally accepted in the United States of America. Those standards require that
we  plan  and perform the audit to obtain reasonable assurance about whether the
Historical Summary is free of material misstatement. An audit includes examining
on  a  test  basis,  evidence  supporting  the  amounts  and  disclosures in the
statement.  An  audit also includes assessing the accounting principles used and
significant  estimates  made  by  management,  as well as evaluating the overall
presentation  of  the  Historical  Summary. We believe that our audit provides a
reasonable  basis  for  our  opinion.

               The  accompanying Historical Summary was prepared for the purpose
of  complying  with  the  rules  and  regulations of the Securities and Exchange
Commission  (for  inclusion  in  Form  8-K  of  Weingarten  Realty Investors) as
described  in  Note  2  to  the  Historical  Summary and is not intended to be a
complete  presentation  of  the  Property's  revenues  and  expenses.

               In  our  opinion,  the Historical Summary presents fairly, in all
material  respects, the revenues and certain expenses, as described in Note 2 to
the  Historical  Summary,  of Pavilions at San Mateo for the year ended December
31,  2003,  in  conformity  with accounting principles generally accepted in the
United  States  of  America.

Deloitte  &  Touche  LLP
Houston,  Texas
September  8,  2004

                                       17
PAVILIONS AT SAN MATEO
                    STATEMENT OF REVENUES AND CERTAIN EXPENSES
                       FOR THE YEAR ENDED DECEMBER 31, 2003
REVENUES:
    Rental. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 2,783,111
    Tenant reimbursements . . . . . . . . . . . . . . . . . . . . . .      465,129
                                                                       ------------
              Total Revenues. . . . . . . . . . . . . . . . . . . . .    3,248,240
                                                                       ------------

CERTAIN EXPENSES:
    Property operating and maintenance. . . . . . . . . . . . . . . .      325,053
    Ad valorem taxes. . . . . . . . . . . . . . . . . . . . . . . . .      179,007
                                                                       ------------
              Total Certain Expenses. . . . . . . . . . . . . . . . .      504,060
                                                                       ------------

EXCESS OF REVENUES OVER CERTAIN EXPENSES. . . . . . . . . . . . . . .  $ 2,744,180
                                                                       ============

See accompanying notes to statement of revenues and certain expenses.
18
PAVILIONS  AT  SAN  MATEO
NOTES  TO  STATEMENT  OF  REVENUES  AND  CERTAIN  EXPENSES
FOR  THE  YEAR  ENDED  DECEMBER  31,  2003

1.     ORGANIZATION

               The  accompanying statement of revenues and certain expenses (the
"Historical  Summary")  includes  the  operations of Pavilions at San Mateo (the
"Property").  Weingarten  Realty  Investors  (the "Company"), and a wholly owned
entity  of the Company, WRI/Pavilion Inc., owned a 30% interest in the Property.
On  April  30,  2004,  the  Company  purchased the remaining 70% interest in the
Property from Shannon Property Management. The Property is a 196,000 square foot
retail  center  that  is  located in Albuquerque, New Mexico, and is anchored by
Linens  'N  Things  and  Circuit  City.  The  Property  was 92.6% occupied as of
December  31, 2003. Four tenants had minimum rentals ranging from 18.8% to 11.2%
and  no  other  tenant  had  minimum rentals exceeding 7.8% of the total minimum
rentals  for  the  year  ended  December  31,  2003.

               The  Company  is  a  Texas real estate investment trust, which is
primarily  involved  in  the  acquisition,  development,  and management of real
estate, consisting mostly of neighborhood and community shopping centers and, to
a  lesser  extent,  industrial  properties.

2.     SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

               Basis  of  Presentation - The accompanying Historical Summary has
been  prepared  for the purpose of complying with the provisions of Article 3.14
of  Regulation  S-X  promulgated  by the Securities and Exchange Commission (the
"SEC"),  which  requires  certain  information  with  respect  to  real  estate
operations  to  be  included  with  certain filings with the SEC. The Historical
Summary  for  the  year ended December 31, 2003 includes the historical revenues
and  certain  operating  expenses  of  the  Property,  exclusive  of  interest,
management  fees,  corporate  level  general  and  administrative  expenses  and
depreciation  and  amortization,  which  may  not  be  comparable  to the future
operations  of  the  Property.

               Revenue Recognition - Rental revenue is generally recognized on a
straight-line  basis over the life of the lease. Rental revenue includes revenue
based  on  a  percentage  of  tenants' sales, which is recognized only after the
tenant  exceeds  their  sales  breakpoint. All leases have been accounted for as
operating  leases.  Tenant  reimbursements  represent  revenues from tenants for
reimbursements of taxes, maintenance expenses and insurance, which is recognized
in  the  period  the  related  expense  is  recorded.

               Repairs  and  Maintenance  -  Expenditures  for  repairs  and
maintenance  are  expensed  as  incurred.

               Use  of Estimates - The preparation of the financial statement in
conformity with accounting principles generally accepted in the United States of
America  requires  the  Property's  management to make estimates and assumptions
that  affect  amounts  reported  in  the  financial statement as well as certain
disclosures.  Actual  results  could  differ  from  those  estimates.

                                       19
3.     RENTALS  UNDER  OPERATING  LEASES

               Future minimum rental income from non-cancelable operating leases
at  December  31,  2003  is  as  follows:
2004              $ 2,732,956
          2005                2,668,887
          2006                2,562,190
          2007                2,432,313
          2008                2,079,067
          Thereafter          9,400,661
The  future  minimum  lease  payments  do  not  include  estimates  for  tenant
reimbursements  nor  amounts  based  on  a percentage of the tenants' sales.  No
percentage  rental  income  was recognized for the year ended December 31, 2003,
and  tenant  reimbursements  totaled  $465,129  for  the year ended December 31,
2003.

                                       20
PAVILIONS AT SAN MATEO
                   STATEMENT OF REVENUES AND CERTAIN EXPENSES
           FOR THE PERIOD FROM JANUARY 1, 2004 THROUGH APRIL 29, 2004
                                   (Unaudited)
REVENUES:
    Rental . . . . . . . . . . . . . . . . .  $   881,231
    Tenant reimbursements. . . . . . . . . .      156,775
                                              ------------
              Total Revenues . . . . . . . .    1,038,006
                                              ------------

CERTAIN EXPENSES:
    Property operating and maintenance . . .      113,107
    Ad valorem taxes . . . . . . . . . . . .       59,732
                                              ------------
              Total Certain Expenses . . . .      172,839
                                              ------------

EXCESS OF REVENUES OVER CERTAIN EXPENSES . .  $   865,167
                                              ============
21
INDEPENDENT  AUDITORS'  REPORT

To  the  Board  of  Trust  Managers  and  Shareholders  of
     Weingarten  Realty  Investors:

               We  have  audited  the  accompanying  statement  of  revenues and
certain  expenses  (the  "Historical  Summary")  of  Rockwall Market Center (the
"Property") for the year ended December 31, 2003. This Historical Summary is the
responsibility of the Property's management. Our responsibility is to express an
opinion  on  the  Historical  Summary  based  on  our  audit.

               We  conducted our audit in accordance with the auditing standards
generally accepted in the United States of America. Those standards require that
we  plan  and perform the audit to obtain reasonable assurance about whether the
Historical Summary is free of material misstatement. An audit includes examining
on  a  test  basis,  evidence  supporting  the  amounts  and  disclosures in the
statement.  An  audit also includes assessing the accounting principles used and
significant  estimates  made  by  management,  as well as evaluating the overall
presentation  of  the  Historical  Summary. We believe that our audit provides a
reasonable  basis  for  our  opinion.

               The  accompanying Historical Summary was prepared for the purpose
of  complying  with  the  rules  and  regulations of the Securities and Exchange
Commission  (for  inclusion  in  Form  8-K  of  Weingarten  Realty Investors) as
described  in  Note  2  to  the  Historical  Summary and is not intended to be a
complete  presentation  of  the  Property's  revenues  and  expenses.

               In  our  opinion,  the Historical Summary presents fairly, in all
material  respects, the revenues and certain expenses, as described in Note 2 to
the  Historical  Summary,  of Rockwall Market Center for the year ended December
31,  2003,  in  conformity  with accounting principles generally accepted in the
United  States  of  America.

Deloitte  &  Touche  LLP
Houston,  Texas
September  8,  2004

                                       22
ROCKWALL MARKET CENTER
                    STATEMENT OF REVENUES AND CERTAIN EXPENSES
                       FOR THE YEAR ENDED DECEMBER 31, 2003
REVENUES:
    Rental. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 2,556,979
    Tenant reimbursements . . . . . . . . . . . . . . . . . . . . . .      664,204
                                                                       ------------
              Total Revenues. . . . . . . . . . . . . . . . . . . . .    3,221,183
                                                                       ------------

CERTAIN EXPENSES:
    Property operating and maintenance. . . . . . . . . . . . . . . .      214,097
    Ad valorem taxes. . . . . . . . . . . . . . . . . . . . . . . . .      455,390
                                                                       ------------
              Total Certain Expenses. . . . . . . . . . . . . . . . .      669,487
                                                                       ------------

EXCESS OF REVENUES OVER CERTAIN EXPENSES. . . . . . . . . . . . . . .  $ 2,551,696
                                                                       ============

See accompanying notes to statement of revenues and certain expenses.
23
ROCKWALL  MARKET  CENTER
NOTES  TO  STATEMENT  OF  REVENUES  AND  CERTAIN  EXPENSES
FOR  THE  YEAR  ENDED  DECEMBER  31,  2003

1.     ORGANIZATION

               The  accompanying statement of revenues and certain expenses (the
"Historical  Summary")  includes  the  operations of Rockwall Market Center (the
"Property").  Weingarten  Realty  Investors  (the "Company"), and a wholly owned
entity of the Company, WRI/Rockwall, Inc., owned a 30% interest in the Property.
On  April  30,  2004,  the  Company  purchased the remaining 70% interest in the
Property from Shannon Property Management. The Property is a 209,000 square foot
retail  center  that is located in Rockwall, Texas, and is anchored by Linens 'N
Things,  Michael's,  OfficeMax,  Old Navy, and Ross Dress for Less. The Property
was 99.3% occupied as of December 31, 2003. No single tenant had minimum rentals
exceeding  10.1%  of  the  total minimum rentals for the year ended December 31,
2003.

               The  Company  is  a  Texas real estate investment trust, which is
primarily  involved  in  the  acquisition,  development,  and management of real
estate, consisting mostly of neighborhood and community shopping centers and, to
a  lesser  extent,  industrial  properties.

2.     SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

               Basis  of  Presentation - The accompanying Historical Summary has
been  prepared  for the purpose of complying with the provisions of Article 3.14
of  Regulation  S-X  promulgated  by the Securities and Exchange Commission (the
"SEC"),  which  requires  certain  information  with  respect  to  real  estate
operations  to  be  included  with  certain filings with the SEC. The Historical
Summary  for  the  year ended December 31, 2003 includes the historical revenues
and  certain  operating  expenses  of  the  Property,  exclusive  of  interest,
management  fees,  corporate  level  general  and  administrative  expenses  and
depreciation  and  amortization,  which  may  not  be  comparable  to the future
operations  of  the  Property.

               Revenue Recognition - Rental revenue is generally recognized on a
straight-line  basis over the life of the lease. Rental revenue includes revenue
based  on  a  percentage  of  tenants' sales, which is recognized only after the
tenant  exceeds  their  sales  breakpoint. All leases have been accounted for as
operating  leases.  Tenant  reimbursements  represent  revenues from tenants for
reimbursements of taxes, maintenance expenses and insurance, which is recognized
in  the  period  the  related  expense  is  recorded.

               Repairs  and  Maintenance  -  Expenditures  for  repairs  and
maintenance  are  expensed  as  incurred.

               Use  of Estimates - The preparation of the financial statement in
conformity with accounting principles generally accepted in the United States of
America  requires  the  Property's  management to make estimates and assumptions
that  affect  amounts  reported  in  the  financial statement as well as certain
disclosures.  Actual  results  could  differ  from  those  estimates.

                                       24
3.     RENTALS  UNDER  OPERATING  LEASES

               Future minimum rental income from non-cancelable operating leases
at  December  31,  2003  is  as  follows:
2004              $ 2,396,867
          2005                2,241,383
          2006                2,093,627
          2007                1,997,718
          2008                1,967,560
          Thereafter          6,640,234
The  future  minimum  lease  payments  do  not  include  estimates  for  tenant
reimbursements  nor  amounts  based  on  a percentage of the tenants' sales.  No
percentage  rental  income  was recognized for the year ended December 31, 2003,
and  tenant  reimbursements  totaled  $664,204  for  the year ended December 31,
2003.

                                       25
ROCKWALL MARKET CENTER
                   STATEMENT OF REVENUES AND CERTAIN EXPENSES
           FOR THE PERIOD FROM JANUARY 1, 2004 THROUGH APRIL 29, 2004
                                   (Unaudited)
REVENUES:
    Rental . . . . . . . . . . . . . . . . . . . . .  $   844,225
    Tenant reimbursements. . . . . . . . . . . . . .      215,044
                                                      ------------
              Total Revenues . . . . . . . . . . . .    1,059,269
                                                      ------------

CERTAIN EXPENSES:
    Property operating and maintenance . . . . . . .       69,579
    Ad valorem taxes . . . . . . . . . . . . . . . .      153,762
                                                      ------------
              Total Certain Expenses . . . . . . . .      223,341
                                                      ------------

EXCESS OF REVENUES OVER CERTAIN EXPENSES . . . . . .  $   835,928
                                                      ============
26
INDEPENDENT  AUDITORS'  REPORT

To  the  Board  of  Trust  Managers  and  Shareholders  of
     Weingarten  Realty  Investors:

               We  have  audited  the  accompanying  statement  of  revenues and
certain  expenses  (the  "Historical  Summary")  of  Lone  Star  Pavilions  (the
"Property") for the year ended December 31, 2003. This Historical Summary is the
responsibility of the Property's management. Our responsibility is to express an
opinion  on  the  Historical  Summary  based  on  our  audit.

               We  conducted our audit in accordance with the auditing standards
generally accepted in the United States of America. Those standards require that
we  plan  and perform the audit to obtain reasonable assurance about whether the
Historical Summary is free of material misstatement. An audit includes examining
on  a  test  basis,  evidence  supporting  the  amounts  and  disclosures in the
statement.  An  audit also includes assessing the accounting principles used and
significant  estimates  made  by  management,  as well as evaluating the overall
presentation  of  the  Historical  Summary. We believe that our audit provides a
reasonable  basis  for  our  opinion.

               The  accompanying Historical Summary was prepared for the purpose
of  complying  with  the  rules  and  regulations of the Securities and Exchange
Commission  (for  inclusion  in  Form  8-K  of  Weingarten  Realty Investors) as
described  in  Note  2  to  the  Historical  Summary and is not intended to be a
complete  presentation  of  the  Property's  revenues  and  expenses.

               In  our  opinion,  the Historical Summary presents fairly, in all
material  respects, the revenues and certain expenses, as described in Note 2 to
the  Historical  Summary, of Lone Star Pavilions for the year ended December 31,
2003,  in conformity with accounting principles generally accepted in the United
States  of  America.

Deloitte  &  Touche  LLP
Houston,  Texas
September  8,  2004

                                       27
LONE STAR PAVILIONS
                    STATEMENT OF REVENUES AND CERTAIN EXPENSES
                       FOR THE YEAR ENDED DECEMBER 31, 2003
REVENUES:
    Rental. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 1,117,972
    Tenant reimbursements . . . . . . . . . . . . . . . . . . . . . .      353,091
                                                                       ------------
              Total Revenues. . . . . . . . . . . . . . . . . . . . .    1,471,063
                                                                       ------------

CERTAIN EXPENSES:
    Property operating and maintenance. . . . . . . . . . . . . . . .      117,424
    Ad valorem taxes. . . . . . . . . . . . . . . . . . . . . . . . .      224,521
                                                                       ------------
              Total Certain Expenses. . . . . . . . . . . . . . . . .      341,945
                                                                       ------------

EXCESS OF REVENUES OVER CERTAIN EXPENSES. . . . . . . . . . . . . . .  $ 1,129,118
                                                                       ============

See accompanying notes to statement of revenues and certain expenses.
28
LONE  STAR  PAVILIONS
NOTES  TO  STATEMENT  OF  REVENUES  AND  CERTAIN  EXPENSES
FOR  THE  YEAR  ENDED  DECEMBER  31,  2003

1.     ORGANIZATION

               The  accompanying statement of revenues and certain expenses (the
"Historical  Summary")  includes  the  operations  of  Lone  Star Pavilions (the
"Property").  Weingarten  Realty  Investors  (the "Company"), and a wholly owned
entity  of  the  Company,  WRI/Lone  Star,  Inc.,  owned  a  30% interest in the
Property. On April 30, 2004, the Company purchased the remaining 70% interest in
the  Property from Shannon Property Management. The Property is a 107,000 square
foot retail center that is located in College Station, Texas, and is anchored by
Barnes & Noble, Office Depot and Best Buy. The Property was 98.1% occupied as of
December 31, 2003. Three tenants had minimum rentals ranging from 28.7% to 23.3%
and  no  other  tenant  had  minimum rentals exceeding 6.7% of the total minimum
rentals  for  the  year  ended  December  31,  2003.

               The  Company  is  a  Texas real estate investment trust, which is
primarily  involved  in  the  acquisition,  development,  and management of real
estate, consisting mostly of neighborhood and community shopping centers and, to
a  lesser  extent,  industrial  properties.

2.     SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

               Basis  of  Presentation - The accompanying Historical Summary has
been  prepared  for the purpose of complying with the provisions of Article 3.14
of  Regulation  S-X  promulgated  by the Securities and Exchange Commission (the
"SEC"),  which  requires  certain  information  with  respect  to  real  estate
operations  to  be  included  with  certain filings with the SEC. The Historical
Summary  for  the  year ended December 31, 2003 includes the historical revenues
and  certain  operating  expenses  of  the  Property,  exclusive  of  interest,
management  fees,  corporate  level  general  and  administrative  expenses  and
depreciation  and  amortization,  which  may  not  be  comparable  to the future
operations  of  the  Property.

               Revenue Recognition - Rental revenue is generally recognized on a
straight-line  basis over the life of the lease. Rental revenue includes revenue
based  on  a  percentage  of  tenants' sales, which is recognized only after the
tenant  exceeds  their  sales  breakpoint. All leases have been accounted for as
operating  leases.  Tenant  reimbursements  represent  revenues from tenants for
reimbursements of taxes, maintenance expenses and insurance, which is recognized
in  the  period  the  related  expense  is  recorded.

               Repairs  and  Maintenance  -  Expenditures  for  repairs  and
maintenance  are  expensed  as  incurred.

               Use  of Estimates - The preparation of the financial statement in
conformity with accounting principles generally accepted in the United States of
America  requires  the  Property's  management to make estimates and assumptions
that  affect  amounts  reported  in  the  financial statement as well as certain
disclosures.  Actual  results  could  differ  from  those  estimates.

                                       29
3.     RENTALS  UNDER  OPERATING  LEASES

               Future minimum rental income from non-cancelable operating leases
at  December  31,  2003  is  as  follows:
2004                    $ 1,087,464
          2005                      1,065,488
          2006                        980,270
          2007                        924,488
          2008                        922,042
          Thereafter                4,231,728
The  future  minimum  lease  payments  do  not  include  estimates  for  tenant
reimbursements  nor  amounts  based  on  a percentage of the tenants' sales.  No
percentage  rental  income  was recognized for the year ended December 31, 2003,
and  tenant  reimbursements  totaled  $353,091  for  the year ended December 31,
2003.

                                       30
LONE STAR PAVILIONS
                   STATEMENT OF REVENUES AND CERTAIN EXPENSES
           FOR THE PERIOD FROM JANUARY 1, 2004 THROUGH APRIL 29, 2004
                                   (Unaudited)
REVENUES:
    Rental . . . . . . . . . . . . . . . . . . . .  $ 375,324
    Tenant reimbursements. . . . . . . . . . . . .    110,532
                                                    ----------
              Total Revenues . . . . . . . . . . .    485,856
                                                    ----------

CERTAIN EXPENSES:
    Property operating and maintenance . . . . . .     30,592
    Ad valorem taxes . . . . . . . . . . . . . . .     77,410
                                                    ----------
              Total Certain Expenses . . . . . . .    108,002
                                                    ----------

EXCESS OF REVENUES OVER CERTAIN EXPENSES . . . . .  $ 377,854
                                                    ==========
31
WEINGARTEN REALTY INVESTORS
             PRO FORMA CONDENSED STATEMENTS OF CONSOLIDATED INCOME

                    (in thousands, except per share amounts)

These  unaudited  Pro  Forma Condensed Statements of Consolidated Income for the
year  ended  December  31,  2003  and  the  six  months  ended June 30, 2004 are
presented  as  if  (A)  the  acquisition  of the acquired properties and (B) the
acquisition  of  other  properties,  as  set  forth in the Notes and Significant
Assumptions,  had  occurred as of the beginning of each period.  In management's
opinion,  all adjustments necessary to reflect the effects of these transactions
have  been made.  These unaudited Pro Forma Condensed Statements of Consolidated
Income are not necessarily indicative of what actual results of operations would
have  been  had these transactions occurred on the beginning of each period, nor
do  they  purport  to  represent  the results of operations for future periods.
WEINGARTEN REALTY INVESTORS
                            PRO FORMA CONDENSED STATEMENTS OF CONSOLIDATED INCOME
                                        YEAR ENDED DECEMBER 31, 2003
                                                 (Unaudited)

                                                                     Adjustment      Adjustment
                                                                    for Acquired      for Other          Pro
                                                       Historical   Properties(A)   Acquisitions(B)     Forma
                                                       ----------   -------------   ---------------   ----------
Revenues:
    Rentals . . . . . . . . . . . . . . . . . . . . .  $ 407,387      $ 26,569          $ 10,130      $ 444,086
    Interest income . . . . . . . . . . . . . . . . .      1,587             9                30          1,626
    Other . . . . . . . . . . . . . . . . . . . . . .      7,067           340                44          7,451
                                                       ----------   -------------   ---------------   ----------
        Total . . . . . . . . . . . . . . . . . . . .    416,041        26,918            10,204        453,163
                                                       ----------   -------------   ---------------   ----------
Expenses:
    Depreciation and amortization . . . . . . . . . .     93,382         6,633             2,975        102,990
    Interest. . . . . . . . . . . . . . . . . . . . .     88,871         7,454             4,163        100,488
    Operating . . . . . . . . . . . . . . . . . . . .     64,608         3,962             1,748         70,318
    Ad valorem taxes. . . . . . . . . . . . . . . . .     47,129         3,154               877         51,160
    General and administrative. . . . . . . . . . . .     13,820                                         13,820
    Loss on early redemption of preferred shares. . .      2,739                                          2,739
                                                       ----------   -------------   ---------------   ----------
            Total . . . . . . . . . . . . . . . . . .    310,549        21,203             9,763        341,515
                                                       ----------   -------------   ---------------   ----------
Operating Income. . . . . . . . . . . . . . . . . . .    105,492         5,715               441        111,648
Equity in Earnings of Joint Ventures. . . . . . . . .      4,743                           1,080          5,823
Income Allocated to Minority Interests. . . . . . . .     (2,723)         (205)             (107)        (3,035)
Gain on Sale of Properties. . . . . . . . . . . . . .        714                                            714
                                                       ----------   -------------   ---------------   ----------
Income Before Discontinued Operations . . . . . . . .    108,226         5,510             1,414        115,150
                                                       ----------   -------------   ---------------   ----------
    Operating Income from Discontinued Operations . .      2,015                                          2,015
    Gain on Sale of Properties. . . . . . . . . . . .      6,039                                          6,039
                                                       ----------   -------------   ---------------   ----------
            Income from Discontinued Operations . . .      8,054                                          8,054
                                                       ----------   -------------   ---------------   ----------
Net Income. . . . . . . . . . . . . . . . . . . . . .  $ 116,280      $  5,510          $  1,414      $ 123,204
                                                       ==========   =============   ===============   ==========
Net Income Available to Common Shareholders:
    Basic . . . . . . . . . . . . . . . . . . . . . .  $  97,880      $  5,510          $  1,414      $ 104,804
                                                       ==========   =============   ===============   ==========
    Diluted . . . . . . . . . . . . . . . . . . . . .  $ 100,920      $  5,715          $  1,521      $ 108,156
                                                       ==========   =============   ===============   ==========

Net Income per Common Share - Basic . . . . . . . . .  $    1.24                                      $    1.33
                                                       ==========                                     ==========
Net Income per Common Share - Diluted . . . . . . . .  $    1.24                                      $    1.32
                                                       ==========                                     ==========

Weighted Average Number of Shares Outstanding:
    Basic . . . . . . . . . . . . . . . . . . . . . .     78,800                                         78,800
                                                       ==========                                     ==========
    Diluted . . . . . . . . . . . . . . . . . . . . .     81,574                                         81,706
                                                       ==========                                     ==========
32
WEINGARTEN REALTY INVESTORS
                            PRO FORMA CONDENSED STATEMENTS OF CONSOLIDATED INCOME
                                       SIX MONTHS ENDED JUNE 30, 2004
                                                 (Unaudited)

                                                                      Adjustment       Adjustment
                                                                     for Acquired       for Other         Pro
                                                       Historical    Properties(A)    Acquisitions(B)    Forma
                                                       ----------    -------------    ---------------  ----------
Revenues:
    Rentals . . . . . . . . . . . . . . . . . . . . .  $ 237,411         $ 5,604          $ 4,088      $ 247,103
    Interest income . . . . . . . . . . . . . . . . .        659               1               18            678
    Other . . . . . . . . . . . . . . . . . . . . . .      2,713              32               16          2,761
                                                       ----------    -------------    ---------------  ----------
        Total . . . . . . . . . . . . . . . . . . . .    240,783           5,637            4,122        250,542
                                                       ----------    -------------    ---------------  ----------
Expenses:
    Depreciation and amortization . . . . . . . . . .     55,707           1,300            1,101         58,108
    Interest. . . . . . . . . . . . . . . . . . . . .     55,873           1,323            1,637         58,833
    Operating . . . . . . . . . . . . . . . . . . . .     35,994             702              508         37,204
    Ad valorem taxes. . . . . . . . . . . . . . . . .     29,112             657              272         30,041
    General and administrative. . . . . . . . . . . .      7,962                                           7,962
    Loss on early redemption of preferred shares. . .      3,566                                           3,566
                                                       ----------    -------------    ---------------  ----------
            Total . . . . . . . . . . . . . . . . . .    188,214           3,982            3,518        195,714
                                                       ----------    -------------    ---------------  ----------
Operating Income. . . . . . . . . . . . . . . . . . .     52,569           1,655              604         54,828
Equity in Earnings of Joint Ventures. . . . . . . . .      2,937                              314          3,251
Income Allocated to Minority Interests. . . . . . . .     (1,854)                              (8)        (1,862)
Impairment Loss on Land Held for Development. . . . .     (2,700)                                         (2,700)
Gain on Sale of Properties. . . . . . . . . . . . . .        419                                             419
                                                       ----------    -------------    ---------------  ----------
Income Before Discontinued Operations . . . . . . . .     51,371           1,655              910         53,936
                                                       ----------    -------------    ---------------  ----------
    Operating Income from Discontinued Operations . .        790                                             790
    Gain on Sale of Properties. . . . . . . . . . . .     13,430                                          13,430
                                                       ----------    -------------    ---------------  ----------
            Income from Discontinued Operations . . .     14,220                                          14,220
                                                       ----------    -------------    ---------------  ----------
Net Income. . . . . . . . . . . . . . . . . . . . . .  $  65,591         $ 1,655          $   910       $ 68,156
                                                       ==========    =============    ===============  ==========
Net Income Available to Common Shareholders:
    Basic . . . . . . . . . . . . . . . . . . . . . .  $  63,060         $ 1,655          $   910       $ 65,625
                                                       ==========    =============    ===============  ==========
    Diluted . . . . . . . . . . . . . . . . . . . . .  $  64,751         $ 1,655          $   918       $ 67,324
                                                       ==========    =============    ===============  ==========

Net Income per Common Share - Basic . . . . . . . . .  $     .75                                        $    .78
                                                       ==========                                      ==========
Net Income per Common Share - Diluted . . . . . . . .  $     .74                                        $    .77
                                                       ==========                                      ==========

Weighted Average Number of Shares Outstanding:
    Basic . . . . . . . . . . . . . . . . . . . . . .     84,371                                          84,371
                                                       ==========                                      ==========
    Diluted . . . . . . . . . . . . . . . . . . . . .     87,451                                          87,463
                                                       ==========                                      ==========
33
WEINGARTEN REALTY INVESTORS
                       PRO FORMA CONDENSED BALANCE SHEET
                              AS OF JUNE 30, 2004
                                  (Unaudited)

                                 (in thousands)

This  unaudited  Pro  Forma  Condensed Balance Sheet is presented as if  (A) the
acquisition  of  the  acquired  properties  and  (B)  the  acquisition  of other
properties,  as  set  forth  in Notes (A) and (B), had occurred as of January 1,
2004.  In management's opinion, all adjustments necessary to reflect the effects
of  these  transactions  have  been  made.
Adjustment
                                                                         for             Pro
                                                      Historical     Acquisitions       Forma
                                                     ------------    ------------   ------------
ASSETS:

    Property. . . . . . . . . . . . . . . . . . . .  $ 3,608,809                    $ 3,608,809
    Accumulated Depreciation. . . . . . . . . . . .     (573,048)     $ (1,809)        (574,857)
                                                     ------------    ------------   ------------
        Property - net. . . . . . . . . . . . . . .    3,035,761        (1,809)       3,033,952
    Investment in Real Estate Joint Ventures. . . .       48,939           314           49,253
                                                     ------------    ------------   ------------
          Total . . . . . . . . . . . . . . . . . .    3,084,700        (1,495)       3,083,205

    Notes Receivable from Real Estate Joint
      Ventures and Partnerships . . . . . . . . . .       44,892                         44,892
    Unamortized Debt and Lease Costs. . . . . . . .       82,935          (592)          82,343
    Accrued Rent and Accounts Receivable, net . . .       38,571                         38,571
    Other . . . . . . . . . . . . . . . . . . . . .       96,928         4,399          101,327
                                                     ------------    ------------   ------------

                              Total . . . . . . . .  $ 3,348,026      $  2,312      $ 3,350,338
                                                     ============    ============   ============

LIABILITIES AND SHAREHOLDERS' EQUITY:

Debt. . . . . . . . . . . . . . . . . . . . . . . .  $ 2,202,048                    $ 2,202,048
Accounts Payable and Accrued Expenses . . . . . . .       82,278                         82,278
Other . . . . . . . . . . . . . . . . . . . . . . .       79,058      $   (261)          78,797
                                                     ------------    ------------   ------------

          Total . . . . . . . . . . . . . . . . . .    2,363,384          (261)       2,363,123
                                                     ------------    ------------   ------------

Minority Interest . . . . . . . . . . . . . . . . .       57,479             8           57,487
                                                     ------------    ------------   ------------

Shareholders' Equity. . . . . . . . . . . . . . . .      927,163         2,565          929,728
                                                     ------------    ------------   ------------

                              Total . . . . . . . .  $ 3,348,026      $  2,312      $ 3,350,338
                                                     ============    ============   ============
34
WEINGARTEN REALTY INVESTORS
                       NOTES AND SIGNIFICANT ASSUMPTIONS
                                  (Unaudited)

(A)     ACQUIRED  PROPERTIES

The aggregate purchase price for the acquisitions described below (the "Acquired
Properties")  was  $254.7  million  and  was allocated among land, buildings and
intangibles,  with the buildings being depreciated over a period of forty years.
These purchases were funded under our revolving credit facility (average rate of
1.87%),  with  the  exception  of $42.8 million of debt (average rate of 3.67%),
which  was  assumed by us.  Pro forma revenues and expenses, other than interest
and  depreciation,  represent the historical amounts of the Acquired Properties.

In January 2004 we acquired two supermarket-anchored shopping centers.  Harrison
Pointe  Center  is  a 124,000 square foot shopping center located in Cary, North
Carolina,  a  suburb  of  Raleigh, and Leesville Town Centre is a 114,000 square
foot shopping center located in Raleigh, North Carolina.  Both of these shopping
centers  were  acquired  in a limited partnership utilizing a DownREIT structure
and  are  anchored  by  Harris  Teeter.

In  March 2004 we completed the acquisition of the TFK Portfolio, a portfolio of
four  shopping centers aggregating 1,135,0000 square feet.  First Colony Commons
is  located  in Sugar Land, Texas, a suburb of Houston; TJ Maxx Plaza is located
in  Kendall,  Florida,  a  suburb  of  Miami;  Largo  Mall  is  located near St.
Petersburg,  Florida,  and  Tates  Creek  is  located  in  Lexington,  Kentucky.

In  April 2004 we acquired our joint venture partners' interests in three of our
existing  shopping  centers,  of  which  two are located in Texas and one in New
Mexico.  Pavilions  at  San Mateo is a 196,000 square foot retail center that is
located  in  Albuquerque,  New  Mexico,  and  is anchored by Linen 'N Things and
Circuit  City.  Rockwall  Market  Center  is a 209,000 square foot retail center
that  is  located  in  Rockwall,  Texas,  and  is  anchored by Linens 'N Things,
Michael's,  OfficeMax, Old Navy and Ross Dress for Less.  Lone Star Pavilions is
a  107,000  square foot retail center that is located in College Station, Texas,
and  is  anchored  by  Barnes  &  Noble,  Office  Depot  and  Best  Buy.

(B)     OTHER  ACQUISITIONS

The  aggregate  purchase  price for the acquisitions described below (the "Other
Acquisitions")  was  $135.3  million and was allocated among land, buildings and
intangibles,  with the buildings being depreciated over a period of forty years.
These purchases were funded under our revolving credit facility (average rate of
1.87%)  with  the  exception of $58.4 million of debt (rate of 5.63%), which was
assumed  by  us.  Pro  forma  revenues  and  expenses,  other  than interest and
depreciation,  represent  the  historical  amounts  of  the  Other Acquisitions.

In  January  2004  we  acquired  Greenhouse  Marketplace,  a 151,000 square foot
shopping  center  located  in San Leandro, California.  Big Lots, Cents Only and
Factory  2-U  anchor  this  retail  center.

In  April  2004,  three  50%-owned  unconsolidated  joint  ventures  acquired an
interest  in  three  retail  properties  located in McAllen, Texas.  Las Tiendas
Plaza is  a  499,900  square  foot center  anchored by Target and Mervyn's (both
corporately owned), as well as Ross Dress for Less, Marshall's and Office Depot.
Northcross  is a 76,500 square foot center and is anchored by Barnes & Noble and
Blockbuster.  The  third property is HEB South 10th Street, which is anchored by
an  HEB supermarket.  In April 2004 we also acquired our joint venture partner's
interest  in  an  existing  shopping  center  located  in  Houston,  Texas.

In May 2004 we acquired an industrial project and two retail centers.  Southside
Industrial Parkway is a 72,000 square foot industrial center located in Atlanta,
Georgia.  El  Camino  Promenade is a 111,000 square foot shopping center that is
anchored  by  TJ  Maxx,  AMC  Theater  and  Beverages  & More, and is located in

                                       35
Encinitas,  California.  Village  Shoppes  of Sugarloaf is a 148,000 square foot
shopping  center,  which  is  located  in  Lawrenceville,  Georgia,  a suburb of
Atlanta.  Publix  anchors  this  retail  center.

In June 2004 we acquired Roswell Corners, a 137,000 square foot shopping center,
which  is  located  in Roswell, Georgia, and is anchored by Staples, TJ Maxx and
Super  Target (corporately owned).  Also in June 2004 we acquired an interest in
a  retail  property  through  a 50%-owned unconsolidated joint venture.  Western
Plaza  is a 56,000 square foot center, which is anchored by Big Lots and located
in  Fenton,  Missouri.

                                       36
WEINGARTEN REALTY INVESTORS
                STATEMENT OF ESTIMATED TAXABLE OPERATING RESULTS
                   AND CASH TO BE MADE AVAILABLE BY OPERATIONS
                  FOR THE YEAR ENDED DECEMBER 31, 2003
                                   (Unaudited)

                                 (in thousands)

The  following  unaudited statement is a pro forma estimate of taxable operating
results  and cash to be made available by operations for the year ended December
31,  2003.  The pro forma statement is based on our historical operating results
for  the  year  ended  December  31,  2003  adjusted  for  the effect of (A) the
acquisition  of  the  acquired  properties  and  (B)  the  acquisition  of other
properties,  as  set  forth  in  the  Notes  and  Significant  Assumptions. This
statement  does  not purport to forecast actual operating results for any future
periods.
Revenue . . . . . . . . . . . . . . . . . . . . . . . . .  $ 453,163

          Expenses:

                Depreciation and amortization . . . . . . . . . . .    102,990
                Interest. . . . . . . . . . . . . . . . . . . . . .    100,488
                Operating . . . . . . . . . . . . . . . . . . . . .     70,318
                Ad valorem taxes. . . . . . . . . . . . . . . . . .     51,160
                General and administrative. . . . . . . . . . . . .     13,820
                Loss on early redemption of preferred shares. . . .      2,739
                                                                     ----------
                    Total Expenses. . . . . . . . . . . . . . . . .    341,515
                                                                     ----------

          Operating Income. . . . . . . . . . . . . . . . . . . . .    111,648

          Equity in Earnings of Joint Ventures. . . . . . . . . . .      5,823
          Income Allocated to Minority Interests. . . . . . . . . .     (3,035)
          Gain on Sale of Properties. . . . . . . . . . . . . . . .        714
          Income from Discontinued Operations . . . . . . . . . . .      8,054
                                                                     ----------
          Estimated Taxable Operating Income. . . . . . . . . . . .    123,204

          Adjustments:
          Depreciation and amortization . . . . . . . . . . . . . .    104,063
          Loss on early redemption of preferred shares `. . . . . .      2,739
          Equity in earnings of joint ventures. . . . . . . . . . .     (5,823)
          Income allocated to minority interests. . . . . . . . . .      3,035
          Gain on sale of properties. . . . . . . . . . . . . . . .     (6,753)
          Changes in accrued rent and accounts receivable . . . . .     (5,596)
          Changes in other assets . . . . . . . . . . . . . . . . .    (31,579)
          Changes in accounts payable and accrued expenses. . . . .     (3,491)
          Other, net. . . . . . . . . . . . . . . . . . . . . . . .       (490)
                                                                     ----------

          Estimated Cash to be Made Available from Operations . . .  $ 179,309
                                                                     ==========
(c)  Exhibits

     Exhibit  Number     Description
     ---------------     -----------

           23.1          Consent  of  Deloitte  &  Touche  LLP

                                       37
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:  September  9,  2004

                                            WEINGARTEN  REALTY  INVESTORS

                                     By:     /s/     Joe  D.  Shafer
                                             --------------------------------
                                             Joe  D.  Shafer
                                             Vice  President/Controller
                                             (Principal  Accounting  Officer)

                                       38