SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

DEBROVNER MARTIN

(Last)

(First)

(Middle)

2600 CITADEL PLAZA DR

#300

(Street)

HOUSTON

77008-

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
WEINGARTEN REALTY INVESTORS /TX/ [ WRI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VICE CHAIRMAN/COO

3. Date of Earliest Transaction (Month/Day/Year)
05/02/2005

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/02/2005		M		3,714	A	$18.9467	329,921.8325	D
Common Stock	05/02/2005		M		2,351	A	$21.7955	332,272.8325	D
Common Stock	05/02/2005		S		6,065	D	$35.72	326,207.8325	D
Common Stock	05/02/2005		J		5,401.5	A	$0	331,609.3325	D
Common Stock								225	I	IRA FOR SPOUSE
Common Stock								40,358.25	I	VARIOUS ACCOUNTS FOR CHILDREN
Common Stock								157.6425	I	Employee Stock Purchase Plan
IRA								1,239.75	D
IRA								356.7435	I	IRA FOR SPOUSE

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options (Right to buy)	$18.9467	05/02/2005		M			12,333	12/08/2003	12/08/2010	Common Stock	12,333	$18.9467	40,779	D
Stock Option	$0	05/02/2005		M			9,374	12/18/2001	12/18/2011	Common Stock	2,351	$21.7955	49,564.75	D
SHARE AWARDS	$0	05/02/2005		J⁽¹⁾			5,401.5	12/16/2003	12/16/2013	Common Stock	5,401.5	$0	0	D

Explanation of Responses:

1. The number of shares reflected in the amount of securities beneficially owned has been increased to reflect 5,402 restricted shares previously granted to the registrant which were erroneously characterized and reported as derivitave securities in previous timely filed Form 4.

	MARTIN DEBROVNER	05/03/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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