--------------------
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
--------------
FORM 10-K/A
AMENDMENT TO FORM 10-K
Filed Pursuant to
THE SECURITIES EXCHANGE ACT OF 1934
EASTGROUP PROPERTIES
-------------------------
(Exact name of registrant as specified in its charter)
AMENDMENT NO. 1
The undersigned registrant hereby amends the following items,
financial statements, exhibits or other portions of its Annual
Report on Form 10-K for the year ended December 31, 1994 as set
forth in the pages attached hereto:
Item 4. Submission of Matters to a Vote of
Security Holders
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this amendment to be signed on
its behalf by the undersigned, thereunto duly authorized.
Date: March 31, 1995 EASTGROUP PROPERTIES
By /s/ N. Keith McKey
-----------------------
N. Keith McKey
Executive Vice President,
Chief Financial Officer
and Secretary
Item 4. Submission of Matters to a Vote of Security Holders
On December 16, 1994, EastGroup Properties ("the Trust") held
its Annual Meeting of Shareholders. At the Annual Meeting, H.C.
Bailey Jr., David H. Hoster II, Harold B. Judell, David M. Osnos,
C. Herbert Magruder, John N. Palmer and Leland R. Speed were
elected Trustees of the Trust, each to serve until the 1996 Annual
Meeting. The following is a summary of the voting for trustees:
Votes Votes
Nominee For Withheld
------- --------- --------
H.C. Bailey, Jr. 2,724,629 15,535
David H. Hoster II 2,725,479 14,685
Harold B. Judell 2,722,279 17,885
David M. Osnos 2,723,829 16,335
C. Herbert Magruder 2,727,379 12,785
John N. Palmer 2,723,286 16,878
Leland R. Speed 2,725,229 14,935
At the Annual Meeting, the shareholders also voted on the EastGroup
Properties 1994 Management Incentive Plan (the "1994 Incentive
Plan"). The 1994 Incentive Plan provides for the issuance of
grants with respect to 200,000 shares. The following is a summary
of the voting for the 1994 Incentive Plan:
Votes Votes Non
For Against Abstain Vote
--------- -------- -------- ------
Approve 1994
Incentive Plan 2,333,405 64,406 41,850 300,503
At the Annual Meeting, the shareholders also voted on the Amendment
of the EastGroup Properties 1991 Trustees Stock Option Plan (the
"Trustees Plan"). The amendments to the Trustees Plan (i) provide
that each Non-Employee Trustee shall be granted an option to
purchase 1,500 shares on the date of any annual meeting on which
such Non-Employee Trustee is re-elected to the Board and (ii)
increase the number of shares available under the Trustees Plan to
100,000. The following is a summary of the voting for the
Amendments to the Trustees Plan:
Votes Votes Non
For Against Abstain Vote
--------- -------- -------- ------
Amend 1991
Trustees Stock
Option Plan 2,331,942 65,544 42,175 300,503
