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): December 31, 1998
WEINGARTEN REALTY INVESTORS
---------------------------
(Exact name of registrant as specified in its charter)
1-9876
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(Commission File Number)
Texas 74-1464203
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2600 Citadel Plaza Drive, Suite 300, Houston, Texas 77008
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 866-6000
--------------
<PAGE>
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
During the year ended December 31, 1998, Weingarten Realty Investors
(the "Company") acquired four retail centers and 15 industrial projects.
Additionally, the Company acquired the second phase of a retail center it
already owned and bought adjoining buildings at two of its shopping centers. A
partnership formed by the Company acquired an anchored shopping center in
exchange for operating partnership units and assumption of $9.1 million of debt.
Material factors considered in each of the acquisitions made by the Company
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. The total investment in
acquisitions during 1998 was $128 million. Audited financial statements and
unaudited pro forma financial information on these properties are submitted in
ITEM 7. below.
ITEM 7. 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. Regal Distribution Center
(i) Independent Auditors' Report
(ii) Statement of Revenue and Certain Expenses for the Year
Ended December 31, 1997
(iii) Notes to Statement of Revenue and Certain Expenses
2. Brodie Oaks Shopping Center
(i) Independent Auditors' Report
(ii) Statement of Revenue and Certain Expenses for the
Period from January 1, 1998 through October 9, 1998
(iii) Notes to Statement of Revenue and Certain Expenses
(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, 1998
2. Notes and Significant Assumptions
(c) Exhibits:
Included herewith is Exhibit No. 23.1, the Consent of the
Independent Accountants
- -------------
* A Pro Forma Consolidated Balance Sheet as of December 31, 1998 is not
presented as all acquisitions covered by this Current Report on Form
8-K were completed prior to December 31, 1998 and, accordingly, are
reflected in the Consolidated Balance Sheet included in the Company's
Annual Report on Form 10-K for the year then ended.
<PAGE>
REGAL DISTRIBUTION CENTER
INDEPENDENT AUDITORS' REPORT
To the Board of Trust Managers and Shareholders of
Weingarten Realty Investors:
We have audited the accompanying statement of revenue and certain expenses of
Regal Distribution Center (the "Center") for the year ended December 31, 1997.
This statement of revenue and certain expenses is the responsibility of the
Center's management. Our responsibility is to express an opinion on the
statement of revenue and certain expenses based on our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the statement of revenue and certain expenses 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 financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
The accompanying statement of revenue and certain expenses 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.
Certain expenses (described in Note 1) that would not be comparable to those
resulting from the proposed future operations of the property are excluded and
the statement is not intended to be a complete presentation of the revenue and
expenses of the property.
In our opinion, the statement of revenue and certain expenses presents fairly,
in all material respects, the revenue and certain expenses, as defined above, of
Regal Distribution Center for the year ended December 31, 1997.
Deloitte & Touche LLP
Houston, Texas
August 6, 1999
<PAGE>
REGAL DISTRIBUTION CENTER
STATEMENT OF REVENUE AND CERTAIN EXPENSES
FOR THE YEAR ENDED DECEMBER 31, 1997
<TABLE>
<CAPTION>
<S> <C>
REVENUE:
Rental. . . . . . . . . . . . . . . . . . $ 544,238
Tenant reimbursements . . . . . . . . . . 26,514
---------
Total Revenue . . . . . . . . . 570,752
---------
CERTAIN EXPENSES:
Property operating and maintenance. . . . 55,928
Real estate taxes and assessments . . . . 93,820
---------
Total Certain Expenses. . . . . 149,748
---------
EXCESS OF REVENUE OVER CERTAIN EXPENSES . . . $ 421,004
=========
- ------------------------------------------------------------
</TABLE>
See accompanying notes to statement of revenue and certain expenses.
<PAGE>
REGAL DISTRIBUTION CENTER
NOTES TO STATEMENT OF REVENUE AND CERTAIN EXPENSES
FOR THE YEAR ENDED DECEMBER 31, 1997
1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
ORGANIZATION - The accompanying statement of revenue and certain expenses
includes the operations of Regal Distribution Center (the "Center"), a 203,000
square foot distribution industrial center in Dallas, Texas. The Center was
acquired by Weingarten Realty Investors (the "Company") on April 17, 1998 for
$4,041,000. 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.
BASIS OF PRESENTATION - The accompanying statement was prepared to comply with
the rules and regulations of the Securities and Exchange Commission for
inclusion in Form 8-K of the Company.
The accompanying statement is not representative of the actual operations for
the period presented as certain expenses that may not be comparable to the
expenses expected to be incurred by the Company in the future operations of the
Center have been excluded. Excluded expenses consist of interest, depreciation
and amortization, property expenses and general and administrative costs not
directly comparable to the future operations of the Center.
REVENUE RECOGNITION - Rental revenue is generally recognized on a straight-line
basis over the life of the lease for operating leases. Tenant reimbursements
(payments for taxes, maintenance expenses and insurance by the lessees) are
estimated and accrued over the fiscal year.
USE OF ESTIMATES - The preparation of the financial statement requires
management to make use of estimates and assumptions that affect amounts reported
in the financial statement as well as certain disclosures. Actual results could
differ from those estimates.
2. RENTALS UNDER OPERATING LEASES
Future minimum rental income from non-cancelable operating leases at December
31, 1997, is: $571,376 in 1998; $628,686 in 1999; $405,137 in 2000; $252,608 in
2001; $201,140 in 2002; and $167,805 thereafter.
<PAGE>
BRODIE OAKS SHOPPING CENTER
INDEPENDENT AUDITORS' REPORT
To the Board of Trust Managers and Shareholders of
Weingarten Realty Investors:
We have audited the accompanying statement of rental revenue and certain
expenses of Brodie Oaks Shopping Center ("Brodie") for the period from January
1, 1998 through October 9, 1998. This statement of revenue and certain expenses
is the responsibility of Brodie's management. Our responsibility is to express
an opinion on the statement of revenue and certain expenses based on our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the statement of revenue and certain expenses 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 financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
The accompanying statement of rental revenue and certain expenses 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. Certain expenses (described in Note 1) that would not be comparable
to those resulting from the proposed future operations of the property are
excluded and the statement is not intended to be a complete presentation of the
revenue and expenses of the property.
In our opinion, the statement of revenue and certain expenses presents fairly,
in all material respects, the revenue and certain expenses, as defined above, of
Brodie Oaks Shopping Center for the period from January 1, 1998 through October
9, 1998.
Deloitte & Touche LLP
Houston, Texas
July 23, 1999
<PAGE>
BRODIE OAKS SHOPPING CENTER
STATEMENT OF REVENUE AND CERTAIN EXPENSES
FOR THE PERIOD FROM JANUARY 1, 1998 THROUGH OCTOBER 9, 1998
<TABLE>
<CAPTION>
<S> <C>
REVENUE:
Rental. . . . . . . . . . . . . . . . . . . $ 1,995,367
Tenant reimbursements . . . . . . . . . . . 887,822
-----------
Total Revenue . . . . . . . . . . . . 2,883,189
-----------
CERTAIN EXPENSES:
Property operating and maintenance. . . . . 501,017
Real estate taxes and assessments . . . . . 352,228
-----------
Total Certain Expenses. . . . . . . . 853,245
-----------
EXCESS OF REVENUE OVER CERTAIN EXPENSES . . . . $ 2,029,944
===========
- ----------------------------------------------------------------
</TABLE>
See accompanying notes to statement of revenue and certain expenses.
<PAGE>
BRODIE OAKS SHOPPING CENTER
NOTES TO STATEMENT OF REVENUE AND CERTAIN EXPENSES
FOR THE PERIOD FROM JANUARY 1, 1998 THROUGH OCTOBER 9, 1998
1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
ORGANIZATION - The accompanying statement of revenue and certain expenses
includes the operations of Brodie Oaks Shopping Center ("Brodie"), a 245,000
square foot shopping center in Austin, Texas. Brodie was acquired by Weingarten
Realty Investors (the "Company") on October 9, 1998 for $27,078,000. 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.
BASIS OF PRESENTATION - The accompanying statement was prepared to comply with
the rules and regulations of the Securities and Exchange Commission for
inclusion in Form 8-K of the Company.
The accompanying statement is not representative of the actual operations for
the period presented as certain expenses that may not be comparable to the
expenses expected to be incurred by the Company in the future operations of
Brodie have been excluded. Excluded expenses consist of interest, depreciation
and amortization, property expenses and general and administrative costs not
directly comparable to the future operations of Brodie.
REVENUE RECOGNITION - Rental revenue is generally recognized on a straight-line
basis over the life of the lease for operating leases. Tenant reimbursements
(payments for taxes, maintenance expenses and insurance by the lessees) are
estimated and accrued over the fiscal year. Revenue based on a percentage of
tenants' sales is estimated and accrued ratably over the lease year.
USE OF ESTIMATES - The preparation of the financial statement requires
management to make use of estimates and assumptions that affect amounts reported
in the financial statement as well as certain disclosures. Actual results could
differ from those estimates.
2. RENTALS UNDER OPERATING LEASES
Future minimum rental income from non-cancelable operating leases at October 9,
1998, is: $2,489,078 in 1999; $2,076,255 in 2000; $1,839,840 in 2001;
$1,526,991 in 2002; $1,007,278 in 2003; and $2,317,483 thereafter.
<PAGE>
WEINGARTEN REALTY INVESTORS
PRO FORMA CONDENSED STATEMENT OF CONSOLIDATED INCOME
YEAR ENDED DECEMBER 31, 1998
(Unaudited)
(in thousands, except per share amounts)
This unaudited Pro Forma Condensed Statement of Consolidated Income is presented
as if (A) the acquisitions of the acquired properties and (B) the acquisition
of other properties, as set forth in the Notes and Significant Assumptions, had
occurred as of January 1, 1998. In management's opinion, all adjustments
necessary to reflect the effects of these transactions have been made. This
unaudited Pro Forma Condensed Statement of Consolidated Income is not
necessarily indicative of what actual results of operations would have been had
these transactions occurred on January 1, 1998, nor does it purport to represent
the results of operations for future periods.
<TABLE>
<CAPTION>
Adjustment Adjustment
for Acquired for Other Pro
Historical Properties(A) Acquisitions(B) Forma
------------ ------------- --------------- ------------
<S> <C> <C> <C> <C>
Revenue:
Rentals. . . . . . . . . . . . . . . . . . . . . . $ 194,624 $ 4,231 $ 5,212 $ 204,067
Interest . . . . . . . . . . . . . . . . . . . . . 2,089 25 13 2,127
Other. . . . . . . . . . . . . . . . . . . . . . . 1,754 1 1 1,756
------------ ------------- --------------- ------------
Total Revenue. . . . . . . . . . . . . . . . . 198,467 4,257 5,226 207,950
------------ ------------- --------------- ------------
Expenses:
Operating. . . . . . . . . . . . . . . . . . . . . 30,413 733 1,087 32,233
Ad Valorem Taxes . . . . . . . . . . . . . . . . . 24,436 634 841 25,911
Depreciation & Amortization. . . . . . . . . . . . 41,946 613 796 43,355
Interest . . . . . . . . . . . . . . . . . . . . . 33,654 1,931 2,506 38,091
General & Administrative. . . . . . . . . . . . . 7,146 7,146
------------ ------------- --------------- ------------
Total Expenses . . . . . . . . . . . . . . . . 137,595 3,911 5,230 146,736
------------ ------------- --------------- ------------
Income (Loss) from Operations. . . . . . . . . . . . 60,872 346 (4) 61,214
Gain on Sales of Property and Securities . . . . . . 885 885
------------ ------------- --------------- ------------
Income (Loss) Before Extraordinary Charge. . . . . . 61,757 346 (4) 62,099
Extraordinary Charge (early retirement of debt). . . (1,392) (1,392)
------------ ------------- --------------- ------------
Net Income (Loss). . . . . . . . . . . . . . . . . . $ 60,365 $ 346 $ (4) $ 60,707
============ ============= =============== ============
Net Income (Loss) Available to Common Shareholders:
Basic . . . . . . . . . . . . . . . . . . . . . $ 54,484 $ 346 $ (4) $ 54,826
============ ============= =============== ============
Diluted . . . . . . . . . . . . . . . . . . . . $ 54,521 $ 346 $ 410 $ 55,277
============ ============= =============== ============
Net Income per Common Share - Basic. . . . . . . . . $ 2.04 $ 2.06
============ ============
Net Income per Common Share - Diluted. . . . . . . . $ 2.03 $ 2.05
============ ============
Weighted Average Number of Shares Outstanding:
Basic . . . . . . . . . . . . . . . . . . . . . 26,667 26,667
============ ============
Diluted . . . . . . . . . . . . . . . . . . . . 26,869 26,947
============ ============
</TABLE>
<PAGE>
WEINGARTEN REALTY INVESTORS
NOTES AND SIGNIFICANT ASSUMPTIONS
YEAR ENDED DECEMBER 31,1998
(Unaudited)
(A) ACQUIRED PROPERTIES
The aggregate purchase price for the acquisitions described below (the "Acquired
Properties") was $73.5 million and was allocated between land and buildings,
with the buildings being depreciated over a period of forty years. These
purchases were funded under the Company's revolving credit facility (average
rate of 6.3%), with the exception of a $4.1 million note (rate of 10%) which was
assumed by the Company. Pro forma revenue and expenses, other than interest and
depreciation, represent the historical amounts of the Acquired Properties.
On March 3, 1998, the Company acquired Central Plaza located in Lubbock, Texas.
Developed in 1979, this 152,000 square foot retail center is located on 12.1
acres at the northeast corner of Loop 289 and Slide Road.
On March 13, 1998, the Company purchased a free-standing supermarket located in
Dallas, Texas. Developed in 1991, this 32,000 square foot center is located at
the northwest corner of Belt Line Road and Marshall Drive on 5.4 acres. This
property was vacant when purchased, but is currently leased to Minyard Food
Stores, Inc.
On March 20, 1998, the Company acquired Moore Plaza in Corpus Christi, Texas.
Developed in phases beginning in 1989 and ending in 1991, the center is situated
on 34.24 acres of land at the southwest corner of South Padre Island Drive and
Staples. This 360,000 square foot shopping center is anchored by Builders
Square, Hobby Lobby, Circuit City, Office Depot and Old Navy, as well as HEB
Supermarket and Target that are tenant-owned.
On April 17, 1998, the Company purchased Regal Distribution Center in Dallas,
Texas. Developed in 1973, this 203,000 square foot center is located on 7.3
acres of land at 4747 Leston Avenue.
On October 9, 1998, the Company purchased Brodie Oaks Shopping Center, a 245,000
square foot shopping center in Austin, Texas. Developed in 1983 and 1984, the
center is located on 24.1 acres at the northwest corner of South Lamar and Loop
360. This retail center with an office building is anchored by Nieman Marcus'
Last Call and Sun Harvest Farms, a gourmet specialty supermarket.
<PAGE>
B) OTHER ACQUISITIONS
The aggregate purchase price for the acquisitions described below (the "Other
Acquisitions") was $54.5 million and was allocated between land and buildings,
with the buildings being depreciated over a period of forty years. These
purchases were funded with $48.7 million borrowed under the Company's revolving
credit facility (average rate of 6.3%) and assumption of $2.6 million of debt at
7.625% and $3.2 million at 10%. Pro forma revenue and expenses, other than
interest and depreciation, represent the historical amounts of the Other
Acquisitions.
On May 29, 1998, the Company acquired Space Center Industrial Park in Dallas,
Texas. Developed in 1970, this 265,000 square foot industrial center is located
at the southwest corner of Pulaski Street and Irving Boulevard on 9.8 acres of
land. Major tenants include Weir's Furniture Village, Inc., Furniture Marketing
Group, Inc., Kichler Lighting and J.L. Hammett Company.
On June 12, 1998, the Company acquired the Houston Cold Storage Warehouse, a
128,000 square foot refrigerated storage facility in Railwood, a master planned
industrial park in Houston, Texas. Developed in 1991, the center is located on
11.74 acres at 7080 Express Lane. The center is 100% leased to Houston Central
Industries.
On June 25, 1998, the Company purchased an adjoining building at its Galveston
Place Shopping Center. This 83,000 square foot center was developed in 1983 and
is located at 61st and Central in Galveston, Texas on 6.9 acres of land.
On June 25, 1998, the Company purchased an adjoining building at its Montgomery
Plaza Shopping Center. This 82,000 square foot center was developed in 1984 and
is located at 1420 Loop 336 West in Conroe, Texas on 5.45 acres of land.
On August 6, 1998, the Company acquired Blankenship Building in Houston, Texas.
Developed in 1980, this 60,000 square foot center is located on 4.02 acres in
the Kempwood Business Park.
On August 31, 1998, the Company acquired the Levitz Building in Houston, Texas.
This 184,000 square foot center is located at 5757 Loop 610 South on 10.3 acres.
On September 4, 1998, the Company acquired Phase II of Mission Shopping Center
in Las Vegas, Nevada. Phase II is located at the northeast corner of Flamingo
and Maryland Parkway and contains 81,000 square feet on 7.3 acres. Phase II is
100% leased to Toys R Us and T.J. Maxx.
On September 15, 1998, a partnership formed by the Company acquired an anchored
shopping center in Little Rock, Arkansas in exchange for operating partnership
units and the assumption of $9.1 million of debt. The Company has an effective
ownership interest of 35% in this partnership. Developed in 1989 through 1991,
the center is located on 17.65 acres at 11400 West Markham. This 178,000 square
foot shopping center is anchored by Mega Market supermarket, Service
Merchandise, Office Depot and Michael's Arts & Crafts.
On September 29, 1998, the Company purchased Redbird Distribution Center, a
111,000 square foot bulk warehouse in Dallas, Texas. Developed in 1974, the
center is located on 4.74 acres at 4525 Joseph Hardin Drive. The center is 100%
leased to Bronco Packaging Corporation, Reid Plastics, Inc. and Pre-Q Rubber,
Ltd.
<PAGE>
On October 23, 1998, the Company purchased the Southwide Warehouse in Memphis,
Tennessee. Developed in 1975, the 356,000 square foot center is located on
16.78 acres at Burma Road and Red Drive.
On October 23, 1998, the Company purchased the Thomas Street Warehouse in
Memphis, Tennessee. Developed in 1971, the center is located on 9.6 acres at
1629 Thomas Street. This 164,000 square foot center is 100% leased to Triple H
Incorporated, a public warehouser.
On October 23, 1998, the Company purchased the Crowfarn Drive Warehouse in
Memphis, Tennessee. Developed in 1974, the center is located on 7.28 acres at
3800-3844 Crowfarn Drive. The 159,000 square foot center is 100% leased to
Nordstrom, Inc. and Reynolds Metals Company.
On December 23, 1998, the Company acquired Southport Business Park in Houston,
Texas. Developed in 1980, the center is located on 8.23 acres on South Loop 610
at the Mykawa/Crestmont exit. This 157,000 square foot center is 100% leased to
Great Spring Waters of America and Flow Line Division of Markovitz.
On December 23, 1998, the Company purchased the Crosspoint Warehouse in Houston,
Texas. Developed in 1980, this 72,000 square foot center is located on 4.11
acres at 1701 Cross Point.
On December 31, 1998, the Company acquired DFW/Port America, a 45,000 square
foot industrial center in Grapevine, Texas. Developed in 1978, this center is
located on 2.53 acres at 801 and 804 Poet America Place.
On December 31, 1998, the Company acquired Randol Mill Place, a 55,000 square
foot industrial center in Arlington, Texas. Developed in 1979, the center is
located on 4.09 acres at 2500 Randol Mill Road.
On December 31, 1998, the Company acquired Northhaven Business Park in Dallas,
Texas. Developed in 1973, this 151,000 square foot center is located on 8.8
acres near the southeast intersection of Interstate 35 and LBJ freeway.
On December 31, 1998, the Company acquired Walnut Trails Business Park in
Dallas, Texas. Developed in 1979, this 103,000 square foot center is located on
7.1 acres at 2636 Walnut Hill Lane.
<PAGE>
<TABLE>
<CAPTION>
WEINGARTEN REALTY INVESTORS
STATEMENT OF ESTIMATED TAXABLE OPERATING RESULTS
AND CASH TO BE MADE AVAILABLE BY OPERATIONS
FOR THE TWELVE MONTH PERIOD ENDED DECEMBER 31, 1998
(Unaudited)
<S> <C>
Revenue . . . . . . . . . . . . . . . . . . . . . . . . $ 17,795
Expenses:
Operating . . . . . . . . . . . . . . . . . . . . . . 2,766
Ad Valorem Taxes. . . . . . . . . . . . . . . . . . . 3,043
Depreciation & Amortization . . . . . . . . . . . . . 2,778
Interest. . . . . . . . . . . . . . . . . . . . . . . 8,733
--------
Total Expenses. . . . . . . . . . . . . . . . . . 17,320
--------
Estimated Taxable Operating Gain. . . . . . . . . . . . 475
Add back depreciation & amortization. . . . . . . . . . 2,778
--------
Estimated Cash to be Made Available from Operations . . $ 3,253
========
<FN>
Note: This statement of estimated taxable operating results and estimated cash
to be made available from operations is an estimate of operating results
for all properties acquired by the Company during the year ended
December 31, 1998 and does not purport to reflect actual results for
any period.
</TABLE>
(c) Exhibits
Exhibit Number Description
--------------- -----------
23.1 Consent of Deloitte & Touche LLP
<PAGE>
SIGNATURES
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 thereunto duly authorized.
WEINGARTEN REALTY INVESTORS
-----------------------------
(Registrant)
BY: /s/ Stephen C. Richter
-----------------------------
Stephen C. Richter
Senior Vice President/Financial
Administration and Treasurer
(Principal Accounting Officer)
DATE: August 13, 1999
Exhibit 23.1
Independent Auditors' Consent
We consent to the incorporation by reference in Registration Statements No.
33-20964, No. 33-24364, No. 33-41604, No. 33-52473, No. 33-54402 and No.
33-54404 on Form S-8, in Post-Effective Amendment No. 1 to Registration
Statement No. 33-25581 on Form S-8 and in Registration Statement No. 333-51843
on Form S-3 of our report dated July 23, 1999 relating to the Statement of
Revenue and Certain Expenses for the period from January 1, 1998 through October
9, 1998 of Brodie Oaks Shopping Center and our report dated August 6, 1999
relating to the Statement of Revenue and Certain Expenses for the year ended
December 31, 1997 of Regal Distribution Center, included in the Current Report
on Form 8-K of Weingarten Realty Investors dated August 13, 1999.
Deloitte & Touche LLP
Houston, Texas
August 13, 1999
