SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________
FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1998
Savings and Investment Plan
for Employees of Weingarten Realty
(Full title of the plan)
____________________
WEINGARTEN REALTY INVESTORS
(Name and issuer of the securities held pursuant to the plan)
2600 Citadel Plaza Drive
Houston, Texas 77008
(Address of principal executive offices)
<PAGE>
Financial Statements and Exhibits
- ------------------------------------
(a) Financial statements.
(1) Independent Auditors' Report
(2) Statements of Net Assets Available for Benefits as of December
31, 1998 and 1997
(3) Statements of Changes in Net Assets Available for Benefits for
the Years Ended December 31, 1998 and 1997
(4) Notes to Financial Statement
(5) Supplemental Schedules of Assets Held for Investment Purposes
and 5% Reportable Transactions
The financial statements and schedules referred to above have been prepared in
accordance with the regulations of the Employee Retirement Income Security Act
of 1974 as allowed under the Form 11-K financial statement requirements.
(b) Exhibits.
24 -Independent Auditors' Consent
Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan
Administrator has duly caused this annual report to be signed by the undersigned
thereunto duly authorized.
SAVINGS AND INVESTMENT PLAN FOR
EMPLOYEES OF WEINGARTEN REALTY
By: Weingarten Realty Investors
Date: June 29, 1999 By: Stanford Alexander
-----------------------------------
Stanford Alexander, Chairman/
Chief Executive Officer
<PAGE>
INDEPENDENT AUDITORS' REPORT
To the Trustees and Participants of the
Savings and Investment Plan for Employees of Weingarten Realty:
We have audited, in total, the accompanying statements of net assets available
for benefits of the Savings and Investment Plan for Employees of Weingarten
Realty (the "Plan") as of December 31, 1998 and 1997, and the related statements
of changes in net assets available for benefits for the years then ended. These
financial statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. 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 audits provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in total, in all
material respects, the net assets available for benefits of the Plan as of
December 31, 1998 and 1997, and the changes in net assets available for benefits
for the years then ended in conformity with generally accepted accounting
principles.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of (1) assets
held for investment purposes as of December 31, 1998, and (2) transactions in
excess of five percent of the current value of plan assets for the year ended
December 31, 1998, are presented for the purpose of additional analysis and are
not a required part of the basic financial statements but are supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. The supplemental information by fund in the statements of changes in net
assets available for benefits is presented for the purpose of additional
analysis rather than to present changes in net assets available for benefits of
the individual funds. The supplemental schedules and supplemental information
are the responsibility of the Plan's management. Such supplemental schedules
and supplemental information by fund have been subjected to the auditing
procedures applied in our audits of the basic financial statements and, in our
opinion, are fairly stated in all material respects when considered in relation
to the basic financial statements taken as a whole.
DELOITTE & TOUCHE LLP
Houston, Texas
June 29, 1999
<PAGE>
SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF WEINGARTEN REALTY
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 31, 1998 AND 1997
<TABLE>
<CAPTION>
<S> <C> <C>
1998 1997
----------- ----------
ASSETS
------
INVESTMENTS:
Mutual Funds $8,099,120 $7,089,705
Common Stock 1,139,455 942,228
Participant Loans Receivable 195,402 205,463
----------- ----------
TOTAL INVESTMENTS 9,433,977 8,237,396
----------- ----------
RECEIVABLES:
Contributions 131,110 108,097
Loan Interest 1,134 1,761
----------- ----------
TOTAL RECEIVABLES 132,244 109,858
----------- ----------
CASH 7,067
----------- ----------
NET ASSETS AVAILABLE FOR BENEFITS $9,566,221 $8,354,321
----------- ----------
</TABLE>
See Notes to Financial Statements
<PAGE>
SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF WEINGARTEN REALTY
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEARS ENDED
DECEMBER 31, 1998 AND 1997
DECEMBER 31, 1998
SUPPLEMENTAL INFORMATION BY FUND
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
Growth & Aggressive
Stable Intermediate Mixed Income Growth Growth
Asset Bond Investment Equity Equity Equity
---------- -------------- ------------ ----------- ----------- ------------
INVESTMENT INCOME:
Dividends $ 13,520 $ 187,811 $ 161,590 $ 45,440 $ 570
Money Market Interest
Participant Loan Interest $ 2,249 168 4,027 3,072 4,906 1,703
Other
NET APPRECIATION (DEPRECIATION)
IN FAIR VALUE OF INVESTMENTS 54,928 (481) (47,816) (120,410) 199,650 33,162
CONTRIBUTIONS:
Participating Employees 39,281 20,277 166,616 154,758 168,985 88,931
Employer 7,619 5,498 53,878 53,266 56,194 31,751
BENEFITS PAID TO PARTICIPANTS (118,728) (25,287) (70,536) (66,699) (35,461) (69,526)
PARTICIPANT LOANS 3,584 (535) (17,172) 1,797 (11,958) 623
ADMINISTRATIVE FEES (1,850)
FUND TRANSFERS 143,104 24,245 3,858 (243,039) 89,220 26,734
- ---------------------------------------------------------------------------------------------------------------------
INCREASE (DECREASE) IN NET ASSETS
AVAILABLE FOR BENEFITS 130,187 37,405 280,666 (55,665) 516,976 113,948
NET ASSETS AVAILABLE FOR BENEFITS,
BEGINNING OF PERIOD 868,754 215,614 1,963,692 1,798,105 1,532,461 606,758
- ---------------------------------------------------------------------------------------------------------------------
NET ASSETS AVAILABLE FOR BENEFITS,
END OF PERIOD $ 998,941 $ 253,019 $ 2,244,358 $1,742,440 $2,049,437 $ 720,706
=====================================================================================================================
<S> <C> <C> <C> <C>
Weingarten
International Realty Loan
Equity Common Stock Fund Total
--------------- -------------- --------- -----------
INVESTMENT INCOME:
Dividends $ 7,616 $ 61,787 $ 478,334
Money Market Interest 0
Participant Loan Interest 560 1,645 18,330
Other 1,672 1,672
NET APPRECIATION (DEPRECIATION) 22,241 9,034 150,308
IN FAIR VALUE OF INVESTMENTS
CONTRIBUTIONS:
Participating Employees 34,941 142,241 816,030
Employer 11,891 46,494 266,591
BENEFITS PAID TO PARTICIPANTS (28,012) (91,697) $(12,121) (518,067)
PARTICIPANT LOANS 1,824 19,777 2,060 0
ADMINISTRATIVE FEES 552 (1,298)
FUND TRANSFERS (37,618) (6,504) 0
- --------------------------------------------------------------------------------------------
INCREASE (DECREASE) IN NET ASSETS
AVAILABLE FOR BENEFITS 13,443 185,001 (10,061) 1,211,900
NET ASSETS AVAILABLE FOR BENEFITS,
BEGINNING OF PERIOD 200,960 962,514 205,463 8,354,321
- --------------------------------------------------------------------------------------------
NET ASSETS AVAILABLE FOR BENEFITS,
END OF PERIOD $ 214,403 $ 1,147,515 $195,402 $9,566,221
============================================================================================
</TABLE>
SEE NOTES TO FINANCIAL STATEMENTS
<PAGE>
SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF WEINGARTEN REALTY
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEARS ENDED
DECEMBER 31, 1998 AND 1997 (CONTINUED)
DECEMBER 31, 1997
SUPPLEMENTAL INFORMATION BY FUND
--------------------------------
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
Growth & Aggressive
Stable Intermediate Mixed Income Growth Growth
Asset Bond Investment Equity Equity Equity
--------- -------------- ------------ ----------- ----------- ------------
INVESTMENT INCOME:
Dividends $ 13,575 $ 149,757 $ 202,374 $ 67,472 $ 35,155
Money Market Interest
Participant Loan Interest $ 843 46 2,925 2,384 2,959 1,315
Other 4 (2)
NET APPRECIATION (DEPRECIATION) IN
FAIR VALUE OF INVESTMENTS 45,160 5,147 182,630 125,658 320,134 40,958
CONTRIBUTIONS:
Participating Employees 35,847 11,913 113,055 119,639 108,466 60,797
Employer 14,082 6,066 52,136 57,137 48,766 27,236
BENEFITS PAID TO PARTICIPANTS (27,817) (9,349) (38,999) (40,529) (26,336) (24,924)
PARTICIPANT LOANS (43,307) (2,834) (30,982) (19,771) (23,934) 4,835
ADMINISTRATIVE FEES 548
FUND TRANSFERS 84,485 (11,727) (789) (65,529) (74,539) 48,239
- -------------------------------------------------------------------------------------------------------------------
INCREASE IN NET ASSETS AVAILABLE
FOR BENEFITS 109,841 12,841 429,733 381,361 422,988 193,611
NET ASSETS AVAILABLE FOR BENEFITS,
BEGINNING OF PERIOD 758,913 202,773 1,533,959 1,416,744 1,109,473 413,147
- -------------------------------------------------------------------------------------------------------------------
NET ASSETS AVAILABLE FOR BENEFITS,
END OF PERIOD $868,754 $ 215,614 $ 1,963,692 $1,798,105 $1,532,461 $ 606,758
===================================================================================================================
<S> <C> <C> <C> <C>
Weingarten
International Realty Loan
Equity Common Stock Fund Total
--------------- -------------- -------- -----------
INVESTMENT INCOME:
Dividends $ 10,418 $ 50,184 $ 528,935
Money Market Interest 3,835 3,835
Participant Loan Interest 243 455 11,170
Other 1 48 51
NET APPRECIATION (DEPRECIATION) IN
FAIR VALUE OF INVESTMENTS (6,798) 74,930 787,819
CONTRIBUTIONS:
Participating Employees 25,538 95,074 570,329
Employer 11,771 44,643 261,837
BENEFITS PAID TO PARTICIPANTS (3,763) (8,020) (179,737)
PARTICIPANT LOANS 2,211 (7,129) $120,911
ADMINISTRATIVE FEES (57) 491
FUND TRANSFERS 9,138 10,722
- ------------------------------------------------------------------------------------------
INCREASE IN NET ASSETS AVAILABLE
FOR BENEFITS 48,759 264,685 120,911 1,984,730
NET ASSETS AVAILABLE FOR BENEFITS,
BEGINNING OF PERIOD 152,201 697,829 84,552 6,369,591
- ------------------------------------------------------------------------------------------
NET ASSETS AVAILABLE FOR BENEFITS,
END OF PERIOD $ 200,960 $ 962,514 $205,463 $8,354,321
==========================================================================================
</TABLE>
SEE NOTES TO FINANCIAL STATEMENTS
<PAGE>
SAVINGS AND INVESTMENT PLAN FOR
EMPLOYEES OF WEINGARTEN REALTY
------------------------------
Notes to Financial Statements
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The general purpose of the Savings and Investment Plan for Employees of
Weingarten Realty (the "Plan") is to provide retirement and other related
benefits for employees of Weingarten Realty Investors ("WRI") and its wholly
owned subsidiary, Weingarten Realty Management Company ("WRMC"), referred to,
collectively, as the "Company".
Basis of Accounting - The financial records of the Plan and the account records
- --------------------
of participants of the Plan are generally maintained on the cash basis of
accounting. The accompanying financial statements of the Plan are presented on
the accrual basis of accounting; accordingly, memorandum entries are made to the
accounting records to reflect the accrual for dividend and interest income,
contributions by the Company and participants and interest on loan payments due.
Withdrawals of benefits by participants are recorded when paid.
Investments - Investments are carried at their quoted market value. Average
- -----------
cost is used to determine the cost of investments sold or redeemed.
Valuation of Loans to Participants - The loans to participants are valued
- ------------------------------------
at cost plus accrued interest which approximates fair value.
Use of Estimates - The preparation of financial statements requires management
- ------------------
to make use of estimates and assumptions that affect amounts reported in the
financial statements as well as certain disclosures. Actual results could
differ from those estimates.
2. SUMMARY DESCRIPTION OF THE PLAN
The Plan is a defined contribution plan subject to the provisions of the
Employee Retirement Income Security Act of 1974 ("ERISA"), as amended, and
regulations promulgated thereunder. The following is a summary of the Plan, as
restated on July 1, 1997. Plan participants should refer to the Plan document
for more complete information.
Eligibility - All employees are eligible to participate in the Plan after
- -----------
completing one hour of eligible service and attaining 21 years of age.
Participant Contributions - Participants may contribute 1% to 12% of their
- --------------------------
annual paid compensation (as defined in the Plan document) as salary reduction
contributions. Such contributions are generally made through regular payroll
withholdings and reduce the amount of the participant's compensation that is
subject to federal income tax.
Employer Contributions - The Company may make monthly matching contributions to
- -----------------------
the Plan. The maximum amount of each participant's salary reduction
contribution that is subject to matching is equal to 6% of the participant's
qualified compensation. The employer's matching contribution is generally
allocated to the individual participant's accounts based on the ratio of the
participant's salary reduction contributions to the total salary reduction
contributions made by all participants during the period. The employer's
matching contribution is directed to the different funds (described under
"Investment Options") using the same ratio as the participants' individual
contributions. The Company may also make discretionary contributions.
Discretionary contributions are allocated to the individual participant based on
the ratio of the participant's compensation to the compensation of all
participants during the year. No discretionary contributions are invested in
Weingarten Realty Common Stock. No discretionary contributions were made during
the years ended 1998 and 1997.
<PAGE>
Vesting - Participants are fully vested for all contributions made by them. For
employer contributions and earnings of the Plan, participants vest as follows:
<TABLE>
<CAPTION>
<S> <C>
Vested
Years of Vesting Service Percentage
- --------------------------------------- ----------
Less than 2 years 0
At least 2 years, but less than 3 years 20
At least 3 years, but less than 4 years 40
At least 4 years, but less than 5 years 60
At least 5 years, but less than 6 years 80
6 years or more 100
</TABLE>
Upon death, disability or reaching 65 years of age, a participant becomes fully
vested for all contributions and earnings made on his behalf.
Administration - Plan Administrators, appointed by the Company, are responsible
- --------------
for the administrative operations of the Plan and maintaining the accounting
records of the Plan and the participants.
Withdrawals - Upon death, disability or termination from the Company, a
- -----------
participant or the beneficiary may withdraw all the participant's vested
interest in the Plan. A participant may withdraw all or a portion of his
nondeductible voluntary contributions at the end of the plan year or, in case of
hardship, at times otherwise allowed by the Plan Administrator.
Participants may withdraw all of their vested account balances upon attaining
the age of 59 1/2. Participants who terminate employment and receive
distributions of their vested account balances forfeit the nonvested portion of
their accounts. Forfeitures during the year are used to reduce the amount
required by the employers' matching contributions.
Participant Loans - Eligible participants may borrow from their fund accounts a
- ------------------
minimum of $1,000 up to a maximum of the lesser of $50,000 or 50% of their
vested account balances. Loan transactions are treated as a transfer between
the investment funds and the loan fund. Loan terms range from 1 to 5 years,
however loans may be made up to 15 years if related to the purchase of a primary
residence. The loans are secured by the balance in the participant's account
and bear interest equal to the prime rate on the first day of the month that the
loan is made, plus 1%. Principal and interest are paid ratably through monthly
payroll deductions.
Investment Options - A description of the available investment options follows:
- -------------------
(a) Stable Asset Fund - a fund invested in the Firstar Institutional
Investors Guaranteed Investment Contract Fund, which invests in assets
such as guaranteed investment contracts and bank investment contracts;
(b) Intermediate Bond Fund - a fund invested in the Columbia-Fixed
Income Securities Fund, Inc., which invests at least 95% of assets in
investment-grade debt securities such as U.S. government obligations,
including GNMA's and FNMA's;
(c) Mixed Investment Fund - a fund invested in the Dodge & Cox Balanced
Fund, which invests at least 75% in common stocks and convertible
Securities with the balance invested in investment-grade fixed
income securities;
(d) Growth and Income Equity Fund - a fund invested in the Mutual Series
Beacon Fund, which invests in common and preferred stocks and
Corporate debt securities;
(e) Growth Equity Fund - a fund invested in the Davis New York Venture
Fund, Inc., which invests predominantly in equity securities of
companies with perceived growth potential;
(f) Aggressive Growth Equity Fund - a fund invested in the Royce
Premier Fund (through April 30, 1998) and the Baron Asset Fund which
invests in common stocks and convertible securities in companies with
perceived long-term growth potential;
(g) International Equity Fund - a fund invested in the T. Rowe Price
International Stock Fund, which invests at least 65% in common
stocks of established non-U.S. companies with the balance of assets
invested in preferred stocks and convertible and/or debt securities
of foreign companies; and
(h) Weingarten Realty Common Stock - a fund invested in common shares
of beneficial interest of WRI purchased on the open market.
At December 31, 1998 and 1997, there were 193 and 164 participants,
respectively, who had their contributions allocated as follows:
<TABLE>
<CAPTION>
Number of Participants
December December
1998 1997
-------- --------
<S> <C> <C>
Stable Asset Fund. . . . . . . 56 52
Intermediate Bond Fund . . . . 43 38
Mixed Investment Fund. . . . . 116 106
Growth and Income Equity Fund. 108 99
Growth Equity Fund . . . . . . 122 101
Aggressive Growth Equity Fund. 82 68
International Equity Fund. . . 47 44
Weingarten Realty Common Stock 84 69
</TABLE>
Amendment or Termination of the Plan - The Plan may be amended or terminated at
- -------------------------------------
any time by the Company. No amendment may deprive any participant (or their
beneficiary) of any vested right the participant may have accrued. If the Plan
is terminated, the accounts of all participants become nonforfeitable and the
Plan's assets or cash will be distributed to the participants so affected.
3. TAX STATUS
The Plan received a favorable ruling dated April 15, 1997 indicating that the
Plan was a qualified plan under Sections 401(a) and 501(a) of the Internal
Revenue Code and, therefore, exempt from income taxes. The Plan Administrator
and outside counsel believe that the Plan, as amended, qualifies under the
meanings of the above-mentioned sections of the Internal Revenue Code;
accordingly, no provision for federal income taxes is provided in the
accompanying financial statements.
<PAGE>
4. INVESTMENTS GREATER THAN FIVE PERCENT OF PLAN ASSETS
The following table presents investments that represent five percent or more of
the Plan's net assets available for benefits at December 31, 1998 and December
31, 1997:
<TABLE>
<CAPTION>
Market Value
December 31,
<S> <C> <C>
1998 1997
------------ -----------
Royce Fund Premier Series $ 0 $ 593,226
Weingarten Realty Investors - Common Shares 1,139,455 942,228
Firstar Institutional Investors GIC Fund 989,714 860,625
Davis New York Venture Fund 2,017,855 1,508,925
Mutual Series Beacon Fund 1,712,796 1,769,063
Dodge & Cox Balanced Fund 2,218,277 1,947,877
Baron Asset Fund 702,926 ---
</TABLE>
********
<PAGE>
<TABLE>
<CAPTION>
ITEM 27A - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
EIN # 74-1464203
SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF WEINGARTEN REALTY
SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES,
AS OF DECEMBER 31, 1998
<S> <C>
IDENTITY OF ISSUE, BORROWER, ISSUER
ASSETS HELD OR SIMILAR PARTY
- -------------------------------------------------------------- --------------------------------------------
STABLE ASSET FIRSTAR INSTITUTIONAL INVESTORS GUARANTEED
INVESTMENT CONTRACT
INTERMEDIATE BOND COLUMBIA FIXED-INCOME SECURITIES FUND, INC.
MIXED INVESTMENT DODGE & COX BALANCED FUND
GROWTH AND INCOME EQUITY MUTUAL SERIES BEACON FUND
GROWTH EQUITY DAVIS NEW YORK VENTURE FUND, INC.
AGGRESSIVE GROWTH EQUITY BARON ASSET FUND
INTERNATIONAL EQUITY T ROWE PRICE INTERNATIONAL STOCK FUND
WEINGARTEN REALTY *WEINGARTEN REALTY INVESTORS
COMMON STOCK
LOAN FUND PARTICIPANT LOANS RECEIVABLE
TOTAL ASSETS HELD FOR INVESTMENT PURPOSES
*PARTY-IN-INTEREST
ITEM 27A - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
EIN # 74-1464203
SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF WEINGARTEN REALTY
SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES,
AS OF DECEMBER 31, 1998
<S> <C> <C> <C>
DESCRIPTION OF INVESTMENT
INCLUDING MATURITY DATE,
RATE OF INTEREST, COLLATERAL CURRENT
ASSETS HELD AND MATURITY VALUE COST VALUE
- --------------------------------------------------------------- ------------------------------ --------- --------
STABLE ASSET
MUTUAL FUND (49,634.602 UNITS) $ 886,233 $ 989,714
INTERMEDIATE BOND MUTUAL FUND (18,576.896 UNITS) 249,059 249,302
MIXED INVESTMENT MUTUAL FUND (34,012.221 UNITS) 1,995,501 2,218,277
GROWTH AND INCOME EQUITY MUTUAL FUND (130,548.444 UNITS) 1,724,247 1,712,796
GROWTH EQUITY MUTUAL FUND (80,681.934 UNITS) 1,423,383 2,017,855
AGGRESSIVE GROWTH EQUITY MUTUAL FUND (13,908.302 UNITS) 724,578 702,926
INTERNATIONAL EQUITY MUTUAL FUND (13,892.621 UNITS) 189,555 208,250
WEINGARTEN REALTY COMMON SHARES (25,534 SHARES) 1,019,819 1,139,455
COMMON STOCK
LOAN FUND DUE SEMIMONTHLY, BEARING INTEREST AT 195,402 195,402
9.25% TO 9.50%
TOTAL ASSETS HELD FOR INVESTMENT PURPOSES $8,407,777 $9,433,977
*PARTY-IN-INTEREST
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ITEM 27A - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
EIN #74-1464203
SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF WEINGARTEN REALTY
SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES,
FOR THE YEAR ENDED DECEMBER 31, 1998
ASSETS ACQUIRED AND DISPOSED OF WITHIN THE PLAN YEAR
- ---------------------------------------------------------------
<S> <C>
IDENTITY OF ISSUE, BORROWER, ISSUER
ASSETS HELD OR SIMILAR PARTY
- --------------------------------------------------------------- -------------------------------------------
STABLE ASSET FIRSTAR INSTITUTIONAL INVESTORS GIC FUND
INTERMEDIATE BOND COLUMBIA FIXED-INCOME SECURITIES FUND, INC.
MIXED INVESTMENT DODGE & COX BALANCED FUND
GROWTH AND INCOME EQUITY MUTUAL SERIES BEACON FUND
GROWTH EQUITY DAVIS NEW YORK VENTURE FUND, INC.
AGGRESSIVE GROWTH EQUITY ROYCE PREMIER FUND
BARON ASSET FUND
INTERNATIONAL EQUITY T ROWE PRICE INTERNATIONAL STOCK FUND
WEINGARTEN REALTY *WEINGARTEN REALTY INVESTORS
COMMON STOCK
*PARTY-IN-INTEREST
ITEM 27A - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
EIN #74-1464203
SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF WEINGARTEN REALTY
SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES,
FOR THE YEAR ENDED DECEMBER 31, 1998
ASSETS ACQUIRED AND DISPOSED OF WITHIN THE PLAN YEAR
- ---------------------------------------------------------------
<S> <C> <C> <C>
DESCRIPTION OF INVESTMENT
INCLUDING MATURITY DATE,
RATE OF INTEREST, COLLATERAL SALE
ASSETS HELD AND MATURITY VALUE C0ST PROCEEDS
- ----------------------------------------------------- ---------------------------- -------- --------
STABLE ASSET MUTUAL FUND $303,947 $228,546
INTERMEDIATE BOND MUTUAL FUND 65,439 29,227
MIXED INVESTMENT MUTUAL FUND 488,452 170,236
GROWTH AND INCOME EQUITY MUTUAL FUND 407,454 343,332
GROWTH EQUITY MUTUAL FUND 466,632 157,639
AGGRESSIVE GROWTH EQUITY MUTUAL FUND 34,373 689,872
MUTUAL FUND 794,791 62,712
INTERNATIONAL EQUITY MUTUAL FUND 61,488 72,374
WEINGARTEN REALTY COMMON SHARES 316,329 136,127
COMMON STOCK
*PARTY-IN-INTEREST
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ITEM 27D - SCHEDULE OF REPORTABLE TRANSACTIONS
EIN #74-1464203
SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF WEINGARTEN REALTY
SUPPLEMENTAL SCHEDULE OF FIVE PERCENT REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1998
SINGLE TRANSACTIONS INVOLVING AN AMOUNT IN EXCESS OF FIVE PERCENT OF THE CURRENT VALUE OF PLAN ASSETS
- ---------------------------------------------------------------------------------------------------------------------------
<S> <C>
(NONE NOTED)
SERIES OF TRANSACTIONS, WHEN AGGREGATED, INVOLVING AN AMOUNT IN EXCESS OF FIVE PERCENT OF THE CURRENT VALUE OF PLAN ASSETS
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
NUMBER NUMBER TOTAL DOLLAR
DESCRIPTION OF OF VALUE OF TOTAL DOLLAR
IDENTITY OF PARTY INVOLVED . . . . . . . OF ASSET PURCHASES SALES PURCHASES VALUE OF SALES
- ---------------------------------------- ------------- --------- -------- ------------- --------------
FIRSTAR INSTITUTIONAL INVESTORS GIC FUND MUTUAL FUND 74 19 $ 303,947 $ 228,546
MUTUAL SERIES BEACON FUND MUTUAL FUND 86 25 407,454 343,322
DODGE & COX BALANCED FUND MUTUAL FUND 87 26 488,452 170,236
DAVIS NEW YORK VENTURE FUND, INC. MUTUAL FUND 89 23 466,632 157,639
BARON ASSET FUND MUTUAL FUND 1 0 794,791 62,712
<S> <C>
IDENTITY OF PARTY INVOLVED . . . . . . . GAIN/(LOSS)
- ---------------------------------------- ------------
FIRSTAR INSTITUTIONAL INVESTORS GIC FUND $ 23,813
MUTUAL SERIES BEACON FUND 23,149
DODGE & COX BALANCED FUND 27,955
DAVIS NEW YORK VENTURE FUND, INC. 43,621
BARON ASSET FUND 7,502
</TABLE>
EXHIBIT 24
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Post-Effective Amendment No. 1
to Registration Statement No. 33-25581 of the Savings and Investment Plan for
Employees of Weingarten Realty on Form S-8 of our report dated June 29, 1999,
appearing in this Annual Report on Form 11-K of the Savings and Investment Plan
for Employees of Weingarten Realty for the year ended December 31, 1998.
DELOITTE & TOUCHE LLP
Houston, Texas
June 29, 1999
