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): February 23, 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 7. EXHIBITS.
99.1 Press Release dated February 23, 2004.
ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
The information under this caption is furnished by Weingarten Realty
Investors (the "Company") in accordance with Securities Exchange Commission
Release No. 33-8216. This information shall not be deemed "filed" for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), or incorporated by reference in any filing under the Securities Act of
1933, as amended, or the Exchange Act, except as shall be expressly set forth by
specific reference in such a filing.
On February 23, 2004, the Company issued a press release describing its
results of operations for the fourth quarter ended December 31, 2003. A copy of
the press release is attached as Exhibit 99.1 to this report. In the earnings
release, the Company used the non-GAAP financial measure of Funds from
Operations ("FFO"). A reconciliation of FFO to the comparable GAAP financial
measure (Net income) is contained in the attached earnings release. Disclosure
regarding the definition of FFO used by the Company and why the Company's
management believes the presentation of FFO provides useful information to
investors is included in the Company's annual report on Form 10-K for the fiscal
year ended December 31, 2002.
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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: February 24, 2004
WEINGARTEN REALTY INVESTORS
By: /s/ Joe D. Shafer
-------------------------
Joe D. Shafer
Vice President/Controller
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INDEX TO EXHIBITS
99.1 Press Release dated February 23, 2004.
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