SIXTH  BONDS  RENEWAL  AND  EXTENSION  AGREEMENT


     This  SIXTH BONDS RENEWAL AND EXTENSION AGREEMENT (this "Sixth Renewal") is
executed this 1st day of March, 2000 (the "Execution Date"), but effective as of
December  28,  1999,  by  and  between  WRI  HOLDINGS,  INC.  ("Maker"), a Texas
corporation,  and  WEINGARTEN  REALTY  INVESTORS  ("Payee"), a Texas real estate
investment  trust.

                         W  I  T  N  E  S  S  E  T  H:
                         ----------------------------

     WHEREAS,  the Payee is the sole legal owner and holder of those certain 16%
Mortgage  Bonds Due 1994, dated December 28, 1984 (the "Original Bonds"), in the
face  principal  sum  of  THREE  MILLION  ONE  HUNDRED FIFTY THOUSAND and NO/100
DOLLARS  ($3,150,000.00)  executed  by  Maker payable to the order of Weingarten
Realty,  Inc.  ("WRI"),  a Texas corporation, payable as therein provided, which
Bonds  are  secured  by

    (i)     that certain Trust Indenture, dated December 28, 1984 (the "Original
            Trust  Indenture")  executed  by  Maker  and  Texas  Commerce  Bank
            National  Association,  a  national  banking association  (now known
            as Chase Bank of Texas, N.A.)  ("Trustee");

    (ii)    that certain River Pointe Negative Pledge Agreement, dated  December
            28, 1984  (the  "Original Negative Pledge")  executed by Maker, WRI,
            and Plaza Construction,  Inc.  ("Plaza");  and

    (iii)   such  other  documents,  instruments,  and  agreements  executed  in
            connection with, as security for, or as evidence of the  obligations
            evidenced by the Original  Bonds  (collectively,  the Original Trust
            Indenture, the Original Negative  Pledge, and such  other documents,
            instruments,  and  agreements  being  herein  called  the  "Original
            Security  Instruments");  and

     WHEREAS,  WRI  assigned  and  conveyed  all  of its property, both real and
personal,  including,  without  limitation,  the  Original  Bonds,  to Payee, as
evidenced by that certain Master Deed and General Conveyance dated April 5, 1988
from  WRI  to  Payee;  and

     WHEREAS,  effective  as  of  December 28, 1994, Maker and Payee renewed and
extended  the  maturity date of the Original Bonds to December 28, 1995 pursuant
to  the terms of that certain Bonds Renewal and Extension Agreement, dated as of
December  28,  1994  ("First  Renewal");  and

     WHEREAS,  effective  as  of  December 28, 1995, Maker and Payee renewed and
extended  the  maturity date of the Original Bonds to December 28, 1996 pursuant
to  the terms of that certain Bonds Second Renewal and Extension Agreement dated
as  of  December  28,  1995  ("Second  Renewal");  and


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     WHEREAS,  effective  as  of  December 28, 1996, Maker and Payee renewed and
extended  the  maturity date of the Original Bonds to December 28, 1997 pursuant
to  the terms of that certain Third Bonds Renewal and Extension Agreement, dated
as  of  December  28,  1996  ("Third  Renewal");  and

     WHEREAS,  effective  as  of  December 28, 1997, Maker and Payee renewed and
extended  the  maturity date of the Original Bonds to December 28, 1998 pursuant
to the terms of that certain Fourth Bonds Renewal and Extension Agreement, dated
as  of  December  28,  1997  ("Fourth  Renewal");  and

     WHEREAS,  effective  as  of  December 28, 1998, Maker and Payee renewed and
extended  the  maturity date of the Original Bonds to December 28, 1999 pursuant
to  the terms of that certain Fifth Bonds Renewal and Extension Agreement, dated
as of December 28, 1998 ("Fifth Renewal") (the Original Bonds, Original Negative
Pledge,  and  Original  Security  Instruments,  each  as  modified, renewed, and
extended  by  the  First Renewal, Second Renewal, Third Renewal, Fourth Renewal,
and  Fifth  Renewal, being herein called the "Bonds," the "Negative Pledge," and
the  "Security  Instruments,"  respectively);  and

     WHEREAS, Maker and Payee amended and supplemented the terms of the Original
Trust  Indenture  to reflect the renewal and extension of the Bonds, as provided
in  the  First Renewal, Second Renewal, Third Renewal, Fourth Renewal, and Fifth
Renewal,  such amendments being evidenced by (i) that certain Supplemental Trust
Indenture  dated  as  of December 28, 1994 among Maker, Trustee, and Payee, (ii)
that  certain Second Supplemental Trust Indenture dated as of December 28, 1995,
among  Maker,  Trustee,  and  Payee, (iii) that certain Third Supplemental Trust
Indenture  dated  as of December 28, 1996, among Maker, Trustee, and Payee, (iv)
that  certain Fourth Supplemental Trust Indenture dated as of December 28, 1997,
among  Maker,  Trustee, and Payee, and (v) that certain Fifth Supplemental Trust
Indenture  dated  as  of December 28, 1998, among Maker, Trustee, and Payee; and

     WHEREAS,  of  even  date  herewith,  Maker, Trustee, and Payee have further
amended  and  supplemented  the  terms  of  the Trust Indenture pursuant to that
certain  Sixth  Supplemental  Trust  Indenture (the Original Trust Indenture, as
amended  and  supplemented  by  the  Supplemental  Trust  Indenture,  the Second
Supplemental Trust Indenture, the Third Supplemental Trust Indenture, the Fourth
Supplemental  Trust  Indenture,  the Fifth Supplemental Trust Indenture, and the
Sixth  Supplemental  Trust  Indenture,  being called the "Trust Indenture"); and

     WHEREAS,  the  Bonds  mature  on December 28, 1999, and Maker and Payee now
propose  to  renew and extend the maturity date of the Bonds and to continue the
liens  and  priority  of the Security Instruments as security for the payment of
the  Bonds,  as  set  forth  more  particularly  herein.

     NOW,  THEREFORE,  in  consideration  of the mutual covenants and agreements
contained herein, and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the Maker and Payee hereby agree as
follows:


<PAGE>
     1.     The Maker reaffirms its promise to pay to the order of the Payee, at
2600  Citadel  Plaza  Drive, Suite 300, Houston, Harris County, Texas 77008, the
principal  balance due and owing on the Bonds, with interest accrued thereon, as
provided  in  the  Bonds,  except  that the maturity date of the Bonds is hereby
renewed  and  extended  to December 28, 2000, at which time the unpaid principal
balance of the Bonds, plus all accrued and unpaid interest thereon, shall be due
and  payable.

     All  liens,  pledges,  and  security  interests securing the payment of the
Bonds,  including, but not limited to, the liens, pledges and security interests
granted  in  the  Trust  Indenture  and the Negative Pledge, are hereby renewed,
extended  and carried forward to secure payment of the Bonds, as hereby amended,
and  the  Security  Instruments  are hereby amended to reflect that the maturity
date  of  the  Bonds  is  December  28,  2000.

     2.     Maker  hereby represents and warrants to Payee that (a) Maker is the
sole  legal and beneficial owner of the Trust Estate (as that term is defined in
the  Trust  Indenture);  (b)  Maker has the full power and authority to make the
agreements  contained  in  this Sixth Renewal without joinder and consent of any
other  party;  and  (c)  the  execution,  delivery and performance of this Sixth
Renewal  will  not  contravene or constitute an event which itself or which with
the passing of time or giving of notice or both would constitute a default under
any  trust  deed, deed of trust, loan agreement, indenture or other agreement to
which Maker is a party or by which Maker or any of its property is bound.  Maker
hereby  agrees  to  indemnify  and  hold harmless Payee against any loss, claim,
damage,  liability  or  expense (including, without limitation, attorneys' fees)
incurred  as  a  result  of any representation or warranty made by Maker in this
Section  2  proving  to  be  untrue  in  any  material  respect.

     3.     To the extent that the Bonds are inconsistent with the terms of this
Sixth  Renewal,  the  Bonds are hereby modified and amended to conform with this
Sixth  Renewal.  Except as modified, renewed and extended by this Sixth Renewal,
the Bonds remain unchanged and continue unabated and in full force and effect as
the  valid  and  binding  obligation  of  the  Maker.

     4.     In  conjunction  with the extension and renewal of the Bonds and the
Security  Instruments,  Maker  hereby extends and renews the liens, pledges, and
security  interests as created and granted in the Security Instruments until the
indebtedness  secured  thereby, as so extended and renewed, has been fully paid,
and agrees that such extension and renewal shall, in no manner, affect or impair
the  Bonds or the liens, pledges, and security interests securing same, and that
said  liens,  pledges, and security interests shall not in any manner be waived.
The purpose of this Sixth Renewal is simply to extend the time of payment of the
obligation  evidenced  by the Bonds and any indebtedness secured by the Security
Instruments,  as modified by this Sixth Renewal, and to carry forward all liens,
pledges,  and  security  interests  securing the same, which are acknowledged by
Maker  to  be  valid  and  subsisting.


<PAGE>
     5.     Maker  covenants and warrants that the Payee is not in default under
the  Bonds  or  the  Security  Instruments,  or this Sixth Renewal (collectively
referred  to  as  the  "Loan  Instruments"),  that  there  are  no  defenses,
counterclaims  or  offsets  to  such  Loan  Instruments;  and  that  all  of the
provisions  of  the  Loan  Instruments, as amended hereby, are in full force and
effect.

     6.     Maker  agrees  to  pay  all  costs  incurred  in connection with the
execution  and consummation of this Sixth Renewal, including but not limited to,
all  recording  costs  and  the reasonable fees and expenses of Payee's counsel.

     7.     If any covenant, condition, or provision herein contained is held to
be  invalid  by  final  judgment  of  any  court  of competent jurisdiction, the
invalidity of such covenant, condition, or provision shall not in any way affect
any  other  covenant,  condition,  or  provision  herein  contained.

     8.     Payee  is  the  sole  owner and holder of the Bonds. Maker and Payee
acknowledge  and agree that the outstanding principal balance of the Bonds as of
December  28,  1999  is  $3,150,000.00.

     9.     Payee  is  an  unincorporated  trust  organized under the Texas Real
Estate  Investment  Trust  Act. Neither the shareholders of Payee, nor its Trust
Managers, officers, employees, or other agents shall be personally, corporately,
or  individually  liable, in any manner whatsoever, for any debt, act, omission,
or  obligation  of  Payee,  and all persons having claims of any kind whatsoever
against  Payee shall look solely to the property of Payee for the enforcement of
their  rights  (whether  monetary  or  non-monetary)  against  Payee.

     EXECUTED  this  day  and  year  first  above written, but effective for all
purposes  as  of  December  28,  1999.



                                  WRI HOLDINGS, INC., a Texas corporation


                                  By:___________________________________________
                                       Martin Debrovner, Vice President

                                                                         "Maker"



                                  WEINGARTEN REALTY INVESTORS, a Texas
                                  real estate investment trust


                                  By:__________________________________________
                                  Bill Robertson, Jr., Executive Vice President

                                                                        "Payee"



<PAGE>



STATE  OF  TEXAS

COUNTY  OF  HARRIS

     This  instrument  was  acknowledged  before  me  on  this  ______  day  of
______________, 2000, by Martin Debrovner, Vice President of WRI HOLDINGS, INC.,
a  Texas  corporation,  on  behalf  of  said  corporation.


                                              _________________________________
                                              Notary  Public,  State  of  Texas



STATE  OF  TEXAS

COUNTY  OF  HARRIS

     This  instrument  was  acknowledged  before  me  on  this  ______  day  of
______________,  2000,  by  Bill  Robertson,  Jr.,  Executive  Vice President of
WEINGARTEN  REALTY INVESTORS, a Texas real estate investment trust, on behalf of
said  real  estate  investment  trust.


                                              _________________________________
                                              Notary  Public,  State  of  Texas