Exhibit 10.18 to 2Q2005 Form 10-Q Supplement to the Weingarten Realty Investors
      Deferred Compensation Plan


    
      

      

    

    Exhibit
      10.18

    
 

    SUPPLEMENT
      TO THE

    WEINGARTEN
      REALTY INVESTORS

    DEFERRED
      COMPENSATION PLAN

    


    


    R
      E C I T A L S:

    


    WEINGARTEN
      REALTY INVESTORS, a Texas real estate investment trust (the “Company”) has
      previously established the Weingarten Realty Investors Deferred Compensation
      Plan (the “Deferred Compensation Plan”), which has most recently been amended
      and restated effective September 1, 2002 under the terms of which selected
      employees and/or management are entitled to defer a portion of their
      compensation and/or receive discretionary contributions from the
      Company.

    


    The
      Company has previously established the Weingarten Realty Investors 2001 Long
      Term Incentive Plan (the “Long Term Incentive Plan”) under which selected
      full-time employees, consultants and/or Trust Managers may be granted Share
      Options or Restricted Shares, as therein defined.

    


    The
      Board
      of Trust Managers desires to amend and supplement the Deferred Compensation
      Plan
      to permit the deferral of an Award of Restricted Shares pursuant to the Long
      Term Incentive Plan.

    


    NOW
      THEREFORE, the Company hereby amends and supplements the Deferred Compensation
      Plan by the addition of the following Article XI:

    


    ARTICLE
      XI

    Restricted
      Share Deferral

    


    11.1 Any
      Member of the Board and any Participant shall be eligible to elect the deferral
      of an Award
      of
Restricted
      Shares
      as
      defined in and pursuant to the Weingarten Realty Investors 2001 Long Term
      Incentive Plan (the “Long Term Incentive Plan”) which is incorporated herein by
      this reference. The manner and duration of such deferral shall be in accordance
      with the provisions of this Article XI.

    


    11.2 Weingarten
      Restricted Stock Deferral.
      A
      Participant or Trust
      Manager
      may
      elect to defer all or a portion of the Award
      of
Restricted
      Shares,
      on such
      terms as the Administrator may permit, by completing a Share Award Deferral
      Agreement and submitting it to the Administrator prior to the Award
      of
Restricted
      Shares.
      Any
      election to defer all or a portion of the Award of Restricted Shares shall
      apply
      to any subsequent Award
      unless
      and until a revised Share Award Deferral Agreement is submitted to the
      Administrator. A deferral election shall be for a period of not less than five
      (5) years and shall not extend beyond the date of such Participant’s termination
      of employment or such Trust
      Manager
      ceasing
      to be a member of the Board,
      as the
      case may be. The Restricted
      Shares
      so
      deferred shall be issued to the Trustee to be held for the benefit of such
      Participant or Trust Manager. The Administrator shall credit such deferred
      Restricted
      Shares
      to a
      bookkeeping account (to be known as a “Weingarten Stock Account”) for the
      benefit of such Participant or Trust
      Manager.

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    11.3 Terms
      and Conditions of Awards.
      Any
      deferred Restricted
      Shares
      shall
      remain subject to the provisions of Section 4.3 of the Long Term Incentive
      Plan
      and any other terms and conditions established by the Management
      Development and Compensation Committee
      incident
      thereto. In the event that the Restriction
      Period,
      as
      defined under Section 4.3 of the Long Term Incentive Plan, has not expired
      at
      the end of the applicable Deferral Period elected under the Share Deferral
      Election Period, any Restricted
      Shares
      distributed by the Trustee shall remain subject to any and all such terms and
      conditions and any applicable provisions of the Long Term Incentive Plan imposed
      upon such Restricted Shares through the expiration of the Restriction Period
      Restricted Shares distributed by the Trustee shall contain the legend provided
      under Section 4.3(d) of the Long Term Incentive Plan.

    


    11.4 Dividends.
      Any
      dividends paid with respect to any shares held by the Trustees shall be
      distributed to Participant or Trust Manager for whose benefit such shares are
      held, subject, in the case of a Participant, to applicable
      withholding.

    


    11.5 Definitions.
      All
      bolded terms in this Article XI shall have the meaning contained in the Long
      Term Incentive Plan.

    


    Executed
      this 25
      day of
April, 2003.

    


    WEINGARTEN
      REALTY INVESTORS

    


    


    


    By:/s/
      Stephen C. Richter

    Name:
      Stephen
      C. Richter

    Title:
      Sr.
      Vice President / CFO