Exhibit 10.25


    
      

      

    

    


    EXHIBIT
      10.25

    


    FIRST
      AMENDMENT TO

    THE
      SAVINGS AND INVESTMENT PLAN

    FOR
      EMPLOYEES OF WEINGARTEN REALTY INVESTORS

    


    


    A.     WHEREAS,
      Weingarten
      Realty Investors
      (the
“Employer”) has previously established The
      Savings and Investment Plan for Employees of Weingarten Realty Investors
(the
      “Plan”) for the benefit of those employees who qualify thereunder and for their
      beneficiaries; and

     

    B.     WHEREAS,
      the
      Employer desires to amend Plan provisions regarding the eligibility of certain
      employees to participate in the Plan; 

     

    NOW,
      THEREFORE,
      pursuant to Section 8.1 of the Plan, the following amendment is hereby made
      and
      shall be effective January 1, 2005: 

     

    1.    Section
      1.16 of the Plan is amended in its entirety to be and read as
      follows:

    


    
      	1.16  	
                "Eligible
                Employee"
                means any Employee. 1.16
                p.Notwithstanding
                the foregoing, the following Employees shall not be considered Eligible
                Employees:

            


    

    


    
      	 	
              1.

            	
              Employees
                who are Leased Employees within the meaning of Code
                Sections 414(n)(2) and
                414(o)(2).

            


    

    


    
      	 	
              2.

            	
              Employees
                whose employment is governed by the terms of a collective bargaining
                agreement between Employee representatives (within the meaning of
                Code
                Section 7701(a)(46)) and the Employer under which retirement
                benefits
                were the subject of good faith bargaining between the parties, unless
                such
                agreement expressly provides for coverage in this
                Plan.

            


    

    


    
      	 	
              3.

            	
              Employees
                who are nonresident aliens (within the meaning of Code
                Section 7701(b)(1)(B)) and who receive no earned income (within
                the
                meaning of Code Section 911(d)(2)) from the Employer which
                constitutes income from sources within the United States (within
                the
                meaning of Code
                Section 861(a)(3)).

            


    

    


    
      	 	
              4.

            	
              Employees
                of Affiliated Employers, unless such Affiliated Employers have
                specifically adopted this Plan in
                writing.

            


    

    


    
      	 	
              5.

            	
              Individuals
                classified by the Employer as independent contractors, regardless
                of
                whether such an individual is subsequently determined by the Internal
                Revenue Service to be an Employee.

            


    

    


    2.    Section
      1.64 of the Plan is amended to be and read in its entirety as
      follows:

    


    
      	1.64  	
                “Year
                of Service”
                means a computation period of twelve (12) consecutive months, herein
                set
                forth, during which an Employee accrues at least 1,000 Hours of
                Service.

            


    

    


    


    
      
        
        

      

      
        1

        
          

        

      

      
        
        

      

    

    


    For
      purposes of determining the eligibility of Project Employees, the initial
      computation period shall be the twelve (12) consecutive month period commencing
      with such Employee’s employment commencement date. The eligibility computation
      period for each such Employee shall shift to the Plan Year which includes the
      anniversary date of the Employee’s employment commencement date without regard
      to whether the Employee is entitled to be credited with one thousand (1,000)
      Hours of Service during the period, provided that an Employee who is credited
      with one thousand (1,000) Hours of Service in both the initial eligibility
      computation period and the Plan Year which includes the first anniversary of
      the
      Employee’s employment commencement date shall be credited with two (2) years of
      eligibility service.

    


    For
      vesting purposes, the computation period shall be the Plan Year, including
      periods prior to the Effective Date of the Plan.

    


    Notwithstanding
      the foregoing, for any short Plan Year, the determination of whether an Employee
      has completed a Year of Service shall be made in accordance with Department
      of
      Labor regulation 2530.203-2(c). However, in determining whether an Employee
      has
      completed a Year of Service for benefit accrual purposes in the short Plan
      Year,
      the number of the Hours of Service required shall be proportionately reduced
      based on the number of full months in the short Plan Year.

     

    
      3.    A
        new section 1.65 is hereby added to Article I of the Plan to be and read
        as
        follows:

       

    

    
      	
              1.65

            	
              “Project
                Employee” means an Employee employed for short-term assignments, generally
                of six months’ duration or less.

            


    

     

    
      4.    Section
        3.1 of the Plan is hereby amended to be and read as
        follows:

3.1   CONDITIONS
      OF ELIGIBILITY

    


     In
      General.
      Any
      Eligible Employee other than a Project Employee shall be eligible to participate
      hereunder on the date of such Employee’s employment with the Employer.


    


     Project
      Employees.
      Any
      Project Employee who is credited with at least 1,000 Hours of Service in his
      initial eligibility computation period (or in any subsequent eligibility
      computation period as set forth in Section 1.64 of the Plan) shall become a
      Participant on the first day of the month occurring on or following the
      completion of such requirement in such computation period.

    


    


    
      
        
        

      

      
        2

        
          

        

      

      
        
        

      

    

     

    IN
      WITNESS WHEREOF,
      the
      Employer has caused the Plan to be amended by this First Amendment this 1st
      day
      of August, 2005, to be effective January 1, 2005. 

     

    
                                         WEINGARTEN
        REALTY
        INVESTORS

      


      


      


      
        	
                By:
                  

              	
                /s/
                  Michael Townsell

              
	
                Name:
                  

              	
                Michael
                  Townsell

              
	
                Title
                  

              	
                VP
                  Human Resources

              


      

      


      ATTEST

      


      
        	
                By:

              	
                /s/
                  Dena Moon

              
	
                Name:

              	
                Dena
                  Moon

              
	
                Title

              	
                HR
                  Administrator

              


      

      


    

     

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