EXHIBIT 4.2


                              RULE 144A GLOBAL NOTE

     TRANSFERS  OF  THIS NOTE SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN
PART,  TO  THE  DEPOSITORY  TRUST  COMPANY (55 WATER STREET, NEW YORK, NEW YORK)
("DTC"), NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR'S NOMINEE, AND
TRANSFERS  OF PORTIONS OF THIS GLOBAL NOTE SHALL BE LIMITED TO TRANSFERS MADE IN
ACCORDANCE  WITH  THE  RESTRICTIONS  SET  FORTH  HEREIN  AND  IN  THE  OFFICERS'
CERTIFICATE  OF  WEINGARTEN REALTY INVESTORS ("THE COMPANY") DATED JULY 17, 2001
PURSUANT  TO  THE  INDENTURE  REFERRED  TO  HEREIN.

     UNLESS  THIS  NOTE  IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF DTC, TO
THE  COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND
ANY  CERTIFICATE  ISSUED  IS  REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER
NAME  AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS
MADE  TO  CEDE  &  CO.  OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED
REPRESENTATIVE  OF  DTC),  ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR
OTHERWISE  BY  OR  TO  ANY  PERSON  IS WRONGFUL INASMUCH AS THE REGISTERED OWNER
HEREOF,  CEDE  &  CO.,  HAS  AN  INTEREST  HEREIN.

THE  HOLDER OF THIS NOTE BY ITS ACCEPTANCE HEREOF IS DEEMED TO HAVE AGREED TO BE
BOUND BY THE PROVISIONS OF A REGISTRATION RIGHTS AGREEMENT AMONG THE COMPANY AND
THE  INITIAL  PURCHASERS  NAMED  THEREIN, DATED JULY 12, 2001 (THE "REGISTRATION
RIGHTS  AGREEMENT").

     THIS  NOTE  HAS NOT BEEN  REGISTERED  UNDER  THE SECURITIES ACT OF 1933, AS
AMENDED  (THE  "SECURITIES ACT"), OR ANY STATE SECURITIES LAW. NEITHER THIS NOTE
NOR  ANY  INTEREST  OR  PARTICIPATION  HEREIN  MAY BE REOFFERED, SOLD, ASSIGNED,
TRANSFERRED, PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH
REGISTRATION  OR  UNLESS  SUCH  TRANSACTION  IS  EXEMPT FROM, OR NOT SUBJECT TO,
REGISTRATION.  THIS  NOTE WILL BE ISSUED AND UNTIL REGISTERED MAY BE TRANSFERRED
ONLY  IN  MINIMUM  DENOMINATIONS OF $100,000 AND INTEGRAL MULTIPLES OF $1,000 IN
EXCESS  THEREOF.

     THE HOLDER OF THIS NOTE BY  ITS  ACCEPTANCE HEREOF AGREES TO OFFER, SELL OR
OTHERWISE  TRANSFER  THIS  NOTE,  PRIOR  TO  THE  DATE  (THE "RESALE RESTRICTION
TERMINATION DATE") WHICH IS TWO YEARS AFTER THE LATER OF THE ORIGINAL ISSUE DATE
HEREOF  AND  THE  LAST DATE ON WHICH THE COMPANY OR ANY AFFILIATE OF THE COMPANY
WAS  THE  OWNER  OF THIS NOTE (OR ANY PREDECESSOR OF THIS NOTE), ONLY (A) TO THE
COMPANY  OR  ANY  OF  ITS SUBSIDIARIES, (B) PURSUANT TO A REGISTRATION STATEMENT
THAT  HAS  BEEN  DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (C) FOR SO LONG AS
THIS  NOTE IS ELIGIBLE FOR RESALE PURSUANT TO RULE 144A UNDER THE SECURITIES ACT
("RULE  144A"), TO A PERSON IT REASONABLY BELIEVES IS A "QUALIFIED INSTITUTIONAL
BUYER"  AS  DEFINED  IN  RULE 144A THAT PURCHASES FOR ITS OWN ACCOUNT OR FOR THE
ACCOUNT  OF  A  QUALIFIED  INSTITUTIONAL  BUYER TO WHOM NOTICE IS GIVEN THAT THE
TRANSFER  IS  BEING  MADE IN RELIANCE ON RULE 144A, OR (D) PURSUANT TO ANY OTHER


<PAGE>



AVAILABLE  EXEMPTION  FROM  THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT.
THIS  LEGEND  WILL  BE  REMOVED  UPON THE REQUEST OF THE HOLDER AFTER THE RESALE
RESTRICTION  TERMINATION  DATE.

                               [Face of Security]

REGISTERED                                                   PRINCIPAL  AMOUNT
No.  1                                                       $200,000,000
CUSIP  No.  948741  AC  7

                           WEINGARTEN REALTY INVESTORS
                                7% Note due 2011


     WEINGARTEN  REALTY  INVESTORS, a Texas real estate investment trust (herein
referred  to  as  the  "Company,"  which term includes any successor corporation
under  the  Indenture  referred  to  on the reverse hereof), for value received,
hereby  promises  to pay to Cede & Co., or registered assigns, the principal sum
of  TWO  HUNDRED  MILLION  DOLLARS  ($200,000,000) on July 15, 2011 (the "Stated
Maturity Date") or date fixed for earlier redemption (the "Redemption Date," and
together  with  the  Stated Maturity Date with respect to principal repayable on
such  date, the "Maturity Date"), and to pay interest thereon from July 17, 2001
or from the most recent Interest Payment Date to which interest has been paid or
duly  provided  for, semi-annually on January 15 and July 15 in each year (each,
an  "Interest Payment Date"), commencing January 15, 2002, at the rate of 7% per
annum, until the principal hereof is paid or duly provided for.  The interest so
payable,  and punctually paid or duly provided for, on any Interest Payment Date
will, as provided in the Indenture referred to on the reverse hereof, be paid to
the  Holder  in  whose name this Note (or one or more Predecessor Securities) is
registered  at  the  close  of  business  on  the  Regular  Record Date for such
interest,  which  shall  be  the  January 1 or July 1 (whether or not a Business
Day), as the case may be, next preceding such Interest Payment Date by mailing a
check  to  such  Holder  at its registered address or by transfer of funds to an
account  maintained  by such Holder within the United States.  Any such interest
not  so punctually paid or duly provided for shall forthwith cease to be payable
to  the  Holder  on  such  Regular Record Date, and may be paid to the Holder in
whose  name  this  Note (or one or more Predecessor Securities) is registered at
the close of business on a Special Record Date for the payment of such Defaulted
Interest  to  be  fixed by the Trustee referred to on the reverse hereof, notice
whereof  shall be given to Holders of Notes of this series not less than 10 days
prior  to such Special Record Date.  Interest will be computed on the basis of a
360-day  year  of  twelve  30-day  months.

     The  principal  of  this  Note  payable  on the Stated Maturity Date or the
principal  of,  premium,  if any, and, if the Redemption Date is not an Interest
Payment  Date, interest on this Note payable on the Redemption Date will be paid
against  presentation  of  this  Note  at  the  office  or agency of the Company
maintained  for  that purpose in the Borough of Manhattan, The City of New York,
currently  the  office of the Trustee located at 450 West 33rd Street, New York,
New  York  10001, in such coin or currency of the Untied States of America as at
the time of payment is legal tender for the payment of public and private debts.

     Interest  payable  on  this  Note  on  any Interest Payment Date and on the
Stated  Maturity  Date  or  Redemption  Date,  as  the case may be, will include
interest


                                     Page 2
<PAGE>



accrued  from  and including the next preceding Interest Payment Date in respect
of which interest has been paid or duly provided for (or from and including July
17,  2001,  if  no  interest  has  been paid on this Note) to but excluding such
Interest  Payment  Date  or  the Stated Maturity Date or Redemption Date, as the
case  may  be.  If  any  Interest  Payment  Date  or the Stated Maturity Date or
Redemption  Date  falls  on  a day that is not a Business Day, as defined below,
principal,  premium,  if  any,  and/or  interest  payable  with  respect to such
Interest  Payment  Date  or Stated Maturity Date or Redemption Date, as the case
may be, will be paid on the next succeeding Business Day with the same force and
effect  as  if  it  were  paid on the date such payment was due, and no interest
shall  accrue  on  the  amount  so  payable  for  the period from and after such
Interest  Payment  Date  or Stated Maturity Date or Redemption Date, as the case
may be.  "Business Day" means any day, other than a Saturday or Sunday, on which
banks in the City of New York are not required or authorized by law or executive
order  to  close.

     All payments of principal, premium, if any, and interest in respect of this
Note  will  be  made  by  the  Company  in  immediately  available  funds.

     Reference  is  hereby made to the further provisions of this Note set forth
on  the reverse hereof, which further provisions shall for all purposes have the
same  effect  as  if  set  forth  at  this  place.

     Unless  the  Certificate  of Authentication hereon has been executed by the
Trustee  by  manual  signature  of  one of its authorized signatories, this Note
shall  not  be  entitled  to  any  benefit  under  the Indenture, or be valid or
obligatory  for  any  purpose.



     IN  WITNESS  WHEREOF,  the  Company  has  caused this instrument to be duly
executed  under  its  facsimile  corporate  seal.

Dated:  July  17,  2001

                                            WEINGARTEN  REALTY  INVESTORS.
(SEAL)


                                            By:________________________________
                                               Name:
                                               Title:




                                            By:________________________________
                                               Name:
                                               Title:

Attest:

________________________________
Secretary


                                     Page 3
<PAGE>



                     TRUSTEE'S CERTIFICATE OF AUTHENTICATION

     This  is  one  of the Notes of the series designated therein referred to in
the  within-mentioned  Indenture.

The  Chase  Manhattan  Bank,
   as  Trustee


By:  _____________________________________
              Authorized  Signatory


                                     Page 4
<PAGE>



                              [Reverse of Security]

                           WEINGARTEN REALTY INVESTORS

                                7% Note due 2011

     This  Note  is  one of a duly authorized issue of securities of the Company
(herein  called the "Securities"), issued and to be issued in one or more series
under  an  Indenture,  dated  as  of May 1, 1995 (herein called the "Indenture")
between  the Company and The Chase Manhattan Bank, as trustee (herein called the
"Trustee,"  which  term  includes any successor trustee under the Indenture with
respect  to the series of which this Note is a part), to which Indenture and all
indentures  supplemental thereto reference is hereby made for a statement of the
respective  rights,  limitations  of rights, duties and immunities thereunder of
the  Company,  the  Trustee  and the Holders of the Securities, and of the terms
upon which the Securities are, and are to be, authenticated and delivered.  This
Note  is one of the duly authorized series of Securities designated as "7% Notes
due 2011" (collectively, the "Notes"), and the aggregate principal amount of the
Notes  to  be  issued  under  such series is limited to $200,000,000 (except for
Notes  authenticated  and  delivered upon transfer of, or in exchange for, or in
lieu  of  other  Notes).  All  terms  used in this Note which are defined in the
Indenture  shall  have  the  meanings  assigned  to  them  in  the  Indenture.

     If  an  Event  of  Default, as defined in the Indenture, shall occur and be
continuing,  the  principal of the Securities of this series may be declared due
and  payable  in  the  manner  and  with  the  effect provided in the Indenture.

     This  Note  will  not  be subject to any sinking fund and, unless otherwise
specified  on the face hereof in accordance with the provisions of the following
paragraphs,  will  not  be  redeemable or repayable prior to the Stated Maturity
Date.

     This  Note  is subject to redemption at any time, as a whole or in part, at
the  election  of  the  Company at a redemption price equal to the sum of (i) an
amount  equal  to  100% of the principal amount of the Securities being redeemed
and  (ii) the Make-Whole Amount, together with accrued and unpaid interest up to
but  not  including  the  Redemption  Date.

     "Make-Whole  Amount"  means,  in connection with any optional redemption or
accelerated  payment  of  any Security, the excess, if any, of (i) the aggregate
present  value  as of the date of such redemption or accelerated payment of each
dollar of principal being redeemed or paid and the amount of interest (exclusive
of interest accrued to the date of redemption or accelerated payment) that would
have  been  payable  in respect of such dollar if such redemption or accelerated
payment  had  not  been made, determined by discounting, on a semi-annual basis,
such  principal  and  interest at the Reinvestment Rate (determined on the third
Business  Day  preceding  the  date  such  notice  of  redemption  is  given  or
declaration  of  acceleration  is  made) from the respective dates on which such
principal and interest would have been payable if such redemption or accelerated
payment  had  not  been  made,  over  (ii) the aggregate principal amount of the
Securities  being  redeemed  or  paid.

     "Reinvestment  Rate" means .25% (twenty-five one hundredths of one percent)
plus the arithmetic mean of the yields under the respective headings "This Week"
and "Last Week" published in the Statistical Release under the caption "Treasury
Constant  Maturities"  for  the  maturity  (rounded  to  the  nearest  month)
corresponding  to  the  then  remaining  maturity of the Notes being redeemed or
paid.  If  no  maturity exactly corresponds to such maturity, yields for the two


<PAGE>



published  maturities  most  closely  corresponding  to  such  maturity shall be
calculated  pursuant  to the immediately preceding sentence and the Reinvestment
Rate  shall  be interpolated or extrapolated from such yields on a straight-line
basis,  rounding  in  each  of  such relevant periods to the nearest month.  For
purposes  of  calculating  the  Reinvestment  Rate,  the most recent Statistical
Release  published  prior  to the date of determination of the Make-Whole Amount
shall  be  used.

     "Statistical  Release" means the statistical release designated "H.15(519)"
or  any  successor  publication which is published weekly by the Federal Reserve
System  and which establishes yields on actively traded United States government
securities  adjusted  to  constant maturities or, if such statistical release is
not  published  at  the time of any determination under the Indenture, then such
other  reasonably  comparable  index  which  shall be designated by the Company.

     Notice  of  redemption  will be given by mail to Holders of Securities, not
less  than  30 nor more than 60 days prior to the Redemption, all as provided in
the  Indenture.

     In  the  event of redemption of this Note in part only, a new Note or Notes
for  the  unredeemed  portion  hereof  shall be issued in the name of the Holder
hereof  upon  the  cancellation  hereof.

     The  Indenture  permits,  with  certain exceptions as therein provided, the
amendment  thereof  and  the  modification  of the rights and obligations of the
Company  and  the rights of the Holders of the Securities under the Indenture at
any  time  by the Company and the Trustee with the consent of the Holders of not
less  than a majority of the aggregate principal amount of all Securities issued
under  the Indenture at the time Outstanding and affected thereby. The Indenture
also  contains  provisions permitting the Holders of not less than a majority of
the  aggregate  principal amount of the Outstanding Securities, on behalf of the
Holders  of all such Securities, to waive compliance by the Company with certain
provisions of the Indenture. Furthermore, provisions in the Indenture permit the
Holders  of  not  less  than  a  majority  of the aggregate principal amount, in
certain  instances,  of  the  Outstanding  Securities of any series to waive, on
behalf of all of the Holders of Securities of such series, certain past defaults
under  the  Indenture  and their consequences. Any such consent or waiver by the
Holder  of  this  Note shall be conclusive and binding upon such Holder and upon
all  future Holders of this Note and other Notes issued upon the registration of
transfer hereof or in exchange hereof or in lieu hereof, whether or not notation
of  such  consent  or  waiver  is  made  upon  this  Note.

     No  reference  herein  to the Indenture and no provision of this Note or of
the  Indenture  shall  alter  or  impair the obligation of the Company, which is
absolute  and  unconditional,  to pay the principal of (and premium, if any) and
interest  on  this  Note  at  the  times,  places  and  rate, and in the coin or
currency,  herein  prescribed.

     As provided in the Indenture and subject to certain limitations therein and
herein  set  forth,  the  transfer  of  this Note is registrable in the Security
Register of the Company upon surrender of this Note for registration of transfer
at  the office or agency of the Company in any place where the principal of (and
premium,  if  any)  and  interest on this Note are payable, duly endorsed by, or
accompanied  by  a  written  instrument  of transfer in form satisfactory to the
Company and the Security Registrar duly executed by, the Holder hereof or by his
attorney  duly  authorized  in  writing, and thereupon one or more new Notes, of
authorized  denominations  and  for the same aggregate principal amount, will be
issued  to  the  designated  transferee  or  transferees.


                                     Page 2
<PAGE>



     As provided in the Indenture and subject to certain limitations therein and
herein  set  forth,  this  Note  is  exchangeable for a like aggregate principal
amount  of  Notes of different authorized denominations but otherwise having the
same  terms  and  conditions, as requested by the Holder hereof surrendering the
same.

     This  Note  is  issuable only in registered form without coupons in minimum
denominations  of  $100,000  and integral multiples of $1,000 in excess thereof.

     No  service  charge  shall be made for any such registration of transfer or
exchange,  but  the Company may require payment of a sum sufficient to cover any
tax  or  other  governmental  charge  payable  in  connection  therewith.

     Prior  to  due  presentment  of this Note for registration of transfer, the
Company,  the  Trustee and any agent of the Company or the Trustee may treat the
Person  in  whose  name  this  Note  is  registered  as the owner hereof for all
purposes,  whether  or  not  this  Note be overdue, and neither the Company, the
Trustee  nor  any  such  agent  shall  be  affected  by  notice to the contrary.

     THE  INDENTURE  AND  THE  NOTES  SHALL  BE  GOVERNED  BY  AND  CONSTRUED IN
ACCORDANCE  WITH THE LAWS OF THE STATE OF NEW YORK APPLICABLE TO AGREEMENTS MADE
AND  TO  BE  PERFORMED  ENTIRELY  IN  SUCH  STATE.


                                     Page 3
<PAGE>



                                 ASSIGNMENT FORM



FOR  VALUE  RECEIVED,  the undersigned hereby sell(s), assign(s) and transfer(s)
unto

_____________________________________________________________________________
Please  insert  social  security number or other identifying number of assignee:
________________________________

Please  print  or  type  name  and  address  (including  zip  code) of assignee:

________________________________
________________________________
________________________________
________________________________

the  within  Note and all rights thereunder, hereby irrevocably constituting and
appointing  _____________________  attorney  to transfer said Note of Weingarten
Realty Investors on the books of Weingarten Realty Investors, with full power of
substitution  in  the  premises.

________________________________


Dated:__________________________


     NOTICE:  The  signature to this assignment must correspond with the name as
written  upon  the  face  of this Note in every particular without alteration or
enlargement  or  any  change  whatsoever.


                                     Page 4
<PAGE>