----

----

| (Mark      One)                                                                     |
|-------------------------------------------------------------------------------------|
| x                                                                                   | QUARTERLY      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF      1934 |
|                                                                                |   |
| For      the quarter ended September 30, 2008                                       |
|                                                                                |   |
| OR                                                                                  |
|                                                                                |   |
| ¨                                                                              | TRANSITION      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF      1934 |
|                                                                                |   |
| For      the transition period from [__________________] to      [________________] |
|                                                                                |
| Commission      file number 1-9876                                                  |

| TEXAS                                                               |   | 74-1464203                             |
|---------------------------------------------------------------------|--------|----------------------------------------|
| (State      or other jurisdiction of incorporation or organization) |   | (IRS      Employer Identification No.) |
|                                                                |   |                                   |
| 2600      Citadel Plaza Drive                                       |   |                                   |
| P.O.      Box 924133                                                |   |                                   |
| Houston,      Texas                                                 |   | 77292-4133                             |
| (Address      of principal executive offices)                       |   | (Zip      Code)                        |
| (713)      866-6000                                                 |
| (Registrant's      telephone number)                                |

| (Former      name, former address and former fiscal year, if changed since last      report) |
|----------------------------------------------------------------------------------------------|

| Large      accelerated filer x                     | Accelerated      filer ¨         |
|----------------------------------------------------|---------------------------------------|
|                                               |                                  |
| Non-accelerated      filer ¨.                 | Smaller      reporting company ¨ |
| (Do      not check if a smaller reporting company) |                                  |

----

| PART      I-FINANCIAL INFORMATION                                                |   |
|----------------------------------------------------------------------------------|--------|
|                                                                             |   |   |   |   |   |   |   |   |   |   |   |   |
| ITEM      1.  Financial Statements                                     |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                             |   |   |   |   |   |   |   |   |   |   |   |   |
| WEINGARTEN      REALTY INVESTORS                                                 |   |
| CONDENSED      STATEMENTS OF CONSOLIDATED INCOME AND COMPREHENSIVE INCOME        |   |
| (Unaudited)                                                                      |   |
| (In      thousands, except per share amounts)                                    |   |
|                                                                             |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                             |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                             |   | Three      Months Ended |   |   | Nine      Months Ended |   |
|                                                                             |   | September      30, |   |   | September      30, |   |
|                                                                             |   | 2008 |   |   | 2007 |   |   | 2008 |   |   | 2007 |   |
|                                                                             |   |   |   |   |   |   |   |   |   |   |   |   |
| Revenues:                                                                        |   |   |   |   |   |   |   |   |   |   |   |   |
|   Rentals                                                              |   | $ | 154,440 |   |   | $ | 148,387 |   |   | $ | 455,536 |   |   | $ | 425,736 |   |
|   Other                                                                |   |   | 4,307 |   |   |   | 4,542 |   |   |   | 10,456 |   |   |   | 9,716 |   |
|       Total                                        |   |   | 158,747 |   |   |   | 152,929 |   |   |   | 465,992 |   |   |   | 435,452 |   |
|                                                                             |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Expenses                                                                         |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|   Depreciation      and amortization                                   |   |   | 36,606 |   |   |   | 33,115 |   |   |   | 118,957 |   |   |   | 95,787 |   |
|   Operating                                                            |   |   | 26,999 |   |   |   | 27,528 |   |   |   | 80,054 |   |   |   | 74,683 |   |
|   Ad      valorem taxes                                                |   |   | 20,517 |   |   |   | 19,528 |   |   |   | 56,028 |   |   |   | 51,669 |   |
|   General      and administrative                                      |   |   | 5,816 |   |   |   | 6,537 |   |   |   | 19,774 |   |   |   | 19,650 |   |
|       Total                                        |   |   | 89,938 |   |   |   | 86,708 |   |   |   | 274,813 |   |   |   | 241,789 |   |
|                                                                             |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Operating      Income                                                            |   |   | 68,809 |   |   |   | 66,221 |   |   |   | 191,179 |   |   |   | 193,663 |   |
| Interest      Expense                                                            |   |   | (38,884 | ) |   |   | (38,470 | ) |   |   | (112,838 | ) |   |   | (110,183 | ) |
| Interest      and Other Income                                                   |   |   | 1,172 |   |   |   | 2,082 |   |   |   | 3,920 |   |   |   | 6,838 |   |
| Equity      in Earnings of Real Estate Joint Ventures and      Partnerships, net |   |   | 5,151 |   |   |   | 4,893 |   |   |   | 15,537 |   |   |   | 12,513 |   |
| Income      Allocated to Minority Interests                                      |   |   | (2,515 | ) |   |   | (3,003 | ) |   |   | (6,968 | ) |   |   | (7,678 | ) |
| Gain      (Loss) on Sale of Properties                                           |   |   | (43 | ) |   |   | 986 |   |   |   | 101 |   |   |   | 3,010 |   |
| Gain      on Land and Merchant Development Sales                                 |   |   | 1,418 |   |   |   | 4,199 |   |   |   | 8,240 |   |   |   | 8,150 |   |
| Provision      for Income Taxes                                                  |   |   | (701 | ) |   |   | (930 | ) |   |   | (2,991 | ) |   |   | (1,933 | ) |
|       Income      from Continuing Operations       |   |   | 34,407 |   |   |   | 35,978 |   |   |   | 96,180 |   |   |   | 104,380 |   |
| Operating      Income from Discontinued Operations                               |   |   | 100 |   |   |   | 2,001 |   |   |   | 2,357 |   |   |   | 7,361 |   |
| Gain      on Sale of Properties from Discontinued Operations                     |   |   | 4,520 |   |   |   | 6,284 |   |   |   | 53,983 |   |   |   | 59,684 |   |
|       Income      from Discontinued Operations     |   |   | 4,620 |   |   |   | 8,285 |   |   |   | 56,340 |   |   |   | 67,045 |   |
| Net      Income                                                                  |   |   | 39,027 |   |   |   | 44,263 |   |   |   | 152,520 |   |   |   | 171,425 |   |
| Dividends      on Preferred Shares                                               |   |   | (9,114 | ) |   |   | (5,982 | ) |   |   | (25,842 | ) |   |   | (16,485 | ) |
| Redemption      Costs of Preferred Shares                                        |   |   | (860 | ) |   |   |   |   |   |   | (1,850 | ) |   |   |   |   |
| Net      Income Available to Common Shareholders                                 |   | $ | 29,053 |   |   | $ | 38,281 |   |   | $ | 124,828 |   |   | $ | 154,940 |   |
| Net      Income Per Common Share - Basic:                                        |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|   Income      from Continuing Operations                               |   | $ | 0.29 |   |   | $ | 0.35 |   |   | $ | 0.82 |   |   | $ | 1.02 |   |
|   Income      from Discontinued Operations                             |   |   | 0.06 |   |   |   | 0.10 |   |   |   | 0.67 |   |   |   | 0.78 |   |
|   Net      Income                                                      |   | $ | 0.35 |   |   | $ | 0.45 |   |   | $ | 1.49 |   |   | $ | 1.80 |   |
| Net      Income Per Common Share - Diluted:                                      |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|   Income      from Continuing Operations                               |   | $ | 0.29 |   |   | $ | 0.34 |   |   | $ | 0.81 |   |   | $ | 1.02 |   |
|   Income      from Discontinued Operations                             |   |   | 0.05 |   |   |   | 0.10 |   |   |   | 0.67 |   |   |   | 0.75 |   |
|   Net      Income                                                      |   | $ | 0.34 |   |   | $ | 0.44 |   |   | $ | 1.48 |   |   | $ | 1.77 |   |
|                                                                             |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Net      Income                                                                  |   | $ | 39,027 |   |   | $ | 44,263 |   |   | $ | 152,520 |   |   | $ | 171,425 |   |
| Other      Comprehensive Income (Loss):                                          |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|   Unrealized      gain (loss) on derivatives                           |   |   |   |   |   |   | (4,243 | ) |   |   |   |   |   |   | 254 |   |
|   Realized      loss on derivatives, net                               |   |   |   |   |   |   |   |   |   |   | (7,204 | ) |   |   |   |   |
|   Amortization      of loss on derivatives                             |   |   | 605 |   |   |   | 219 |   |   |   | 1,469 |   |   |   | 658 |   |
| Other      Comprehensive Income (Loss)                                           |   |   | 605 |   |   |   | (4,024 | ) |   |   | (5,735 | ) |   |   | 912 |   |
| Comprehensive      Income                                                        |   | $ | 39,632 |   |   | $ | 40,239 |   |   | $ | 146,785 |   |   | $ | 172,337 |   |
|                                                                             |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| See      Notes to Condensed Consolidated Financial Statements.                   |   |

----

| WEINGARTEN      REALTY INVESTORS                                                                                                                                                                                                 |   |
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|
| CONDENSED      CONSOLIDATED BALANCE SHEETS                                                                                                                                                                                       |   |
| (Unaudited)                                                                                                                                                                                                                      |   |
| (In      thousands, except per share amounts)                                                                                                                                                                                    |   |
|                                                                                                                                                                                                                             |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                             |   |   | September      30, |   |   | December      31, |   |
|                                                                                                                                                                                                                             |   |   | 2008 |   |   | 2007 |   |
|        ASSETS                                                                                                                                                                                                               |   |   |   |   |   |   |
| Property                                                                                                                                                                                                                         |   |   | $ | 5,065,750 |   |   | $ | 4,972,344 |   |
| Accumulated      Depreciation                                                                                                                                                                                                    |   |   | (818,070 | ) |   |   | (774,321 | ) |
| Property,      net                                                                                                                                                                                                               |   |   |   | 4,247,680 |   |   |   | 4,198,023 |   |
| Investment      in Real Estate Joint Ventures and Partnerships                                                                                                                                                                   |   |   | 308,516 |   |   |   | 300,756 |   |
| Total                                                                                                                                                                                                                            |   |   |   | 4,556,196 |   |   |   | 4,498,779 |   |
| Notes      Receivable from Real Estate Joint Ventures andPartnerships                                                                                                                                                            |   |   | 166,161 |   |   |   | 81,818 |   |
| Unamortized      Debt and Lease Costs                                                                                                                                                                                            |   |   | 119,577 |   |   |   | 114,969 |   |
| Accrued      Rent and Accounts Receivable (net of allowance for doubtful      accounts of $9,639 in 2008 and $8,721 in2007)                                                                                                      |   |   | 91,485 |   |   |   | 94,607 |   |
| Cash      and Cash Equivalents                                                                                                                                                                                                   |   |   | 53,224 |   |   |   | 65,777 |   |
| Restricted      Deposits and Mortgage Escrows                                                                                                                                                                                    |   |   | 18,010 |   |   |   | 38,884 |   |
| Other                                                                                                                                                                                                                            |   |   |   | 116,004 |   |   |   | 98,509 |   |
| Total                                                                                                                                                                                                                            |   |   | $ | 5,120,657 |   |   | $ | 4,993,343 |   |
|                                                                                                                                                                                                                             |   |   |   |   |   |   |   |   |   |
|        LIABILITIES      AND SHAREHOLDERS' EQUITY                                                                                                                                                                            |   |   |   |   |   |   |   |   |
| Debt                                                                                                                                                                                                                             |   |   | $ | 3,318,327 |   |   | $ | 3,165,059 |   |
| Accounts      Payable and Accrued Expenses                                                                                                                                                                                       |   |   | 165,250 |   |   |   | 155,137 |   |
| Other                                                                                                                                                                                                                            |   |   |   | 88,822 |   |   |   | 104,439 |   |
| Total                                                                                                                                                                                                                            |   |   |   | 3,572,399 |   |   |   | 3,424,635 |   |
| Minority      Interest                                                                                                                                                                                                           |   |   |   | 158,530 |   |   |   | 96,885 |   |
|                                                                                                                                                                                                                             |   |   |   |   |   |   |   |   |   |
| Commitments      and Contingencies                                                                                                                                                                                               |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                             |   |   |   |   |   |   |   |   |   |
| Shareholders'      Equity:                                                                                                                                                                                                       |   |   |   |   |   |   |   |   |
| Preferred      Shares of Beneficial Interest - par value, $.03 per share; shares      authorized: 10,000                                                                                                                         |   |   |   |   |   |   |   |   |
| 6.75%      Series D cumulative redeemable preferred shares of beneficial      interest;  100 shares issued and outstanding in      2008 and 2007; liquidation preference$75,000                                        |   |   | 3 |   |   |   | 3 |   |
| 6.95%      Series E cumulative redeemable preferred shares of beneficial      interest; 29 shares issued and outstanding in 2008 and      2007; liquidation preference $72,500                                                   |   |   | 1 |   |   |   | 1 |   |
| 6.5%      Series F cumulative redeemable preferred shares of beneficial      interest, 140 shares issued; 140 and 80 shares outstanding in      2008 and 2007; liquidation preference $350,000 in 2008 and $200,000 in      2007 |   |   | 4 |   |   |   | 2 |   |
| Variable-rate      Series G cumulative redeemable preferred shares of beneficial      interest, 80 shares issued; none in 2008 and 80 shares outstanding in      2007; liquidation preference $200,000 in2007                    |   |   |   |   |   |   | 2 |   |
| Common      Shares of Beneficial Interest - par value, $.03 per share; shares      authorized: 150,000; shares issued and outstanding: 84,044      in 2008 and 85,146 in 2007                                                    |   |   | 2,533 |   |   |   | 2,565 |   |
| Treasury      Shares of Beneficial Interest - par value, $.03 per share; none      in 2008 and 1,370 shares outstanding in 2007                                                                                                  |   |   |   |   |   |   | (41 | )  |
| Accumulated      Additional Paid-In Capital                                                                                                                                                                                      |   |   | 1,373,097 |   |   |   | 1,442,027 |   |
| Net      Income in Excess of Accumulated Dividends                                                                                                                                                                               |   |   | 35,300 |   |   |   | 42,739 |   |
| Accumulated      Other Comprehensive Loss                                                                                                                                                                                        |   |   | (21,210 | ) |   |   | (15,475 | ) |
| Shareholders'      Equity                                                                                                                                                                                                        |   |   | 1,389,728 |   |   |   | 1,471,823 |   |
| Total                                                                                                                                                                                                                            |   |   | $ | 5,120,657 |   |   | $ | 4,993,343 |   |
|                                                                                                                                                                                                                             |   |   |   |   |   |   |   |   |   |
| See      Notes to Condensed Consolidated Financial Statements.                                                                                                                                                                   |   |

----

| WEINGARTEN      REALTY INVESTORS                                                                                          |   |
|---------------------------------------------------------------------------------------------------------------------------|--------|
| CONDENSED      STATEMENTS OF CONSOLIDATED CASH FLOWS                                                                      |   |
| (Unaudited)                                                                                                               |   |
| (In      thousands)                                                                                                       |   |
|                                                                                                                      |   |   |   |   |   |   |
|                                                                                                                      |   | Nine      Months Ended |   |
|                                                                                                                      |   | September      30, |   |
|                                                                                                                      |   | 2008 |   |   | 2007 |   |
| Cash      Flows from Operating Activities:                                                                                |   |   |   |   |   |   |
| Net      Income                                                                                                           |   | $ | 152,520 |   |   | $ | 171,425 |   |
| Adjustments      to reconcile net income to net cash provided by operating      activities:                               |   |   |   |   |   |   |   |   |
| Depreciation      and amortization                                                                                        |   |   | 120,133 |   |   |   | 100,703 |   |
| Equity      in earnings of real estate joint ventures and partnerships,      net                                          |   |   | (15,537 | ) |   |   | (12,513 | ) |
| Income      allocated to minority interests                                                                               |   |   | 6,968 |   |   |   | 7,678 |   |
| Gain      on land and merchant development sales                                                                          |   |   | (8,240 | ) |   |   | (8,150 | ) |
| Gain      on sale of properties                                                                                           |   |   | (54,084 | ) |   |   | (62,694 | ) |
| Distributions      of income from unconsolidated real estate joint ventures and      partnerships                         |   |   | 2,419 |   |   |   | 2,160 |   |
| Changes      in accrued rent and accounts receivable                                                                      |   |   | (4,829 | ) |   |   | (5,336 | ) |
| Changes      in other assets                                                                                              |   |   | (17,651 | ) |   |   | (24,701 | ) |
| Changes      in accounts payable and accrued expenses                                                                     |   |   | (28,385 | ) |   |   | (22,199 | ) |
| Other,      net                                                                                                           |   |   | 4,209 |   |   |   | 590 |   |
| Net      cash provided by operating activities                                                                            |   |   | 157,523 |   |   |   | 146,963 |   |
|                                                                                                                      |   |   |   |   |   |   |   |   |
| Cash      Flows from Investing Activities:                                                                                |   |   |   |   |   |   |   |   |
| Investment      in property                                                                                               |   |   | (229,807 | ) |   |   | (634,443 | ) |
| Proceeds      from sale and disposition of properties, net                                                                |   |   | 190,388 |   |   |   | 251,417 |   |
| Change      in restricted deposits and mortgage escrows                                                                   |   |   | 21,049 |   |   |   | 66,086 |   |
| Notes      receivable from real estate joint ventures and partnerships and      other receivables:                        |   |   |   |   |   |   |   |   |
| Advances                                                                                                                  |   |   | (109,610 | ) |   |   | (118,163 | ) |
| Collections                                                                                                               |   |   | 25,161 |   |   |   | 74,569 |   |
| Real      estate joint ventures and partnerships:                                                                         |   |   |   |   |   |   |   |   |
| Investments                                                                                                               |   |   | (4,036 | ) |   |   | (72,981 | ) |
| Distributions      of capital                                                                                             |   |   | 16,298 |   |   |   | 15,976 |   |
| Net      cash used in investing activities                                                                                |   |   | (90,557 | ) |   |   | (417,539 | ) |
|                                                                                                                      |   |   |   |   |   |   |   |   |
| Cash      Flows from Financing Activities:                                                                                |   |   |   |   |   |   |   |   |
| Proceeds      from issuance of:                                                                                           |   |   |   |   |   |   |   |   |
|  Debt                                                                                                                |   |   | 386,660 |   |   |   | 150,092 |   |
| Common      shares of beneficial interest                                                                                 |   |   | 2,786 |   |   |   | 2,853 |   |
| Preferred      shares of beneficial interest, net                                                                         |   |   | 118,013 |   |   |   | 387,678 |   |
|   Purchase      of marketable securities in connection with the legal defeasance of      mortgage notes payable |   |   |   |   |   |   | (21,509 | ) |
| Repurchase      of preferred shares of beneficial interest, net                                                           |   |   | (195,824 | ) |   |   |   |   |
| Repurchase      of common shares of beneficial interest, net                                                              |   |   |   |   |   |   | (53,359 | ) |
| Principal      payments of debt                                                                                           |   |   | (229,370 | ) |   |   | (62,384 | ) |
| Common      and preferred dividends paid                                                                                  |   |   | (159,649 | ) |   |   | (144,160 | ) |
| Debt      issuance costs paid                                                                                             |   |   | (958 | ) |   |   | (839 | ) |
| Other,      net                                                                                                           |   |   | (1,177 | ) |   |   | 1,016 |   |
| Net      cash (used in) provided by financing activities                                                                  |   |   | (79,519 | ) |   |   | 259,388 |   |
|                                                                                                                      |   |   |   |   |   |   |   |   |
| Net      decrease in cash and cash equivalents                                                                            |   |   | (12,553 | ) |   |   | (11,188 | ) |
| Cash      and cash equivalents at January 1                                                                               |   |   | 65,777 |   |   |   | 71,003 |   |
| Cash      and cash equivalents at September 30                                                                            |   | $ | 53,224 |   |   | $ | 59,815 |   |
|                                                                                                                      |   |   |   |   |   |   |   |   |
| See      Notes to Condensed Consolidated Financial Statements.                                                            |   |

----

----

|                                                       |   | Three      Months Ended |   |   | Nine      Months Ended |   |
|------------------------------------------------------------|--------|-------------------------|--------|--------|------------------------|--------|
|                                                       |   | September      30,      |   |   | September      30,     |   |
|                                                       |   | 2008                    |   |   | 2007                   |   |   | 2008 |   |   | 2007 |   |
|                                                       |   |                    |   |   |                   |   |   |   |   |   |   |   |
| Numerator:                                                 |   |                    |   |   |                   |   |   |   |   |   |   |   |
| Net      income available to common shareholders           |   | $                       | 29,053 |   |                   | $      | 38,281 |   |   | $ | 124,828 |   |   | $ | 154,940 |   |
| Income      attributable to operating partnership units    |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   | 3,311 |   |
|                                                       |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   |   |   |
| Net      income available to common shareholders - diluted |   | $                       | 29,053 |   |                   | $      | 38,281 |   |   | $ | 124,828 |   |   | $ | 158,251 |   |
|                                                       |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   |   |   |
| Denominator:                                               |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   |   |   |
| Weighted      average shares outstanding - basic           |   |                    | 83,795 |   |                   |   | 85,470 |   |   |   | 83,739 |   |   |   | 85,914 |   |
| Effect      of dilutive securities:                        |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   |   |   |
| Share      options and awards                              |   |                    | 521    |   |                   |   | 994 |   |   |   | 549 |   |   |   | 1,193 |   |
| Operating      partnership units                           |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   | 2,303 |   |
|                                                       |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   |   |   |
| Weighted      average shares outstanding - diluted         |   |                    | 84,316 |   |                   |   | 86,464 |   |   |   | 84,288 |   |   |   | 89,410 |   |

----

|                                  |   | Nine      Months Ended |   |
|---------------------------------------|--------|------------------------|--------|
|                                  |   | September      30,     |   |
|                                  |   | 2008                   |   |   | 2007 |   |
|                                  |   |                   |   |   |   |   |
| Debt                                  |   | $                      | -      |   |   | $ | 63,957 |   |
| Obligations      under Capital Leases |   |                   | -      |   |   |   | 12,888 |   |
| Minority      Interest                |   |                   | 634    |   |   |   | 27,932 |   |
| Net      Assets and Liabilities       |   |                   | 8,450  |   |   |   | 13,175 |   |

----

----

----

|                                                           |   | September      30, |      |   | December      31, |   |
|----------------------------------------------------------------|--------|--------------------|-----------|--------|-------------------|--------|
|                                                           |   | 2008               |      |   | 2007              |   |
|                                                           |   |               |      |   |              |   |
| Debt      payable to 2030 at 4.5% to 8.8%                      |   | $                  | 2,801,902 |   |              | $      | 2,876,445 |   |
| Unsecured      notes payable under revolving credit agreements |   |               | 483,000   |   |              |   | 255,000 |   |
| Obligations      under capital leases                          |   |               | 29,725    |   |              |   | 29,725 |   |
| Industrial      revenue bonds payable to 2015 at 3.8% to 7.6%  |   |               | 3,700     |   |              |   | 3,889 |   |
|                                                           |   |               |      |   |              |   |   |   |
| Total                                                          |   | $                  | 3,318,327 |   |              | $      | 3,165,059 |   |

----

|                                                                          |   | September      30, |      |   | December      31, |   |
|-------------------------------------------------------------------------------|--------|--------------------|-----------|--------|-------------------|--------|
|                                                                          |   | 2008               |      |   | 2007              |   |
|                                                                          |   |               |      |   |              |   |
| As      to interest rate (including the effects of interest rate      swaps): |   |               |      |   |              |   |
| Fixed-rate      debt                                                          |   | $                  | 2,768,894 |   |              | $      | 2,843,320 |   |
| Variable-rate      debt                                                       |   |               | 549,433   |   |              |   | 321,739 |   |
|                                                                          |   |               |      |   |              |   |   |   |
| Total                                                                         |   | $                  | 3,318,327 |   |              | $      | 3,165,059 |   |
|                                                                          |   |               |      |   |              |   |   |   |
| As      to collateralization:                                                 |   |               |      |   |              |   |   |   |
| Unsecured      debt                                                           |   | $                  | 2,284,724 |   |              | $      | 2,095,506 |   |
| Secured      debt                                                             |   |               | 1,033,603 |   |              |   | 1,069,553 |   |
|                                                                          |   |               |      |   |              |   |   |   |
| Total                                                                         |   | $                  | 3,318,327 |   |              | $      | 3,165,059 |   |

----

| 2008       |   | $      | 24,487    |   |
|------------|--------|--------|-----------|--------|
| 2009       |   |   | 113,420   |   |
| 2010       |   |   | 128,651   |   |
| 2011       |   |   | 316,785   |   |
| 2012       |   |   | 335,198   |   |
| 2013       |   |   | 334,851   |   |
| 2014       |   |   | 374,863   |   |
| 2015       |   |   | 249,780   |   |
| 2016       |   |   | 147,123   |   |
| 2017       |   |   | 29,391    |   |
| Thereafter |   |   | 734,444   |   |
| Total      |   | $      | 2,788,993 |   |

----

----

|                            |   | September      30, |      |   | December      31, |   |
|---------------------------------|--------|--------------------|-----------|--------|-------------------|--------|
|                            |   | 2008               |      |   | 2007              |   |
|                            |   |               |      |   |              |   |
| Land                            |   | $                  | 975,927   |   |              | $      | 974,145 |   |
| Land      held for development  |   |               | 111,905   |   |              |   | 62,033 |   |
| Land      under development     |   |               | 169,217   |   |              |   | 223,827 |   |
| Buildings      and improvements |   |               | 3,547,558 |   |              |   | 3,533,037 |   |
| Construction      in-progress   |   |               | 261,143   |   |              |   | 179,302 |   |
|                            |   |               |      |   |              |   |   |   |
| Total                           |   | $                  | 5,065,750 |   |              | $      | 4,972,344 |   |

|                  |   | Three      Months Ended |   |   | Nine      Months Ended |   |
|-----------------------|--------|-------------------------|--------|--------|------------------------|--------|
|                  |   | September      30,      |   |   | September      30,     |   |
|                  |   | 2008                    |   |   | 2007                   |   |   | 2008 |   |   | 2007 |   |
|                  |   |                    |   |   |                   |   |   |   |   |   |   |   |
| Interest              |   | $                       | 5,236  |   |                   | $      | 6,665 |   |   | $ | 15,376 |   |   | $ | 19,156 |   |
| Ad      valorem taxes |   |                    | 627    |   |                   |   | 638 |   |   |   | 2,032 |   |   |   | 1,578 |   |
|                  |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   |   |   |
| Total                 |   | $                       | 5,863  |   |                   | $      | 7,303 |   |   | $ | 17,408 |   |   | $ | 20,734 |   |

----

|                                                |   | September      30, |      |   | December      31, |   |
|-----------------------------------------------------|--------|--------------------|-----------|--------|-------------------|--------|
|                                                |   | 2008               |      |   | 2007              |   |
|                                                |   |               |      |   |              |   |
| Combined      Condensed Balance Sheets              |   |               |      |   |              |   |
|                                                |   |               |      |   |              |   |
| Property                                            |   | $                  | 1,786,708 |   |              | $      | 1,660,915 |   |
| Accumulated      depreciation                       |   |               | (96,985   | )      |              |   | (71,998 | ) |
| Property      – net                           |   |               | 1,689,723 |   |              |   | 1,588,917 |   |
|                                                |   |               |      |   |              |   |   |   |
| Other      assets                                   |   |               | 227,817   |   |              |   | 238,166 |   |
|                                                |   |               |      |   |              |   |   |   |
| Total                                               |   | $                  | 1,917,540 |   |              | $      | 1,827,083 |   |
|                                                |   |               |      |   |              |   |   |   |
|                                                |   |               |      |   |              |   |   |   |
|                                                |   |               |      |   |              |   |   |   |
| Debt      (primarily mortgage payables)             |   | $                  | 397,129   |   |              | $      | 378,206 |   |
| Amounts      payable to Weingarten Realty Investors |   |               | 170,704   |   |              |   | 87,191 |   |
| Other      liabilities                              |   |               | 130,533   |   |              |   | 138,150 |   |
| Accumulated      equity                             |   |               | 1,219,174 |   |              |   | 1,223,536 |   |
|                                                |   |               |      |   |              |   |   |   |
| Total                                               |   | $                  | 1,917,540 |   |              | $      | 1,827,083 |   |

----

|                                             |   | Three      Months Ended |   |   | Nine      Months Ended |   |
|--------------------------------------------------|--------|-------------------------|--------|--------|------------------------|--------|
|                                             |   | September      30,      |   |   | September      30,     |   |
|                                             |   | 2008                    |   |   | 2007                   |   |   | 2008 |   |   | 2007 |   |
|                                             |   |                    |   |   |                   |   |   |   |   |   |   |   |
| Combined      Condensed Statements of Income     |   |                    |   |   |                   |   |   |   |   |   |   |   |
|                                             |   |                    |   |   |                   |   |   |   |   |   |   |   |
| Revenues                                         |   | $                       | 39,021 |   |                   | $      | 39,561 |   |   | $ | 117,344 |   |   | $ | 106,047 |   |
|                                             |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   |   |   |
| Expenses:                                        |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   |   |   |
| Depreciation      and amortization               |   |                    | 10,868 |   |                   |   | 9,760 |   |   |   | 30,099 |   |   |   | 25,296 |   |
| Interest                                         |   |                    | 5,491  |   |                   |   | 7,014 |   |   |   | 14,808 |   |   |   | 17,500 |   |
| Operating                                        |   |                    | 6,218  |   |                   |   | 5,786 |   |   |   | 19,146 |   |   |   | 15,574 |   |
| Ad      valorem taxes                            |   |                    | 4,480  |   |                   |   | 3,955 |   |   |   | 13,834 |   |   |   | 12,288 |   |
| General      and administrative                  |   |                    | 809    |   |                   |   | 276 |   |   |   | 1,786 |   |   |   | 621 |   |
|                                             |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   |   |   |
| Total                                            |   |                    | 27,866 |   |                   |   | 26,791 |   |   |   | 79,673 |   |   |   | 71,279 |   |
|                                             |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   |   |   |
| Gain      on land and merchant development sales |   |                    | 443    |   |                   |   |   |   |   |   | 933 |   |   |   |   |   |
| Gain      (loss) on sale of properties           |   |                    | (3     | )      |                   |   | (5 | ) |   |   | 35 |   |   |   | (5 | ) |
|                                             |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   |   |   |
| Net      income                                  |   | $                       | 11,595 |   |                   | $      | 12,765 |   |   | $ | 38,639 |   |   | $ | 34,763 |   |

----

----

----

|                                                                                  |   | September      30, |    |   | December      31, |   |
|---------------------------------------------------------------------------------------|--------|--------------------|---------|--------|-------------------|--------|
|                                                                                  |   | 2008               |    |   | 2007              |   |
|                                                                                  |   |               |    |   |              |   |
| Identified      Intangible Assets:                                                    |   |               |    |   |              |   |
| Above-Market      Leases (included in Other Assets)                                   |   | $                  | 18,657  |   |              | $      | 18,590 |   |
| Above-Market      Leases – Accumulated Amortization                             |   |               | (9,159  | )      |              |   | (7,323 | ) |
| Below-Market      Assumed Mortgages (included in Debt)                                |   |               | 2,072   |   |              |   | 2,072 |   |
| Below-Market      Assumed Mortgages – Accumulated Amortization                  |   |               | (455    | )      |              |   | (246 | ) |
| Valuation      of In Place Leases (included in Unamortized Debt and Lease      Costs) |   |               | 64,481  |   |              |   | 59,498 |   |
| Valuation      of In Place Leases – Accumulated Amortization                    |   |               | (27,478 | )      |              |   | (22,308 | ) |
|                                                                                  |   |               |    |   |              |   |   |   |
|                                                                                  |   | $                  | 48,118  |   |              | $      | 50,283 |   |
|                                                                                  |   |               |    |   |              |   |   |   |
| Identified      Intangible Liabilities:                                               |   |               |    |   |              |   |   |   |
| Below-Market      Leases (included in Other Liabilities)                              |   | $                  | 38,607  |   |              | $      | 39,141 |   |
| Below-Market      Leases – Accumulated Amortization                             |   |               | (16,233 | )      |              |   | (11,949 | ) |
| Above-Market      Assumed Mortgages (included in Debt)                                |   |               | 53,893  |   |              |   | 58,414 |   |
| Above-Market      Assumed Mortgages – Accumulated Amortization                  |   |               | (24,746 | )      |              |   | (24,517 | ) |
|                                                                                  |   |               |    |   |              |   |   |   |
|                                                                                  |   | $                  | 51,521  |   |              | $      | 61,089 |   |

----

| 2009 |   | $      | 2,750 |   |
|------|--------|--------|-------|--------|
| 2010 |   |   | 1,926 |   |
| 2011 |   |   | 1,375 |   |
| 2012 |   |   | 1,139 |   |
| 2013 |   |   | 994   |   |

| 2009 |   | $      | 6,899 |   |
|------|--------|--------|-------|--------|
| 2010 |   |   | 5,905 |   |
| 2011 |   |   | 4,616 |   |
| 2012 |   |   | 3,722 |   |
| 2013 |   |   | 2,898 |   |

| 2009 |   | $      | 4,476 |   |
|------|--------|--------|-------|--------|
| 2010 |   |   | 3,823 |   |
| 2011 |   |   | 2,526 |   |
| 2012 |   |   | 1,355 |   |
| 2013 |   |   | 908   |   |

----

----

|                                             |   | Quoted      Prices in Active Markets for Identical Assets and Liabilities(Level      1) |   |   | Significant      Other Observable Inputs(Level      2) |   |   | Significant      Unobservable Inputs(Level      3) |   |   | Fair      Value at September 30, 2008 |   |
|--------------------------------------------------|--------|-----------------------------------------------------------------------------------------|--------|--------|--------------------------------------------------------|--------|--------|----------------------------------------------------|--------|--------|---------------------------------------|--------|
|                                             |   |                                                                                    |   |   |                                                   |   |   |                                               |   |   |                                  |   |
| Assets:                                          |   |                                                                                    |   |   |                                                   |   |   |                                               |   |   |                                  |   |
| Derivative      instruments                      |   |                                                                                    |   |   | $                                                      | 157    |   |                                               |   |   |                                  | $      | 157 |   |
| Investments      held in grantor trusts          |   | $                                                                                       | 31,376 |   |                                                   |   |   |                                               |   |   |                                  |   |   | 31,376 |   |
| Total                                            |   | $                                                                                       | 31,376 |   |                                                   | $      | 157    |                                               |   |   | -                                     |   |   | $ | 31,533 |   |
|                                             |   |                                                                                    |   |   |                                                   |   |   |                                               |   |   |                                  |   |   |   |   |   |
| Liabilities:                                     |   |                                                                                    |   |   |                                                   |   |   |                                               |   |   |                                  |   |   |   |   |   |
| Debt      associated with derivative instruments |   |                                                                                    |   |   |                                                   | $      | 50,157 |                                               |   |   |                                  |   |   | $ | 50,157 |   |
| Deferred      compensation plan obligations      |   | $                                                                                       | 12,940 |   |                                                   |   |   |                                               |   |   |                                  |   |   |   | 12,940 |   |
| Total                                            |   | $                                                                                       | 12,940 |   |                                                   | $      | 50,157 |                                               |   |   | -                                     |   |   | $ | 63,097 |   |

----

|                          |   | Nine      Months Ended |   |
|-------------------------------|--------|------------------------|--------|
|                          |   | September      30,     |   |
|                          |   | 2008                   |   |   | 2007 |   |
|                          |   |                   |   |   |   |   |
| Fair      value per share     |   | $                      | 3.07   |   |   | $ | 4.96 |   |
| Dividend      yield           |   |                   | 5.1    | % |   |   | 5.7 | % |
| Expected      volatility      |   |                   | 18.8   | % |   |   | 18.2 | % |
| Expected      life (in years) |   |                   | 6.2    |   |   |   | 5.9 |   |
| Risk-free      interest rate  |   |                   | 2.8    | % |   |   | 4.4 | % |

|                                 |   |   |      |   | Weighted |   |
|--------------------------------------|--------|--------|-----------|--------|----------|--------|
|                                 |   | Shares |      |   | Average  |   |
|                                 |   | Under  |      |   | Exercise |   |
|                                 |   | Option |      |   | Price    |   |
|                                 |   |   |      |   |     |   |
| Outstanding,      January 1, 2008    |   |   | 2,840,290 |   |     | $      | 32.66 |   |
| Granted                              |   |   | 832,106   |   |     |   | 32.22 |   |
| Forfeited      or expired            |   |   | (87,283   | )      |     |   | 35.69 |   |
| Exercised                            |   |   | (180,365  | )      |     |   | 21.99 |   |
| Outstanding,      September 30, 2008 |   |   | 3,404,748 |   |     | $      | 33.04 |   |

----

|                 |   | Outstanding |      |        | Exercisable    |     |
|----------------------|--------|-------------|-----------|-------------|----------------|----------|
|                 |   |        |      | Weighted    |           |     |   |   |   |   |   |   |   |   |   |   | Weighted |   |   |   |
|                 |   |        |      | Average     |           | Weighted |   |   | Aggregate |   |   |   |   |   | Weighted |   | Average |   | Aggregate |   |
|                 |   |        |      | Remaining   |           | Average  |   |   | Intrinsic |   |   |   |   |   | Average |   | Remaining |   | Intrinsic |   |
| Range      of        |   |        |      | Contractual |           | Exercise |   |   | Value |   |   |   |   |   | Exercise |   | Contractual |   | Value |   |
| Exercise      Prices |   | Number      |      | Life        |           | Price    |   |   |   | (000’s) |   |   | Number |   |   | Price |   | Life |   |   | (000’s) |   |
|                 |   |        |      |        |           |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| $17.94      - $26.91 |   |        | 890,439   |        | 3.3      years |     | $ | 22.11 |   |   |   |   |   |   |   | 717,397 |   |   | $ | 21.72 |   | 3.1      years |   |   |   |   |
|                 |   |        |      |        |           |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| $26.92      - $40.38 |   |        | 2,010,697 |        | 7.5      years |     | $ | 34.27 |   |   |   |   |   |   |   | 774,018 |   |   | $ | 34.99 |   | 6.0      years |   |   |   |   |
|                 |   |        |      |        |           |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| $40.39      - $49.62 |   |        | 503,612   |        | 8.2      years |     | $ | 47.47 |   |   |   |   |   |   |   | 110,734 |   |   | $ | 47.47 |   | 8.2      years |   |   |   |   |
|                 |   |        |      |        |           |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Total                |   |        | 3,404,748 |        | 6.5      years |     | $ | 33.04 |   |   | $ | 8,954 |   |   |   | 1,602,149 |   |   | $ | 29.91 |   | 4.9      years |   | $ | 9,228 |   |

|                                 |   | Unvested   |    |   |                 |   |
|--------------------------------------|--------|------------|---------|--------|----------------------|--------|
|                                 |   | Restricted |    |   | Weighted             |   |
|                                 |   | Share      |    |   | Average      Grant   |   |
|                                 |   | Awards     |    |   | Date      Fair Value |   |
|                                 |   |       |    |   |                 |   |
| Outstanding,      January 1, 2008    |   |       | 117,539 |   |                 | $      | 41.45 |   |
| Granted                              |   |       | 125,480 |   |                 |   | 32.69 |   |
| Vested                               |   |       | (15,283 | )      |                 |   | 35.57 |   |
| Forfeited                            |   |       | (11,361 | )      |                 |   | 36.77 |   |
| Outstanding,      September 30, 2008 |   |       | 216,375 |   |                 | $      | 37.03 |   |

|                                |   | Three      Months Ended |   |   | Nine      Months Ended |   |
|-------------------------------------|--------|-------------------------|--------|--------|------------------------|--------|
|                                |   | September      30,      |   |   | September      30,     |   |
|                                |   | 2008                    |   |   | 2007                   |   |   | 2008 |   |   | 2007 |   |
|                                |   |                    |   |   |                   |   |   |   |   |   |   |   |
| Service      cost                   |   | $                       | 638    |   |                   | $      | 1,004 |   |   | $ | 2,176 |   |   | $ | 2,844 |   |
| Interest      cost                  |   |                    | 730    |   |                   |   | 666 |   |   |   | 2,425 |   |   |   | 1,860 |   |
| Expected      return on plan assets |   |                    | (469   | )      |                   |   | (403 | ) |   |   | (1,420 | ) |   |   | (1,097 | ) |
| Prior      service cost             |   |                    | (30    | )      |                   |   | (32 | ) |   |   | (91 | ) |   |   | (86 | ) |
| Recognized      (gain) loss         |   |                    | (33    | )      |                   |   | 73 |   |   |   | (95 | ) |   |   | 195 |   |
|                                |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   |   |   |
| Total                               |   | $                       | 836    |   |                   | $      | 1,308 |   |   | $ | 2,995 |   |   | $ | 3,716 |   |

----

----

|                                                                                                       |   | Shopping |      |   |       |   |    |   |   |   |    |   |
|------------------------------------------------------------------------------------------------------------|--------|----------|-----------|--------|------------|--------|---------|--------|--------|--------|---------|--------|
|                                                                                                       |   | Center   |      |   | Industrial |   |    | Other  |   |   | Total   |   |
|                                                                                                       |   |     |      |   |       |   |    |   |   |   |    |   |
| Three      Months Ended September 30, 2008:                                                                |   |     |      |   |       |   |    |   |   |   |    |   |
| Revenues                                                                                                   |   | $        | 141,620   |   |       | $      | 14,973  |   |   | $      | 2,154   |   |   | $ | 158,747 |   |
| Net      Operating Income                                                                                  |   |     | 100,351   |   |       |   | 10,564  |   |   |   | 316     |   |   |   | 111,231 |   |
|          Equity in Earnings (Loss) of Real Estate Joint Ventures and Partnerships,      net |   |     | 4,981     |   |       |   | 265     |   |   |   | (95     | )      |   |   | 5,151 |   |
|                                                                                                       |   |     |      |   |       |   |    |   |   |   |    |   |   |   |   |   |
| Three      Months Ended September 30, 2007:                                                                |   |     |      |   |       |   |    |   |   |   |    |   |   |   |   |   |
| Revenues                                                                                                   |   | $        | 135,696   |   |       | $      | 14,000  |   |   | $      | 3,233   |   |   | $ | 152,929 |   |
| Net      Operating Income                                                                                  |   |     | 94,799    |   |       |   | 9,498   |   |   |   | 1,576   |   |   |   | 105,873 |   |
|          Equity in Earnings of Real Estate Joint Ventures and Partnerships,      net        |   |     | 4,572     |   |       |   | 262     |   |   |   | 59      |   |   |   | 4,893 |   |
|                                                                                                       |   |     |      |   |       |   |    |   |   |   |    |   |   |   |   |   |
| Nine      Months Ended September 30, 2008:                                                                 |   |     |      |   |       |   |    |   |   |   |    |   |   |   |   |   |
| Revenues                                                                                                   |   | $        | 416,251   |   |       | $      | 43,239  |   |   | $      | 6,502   |   |   | $ | 465,992 |   |
| Net      Operating Income                                                                                  |   |     | 297,267   |   |       |   | 30,523  |   |   |   | 2,120   |   |   |   | 329,910 |   |
|          Equity in Earnings (Loss) of Real Estate Joint Ventures and Partnerships,      net |   |     | 14,670    |   |       |   | 971     |   |   |   | (104    | )      |   |   | 15,537 |   |
|                                                                                                       |   |     |      |   |       |   |    |   |   |   |    |   |   |   |   |   |
| Nine      Months Ended September 30, 2007:                                                                 |   |     |      |   |       |   |    |   |   |   |    |   |   |   |   |   |
| Revenues                                                                                                   |   | $        | 388,562   |   |       | $      | 39,536  |   |   | $      | 7,354   |   |   | $ | 435,452 |   |
| Net      Operating Income                                                                                  |   |     | 278,647   |   |       |   | 27,205  |   |   |   | 3,248   |   |   |   | 309,100 |   |
|          Equity in Earnings of Real Estate Joint Ventures and Partnerships,      net        |   |     | 11,294    |   |       |   | 1,055   |   |   |   | 164     |   |   |   | 12,513 |   |
|                                                                                                       |   |     |      |   |       |   |    |   |   |   |    |   |   |   |   |   |
| As      of September 30, 2008:                                                                             |   |     |      |   |       |   |    |   |   |   |    |   |   |   |   |   |
|          Investment in Real Estate Joint Ventures and Partnerships                          |   | $        | 265,217   |   |       | $      | 39,189  |   |   | $      | 4,110   |   |   | $ | 308,516 |   |
| Total      Assets                                                                                          |   |     | 3,933,451 |   |       |   | 352,166 |   |   |   | 835,040 |   |   |   | 5,120,657 |   |
|                                                                                                       |   |     |      |   |       |   |    |   |   |   |    |   |   |   |   |   |
| As      of December 31, 2007:                                                                              |   |     |      |   |       |   |    |   |   |   |    |   |   |   |   |   |
|          Investment in Real Estate Joint Ventures and Partnerships                          |   | $        | 261,293   |   |       | $      | 35,103  |   |   | $      | 4,360   |   |   | $ | 300,756 |   |
| Total      Assets                                                                                          |   |     | 3,908,105 |   |       |   | 353,157 |   |   |   | 732,081 |   |   |   | 4,993,343 |   |

----

|                                                                            |   | Three      Months Ended |    |   | Nine      Months Ended |   |
|---------------------------------------------------------------------------------|--------|-------------------------|---------|--------|------------------------|--------|
|                                                                            |   | September      30,      |    |   | September      30,     |   |
|                                                                            |   | 2008                    |    |   | 2007                   |   |   | 2008 |   |   | 2007 |   |
|                                                                            |   |                    |    |   |                   |   |   |   |   |   |   |   |
| Total      Segment Net Operating Income                                         |   | $                       | 111,231 |   |                   | $      | 105,873 |   |   | $ | 329,910 |   |   | $ | 309,100 |   |
| Depreciation      and amortization                                              |   |                    | (36,606 | )      |                   |   | (33,115 | ) |   |   | (118,957 | ) |   |   | (95,787 | ) |
| General      and administrative                                                 |   |                    | (5,816  | )      |                   |   | (6,537 | ) |   |   | (19,774 | ) |   |   | (19,650 | ) |
| Interest      Expense                                                           |   |                    | (38,884 | )      |                   |   | (38,470 | ) |   |   | (112,838 | ) |   |   | (110,183 | ) |
| Interest      and Other Income                                                  |   |                    | 1,172   |   |                   |   | 2,082 |   |   |   | 3,920 |   |   |   | 6,838 |   |
| Equity      in Earnings of Real Estate JointVentures and Partnerships,      net |   |                    | 5,151   |   |                   |   | 4,893 |   |   |   | 15,537 |   |   |   | 12,513 |   |
| Income      Allocated to Minority Interests                                     |   |                    | (2,515  | )      |                   |   | (3,003 | ) |   |   | (6,968 | ) |   |   | (7,678 | ) |
| Gain      (Loss) on Sale of Properties                                          |   |                    | (43     | )      |                   |   | 986 |   |   |   | 101 |   |   |   | 3,010 |   |
| Gain      on Land and Merchant Development Sales                                |   |                    | 1,418   |   |                   |   | 4,199 |   |   |   | 8,240 |   |   |   | 8,150 |   |
| Provision      for Income Taxes                                                 |   |                    | (701    | )      |                   |   | (930 | ) |   |   | (2,991 | ) |   |   | (1,933 | ) |
|                                                                            |   |                    |    |   |                   |   |   |   |   |   |   |   |   |   |   |   |
| Income      from Continuing Operations                                          |   | $                       | 34,407  |   |                   | $      | 35,978 |   |   | $ | 96,180 |   |   | $ | 104,380 |   |
|                                                                            |   |                    |    |   |                   |   |   |   |   |   |   |   |   |   |   |   |

----

----

----

----

|                  |   | September      30, |   |
|-----------------------|--------|--------------------|--------|
|                  |   | 2008               |   |   | 2007 |   |
|                  |   |               |   |   |   |   |
| Shopping      Centers |   |               | 94.5   | % |   |   | 95.2 | % |
| Industrial            |   |               | 91.4   | % |   |   | 94.5 | % |
| Total      Portfolio  |   |               | 93.7   | % |   |   | 95.1 | % |

----

|                                                        |   | Three      Months Ended |   |
|-------------------------------------------------------------|--------|-------------------------|--------|
|                                                        |   | September      30,      |   |
|                                                        |   | 2008                    |   |   | 2007 |   |
|                                                        |   |                    |   |   |   |   |
| Gross      interest expense                                 |   | $                       | 45,385 |   |   | $ | 46,688 |   |
| Over-market      mortgage adjustment of acquired properties |   |                    | (1,265 | ) |   |   | (1,553 | ) |
| Capitalized      interest                                   |   |                    | (5,236 | ) |   |   | (6,665 | ) |
|                                                        |   |                    |   |   |   |   |   |   |
| Total                                                       |   | $                       | 38,884 |   |   | $ | 38,470 |   |

----

|                  |   | September      30, |   |
|-----------------------|--------|--------------------|--------|
|                  |   | 2008               |   |   | 2007 |   |
|                  |   |               |   |   |   |   |
| Shopping      Centers |   |               | 94.5   | % |   |   | 95.2 | % |
| Industrial            |   |               | 91.4   | % |   |   | 94.5 | % |
| Total                 |   |               | 93.7   | % |   |   | 95.1 | % |

|                                                        |   | Nine      Months Ended |    |
|-------------------------------------------------------------|--------|------------------------|---------|
|                                                        |   | September      30,     |    |
|                                                        |   | 2008                   |    |   | 2007 |   |
|                                                        |   |                   |    |   |   |   |
| Gross      interest expense                                 |   | $                      | 132,755 |   |   | $ | 134,496 |   |
| Over-market      mortgage adjustment of acquired properties |   |                   | (4,541  | ) |   |   | (5,157 | ) |
| Capitalized      interest                                   |   |                   | (15,376 | ) |   |   | (19,156 | ) |
|                                                        |   |                   |    |   |   |   |   |   |
| Total                                                       |   | $                      | 112,838 |   |   | $ | 110,183 |   |

----

----

----

----

----

|                                       |   | 2008   |   |   | 2009   |   |    | 2010   |   |   | 2011    |   |   | 2012   |    |   | Thereafter |   |    | Total  |   |
|--------------------------------------------|--------|--------|--------|--------|--------|--------|---------|--------|--------|--------|---------|--------|--------|--------|---------|--------|------------|--------|---------|--------|--------|
| Mortgages      and Notes Payable:      (1) |   |   |   |   |   |   |    |   |   |   |    |   |   |   |    |   |       |   |    |   |   |
| Unsecured      Debt  (2)         |   | $      | 35,440 |   |   | $      | 124,469 |   |   | $      | 633,212 |   |   | $      | 295,349 |   |       | $      | 265,216 |   |   | $ | 1,683,980 |   |   | $ | 3,037,666 |   |
| Secured      Debt                          |   |   | 43,944 |   |   |   | 123,162 |   |   |   | 124,252 |   |   |   | 150,936 |   |       |   | 177,272 |   |   |   | 717,278 |   |   |   | 1,336,844 |   |
|                                       |   |   |   |   |   |   |    |   |   |   |    |   |   |   |    |   |       |   |    |   |   |   |   |   |   |   |   |   |
| Ground      Lease Payments                 |   |   | 777    |   |   |   | 3,114   |   |   |   | 3,073   |   |   |   | 3,000   |   |       |   | 2,858   |   |   |   | 114,489 |   |   |   | 127,311 |   |
|                                       |   |   |   |   |   |   |    |   |   |   |    |   |   |   |    |   |       |   |    |   |   |   |   |   |   |   |   |   |
| Obligations      to Acquire Projects       |   |   | 4,500  |   |   |   |    |   |   |   |    |   |   |   | 17,588  |   |       |   |    |   |   |   |   |   |   |   | 22,088 |   |
|                                       |   |   |   |   |   |   |    |   |   |   |    |   |   |   |    |   |       |   |    |   |   |   |   |   |   |   |   |   |
| Total      Contractual Obligations         |   | $      | 84,661 |   |   | $      | 250,745 |   |   | $      | 760,537 |   |   | $      | 466,873 |   |       | $      | 445,346 |   |   | $ | 2,515,747 |   |   | $ | 4,523,909 |   |

----

|                                                                                                      |   | Three      Months Ended |   |   | Nine      Months Ended |   |
|-----------------------------------------------------------------------------------------------------------|--------|-------------------------|--------|--------|------------------------|--------|
|                                                                                                      |   | September      30,      |   |   | September      30,     |   |
|                                                                                                      |   | 2008                    |   |   | 2007                   |   |   | 2008 |   |   | 2007 |   |
|                                                                                                      |   |                    |   |   |                   |   |   |   |   |   |   |   |
| Net      income available to common shareholders                                                          |   | $                       | 29,053 |   |                   | $      | 38,281 |   |   | $ | 124,828 |   |   | $ | 154,940 |   |
| Depreciation      and amortization                                                                        |   |                    | 34,282 |   |                   |   | 33,142 |   |   |   | 114,535 |   |   |   | 97,023 |   |
| Depreciation      and amortization of unconsolidated real estate joint ventures and      partnerships     |   |                    | 3,137  |   |                   |   | 2,846 |   |   |   | 8,698 |   |   |   | 7,439 |   |
| Gain      on sale of properties                                                                           |   |                    | (4,470 | )      |                   |   | (5,644 | ) |   |   | (53,437 | ) |   |   | (58,842 | ) |
| (Gain)      loss on sale of properties of unconsolidated real estate joint      ventures and partnerships |   |                    | 2      |   |                   |   | 2 |   |   |   | (12 | ) |   |   | 2 |   |
| Funds      from operations                                                                                |   |                    | 62,004 |   |                   |   | 68,627 |   |   |   | 194,612 |   |   |   | 200,562 |   |
| Funds      from operations attributable to operating partnershipunits                                     |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   | 3,311 |   |
|                                                                                                      |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   |   |   |
| Funds      from operations assuming conversion of OP units                                                |   | $                       | 62,004 |   |                   | $      | 68,627 |   |   | $ | 194,612 |   |   | $ | 203,873 |   |
|                                                                                                      |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   |   |   |
| Weighted      average shares outstanding - basic                                                          |   |                    | 83,795 |   |                   |   | 85,470 |   |   |   | 83,739 |   |   |   | 85,914 |   |
| Effect      of dilutive securities:                                                                       |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   |   |   |
| Share      options and awards                                                                             |   |                    | 521    |   |                   |   | 994 |   |   |   | 549 |   |   |   | 1,193 |   |
| Operating      partnership units                                                                          |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   | 2,303 |   |
|                                                                                                      |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   |   |   |
| Weighted      average shares outstanding - diluted                                                        |   |                    | 84,316 |   |                   |   | 86,464 |   |   |   | 84,288 |   |   |   | 89,410 |   |
|                                                                                                      |   |                    |   |   |                   |   |   |   |   |   |   |   |   |   |   |   |

----

----

----

----

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|   | WEINGARTEN      REALTY INVESTORS |
|--------|----------------------------------|
|   | (Registrant)                     |
|   |                             |   |
|   |                             |   |
|   | By:                              | /s/      Andrew M. Alexander |
|   |                             | Andrew      M. Alexander |
|   |                             | Chief      Executive Officer |
|   |                             |   |
|   |                             |   |
|   | By:                              | /s/      Joe D. Shafer |
|   |                             | Joe      D. Shafer |
|   |                             | Vice      President/Chief Accounting Officer |
|   |                             | (Principal      Accounting Officer) |

----

|   |    |                                                                                                                                                                                                                                                                                                       |
|--------|---------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| (a)    |    | Exhibits:                                                                                                                                                                                                                                                                                                  |
|   |    |                                                                                                                                                                                                                                                                                                       |
| 3.1    | — | Restated      Declaration of Trust (filed as Exhibit 3.1 to WRI's Registration Statement      on Form 8-A dated January 19, 1999 and incorporated herein by      reference).                                                                                                                               |
| 3.2    | — | Amendment      of the Restated Declaration of Trust (filed as Exhibit 3.2 to WRI's      Registration Statement on Form 8-A dated January 19, 1999 and incorporated      herein by reference).                                                                                                              |
| 3.3    | — | Second      Amendment of the Restated Declaration of Trust (filed as Exhibit 3.3 to      WRI's Registration Statement on Form 8-A dated January 19, 1999 and      incorporated herein by reference).                                                                                                       |
| 3.4    | — | Third      Amendment of the Restated Declaration of Trust (filed as Exhibit 3.4 to      WRI's Registration Statement on Form 8-A dated January 19, 1999 and      incorporated herein by reference).                                                                                                        |
| 3.5    | — | Fourth      Amendment of the Restated Declaration of Trust dated April 28, 1999 (filed      as Exhibit 3.5 to WRI's Annual Report on Form 10-K for the year ended      December 31, 2001 and incorporated herein byreference).                                                                             |
| 3.6    | — | Fifth      Amendment of the Restated Declaration of Trust dated April 20, 2001 (filed      as Exhibit 3.6 to WRI's Annual Report on Form 10-K for the year ended      December 31, 2001 and incorporated herein byreference).                                                                              |
| 3.7    | — | Amended      and Restated Bylaws of WRI (filed as Exhibit 99.2 to WRI's Registration      Statement on Form 8-A dated February 23, 1998 and incorporated herein by      reference).                                                                                                                        |
| 3.8    | — | Amendment      of Bylaws-Direct Registration System, Section 7.2(a) dated May 3,      2007 (filed as Exhibit 3.8 to WRI’s Form 10-Q for the quarter ended June      30, 2007 and incorporated herein by reference).                                                                             |
| 4.1    | — | Subordinated      Indenture dated as of May 1, 1995 between WRI and Chase Bank of Texas,      National Association (formerly, Texas Commerce Bank National Association)      (filed as Exhibit 4(a) to WRI's Registration Statement on Form S-3 (No.      33-57659) and incorporated herein by reference). |
| 4.2    | — | Subordinated      Indenture dated as of May 1, 1995 between WRI and Chase Bank of Texas,      National Association (formerly, Texas Commerce Bank National Association)      (filed as Exhibit 4(b) to WRI's Registration Statement on Form S-3 (No.      33-57659) and incorporated herein by reference). |
| 4.3    | — | Form      of Fixed Rate Senior Medium Term Note (filed as Exhibit 4.19 to WRI’s      Annual Report on Form 10-K for the year ended December 31, 1998 and      incorporated herein by reference).                                                                                                     |
| 4.4    | — | Form      of Floating Rate Senior Medium Term Note (filed as Exhibit 4.20 to WRI’s      Annual Report on Form 10-K for the year ended December 31, 1998 and      incorporated herein by reference).                                                                                                  |
| 4.5    | — | Form      of Fixed Rate Subordinated Medium Term Note (filed as Exhibit 4.21 to      WRI’s Annual Report on Form 10-K for the year ended December 31, 1998 and      incorporated herein by reference).                                                                                               |
| 4.6    | — | Form      of Floating Rate Subordinated Medium Term Note (filed as Exhibit 4.22 to      WRI’s Annual Report on Form 10-K for the year ended December 31, 1998 and      incorporated herein by reference).                                                                                            |
| 4.7    | — | Statement      of Designation of 6.75% Series D Cumulative Redeemable Preferred Shares      (filed as Exhibit 3.1 to WRI’s Registration Statement on Form 8-A dated      April 17, 2003 and incorporated herein by reference).                                                                       |
| 4.8    | — | Statement      of Designation of 6.95% Series E Cumulative Redeemable Preferred Shares      (filed as Exhibit 3.1 to WRI’s Registration Statement on Form 8-A dated      July 8, 2004 and incorporated herein by reference).                                                                         |
| 4.9    | — | Statement      of Designation of 6.50% Series F Cumulative Redeemable Preferred Shares      (filed as Exhibit 3.1 to WRI’s Registration Statement on Form 8-A dated      January 29, 2007 and incorporated herein by  reference).                                                                    |

----

| 4.10        | — | 6.75%      Series D Cumulative Redeemable Preferred Share Certificate (filed as      Exhibit 4.2 to WRI’s Registration Statement on Form 8-A dated April 17,      2003 and incorporated herein by reference).                                                                                                                                                                        |
|-------------|---------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 4.11        | — | 6.95%      Series E Cumulative Redeemable Preferred Share Certificate (filed as      Exhibit 4.2 to WRI’s Registration Statement on Form 8-A dated July 8, 2004      and incorporated herein by reference).                                                                                                                                                                          |
| 4.12        | — | 6.50%      Series F Cumulative Redeemable Preferred Share Certificate (filed as      Exhibit 4.2 to WRI’s Registration Statement on Form 8-A dated January 29,      2007 and incorporated herein by reference).                                                                                                                                                                      |   |
| 4.13        | — | Form      of Receipt for Depositary Shares, each representing 1/30 of a share of      6.75% Series D Cumulative Redeemable Preferred Shares, par value $.03 per      share (filed as Exhibit 4.3 to WRI’s Registration Statement on Form 8-A      dated April 17, 2003 and incorporated herein byreference).                                                                         |   |
| 4.14        | — | Form      of Receipt for Depositary Shares, each representing 1/100 of a share of      6.95% Series E Cumulative Redeemable Preferred Shares, par value $.03 per      share (filed as Exhibit 4.3 to WRI’s Registration Statement on Form 8-A      dated July 8, 2004 and incorporated herein by reference).                                                                         |   |
| 4.15        | — | Form      of Receipt for Depositary Shares, each representing 1/100 of a share of      6.50% Series F Cumulative Redeemable Preferred Shares, par value $.03 per      share (filed as Exhibit 4.3 to WRI’s Registration Statement on Form 8-A      dated January 29, 2007 and incorporated herein by    reference).                                                                  |   |
| 4.16        | — | Form      of 7% Notes due 2011 (filed as Exhibit 4.17 to WRI’s Annual Report on Form      10-K for the year ended December 31, 2001 and incorporated herein by      reference).                                                                                                                                                                                                      |   |
| 4.17        | — | Form      of 3.95% Convertible Senior Notes due 2026 (filed as Exhibit 4.2 to WRI’s      Form 8-K on August 2, 2006 and incorporated herein by      reference).                                                                                                                                                                                                                      |   |
| 10.1† | — | 1988      Share Option Plan of WRI, as amended (filed as Exhibit 10.1 to WRI’s      Annual Report on Form 10-K for the year ended December 31, 1990 and      incorporated herein by reference).                                                                                                                                                                                      |   |
| 10.2† | — | The      Savings and Investment Plan for Employees of Weingarten Realty Investors      dated December 17, 2003 (filed as Exhibit 10.34 on WRI’s Annual Report on      Form 10-K for the year ended December 31, 2005 and incorporated herein by      reference).                                                                                                                     |   |
| 10.3† | — | The      Savings and Investment Plan for Employees of WRI, as amended (filed as      Exhibit 4.1 to WRI’s Registration Statement on Form S-8 (No. 33-25581) and      incorporated herein by reference).                                                                                                                                                                              |   |
| 10.4† | — | First      Amendment to the Savings and Investment Plan for Employees of Weingarten      Realty Investors dated August 1, 2005 (filed as Exhibit 10.25 on WRI’s      Form 10-Q for the quarter ended September 30, 2005 and incorporated herein      by reference).                                                                                                                  |   |
| 10.5† | — | The      Fifth Amendment to Savings and Investment Plan for Employees of WRI (filed      as Exhibit 4.1.1 to WRI’s Post-Effective Amendment No. 1 to Registration      Statement on Form S-8 (No. 33-25581) and incorporated herein by      reference).                                                                                                                              |   |
| 10.6† | — | Mandatory      Distribution Amendment for the Savings and Investment Plan for Employees      of Weingarten Realty Investors dated August 1, 2005 (filed as Exhibit      10.26 on WRI’s Form 10-Q for the quarter ended September 30, 2005 and      incorporated herein by reference).                                                                                                |   |
| 10.7† | — | The      1993 Incentive Share Plan of WRI (filed as Exhibit 4.1 to WRI’s      Registration Statement on Form S-8 (No. 33-52473) and incorporated herein      by reference).                                                                                                                                                                                                          |   |
| 10.8† | — | 1999      WRI Employee Share Purchase Plan (filed as Exhibit 10.6 to WRI’s Annual      Report on Form 10-K for the year ended December 31, 1999 and incorporated      herein by reference).                                                                                                                                                                                          |   |
| 10.9† | — | 2001      Long Term Incentive Plan (filed as Exhibit 10.7 to WRI’s Annual Report on      Form 10-K for the year ended December 31, 2001 and incorporated herein by      reference).                                                                                                                                                                                                  |   |
| 10.10       | — | Master      Promissory Note in the amount of $20,000,000 between WRI, as payee, and      Chase Bank of Texas, National Association (formerly, Texas Commerce Bank      National Association), as maker, effective December 30, 1998 (filed as      Exhibit 4.15 to WRI’s Annual Report on Form 10-K for the year ended      December 31, 1999 and incorporated herein by reference). |   |

----

| 10.11† | — | Weingarten      Realty Retirement Plan restated effective April 1, 2002 (filed as Exhibit      10.29 on WRI’s Annual Report on Form 10-K for the year ended December 31,      2005 and incorporated herein by reference).                                                            |   |
|--------------|---------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|
| 10.12† | — | First      Amendment to the Weingarten Realty Retirement Plan, dated December 31,      2003 (filed as Exhibit 10.33 on WRI’s Annual Report on Form 10-K for the      year ended December 31, 2005 and incorporated herein by      reference).                                        |   |
| 10.13† | — | First      Amendment to the Weingarten Realty Pension Plan, dated August 1, 2005      (filed as Exhibit 10.27 on WRI’s Form 10-Q for the quarter ended September      30, 2005 and incorporated herein by reference).                                                                |
| 10.14† | — | Mandatory      Distribution Amendment for the Weingarten Realty Retirement Plan dated      August 1, 2005 (filed as Exhibit 10.28 on WRI’s Form 10-Q for the quarter      ended September 30, 2005 and incorporated herein by      reference).                                       |
| 10.15† | — | Weingarten      Realty Investors Supplemental Executive Retirement Plan amended and      restated effective September 1, 2002 (filed as Exhibit 10.10 on WRI’s Form      10-Q for the quarter ended June 30, 2005 and incorporated herein by      reference).                        |
| 10.16† | — | First      Amendment to the Weingarten Realty Investors Supplemental Executive      Retirement Plan amended on November 3, 2003 (filed as Exhibit 10.11 on      WRI’s Form 10-Q for the quarter ended June 30, 2005 and incorporated      herein by reference).                      |
| 10.17† | — | Second      Amendment to the Weingarten Realty Investors Supplemental Executive      Retirement Plan amended October 22, 2004 (filed as Exhibit 10.12 on WRI’s      Form 10-Q for the quarter ended June 30, 2005 and incorporated herein by      reference).                        |
| 10.18† | — | Third      Amendment to the Weingarten Realty Investors Supplemental Executive      Retirement Plan amended October 22, 2004 (filed as Exhibit 10.13 on WRI’s      Form 10-Q for the quarter ended June 30, 2005 and incorporated herein by      reference).                         |
| 10.19† | — | Weingarten      Realty Investors Retirement Benefit Restoration Plan adopted effective      September 1, 2002 (filed as Exhibit 10.14 on WRI’s Form 10-Q for the      quarter ended June 30, 2005 and incorporated herein by      reference).                                        |
| 10.20† | — | First      Amendment to the Weingarten Realty Investors Retirement Benefit      Restoration Plan amended on November 3, 2003 (filed as Exhibit 10.15 on      WRI’s Form 10-Q for the quarter ended June 30, 2005 and incorporated      herein by reference).                         |
| 10.21† | — | Second      Amendment to the Weingarten Realty Investors Retirement Benefit      Restoration Plan amended October 22, 2004 (filed as Exhibit 10.16 on WRI’s      Form 10-Q for the quarter ended June 30, 2005 and incorporated herein by      reference).                           |
| 10.22† | — | Third      Amendment to the Weingarten Realty Pension Plan dated December 23, 2005      (filed as Exhibit 10.30 on WRI’s Annual Report on Form 10-K for the year      ended December 31, 2005 and incorporated herein by    reference).                                              |
| 10.23† | — | Weingarten      Realty Investors Deferred Compensation Plan amended and restated as a      separate and independent plan effective September 1, 2002 (filed as      Exhibit 10.17 on WRI’s Form 10-Q for the quarter ended June 30, 2005 and      incorporated herein by reference). |
| 10.24† | — | Supplement      to the Weingarten Realty Investors Deferred Compensation Plan amended on      April 25, 2003 (filed as Exhibit 10.18 on WRI’s Form 10-Q for the quarter      ended June 30, 2005 and incorporated herein by  reference).                                             |
| 10.25† | — | First      Amendment to the Weingarten Realty Investors Deferred Compensation Plan      amended on November 3, 2003 (filed as Exhibit 10.19 on WRI’s Form 10-Q for      the quarter ended June 30, 2005 and incorporated herein by      reference).                                  |
| 10.26† | — | Second      Amendment to the Weingarten Realty Investors Deferred Compensation Plan,      as amended, dated October 13, 2005 (filed as Exhibit 10.29 on WRI’s Form      10-Q for the quarter ended September 30, 2005 and incorporated herein by      reference).                    |
| 10.27† | — | Trust      Under the Weingarten Realty Investors Deferred Compensation Plan amended      and restated effective October 21, 2003 (filed as Exhibit 10.21 on WRI’s      Form 10-Q for the quarter ended June 30, 2005 and incorporated herein by      reference).                     |
| 10.28† | — | Fourth      Amendment to the Weingarten Realty Investors Deferred Compensation Plan,      dated December 23, 2005 (filed as Exhibit 10.31 on WRI’s Annual Report on      Form 10-K for the year ended December 31, 2005 and incorporated herein by      reference).                  |
| 10.29† | — | Trust      Under the Weingarten Realty Investors Retirement Benefit Restoration Plan      amended and restated effective October 21, 2003 (filed as Exhibit 10.22 on      WRI’s Form 10-Q for the quarter ended June 30, 2005 and incorporated      herein by reference).            |

----

| 10.30†  | — | Trust      Under the Weingarten Realty Investors Supplemental Executive Retirement      Plan amended and restated effective October 21, 2003 (filed as Exhibit      10.23 on WRI’s Form 10-Q for the quarter ended June 30, 2005 and      incorporated herein by reference).                                                                            |
|---------------|---------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 10.31†  | — | First      Amendment to the Trust Under the Weingarten Realty Investors Deferred      Compensation Plan, Supplemental Executive Retirement Plan, and Retirement      Benefit Restoration Plan amended on March 16, 2004 (filed as Exhibit 10.24      on WRI’s Form 10-Q for the quarter ended June 30, 2005 and incorporated      herein by reference). |
| 10.32†  | — | Third      Amendment to the Weingarten Realty Investors Deferred Compensation Plan      dated August 1, 2005 (filed as Exhibit 10.30 on WRI’s Form 10-Q for the      quarter ended September 30, 2005 and incorporated herein by      reference).                                                                                                       |
| 10.33         | — | Amended      and Restated Credit Agreement dated February 22, 2006 among Weingarten      Realty Investors, the Lenders Party Hereto and JPMorgan Chase Bank, N.A.,      as Administrative Agent (filed as Exhibit 10.32 on WRI’s Form 10-K for the      year ended December 31, 2005 and incorporated by    reference).                                 |
| 10.34         | — | Amendment      Agreement dated November 7, 2007 to the Amended and Restated Credit      Agreement (filed as Exhibit 10.34 on WRI’s Form 10-Q for the quarter ended      September 30, 2007 and incorporated herein by  reference).                                                                                                                      |
| 10.35†  | — | Fifth      Amendment to the Weingarten Realty Investors Deferred Compensation Plan      (filed as Exhibit 10.34 to WRI’s Form 10-Q for quarter ended June 30, 2006      and incorporated herein by reference).                                                                                                                                          |
| 10.36†  | — | Restatement      of the Weingarten Realty Investors Supplemental Executive Retirement Plan      dated August 4, 2006 (filed as Exhibit 10.35 to WRI’s Form 10-Q for the      quarter ended September 30, 2006 and incorporated herein by      reference).                                                                                               |
| 10.37†  | — | Restatement      of the Weingarten Realty Investors Deferred Compensation Plan dated August      4, 2006 (filed as Exhibit 10.36 to WRI’s Form 10-Q for the quarter ended      September 30, 2006 and incorporated herein by  reference).                                                                                                               |
| 10.38†  | — | Restatement      of the Weingarten Realty Investors Retirement Benefit Restoration Plan      dated August 4, 2006 (filed as Exhibit 10.37 to WRI’s Form 10-Q for the      quarter ended September 30, 2006 and incorporated herein by      reference).                                                                                                  |
| 10.39†  | — | Amendment      No. 1 to the Weingarten Realty Investors Supplemental Executive Retirement      Plan dated December 15, 2006 (filed as Exhibit 10.38 on WRI’s Form 10-K      for the year ended December 31, 2006 and incorporated by      reference).                                                                                                   |
| 10.40†  | — | Amendment      No. 1 to the Weingarten Realty Investors Retirement Benefit Restoration      Plan dated December 15, 2006 (filed as Exhibit 10.39 on WRI’s Form 10-K      for the year ended December 31, 2006 and incorporated by      reference).                                                                                                      |
| 10.41†  | — | Amendment      No. 1 to the Weingarten Realty Investors Deferred Compensation Plan dated      December 15, 2006 (filed as Exhibit 10.40 on WRI’s Form 10-K for the year      ended December 31, 2006 and incorporated by reference).                                                                                                                    |
| 10.42†  | — | Final      401(k)/401(m) Regulations Amendment dated December 15, 2006 (filed as      Exhibit 10.41 on WRI’s Form 10-K for the year ended December 31, 2006 and      incorporated by reference).                                                                                                                                                        |
| 10.43†  | — | Amendment      No. 2 to the Weingarten Realty Investors Retirement Benefit Restoration      Plan dated November 9, 2007 (filed as Exhibit 10.43 on WRI’s Form 10-K for      the year ended December 31, 2007 and incorporated by      reference).                                                                                                       |
| 10.44†  | — | Amendment      No. 2 to the Weingarten Realty Investors Deferred Compensation Plan dated      November 9, 2007 (filed as Exhibit 10.44 on WRI’s Form 10-K for the year      ended December 31, 2007 and incorporated by reference).                                                                                                                     |
| 10.45†  | — | Amendment      No. 2 to the Weingarten Realty Investors Supplemental Executive Retirement      Plan dated November 9, 2007 (filed as Exhibit 10.45 on WRI’s Form 10-K for      the year ended December 31, 2007 and incorporated by      reference).                                                                                                    |
| 10.46†  | — | Severance      Benefit and Stay Pay Bonus Plan dated September 20, 2007 (filed as Exhibit      10.46 on WRI’s Form 10-K for the year ended December 31, 2007 and      incorporated by reference).                                                                                                                                                       |
| 10.47†  | — | 2007      Reduction in Force Severance Pay Plan dated November 6, 2007 (filed as      Exhibit 10.47 on WRI’s Form 10-K for the year ended December 31, 2007 and      incorporated by reference).                                                                                                                                                        |
| 10.48†* | — | Fifth Amendment to the Weingarten Realty Retirement      Plan, dated August 1, 2008.                                                                                                                                                                                                                                                                          |

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| 14.1   | — | Code      of Ethical Conduct for Senior Financial Officers – Andrew M. Alexander      (filed as Exhibit 14.1 to WRI’s Annual Report on Form 10-K for the year      ended December 31, 2003 and incorporated herein by    reference). |
|--------|---------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 14.2   | — | Code      of Ethical Conduct for Senior Financial Officers – Stephen C. Richter      (filed as Exhibit 14.2 to WRI’s Annual Report on Form 10-K for the year      ended December 31, 2003 and incorporated herein by    reference).  |
| 14.3   | — | Code      of Ethical Conduct for Senior Financial Officers – Joe D. Shafer (filed as      Exhibit 14.3 to WRI’s Annual Report on Form 10-K for the year ended      December 31, 2003 and incorporated herein byreference).           |
| 31.1*  | — | Certification pursuant to Section 302(a) of the      Sarbanes-Oxley Act of 2002 (Chief Executive  Officer).                                                                                                                                      |
| 31.2*  | — | Certification pursuant to Section 302(a) of the      Sarbanes-Oxley Act of 2002 (Chief Financial  Officer).                                                                                                                                      |
| 32.1** | — | Certification pursuant to 18 U.S.C. Sec. 1350, as      adopted pursuant to Sec. 906 of the Sarbanes-Oxley Act of 2002 (Chief      Executive Officer).                                                                                            |
| 32.2** | — | Certification pursuant to 18 U.S.C. Sec. 1350, as      adopted pursuant to Sec. 906 of the Sarbanes-Oxley Act of 2002 (Chief      Financial Officer).                                                                                            |

| * | Filed      with this report. |
|---|------------------------------|

| ** | Furnished      with this report. |
|----|----------------------------------|

| † | Management      contract or compensation plan orarrangement. |
|---------|--------------------------------------------------------------|

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