UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D. C.  20549

                                   FORM 10-Q/A

(Mark  One)

[X]     QUARTERLY  REPORT  PURSUANT  TO  SECTION  13  OR 15(d) OF THE SECURITIES
          EXCHANGE  ACT  OF  1934

                  For the quarterly period ended March 31, 2001
                                                 --------------

                                       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
                                                 ------

                           WEINGARTEN REALTY INVESTORS
                           ---------------------------
             (Exact name of registrant as specified in its charter)


                        Texas                                   74-1464203
----------------------------------------------------------  -------------------
          (State or other jurisdiction of                     (I.R.S. Employer
           incorporation or organization)                    Identification No.)

2600 Citadel Plaza Drive, P.O. Box 924133, Houston, Texas        77292-4133
----------------------------------------------------------  -------------------
      (Address of principal executive offices)                   (Zip Code)


       Registrant's telephone number, including area code: (713) 866-6000
                                                           --------------


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



     Indicate  by  check  mark  whether the registrant (1) has filed all reports
required  to  be  filed by Section 13 or 15(d) of the Securities Exchange Act of
1934  during  the  preceding  12  months  (or  for  such shorter period that the
registrant  was required to file such reports), and (2) has been subject to such
filing  requirements  for  the  past  90  days.  Yes     X.        No.
                                                      ----

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

     Indicate  by  check mark whether the registrant has filed all documents and
reports  required  to  be  filed  by  Sections 12, 13 or 15(d) of the Securities
Exchange  Act  of 1934 subsequent to the distribution of securities under a plan
confirmed  by  a  court.   Yes.  No.

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate  the  number  of  shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.  As of May 11, 2001, there were
32,348,057  common shares of beneficial interest of Weingarten Realty Investors,
$.03  par  value,  outstanding.









                                             PART 1
                                      FINANCIAL INFORMATION

ITEM  1.     CONSOLIDATED  FINANCIAL  STATEMENTS

                                   WEINGARTEN REALTY INVESTORS
                                STATEMENTS OF CONSOLIDATED INCOME
                                           (UNAUDITED)
                        (AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)


                                                                   Three Months Ended
                                                                        March 31,
                                                                  --------------------
                                                                    2001        2000
                                                                  ---------  ---------
                                                                       
Revenues:
  Rentals. . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 72,696   $ 62,154
  Interest income. . . . . . . . . . . . . . . . . . . . . . . .       923      1,403
  Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . .       880        415
                                                                  ---------  ---------

       Total . . . . . . . . . . . . . . . . . . . . . . . . . .    74,499     63,972
                                                                  ---------  ---------

Expenses:
  Depreciation and amortization. . . . . . . . . . . . . . . . .    16,855     13,655
  Interest . . . . . . . . . . . . . . . . . . . . . . . . . . .    12,421     10,143
  Operating. . . . . . . . . . . . . . . . . . . . . . . . . . .    10,663      9,007
  Ad valorem taxes . . . . . . . . . . . . . . . . . . . . . . .     9,319      7,926
  General and administrative . . . . . . . . . . . . . . . . . .     2,377      1,874
                                                                  ---------  ---------

       Total . . . . . . . . . . . . . . . . . . . . . . . . . .    51,635     42,605
                                                                  ---------  ---------

Income Before Minority Interest in Income of Partnerships and
  Gain on Sales of Property. . . . . . . . . . . . . . . . . . .    22,864     21,367
Minority Interest in Income of Partnerships. . . . . . . . . . .    (1,772)    (1,916)
Gain on Sales of Property. . . . . . . . . . . . . . . . . . . .     4,310
                                                                  ---------  ---------

Net Income . . . . . . . . . . . . . . . . . . . . . . . . . . .    25,402     19,451
Dividends on Preferred Shares. . . . . . . . . . . . . . . . . .     5,010      5,010
                                                                  ---------  ---------
Net Income Available to Common Shareholders. . . . . . . . . . .  $ 20,392   $ 14,441
                                                                  =========  =========

Net Income Per Common Share - Basic. . . . . . . . . . . . . . .  $    .68   $    .54
                                                                  =========  =========

Net Income Per Common Share - Diluted. . . . . . . . . . . . . .  $    .68   $    .54
                                                                  =========  =========



Net Income . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 25,402   $ 19,451
                                                                  ---------  ---------

Other Comprehensive Loss:
  Cumulative effect of change in accounting principle (SFAS 133)
    on other comprehensive loss. . . . . . . . . . . . . . . . .    (1,877)
  Unrealized derivative losses on interest rate swaps. . . . . .    (1,269)
                                                                  ---------  ---------
Other Comprehensive Loss . . . . . . . . . . . . . . . . . . . .    (3,146)
                                                                  ---------  ---------

Comprehensive Income . . . . . . . . . . . . . . . . . . . . . .  $ 22,256   $ 19,451
                                                                  =========  =========





                See Notes to Consolidated Financial Statements.


                                        2







                                         WEINGARTEN REALTY INVESTORS
                                         CONSOLIDATED BALANCE SHEETS
                               (AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)


                                                                                   March 31,   December 31,
                                                                                     2001          2000
                                                                                 ------------  ------------
                                                                                  (unaudited)
                                      ASSETS
                                                                                         
Property . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,973,500   $ 1,906,431
Accumulated Depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . .    (396,503)     (387,118)
                                                                                 ------------  ------------
    Property - net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   1,576,997     1,519,313


Notes Receivable from Real Estate Joint Ventures and Partnerships. . . . . . . .      33,522        31,002
Unamortized Debt and Lease Costs . . . . . . . . . . . . . . . . . . . . . . . .      38,178        38,453
Accrued Rent and Accounts Receivable (net of allowance for doubtful
  accounts of $1,921 in 2001 and $1,898 in 2000) . . . . . . . . . . . . . . . .      15,549        22,273
Cash and Cash Equivalents. . . . . . . . . . . . . . . . . . . . . . . . . . . .       9,277        14,825
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      27,498        20,145
                                                                                 ------------  ------------

                    Total. . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,701,021   $ 1,646,011
                                                                                 ============  ============

                        LIABILITIES AND SHAREHOLDERS' EQUITY

Debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $   771,613   $   869,627
Accounts Payable and Accrued Expenses. . . . . . . . . . . . . . . . . . . . . .      40,496        69,561
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       3,409         4,263
                                                                                 ------------  ------------

      Total. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     815,518       943,451
                                                                                 ------------  ------------

Minority Interest. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      74,450        72,693
                                                                                 ------------  ------------

Commitments and Contingencies

Shareholders' Equity:
    Preferred Shares of Beneficial Interest - par value, $.03 per share;
      shares authorized: 10,000
        7.44% Series A cumulative redeemable preferred shares of
          beneficial interest;  3,000 shares issued and outstanding;
          liquidation preference $25 per share . . . . . . . . . . . . . . . . .          90            90
        7.125% Series B cumulative redeemable preferred shares of
          beneficial interest;  3,600 shares issued and 3,543 and 3,552 shares
          outstanding in 2001 and 2000; liquidation preference $25 per share . .         106           107
        7.0% Series C cumulative redeemable preferred shares of
          beneficial interest;  2,300 shares issued and 2,260 and 2,266 shares
          outstanding in 2001 and 2000; liquidation preference $50 per share . .          68            68
    Common Shares of Beneficial Interest - par value, $.03 per share;
      shares authorized: 150,000; shares issued and outstanding:
      31,658 in 2001 and 26,921 in 2000. . . . . . . . . . . . . . . . . . . . .         949           807
  Capital Surplus. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     947,161       758,363
  Accumulated Dividends in Excess of Net Income. . . . . . . . . . . . . . . . .    (134,175)     (129,568)
  Accumulated Other Comprehensive Loss . . . . . . . . . . . . . . . . . . . . .      (3,146)
                                                                                 ------------  ------------
    Shareholders' Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . .     811,053       629,867
                                                                                 ------------  ------------

                    Total. . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,701,021   $ 1,646,011
                                                                                 ============  ============



                          See  Notes  to  Consolidated  Financial  Statements.


                                        3







                                   WEINGARTEN REALTY INVESTORS
                              STATEMENTS OF CONSOLIDATED CASH FLOWS
                                           (UNAUDITED)
                                     (AMOUNTS IN THOUSANDS)



                                                                        Three Months Ended
                                                                             March 31,
                                                                     ------------------------
                                                                        2001         2000
                                                                     -----------  -----------
                                                                            
Cash Flows from Operating Activities:
    Net income. . . . . . . . . . . . . . . . . . . . . . . . . . .  $   25,402   $   19,451
    Adjustments to reconcile net income to net cash provided by
      operating activities:
          Depreciation and amortization . . . . . . . . . . . . . .      16,855       13,655
          Minority interest in income of partnerships . . . . . . .       1,772        1,916
          Gain on sales of property . . . . . . . . . . . . . . . .      (4,310)
          Changes in accrued rent and accounts receivable . . . . .       6,324        7,521
          Changes in other assets . . . . . . . . . . . . . . . . .     (10,344)      (4,055)
          Changes in accounts payable and accrued expenses. . . . .     (29,481)     (24,546)
          Other, net. . . . . . . . . . . . . . . . . . . . . . . .         (12)          85
                                                                     -----------  -----------
            Net cash provided by operating activities . . . . . . .       6,206       14,027
                                                                     -----------  -----------

Cash Flows from Investing Activities:
    Investment in properties. . . . . . . . . . . . . . . . . . . .     (72,550)     (18,844)
    Notes Receivable:
          Advances. . . . . . . . . . . . . . . . . . . . . . . . .      (2,808)      (2,595)
          Collections . . . . . . . . . . . . . . . . . . . . . . .         142          171
    Proceeds from sales and disposition of property . . . . . . . .       5,450
    Investment in real estate joint ventures and partnerships . . .        (351)        (316)
                                                                     -----------  -----------
            Net cash used in investing activities . . . . . . . . .     (70,117)     (21,584)
                                                                     -----------  -----------

Cash Flows from Financing Activities:
    Proceeds from issuance of:
          Debt. . . . . . . . . . . . . . . . . . . . . . . . . . .                   33,508
          Common shares of beneficial interest. . . . . . . . . . .     188,830
    Principal payments of debt. . . . . . . . . . . . . . . . . . .    (101,269)        (238)
    Common and preferred dividends paid . . . . . . . . . . . . . .     (30,009)     (25,030)
    Other, net. . . . . . . . . . . . . . . . . . . . . . . . . . .         811         (115)
                                                                     -----------  -----------
            Net cash provided by financing activities . . . . . . .      58,363        8,125
                                                                     -----------  -----------

Net increase (decrease) in cash and cash equivalents. . . . . . . .      (5,548)         568
Cash and cash equivalents at January 1. . . . . . . . . . . . . . .      14,825        8,467
                                                                     -----------  -----------

Cash and cash equivalents at March 31 . . . . . . . . . . . . . . .  $    9,277   $    9,035
                                                                     ===========  ===========




                    See Notes to Consolidated Financial Statements.


                                        4




                           WEINGARTEN REALTY INVESTORS
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)
                             (AMOUNTS IN THOUSANDS)



1.   INTERIM  FINANCIAL  STATEMENTS

     The  consolidated  financial  statements  included  in  this  report  are
     unaudited,  except  for  the  balance sheet as of December 31, 2000. In the
     opinion  of  WRI, all adjustments necessary for a fair presentation of such
     financial  statements  have  been  included.  Such adjustments consisted of
     normal  recurring  items. Interim results are not necessarily indicative of
     results  for  a  full  year.

     The  consolidated financial statements and notes are presented as permitted
     by  Form  10-Q,  and  do  not contain certain information included in WRI's
     annual  financial  statements  and  notes.


2.   NEWLY  ADOPTED  ACCOUNTING  PRONOUNCEMENTS

     On  January  1,  2001, WRI adopted SFAS No. 133, "Accounting for Derivative
     Instruments  and  Hedging Activities," as amended. SFAS No. 133 establishes
     accounting and reporting standards for derivative instruments. Specifically
     SFAS  No.  133  requires  an  entity to recognize all derivatives as either
     assets or liabilities in the statement of financial position and to measure
     those  instruments  at fair value. Additionally, the fair value adjustments
     will  affect either shareholders' equity or net income depending on whether
     the  derivative  instruments  qualifies  as a hedge for accounting purposes
     and,  if  so,  the  nature  of  the  hedging  activity.

     WRI  hedges  the future cash flows of debt transactions principally through
     interest  rate  swaps  with  major  financial  institutions.  WRI  has five
     interest  rate  swap  contracts  with  an  aggregate notional amount of $90
     million  that convert variable interest payments to fixed interest payments
     at  rates  from 6.8% to 7.87%. These swaps have been designated and qualify
     as  cash  flow  hedges. We have determined these swap agreements are highly
     effective  in offsetting future variable interest cash flows of the related
     debt  instruments.  As of January 1, 2001, the adoption of the new standard
     resulted  in  a  cumulative  transition  adjustment  of  $1.9  million  to
     accumulated  other comprehensive loss, a component of shareholders' equity,
     and  a  corresponding  liability  of  the same amount. For the three months
     ended  March 31, 2001, the change in fair market value of our interest rate
     swaps  was $1.2 million and was recorded in accumulated other comprehensive
     loss.  We do not anticipate any material reclassifications to earnings from
     accumulated  other  comprehensive  loss  over  the  next  12  months.

     In  July  2000,  the Emerging Issues Task Force of the Financial Accounting
     Standards  Board  reached  a  consensus  on  EITF  Issue No. 00-1,"Investor
     Balance  Sheet  and  Income  Statement  Display under the Equity Method for
     Investments  in  Certain  Partnerships  and Other Ventures." This consensus
     requires  that  the  proportionate share method of presenting balance sheet
     and  income  statement  information  for partnerships and other ventures in
     which  entities  have joint interest and control be discontinued, except in
     limited  circumstances.  WRI  was  required  to  conform  with the guidance
     provided  in  this  Issue  effective  December  31,  2000. Accordingly, the
     consolidated  financial  statements  for all periods presented in this Form
     10-Q  have  been  restated  to  conform  with  the  revised  presentation.


                                        5




3.   PER  SHARE  DATA

     Net  income per common share - basic is computed using net income available
     to  common  shareholders  and  the weighted average shares outstanding. Net
     income  per  common  share  -  diluted  includes  the effect of potentially
     dilutive  securities  for the periods indicated, as follows (in thousands):




                                                                   Three Months Ended
                                                                       March 31,
                                                                 --------------------
                                                                    2001       2000
                                                                 ---------  ---------
                                                                      
     Numerator:
     Net income available to common shareholders - basic . . . . $ 20,392   $ 14,441
     Income attributable to operating partnership units. . . . .       35         39
                                                                 ---------  ---------
     Net income available to common shareholders - diluted . . . $ 20,427   $ 14,480
                                                                 =========  =========

     Denominator:
     Weighted average shares outstanding - basic . . . . . . . .   30,109     26,707
     Effect of dilutive securities:
           Share options and awards. . . . . . . . . . . . . . .       97         19
           Operating partnership units . . . . . . . . . . . . .       51        132
                                                                 ---------  ---------
     Weighted average shares outstanding - diluted . . . . . . .   30,257     26,858
                                                                 =========  =========




4.   DEBT

     WRI's  debt  consists  of  the  following  (in  thousands):




                                                         March 31,    December 31,
                                                            2001          2000
                                                        ------------  ------------
                                                                
     Fixed-rate debt payable to 2015 at 6.0% to 10.0%. .$   543,068   $   545,391
     Variable-rate unsecured notes payable to 2003 . . .     50,000        50,000
     Notes payable under revolving credit agreements . .    131,190       230,100
     Obligations under capital leases. . . . . . . . . .     33,576        33,467
     Industrial revenue bonds to 2015 at 3.65% to 6.0% .      5,975         6,010
     Interest rate swaps . . . . . . . . . . . . . . . .      3,146
     Other . . . . . . . . . . . . . . . . . . . . . . .      4,658         4,659
                                                        ------------  ------------

          Total. . . . . . . . . . . . . . . . . . . . .$   771,613   $   869,627
                                                        ============  ============




     At  March  31, 2001, the variable interest rate for notes payable under the
     $20  and  $350  million  revolving  credit  agreement  was  5.7%.


                                        6




     In  January  2000,  WRI  issued $10.5 million of ten-year 8.25% fixed-rate,
     unsecured  medium  term  notes.  In  connection with this debt issuance, we
     entered into a ten-year interest rate swap agreement with a notional amount
     of  $10.5  million  to  swap  8.25%  fixed-rate  interest for floating-rate
     interest.  On  January  4, 2001, we terminated this interest rate swap with
     the counter-party, resulting in the receipt of $.9 million. As the swap was
     accounted  for  as  a  hedge  of  the  medium  term  note, the gain will be
     amortized  over  the remaining life of the note, which lowers the effective
     interest  rate  on  the  note  to  7.4%

     In  March  2001, we filed a $500 million shelf registration statement which
     can  be utilized for the issuance of either debt or equity securities. This
     registration  statement  is  not  yet  effective.

     WRI's  debt  can  be  summarized  as  follows  (in  thousands):




                                                      March 31,   December 31,
                                                        2001          2000
                                                    ------------  ------------
                                                            
     As to interest rate (including the effects of
         interest rate swaps):
             Fixed-rate debt . . . . . . . . . . .  $   657,336   $   645,903
             Variable-rate debt. . . . . . . . . .      114,277       223,724
                                                    ------------  ------------

             Total . . . . . . . . . . . . . . . .  $   771,613   $   869,627
                                                    ============  ============

     As to collateralization:
             Unsecured debt. . . . . . . . . . . .  $   573,354   $   669,106
             Secured debt. . . . . . . . . . . . .      198,259       200,521
                                                    ------------  ------------
             Total . . . . . . . . . . . . . . . .  $   771,613   $   869,627
                                                    ============  ============






5.   PROPERTY

     WRI's  property  consists  of  the  following  (in  thousands):





                                        March 31,   December 31,
                                          2001          2000
                                      ------------  ------------
                                              

     Land . . . . . . . . . . . . . . $   372,996   $   362,987
     Land held for development. . . .      25,164        24,013
     Land under development . . . . .      46,185        43,240
     Buildings and improvements . . .   1,484,985     1,442,536
     Construction in-progress . . . .      44,170        33,655
                                      ------------  ------------

     Total. . . . . . . . . . . . . . $ 1,973,500   $ 1,906,431
                                      ============  ============



     Interest  and  ad  valorem  taxes  capitalized to land under development or
     buildings  under  construction  was  $2.0  million  and  $.7  million,
     respectively,  for  the  quarters  ended  March  31,  2001  and  2000.

                                        7



6.   SEGMENT  INFORMATION

     The operating segments presented are the segments of WRI for which separate
     financial  information  is available and operating performance is evaluated
     regularly by senior management in deciding how to allocate resources and in
     assessing  performance.  WRI  evaluates  the  performance  of its operating
     segments  based  on  net operating income that is defined as total revenues
     less  operating  expenses  and  ad  valorem  taxes.

     The  shopping center segment is engaged in the acquisition, development and
     management  of  real  estate, primarily anchored neighborhood and community
     shopping  centers  located  in Texas, Louisiana, Arizona, Nevada, Arkansas,
     New  Mexico,  Oklahoma,  Tennessee,  Kansas,  Colorado, Missouri, Illinois,
     Florida  and Maine. The customer base includes supermarkets, drugstores and
     other  retailers  who  generally sell basic necessity-type commodities. The
     industrial  segment  is  engaged  in  the  acquisition,  development  and
     management  of  bulk  warehouses and office/service centers. Its properties
     are  located  in  Texas,  Nevada  and  Tennessee,  and the customer base is
     diverse.  Included  in  "Other"  are corporate-related items, insignificant
     operations  and  costs  that  are not allocated to the reportable segments.

     Information  concerning  WRI's  reportable  segments  is  as  follows  (in
     thousands):




                                    SHOPPING
                                     CENTER      INDUSTRIAL    OTHER       TOTAL
                                  ------------  -----------  ---------  ------------
                                                            
     Three Months Ended
     March 31, 2001:
         Revenues . . . . . . . . $    62,812    $   9,780   $  1,907   $    74,499
         Net operating income . .      45,750        6,957      1,810        54,517
         Total assets . . . . . .   1,379,749      246,234     75,038     1,701,021

     Three Months Ended
     March 31, 2000:
         Revenues . . . . . . . . $    53,460    $   8,381   $  2,131   $    63,972
         Net operating income . .      38,673        6,001      2,365        47,039
         Total assets . . . . . .   1,081,820      222,886     88,123     1,392,829




                                        8


     Net operating income reconciles to net income as shown on the Statements of
     Consolidated  Income  as  follows  (in  thousands):






                                                              Three Months Ended
                                                                   March 31,
                                                             --------------------
                                                               2001       2000
                                                             ---------  ---------
                                                                  
     Total segment net operating income. . . . . . . . . . . $ 54,517   $ 47,039
     Less:
           Depreciation and amortization . . . . . . . . . .   16,855     13,655
           Interest. . . . . . . . . . . . . . . . . . . . .   12,421     10,143
           General and administrative. . . . . . . . . . . .    2,377      1,874
           Minority interest in income of partnerships . . .    1,772      1,916
           Gain on sales of property . . . . . . . . . . . .   (4,310)
                                                             ---------  ---------
     Net Income. . . . . . . . . . . . . . . . . . . . . . . $ 25,402   $ 19,451
                                                             =========  =========




7.   COMMON  SHARES  OF  BENEFICIAL  INTEREST

     On  January  29,  2001,  we  issued 4.5 million common shares of beneficial
     interest in a secondary public offering. In February 2001, the underwriters
     exercised  their  over-allotment option and purchased an additional 200,000
     shares.  Net proceeds of 188.1 million based on a price of $42.19 per share
     were  used  to  pay  down  the  amounts  outstanding under our $350 million
     revolving  line  of  credit.

     On May 7, 2001, we issued an additional 690,000 common shares of beneficial
     interest  in  a  secondary  public  offering. Net proceeds of $28.1 million
     based  on  a  price  of  $42.85  per  share  were  used to pay down amounts
     outstanding  under  our  $350  million  revolving  line of credit. Had this
     transaction  occurred on January 1, 2001, earnings per common share - basic
     and  earnings  per common share - diluted would have both decreased by $.02
     per  share.


8.   SUBSEQUENT  EVENT

     On  April  2,  2001, we purchased 19 supermarket-anchored shopping centers,
     aggregating  2.5  million  square  feet, in California from Burnham Pacific
     Properties,  Inc. The purchase price for the properties was $277.5 million,
     including  the  assumption of approximately $132 million in debt secured by
     all 19 properties. These properties, which are over 96% leased, are located
     in  the  Sacramento/San  Francisco  Bay area (13 properties) and in the Los
     Angeles  area  (six  properties).

     These 19 properties having a net book value of approximately $277.5 million
     at April 2, 2001 (collectively the "Bankruptcy Remote Properties", and each
     a  "Bankruptcy  Remote  Property"), are wholly-owned by various "Bankruptcy
     Remote  Entities".  Each Bankruptcy Remote Entity is an indirect subsidiary
     of  the Company. The assets of each Bankruptcy Remote Entity, including the
     respective  Bankruptcy  Remote  Property  or  Properties owned by each, are
     owned  by  that  Bankruptcy  Remote  Entity  alone and are not available to
     satisfy  claims  that  any  creditor  may  have  against  the  Company, its
     affiliates,  or any other person or entity. No Bankruptcy Remote Entity has
     agreed to pay or make its assets available to pay creditors of the Company,
     any  of  its affiliates, or any other person or entity. Neither the Company
     nor any of its affiliates has agreed to pay or make its assets available to
     pay  creditors of any Bankruptcy Remote Entity (other than any agreement by
     a  Bankruptcy  Remote Entity to pay its own creditors). No affiliate of any
     Bankruptcy  Remote Entity has agreed to pay or make its assets available to
     pay  creditors  of  any  Bankruptcy  Remote  Entity.


                                        9





     The  accounts  of  the  Bankruptcy  Remote  Entities  are included in WRI's
     consolidated  financial statements as WRI owns, indirectly, 100% of each of
     the  entities.  Additionally,  WRI,  through its wholly-owned subsidiaries,
     makes  all  day  to  day  operating and financial decisions with respect to
     these  properties,  subject  to  approval  by  the loan servicing agent for
     certain  significant  transactions. WRI has the right to prepay the loan at
     any  time,  which  would  eliminate  all  encumbrances  and  restrictions.



                                       10




PART  I
                              FINANCIAL INFORMATION


ITEM  2.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION  AND
RESULTS  OF  OPERATIONS

The  following  discussion  should  be read in conjunction with the consolidated
financial  statements  and notes thereto and the comparative summary of selected
financial  data  appearing  elsewhere  in  this  report.  Historical results and
trends  which  might  appear  should  not  be  taken  as  indicative  of  future
operations.

Weingarten Realty Investors owned and operated 198 anchored shopping centers, 55
industrial  properties,  one  multi-family  residential  property and one office
building  at March 31, 2001.  Of WRI's 255 developed properties, 186 are located
in  Texas (including 98 in Houston and Harris County).  Our remaining properties
are  located  in  Arizona  (12),  Louisiana  (11), Nevada (9), Arkansas (6), New
Mexico  (6), Kansas (5), Colorado (5), Oklahoma (4), Tennessee (4), Florida (3),
Missouri  (2),  Illinois  (1)  and  Maine  (1).  WRI  has 5,000 leases and 3,900
different  tenants.  Leases  for  our properties range from less than a year for
smaller  spaces  to  over  25 years for larger tenants; leases generally include
minimum  lease  payments  and contingent rentals for payment of taxes, insurance
and  maintenance  and for an amount based on a percentage of the tenants' sales.
The  majority of our anchor tenants are supermarkets, value-oriented apparel and
discount  stores  and other retailers, which generally sell basic necessity-type
items.

CAPITAL  RESOURCES  AND  LIQUIDITY

WRI  anticipates  that  cash  flows  from  operating activities will continue to
provide  adequate  capital  for  all  dividend  payments in accordance with REIT
requirements.  Cash  on  hand,  borrowings under our existing credit facilities,
issuance  of  unsecured  debt and the use of project financing, as well as other
debt  and  equity  alternatives,  will  provide the necessary capital to achieve
growth.  Cash  flow  from  operating activities as reported in the Statements of
Consolidated  Cash  Flows was $6.2 million for the first three months of 2001 as
compared  to  $14.0  million  for the same period of 2000.  The increase was due
primarily  to WRI's acquisition and new development programs and improvements in
the  performance  of  its  existing  portfolio  of  properties.

Our  Board  of  Trust Managers approved a quarterly dividend per common share of
$.79  for the first quarter of 2001.  Our dividend payout ratio on common equity
for  the first quarter of 2001 and 2000 was 79% and 73%, respectively,  based on
funds  from  operations  for  the  applicable  period.

WRI  invested  $54.4  million for the acquisition of two shopping centers during
the first quarter.  In February, a community shopping center in Orlando, Florida
was  purchased  for  $54  million.  Strategically located near downtown Orlando,
Colonial  Plaza contains 488,000 square feet of building area and is anchored by
Barnes  and Noble, Old Navy, Stein Mart, Linens 'N Things, Marshalls, Babies 'R'
Us,  Rhodes, Staples, Ross Dress For Less, Circuit City and Just For Feet.  This
center,  which  is  currently  97%  leased, represents our third property in the
Florida market.  In March, our second acquisition was purchased in Lake Charles,
Louisiana,  a  23,000  square  foot  building.

With respect to new development, in March we acquired land in Chandler, Arizona,
a  suburb  of  Phoenix,  for  the  development  of  retail  space  adjacent to a
corporately-owned  Target.  Including this Arizona development, WRI has fourteen
new  development  projects  at  various  stages of completion that represents an
investment of approximately $152 million and will add 1.3 million square feet to
the  portfolio.  We  expect  to  invest  approximately  $75.3  million  in these
properties  during  2001.  These  projects  will come on-line beginning in early
2001  through mid 2002.  Additionally, we commenced an $11 million redevelopment
of  a  shopping center in Las Vegas which will include a new 220,000 square foot
Super  Wal-Mart  and  a  120,000  square  foot  Home  Depot.

                                       11


On  April  2,  2001,  we completed the largest acquisition in the history of the
Company,  purchasing  19  supermarket-anchored shopping centers, an aggregate of
2.5  million  square  feet,  in California from Burnham Pacific Properties, Inc.
This purchase provides an outstanding platform for our entry into the California
market  as  the  19  centers immediately give us the critical mass of properties
necessary for efficient and effective leasing and management.  These properties,
which  are over 96% leased, are located in the Sacramento/San Francisco Bay area
(13  properties) and in the Los Angeles area (six properties).  Anchor merchants
include  the  market's  major  supermarket  companies  such as Ralph's (Kroger),
Albertson's,  Safeway, Raley's and Food 4 Less (Fleming Company).  Additionally,
the  properties  include  other  well-known  anchor  retailers including Target,
K-Mart,  Home  Depot,  and  Walgreens,  with  whom  we  have solid long-standing
relationships.  The  properties  are located in trade areas with high population
density  and  have  significant  barriers  to  entry  for  new competition.  The
purchase  price  for the properties was $277.5 million, including the assumption
of  approximately  $132  million  in  debt  secured  by  all  19  properties.

In  January,  we  issued  4.5  million common shares of beneficial interest in a
secondary  public  offering and an additional 200,000 shares in February, as the
underwriters  exercised  their  over-allotment  option.  Net  proceeds of $188.1
million,  based  on  a  price of $42.19 per share, were used to pay down amounts
outstanding  under  our  $350  million  revolving  line  of  credit.

On  May  7,  2001,  we  issued an additional 690,000 common shares of beneficial
interest in a secondary public offering.  Net proceeds of $28.1 million based on
a  price of $42.85 per share were used to pay down amounts outstanding under our
$350  million  revolving  line  of  credit.

Total debt outstanding decreased to $771.6 million at quarter-end from $869.6 at
December  31,  2000.  This  decrease was primarily due to the retirement of debt
with  the  $188.1 million of net proceeds from the common share offering, offset
by  the  funding  of  acquisitions  and  ongoing  development  and redevelopment
efforts.  Included  in  total  debt  outstanding  of $771.6 at March 31, 2001 is
variable-rate  debt  of  $88.3  million,  after  recognizing the effect of $90.0
million  of  interest  rate  swaps  and  $26.0  million  of  variable-rate notes
receivables.

In  January  2000,  WRI  issued  $10.5  million  of  ten-year  8.25% fixed-rate,
unsecured  medium term notes.  In connection with this debt issuance, we entered
into  a  ten-year  interest  rate swap agreement with a notional amount of $10.5
million  to  swap  8.25%  fixed-rate  interest  for  floating-rate interest.  On
January  4,  2001,  we terminated this swap with the counter-party, resulting in
the  receipt  of  $.9  million.  As the swap was accounted for as a hedge of the
medium  term  note,  the  gain  will be amortized over the remaining life of the
note,  which  lowers  the  effective  interest  rate  on  the  note  to  7.4%.

In  March 2001, we filed a $500 million shelf registration statement that can be
utilized  for  the  issuance  of  either  debt  or  equity  securities.  This
registration  statement  is  not  yet  effective.

FUNDS  FROM  OPERATIONS

The  Board  of  Governors  of the National Association of Real Estate Investment
Trusts  defines  funds  from  operations  (FFO) as net income (loss) computed in
accordance  with  generally  accepted  accounting principles, excluding gains or
losses  from  sales  of  property,  plus  real  estate  related depreciation and
amortization,  and  after  adjustments for unconsolidated partnerships and joint
ventures.  In  addition,  NAREIT  recommends  that  extraordinary  items  not be
considered in arriving at FFO.  We calculate FFO in a manner consistent with the
NAREIT  definition.  Most  industry  analysts  and  equity  REITS,  including
Weingarten,  believe  FFO  is  an appropriate measure of performance relative to
other  REITs.  FFO  provides  investors  with an understanding of our ability to
incur  and  service  debt,  make  capital  expenditures  and  pay  common  share
dividends.  There  can  be  no  assurance  that  FFO  presented by Weingarten is


                                       12




comparable  to  similarly  titled  measures  of  other  REITs. FFO should not be
considered  as  an alternative to net income or other measurements under GAAP as
an  indicator  of  our  operating  performance  or to cash flows from operating,
investing,  or  financing  activities  as  a  measure of liquidity. FFO does not
reflect  working capital changes, cash expenditures for capital improvements, or
principal  payments  on  indebtedness.

Funds  from  operations  - diluted for the three months ended March 31, 2001 and
2000  is  calculated  as  follows:





                                                                         Three Months Ended
                                                                              March 31,
                                                                        --------------------
                                                                           2001      2000
                                                                        ---------  ---------
                                                                             

Net income available to common shareholders . . . . . . . . . . . . . . $ 20,392   $ 14,441
Depreciation and amortization . . . . . . . . . . . . . . . . . . . . .   15,673     13,104
Gain on sales of property . . . . . . . . . . . . . . . . . . . . . . .   (4,310)
                                                                        ---------  ---------
              Funds from operations . . . . . . . . . . . . . . . . . .   31,755     27,545

Funds from operations attributable to operating
  partnership units . . . . . . . . . . . . . . . . . . . . . . . . . .       60         83
                                                                        ---------  ---------
              Funds from operations assuming conversion of OP units . . $ 31,815   $ 27,628
                                                                        =========  =========


Weighted average shares outstanding - basic . . . . . . . . . . . . . .   30,109     26,707
Effect of dilutive securities:
      Share options and awards. . . . . . . . . . . . . . . . . . . . .       97         19
      Operating partnership units . . . . . . . . . . . . . . . . . . .       51        132
                                                                        ---------  ---------
Weighted average shares outstanding - diluted . . . . . . . . . . . . .   30,257     26,858
                                                                        =========  =========




RESULTS  OF  OPERATIONS
THREE  MONTHS  ENDED  MARCH  31,  2001

Net  income available to common shareholders increased to $20.4 million, or $.68
per  diluted  share, from $14.4 million, or $.54 per diluted share for the first
quarter  of  2001  as  compared  with the same quarter of 2000.  Included in net
income  available  to  common  shareholders  for 2001 is a gain on the sale of a
shopping  center  of  $4.3  million.  No  comparable transaction occurred in the
first  quarter  of  2000.

Rental  revenues  were  $72.7  million  in 2001, as compared to $62.2 million in
2000,  representing  an  increase  of  approximately $10.5 million or 17.0%.  Of
these  increases,  property  acquisitions  and  new development contributed $8.2
million  in  2001, as compared to $5.9 million for the same period of 2000.  The
remaining  portion  of  these  increases  is  due  to  activity  at our existing
properties.  Occupancy  of the total portfolio increased to 92.3% as compared to
91.5% as of March 31, 2000.  The occupancy of the retail portfolio was 92.5%, up
from  91.5%  at  March  31,  2000, while the industrial portfolio decreased from
94.1%  at  March  31, 2000 to 91.6%.  During the first three months of 2001, WRI
completed  205  renewals  or  leases  comprising  1.0  million square feet at an
average  rental  rate increase of 8.1%.  Net of the amortized portion of capital
costs  for  tenant  improvements,  the  increased  averaged  6.8%.


                                       13




Gross  interest  costs,  before  capitalization  of  interest, increased by $3.6
million  from $10.8 million in the first quarter of 2000 to $14.4 million in the
first  quarter  of  2001.  The  increase  is due primarily to an increase in the
average  debt outstanding between periods of $595.7 in 2000 to $772.2 million in
2001.  The  average  interest  rate increased from 7.2% in 2000 to 7.4% in 2001.
The  amount  of  interest capitalized during the period was $2.0 million and $.6
million  in  2001  and  2000,  respectively.

The  increases  in  depreciation  and  amortization,  operating  expenses and ad
valorem  taxes  were  primarily  the  result  of  WRI's  acquisitions  and  new
development  programs.

NEWLY  ADOPTED  ACCOUNTING  PRONOUNCEMENTS

On  January  1,  2001,  WRI  adopted  SFAS  No.  133, "Accounting for Derivative
Instruments  and  Hedging  Activities,"  as  amended.  SFAS  No. 133 establishes
accounting  and  reporting  standards  for derivative instruments.  Specifically
SFAS No. 133 requires an entity to recognize all derivatives as either assets or
liabilities  in  the  statement  of  financial  position  and  to  measure those
instruments at fair value.  Additionally, the fair value adjustments will affect
either  shareholders'  equity  or net income depending on whether the derivative
instruments  qualifies as a hedge for accounting purposes and, if so, the nature
of  the  hedging  activity.

WRI  hedges  the  future  cash  flows  of  debt transactions principally through
interest  rate  swaps  with major financial institutions.  WRI has five interest
rate  swap  contracts  with  an  aggregate  notional  amount of $90 million that
convert variable interest payments to fixed interest payments at rates from 6.8%
to 7.87%.  These swaps have been designated and qualify as cash flow hedges.  We
have determined these swaps agreements are highly effective in offsetting future
vairable  interest cash flows of the related debt instruments.  As of January 1,
2001,  the  adoption  of  the  new  standard resulted in a cumulative transition
adjustment  of $1.9 million to accumulated other comprehensive loss, a component
of  shareholders'  equity and a corresponding liability of the same amount.  For
the  three  months  ended March 31, 2001, the change in fair market value of our
interest  rate  swaps  was  $1.2  million  and was recorded in accumulated other
comprehensive  loss.  We  do  not  anticipate  any material reclassifications to
earnings  from  accumulated  other  comprehensive  loss over the next 12 months.

In  July  2000,  the  Emerging  Issues  Task  Force  of the Financial Accounting
Standards  Board  reached  a  consensus on EITF Issue No. 00-1,"Investor Balance
Sheet  and  Income  Statement Display under the Equity Method for Investments in
Certain  Partnerships  and  Other  Ventures."  This  consensus requires that the
proportionate  share  method  of  presenting  balance sheet and income statement
information  for  partnerships  and  other ventures in which entities have joint
interest  and control be discontinued, except in limited circumstances.  WRI was
required  to conform with the guidance provided in this Issue effective December
31,  2000.  Accordingly,  the  consolidated financial statements for all periods
presented  in  this  Form  10-Q  have  been restated to conform with the revised
presentation.

QUANTITATIVE  AND  QUALITATIVE  DISCLOSURE  ABOUT  MARKET  RISK

WRI  uses  fixed  and  floating-rate  debt  to finance its capital requirements.
These  transactions  expose  WRI  to  market risk related to changes in interest
rates.  Derivative  financial  instruments  are used to manage a portion of this
risk, primarily interest rate swap agreements with major financial institutions.
These  swap agreements expose WRI to credit risk in the event of non-performance
by  the  counter-parties  to  the  swaps.  We  do  not  engage in the trading of
derivative financial instruments in the normal course of business.  At March 31,
2001,  WRI had fixed-rate debt of $657.3 million and variable-rate debt of $88.3
million,  after  adjusting  for the effect of $90 million of interest rate swaps
and  $26.0  million  of  variable-rate  notes  receivables.


                                       14




PART  II
OTHER  INFORMATION

ITEM  6.     EXHIBITS  AND  REPORTS  ON  FORM  8-K

      (a)    Exhibits  (numbered  in accordance with Item 601 of Regulation
             S-K)

             (12)   A  statement  of  computation  of  ratios  of  earnings  and
                    funds  from  operations  to  combined  fixed  charges  and
                    preferred  dividends.


      (b)    Reports  on  Form  8-K

                    A  Form  8-K, dated January 22, 2001, was filed to  report a
                    significant acquisition in response to Item 5., Other Events
                    and  Item  7.,  Financial  Statements,  Pro  Forma Financial
                    Information  and  Exhibits.

                    A  Form  8-K,  dated  March 22, 2001,  was  filed  to report
                    significant  acquisitions  in  response  to  Item  2.,
                    Acquisitions  or  Dispositions  of  Assets  and  Item  7.,
                    Financial  Statements,  Pro  Forma Financial Information and
                    Exhibits.


                                       15




                                   SIGNATURES



Pursuant  to  the  requirements  of  the  Securities  Exchange  Act of 1934, the
registrant  has  duly  caused  this  report  to  be  signed on its behalf by the
undersigned  thereunto  duly  authorized.



                                               WEINGARTEN  REALTY  INVESTORS
                                               -----------------------------
                                                      (Registrant)



                                               BY:  /s/  Andrew  M.  Alexander
                                                  -----------------------------
                                                       Andrew  M.  Alexander
                                               President/Chief Executive Officer
                                                (Principal  Executive  Officer)




                                               BY:    /s/  Joe  D.  Shafer
                                                  -----------------------------
                                                        Joe  D.  Shafer
                                                   Vice  President/Controller
                                               (Principal  Accounting  Officer)


DATE:     July 10,  2001
          --------------


                                       16