UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): October 25, 2004
WEINGARTEN REALTY INVESTORS
(Exact name of Registrant as specified in its Charter)
Texas 1-9876 74-1464203
(State or other jurisdiction of (Commission file number) (I.R.S. Employer
incorporation or organization) Identification Number)
2600 Citadel Plaza Drive, Suite 300, Houston, Texas 77008
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 866-6000
Not applicable
(Former name or former address, if changed since last report)
ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On October 25, 2004, we issued a press release describing our results of
operations for the third quarter ended September 30, 2004. A copy of the press
release is attached as Exhibit 99.1 to this report. In the earnings release, we
used the non-GAAP financial measure of Funds from Operations ("FFO"). A
reconciliation of FFO to the comparable GAAP financial measure (Net income) is
contained in the attached earnings release. Disclosure regarding the definition
of FFO used by us and why our management believes the presentation of FFO
provides useful information to investors is included in our annual report on
Form 10-K for the fiscal year ended December 31, 2003.
The information, including exhibits hereto, in this Current Report on Form
8-K is being furnished and shall not be deemed "filed" for purposes of Section
18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to
the liabilities of that Section. The information in this Current Report shall
not be incorporated by reference into any registration statement or other
document pursuant to the Securities Act of 1933, as amended, except as otherwise
expressly stated in such filing.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
99.1 Press release dated October 25, 2004, regarding our results of
operations for the quarter ended September 30, 2004.
2
SIGNATURE
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 hereunto duly authorized.
Date: October 28, 2004
WEINGARTEN REALTY INVESTORS
By: /s/ Joe D. Shafer
-----------------------
Joe D. Shafer
Vice President/Controller
3
INDEX TO EXHIBITS
99.1 Press release dated October 25, 2004, regarding our results of operations
for the quarter ended September 30, 2004.
4