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): June 26, 2003
WEINGARTEN REALTY INVESTORS
(Exact name of Registrant as specified in its Charter)
Texas 1-9876 74-1464203
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) (Commission file number) 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 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(SOLELY FOR THE WEINGARTEN REALTY INVESTORS EMPLOYEES SAVINGS AND INVESTMENT
PLAN AND THE WEINGARTEN REALTY PENSION PLAN).
This Form 8-K relates solely to the Savings and Investment Plan for Employees of
Weingarten Realty Investors and the Weingarten Realty Pension Plan (the
"Plans").
On April 25, 2003, the Audit Committee of Weingarten Realty Investors, approved
the appointment of BDO Seidman LLP to serve as the Plans' independent public
accountants for the fiscal year ended December 31, 2002, replacing Deloitte &
Touche LLP ("Deloitte & Touche") as the Plans' independent public accountants.
Deloitte & Touche's reports on the Employees Savings and Investment Plan's
financial statements for the past two years did not contain an adverse opinion
or a disclaimer of opinion, and was not qualified or modified as to uncertainty,
audit scope or accounting principles. For the Weingarten Realty Pension Plan's
financial statements for the past two years, as permitted by Section 2520.103-8
of the Department of Labor's Rules and Regulations for Reporting and Disclosure
under the Employee Retirement Income Security Act of 1974, Deloitte and Touche
did not perform any auditing procedures with respect to the information
certified by the trustee of the Plan, except for comparing the information with
the related information included in the financial statements and supplemental
schedules. Accordingly, Deloitte & Touche disclaimed an opinion on the
financial statements and supplemental schedules taken as a whole.
During the Plans' two most recent fiscal years and through the date of this Form
8-K, there were no disagreements with Deloitte & Touche on any matter of
accounting principles or practices, financial statement disclosure, or auditing
scope or procedure which, if not resolved to Deloitte & Touche's satisfaction,
would have caused them to make reference to the subject matter in connection
with their reports on the Plans' financial statements for such years; and there
were no reportable events, as defined in Item 304(a)(1)(v) of Regulation S-K.
The Plans provided Deloitte & Touche with a copy of the foregoing disclosures.
Attached as Exhibit 16 is a copy of Deloitte & Touche's letter, dated June 26,
2003, stating its agreement with such statements.
During the Plans' two most recent fiscal years and through the date of this Form
8-K, the administrators of the Plans did not consult BDO Seidman LLP with
respect to the application of accounting principles to a specified transaction,
either completed or proposed, or the type of audit opinion that might be
rendered on the Plans' financial statements, or any matters or reportable
events, as described in Items 304(a)(1)(iv) and (v) of Regulation S-K.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits. The following exhibit is filed with this document.
Exhibit Number Description
--------------- -----------
16 Letter from Deloitte & Touche LLP to the Securities
and Exchange Commission, dated June 26, 2003.
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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: June 26, 2003
WEINGARTEN REALTY INVESTORS
By: /s/ Joe D. Shafer
----------------------------
Joe D. Shafer
Vice President/Controller
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