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) September 16, 2004


                                Equity One, Inc.
                              ---------------------
             (Exact Name of Registrant as Specified in Its Charter)


                                    Maryland
                                  -------------
                 (State or Other Jurisdiction of Incorporation)



             001-13499                               52-1794271
            -----------                             ------------
       (Commission File Number)          (IRS Employer Identification No.)


                           1696 NE Miami Gardens Drive
                        North Miami Beach, Florida 33179

               (Address of Principal Executive Offices) (Zip Code)

                                 (305) 947-1664
                                ----------------
              (Registrant's Telephone Number, Including Area Code)

                                       N/A
                                      -----
          (Former Name or Former Address, if Changed Since Last Report)


Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[  ] Written communications  pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)

[  ] Soliciting  material  pursuant to Rule 14a-12 under the Exchange Act (17
     CFR 240.14a-12)

[  ] Pre-commencement  communications  pursuant  to Rule  14d-2(b)  under the
     Exchange Act (17 CFR 240.14d-2(b))

[  ] Pre-commencement  communications  pursuant  to Rule  13e-4(c)  under the
     Exchange Act (17 CFR 240.13e-4(c))





ITEM 3.02   Unregistered Sales of Equity Securities.
            ---------------------------------------

     On September 16, 2004,  Equity One, Inc. (the  "Company")  consummated  the
issuance of an aggregate of 734,266  shares of its Common Stock,  par value $.01
per share (the  "Shares"),  to Tamarac Trust,  Trust No. 101,  Riverside  Trust,
Trust  No.  102,  and  Charlotte  Square  Trust,  Trust  No.  103 (the  "Limited
Partners"), pursuant to the terms of the Agreement of Limited Partnership of IRT
Partners L.P.  (the "LP"),  dated as of July 14, 1998,  between the Company,  as
successor  by  merger to IRT  Property  Company  and  general  partner,  and IRT
Management  Company,  as  initial  limited  partner  (the "LP  Agreement").  The
consideration  for the Shares were the 734,266 limited  partnership  units of LP
held by the Limited  Partners and acquired by the Company  following the request
for  redemption  of  said  units  by the  Limited  Partners  pursuant  to the LP
Agreement.  As a result of the  transaction,  the LP is now  indirectly,  wholly
owned by the Company.  The transaction was effected without  registration  under
the  Securities  Act of 1933,  as amended (the  "Securities  Act"),  pursuant to
Section 4(2) of the Securities Act.



















                                   SIGNATURES

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


Date:    September 22, 2004           EQUITY ONE, INC.


                                      By: /s/ Howard M. Sipzner
                                         -------------------------------------
                                          Howard M. Sipzner
                                          Executive Vice President and
                                          Chief Financial Officer