8-K

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

Date of Report: April 1, 2005

(Date of Earliest Event Reported)

TRANSCONTINENTAL REALTY INVESTORS, INC.

(Exact Name of Registrant as Specified in its Charter)

Nevada	001-09240	94-6565852
(State or other jurisdiction of incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)

1800 Valley View Lane, Suite 300

Dallas, Texas 75234

(Address of principal executive offices)

469-522-4200

(Registrant= s telephone number, including area code)

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:

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

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

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

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

Section 2 B Financial Information

Item 2.02. Results of Operations and Financial Condition

On April 1, 2005, Transcontinental Realty Investors, Inc. (A TCI@ or the A Company@ ) announced its operational results for the year ended December 31, 2004. A copy of the announcement is attached as Exhibit A 99.1.@

The information furnished pursuant to Item 2.02 in this Form 8-K, including Exhibit A 99.1@ attached hereto, shall not be deemed to be A filed@ for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section, unless we specifically incorporate it by reference in a document filed under the Securities Act of 1933 or the Securities Exchange Act of 1934. We undertake no duty or obligation to publicly-update or revise the information furnished pursuant to Item 2.02 of this Current Report on Form 8-K.

Section 9 B Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits

(c) Exhibits.

The following exhibit is furnished with this Report:

Exhibit Designation	Description of Exhibit
99.1*	Press Release dated April 1, 2005
_____________________ *Furnished herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly-caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly-authorized.

Dated: April 1, 2005 TRANSCONTINENTAL REALTY INVESTORS, INC.

/s/ Scott T. Lewis

By:

Scott T. Lewis, Executive Vice

President, Executive Vice President,

Chief Financial Officer and

Acting Principal Executive Officer

EXHIBIT 99.1

EX-99.

NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Transcontinental Realty Investors Investor Relations
(800) 400-6407
investor.relations@primeasset.com

Transcontinental Realty Investors, Inc. Reports 2004 Results

DALLAS (April 1, 2005) -- Transcontinental Realty Investors, Inc. (NYSE: TCI), a Dallas-based real estate investment company, today reported net income of $23.5 million, or $2.90 per share for the year ended December 31, 2004, as compared to net income of $547,000, or $.07 per share for the same period in 2003.

TCI reported fourth quarter 2004 net income of $35.2 million or $4.40 per share, on rental and other income of $32.9 million, compared to fourth quarter 2003 net income of $6.5 million or $.82 per share, on rental and other income of $36.5 million.

Total income items for the fourth quarter and twelve months ended December 31, 2004, compared to the same periods in 2003, included:

• Rental income of $24.4 and $93.0 million in 2004, compared to $23.5 and $77.8 million in 2003. The increase in rental income in 2004 is primarily due to new rents from the addition of residential properties from completed construction projects in 2003 and 2004.

• Gain on land sales of $4.3 million and $7.1 million in 2004, compared to $.6 million and $1.6 million in 2003.

• Interest and other income of $4.0 million and $8.0 million in 2004, compared to $13.9 million and $15.9 million in 2003. 2003 included $9.2 million of income from debt settlement and a condemnation award.

• Equity in income of equity investees of $.2 million and equity in loss of equity investees of $1.5 million in 2004, compared to equity in loss of $1.5 million and $4.3 million in 2003.

Total other expenses for the fourth quarter and twelve months of 2004 increased to $23.7 million and $69.6 million in 2004, compared to $14.1 million and $52.5 million in 2003, due to increases in residential interest expense and depreciation and higher advisory and net income fees.

• Operating expenses of $14.8 and $59.2 million in 2004, compared to $16.2 and $55.8 million in 2003. The increase in 2004 is primarily due to the addition of residential property operations from completed construction projects in 2003 and 2004.

• Interest expense of $9.9 and $32.4 million in 2004, compared to $7.0 and $23.7 million in 2003. The increase in 2004 is due primarily due to new loans on completed residential properties in 2003 and 2004 and new loans on land purchased during 2004.

• Depreciation expense of $5.8 and $17.7 million in 2004, compared to $3.7 and $13.2 million in 2003. The increase in 2004 is primarily due to the completed residential properties in 2003 and 2004.

• Advisory and net income fees of $3.7 and $8.7 million in 2004, compared to $.1 and $4.9 million in 2003. In 2003, TCI received a $1.4 million reimbursement on advisory fees and did not incur a net income fee, resulting in 2004 being higher than 2003 by these items.

• General and administrative expenses of $3.7 and $9.3 million in 2004, compared to $2.8 and $9.1 million in 2003. The increase in 2004 was due to an increase in state income taxes and cost reimbursements to the Advisor, offset by lower legal cost and professional fees.

Net income from discontinued operations for the fourth quarter and twelve months of 2004 were $30.0 million and $34.9 million in 2004, compared to $.4 million and $17.9 million in 2003.

About Transcontinental Realty Investors, Inc.,

Transcontinental Realty Investors, Inc., a Dallas-based real estate investment company, invests in real estate through direct equity ownership and partnerships nationwide. For more information, go to the web site.

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TRANSCONTINENTAL REALTY INVETORS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in thousands, except per share)

	For the Three Months Ended December 31,						For the Twelve Months Ended December 31,
		2004	2003		2004				2003
			As Restated					As Restated
Income from rents		$ 24,351		$ 23,486		$ 92,959				$ 77,801
Property operations expense		14,847		16,202		59,177				55,762
Operating income		9,504		7,284		33,782				22,039
Gain on land sales		4,257		640		7,110				1,641
Income from operations		13,761		7,924		40,892				23,680
Interest and other income		4,033		13,881		8,004				15,875
Equity in income (loss) of equity investees		210		(1,525)		(1,497)				(4,291)
Total other income		4,243		12,356		6,507				11,584
Total other expenses		23,733		14,090		69,571				52,453
Income (loss) from continuing operations		(5,729)		6,190		(22,172)				(17,189)
Income tax benefit		10,976		--		10,976				--
Net income (loss) from continuing operations		5,247		6,190		(11,196)				(17,189)
Income from discontinued operations, net of taxes		29,962		412		34,902				17,862
Net income		35,209		6,602		23,706				673
Preferred dividend requirement		(52)		(60)		(210)				(126)
Net income applicable to common shares		$ 35,157		$ 6,542		$ 23,496				$ 547
Basic and Diluted Earnings Per Share:
Net income (loss) from continuing operations (before prior period adjustment)		$ .65		$ .69		$ (4.32)				$ (2.36)
Correction of accounting error in prior period		--		.07		--				.22
Discontinued Operations, net of taxes		3.75		.05		7.22				2.21
Net income applicable to Commons shares		$ 4.40		$ .81		$ 2.90				$ .07
Weighted average Common shares used to compute earnings per share		7,991,078		8,094,471		8,082,854				8,078,108