SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* SECURITY CAPITAL GROUP INC/ (Last) (First) (Middle) 125 Lincoln Avenue (Street) Santa Fe NM 87501 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol REGENCY CENTERS CORP [ REG ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 12/15/2003
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.01 per share	12/15/2003		J(2)(3)		4,080,000	D	$30.0404(3)	8,106,667	I	By subsidiary(1)
Common Stock, par value $0.01 per share	12/15/2003		J(2)(4)		4,200,000	D	$30.0404(4)	3,906,667	I	By subsidiary(1)
Common Stock, par value $0.01 per share	12/16/2003		J(2)(5)		3,906,667	D	$30.2158(5)	0	I	By subsidiary(1)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Put equivalent position (obligation to sell)	(2)(3)	12/15/2003		J(2)(3)			4,080,000	06/24/2003	04/01/2004	Common Stock	4,080,000	(2)(3)	0	I	By subsidiary(1)
Put equivalent position (obligation to sell)	(2)(4)	12/15/2003		J(2)(4)			4,200,000	06/24/2003	06/01/2004	Common Stock	4,200,000	(2)(4)	0	I	By subsidiary(1)
Put equivalent position (obligation to sell)	(2)(5)	12/16/2003		J(2)(5)			3,906,667	06/24/2003	06/18/2004	Common Stock	3,906,667	(2)(5)	0	I	By subsidiary(1)

1. Name and Address of Reporting Person* SECURITY CAPITAL GROUP INC/ (Last) (First) (Middle) 125 Lincoln Avenue (Street) Santa Fe NM 87501 (City) (State) (Zip)

1. Name and Address of Reporting Person* GENERAL ELECTRIC CAPITAL CORP (Last) (First) (Middle) 260 Long Ridge Road (Street) Stamford CT 06927 (City) (State) (Zip)

1. Name and Address of Reporting Person* GENERAL ELECTRIC CAPITAL SERVICES INC/CT (Last) (First) (Middle) 260 Long Ridge Road (Street) Stamford CT 06927 (City) (State) (Zip)

1. Name and Address of Reporting Person* GENERAL ELECTRIC CO (Last) (First) (Middle) 3135 Easton Turnpike (Street) Fairfield CT 06927 (City) (State) (Zip)

1. Name and Address of Reporting Person* GE CAPITAL INTERNATIONAL HOLDINGS CORP (Last) (First) (Middle) 260 LONG RIDGE ROAD (Street) STAMFORD CT 06927 (City) (State) (Zip)

Explanation of Responses:

1. By Security Capital Shopping Mall Business Trust (SC Business Trust), an indirect subsidiary of Security Capital Group Incorporated (Security Capital). Security Capital is a subsidiary of GE Capital International Holdings Corporation, which is a subsidiary of General Electric Capital Corporation (GE Capital). General Electric Capital Services, Inc. (GECS), the parent corporation of GE Capital, and General Electric Company (GE), the parent corporation of GECS, each disclaim beneficial ownership of all shares owned by GE Capital, and this report shall not be deemed to be an admission that either GECS or GE is the beneficial owner of such shares for purposes of Section 16 or any other purpose.

2. As previously reported, on June 18, 2003, SC Business Trust entered into forward sale contracts with five unaffiliated third party buyers pursuant to ISDA Master Agreements of even date therewith entered into with each such party. The contracts related to the disposition by SC Business Trust of an aggregate of 20,000,000 shares of common stock, par value $0.01 per share (Common Stock) of Regency Centers Corporation in exchange for a cash payments at various agreed upon prices per share, plus interest and minus the amount of dividends paid on the shares with record dates between June 18, 2003 and the settlement date (plus interest on those dividends). The contracts provide for settlement on one or more dates on or before June 24, 2004, to be specified by SC Business Trust. These contracts became effective on June 24, 2003. In September 2003, SC Business Trust settled under two of these forward contracts, disposing of 7,813,333 shares of Common Stock.

3. On December 15, 2003, SC Business Trust settled under its previously reported forward contract with Citibank, N.A. (the Citibank Forward Contract). In accordance with the terms of the Citibank Forward Contract, Security Capital delivered 4,080,000 shares of Common Stock, representing all of the shares of Common Stock subject to the Citibank Forward Contract, to Citibank, N.A. in exchange for a cash payment of approximately $30.0404 per share (which is equal to $30.92 per share of Common Stock, plus interest and minus the amount of dividends paid on the Common Stock with record dates between June 18, 2003 and the settlement date (plus interest on those dividends)).

4. On December 15, 2003, SC Business Trust settled under its previously reported forward contract with UBS AG, London Branch (the UBS Forward Contract). In accordance with the terms of the UBS Forward Contract, Security Capital delivered 4,200,000 shares of Common Stock, representing all of the shares of Common Stock subject to the UBS Forward Contract, to UBS AG, London Branch in exchange for a cash payment of approximately $30.0404 per share (which is equal to $30.92 per share of Common Stock, plus interest and minus the amount of dividends paid on the Common Stock with record dates between June 18, 2003 and the settlement date (plus interest on those dividends)).

5. On December 16, 2003, SC Business Trust settled under its previously reported forward contract with JPMorgan Chase Bank, London Branch (the JPMorgan Forward Contract). In accordance with the terms of the JPMorgan Forward Contract, Security Capital delivered 3,906,667 shares of Common Stock, representing all of the shares of Common Stock subject to the JPMorgan Forward Contract, to JPMorgan Chase Bank in exchange for a cash payment of approximately $30.2158 per share (which is equal to $31.1355 per share of Common Stock, plus interest and minus the amount of dividends paid on the Common Stock with record dates between June 18, 2003 and the settlement date (plus interest on those dividends)). Upon settling the JPMorgan Forward Contract, the Citibank Forward Contract and the UBS Forward Contract, Security Capital owned no shares of Common Stock.

Remarks:

	Kevin Korsh, Authorized Officer on behalf of Reporting Persons	12/16/2003
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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