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* STEIN MARTIN E JR (Last) (First) (Middle) 121 W FORSYTH ST STE 200 (Street) JACKSONVILLE FL 32202 (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) X Director 10% Owner X Officer (give title below) Other (specify below) Chairman and CEO
	3. Date of Earliest Transaction (Month/Day/Year) 12/09/2004
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person 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	12/09/2004		M		18,907	A	$42.11	471,428	D
Common Stock	12/09/2004		M		78,900	A	$40.3	550,328	D
Common Stock	12/09/2004		F		83,503	D	$52.8	466,825	D
Common Stock								160,263	I	Note 1(1)
Common Stock								415,382	I	Note 2(2)
Common Stock								4,000	I	Note 3(3)

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
Employee Stock Option (right to buy)	$42.11	12/09/2004		M			10,484	02/04/2004	12/14/2009	Common Stock	10,484	$0	0	D
Employee Stock Option (right to buy)	$42.11	12/09/2004		M			8,423	02/04/2004	01/01/2011	Common Stock	8,423	$0	0	D
Employee Stock Option (right to buy)	$40.3	12/09/2004		M			5,620	06/01/2004	01/01/2011	Common Stock	5,620	$0	0	D
Employee Stock Option (right to buy)	$40.3	12/09/2004		M			6,100	06/01/2004	12/14/2011	Common Stock	6,100	$0	0	D
Employee Stock Option (right to buy)	$40.3	12/09/2004		M			1,131	06/01/2004	12/15/2008	Common Stock	1,131	$0	0	D
Employee Stock Option (right to buy)	$40.3	12/09/2004		M			10,598	06/01/2004	12/14/2009	Common Stock	10,598	$0	0	D
Employee Stock Option (right to buy)	$40.3	12/09/2004		M			21,096	06/01/2004	07/29/2009	Common Stock	21,096	$0	0	D
Employee Stock Option (right to buy)	$40.3	12/09/2004		M			28,276	06/01/2004	01/01/2011	Common Stock	28,276	$0	0	D
Employee Stock Option (right to buy)	$40.3	12/09/2004		M			6,079	06/01/2004	12/14/2011	Common Stock	6,079	$0	0	D
Employee Stock Option (right to buy)	$52.8	12/09/2004		A		18,139		12/09/2004	12/14/2009	Common Stock	18,139	$0	18,139	D
Employee Stock Option (right to buy)	$52.8	12/09/2004		A		36,135		12/09/2004	01/01/2011	Common Stock	36,135	$0	36,135	D
Employee Stock Option (right to buy)	$52.8	12/09/2004		A		10,346		12/09/2004	12/14/2011	Common Stock	10,346	$0	10,346	D
Employee Stock Option (right to buy)	$52.8	12/09/2004		A		961		12/09/2004	12/15/2008	Common Stock	961	$0	961	D
Employee Stock Option (right to buy)	$52.8	12/09/2004		A		17,922		12/09/2004	07/29/2009	Common Stock	17,922	$0	17,922	D

Explanation of Responses:

1. By a limited partnership, the general partner of which is controlled by Mr. Stein's family.

2. By two general partnerships in which Mr. Stein is a general partner.

3. By a trust for Mr. Stein's benefit.

	/s/ Linda Y. Kelso, Attorney-in-Fact for Martin E. Stein, Jr.	12/13/2004
	** 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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