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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

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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): February 9, 2005

WESTWOOD HOLDINGS GROUP, INC.
(Exact name of registrant as specified in charter)

Delaware                       001-31234                 75-2969997
(State or other jurisdiction          (Commission              (IRS Employer
of incorporation)                 File Number)           Identification No.)

200 Crescent Court, Suite 1200
Dallas, Texas 75201
(Address of principal executive offices)

(214) 756-6900
(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 (see General Instruction A.2. below):

[ ]  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))

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ITEM 2.02:    RESULTS OF OPERATIONS AND FINANCIAL CONDITION

In accordance with Securities and Exchange Commission Release No. 34-47583, the
following information, which is being furnished pursuant to the requirements of
Item 2.02, "Results of Operations and Financial Condition," is being reported
under Item 7.01, "Regulation FD Disclosure."

On February 9, 2005, Westwood Holdings Group, Inc. issued a press release
entitled "Westwood Holdings Group, Inc. Reports Q4 and Fiscal Year 2004 Results
and Declares Quarterly Dividend," a copy of which is furnished with this Current
Report on Form 8-K as Exhibit 99.1. The information in this Current Report on
Form 8-K shall not be deemed to be "filed" for the purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of that Section, nor shall it be deemed incorporated by reference in
any filing of the Company under the Securities Act of 1933, as amended.

ITEM 7.01:    REGULATION FD DISCLOSURE

Westwood announced today that its Board of Directors has approved the payment of
a quarterly cash dividend of $0.08 per common share, payable on April 1, 2005 to
stockholders of record on March 15, 2005.

ITEM 9.01:    FINANCIAL STATEMENTS AND EXHIBITS

(c)      Exhibits:  The following exhibit is furnished with this report:

Exhibit Number                          Description
--------------    --------------------------------------------------------------

99.1              Press Release dated February 9, 2005, entitled "Westwood
Holdings Group, Inc. Reports Q4 and Fiscal Year 2004 Results
and Declares Quarterly Dividend"

SIGNATURES

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: February 9, 2005

WESTWOOD HOLDINGS GROUP, INC.

By:  /s/  Brian O. Casey
-------------------------------------
Brian O. Casey,
President and Chief Operating Officer

EXHIBIT INDEX

Exhibit Number                          Description
--------------    --------------------------------------------------------------
99.1          Press Release dated February 9, 2005, entitled "Westwood
Holdings Group, Inc. Reports Q4 and Fiscal Year 2004 Results
and Declares Quarterly Dividend"

WESTWOOD HOLDINGS GROUP, INC. REPORTS Q4 AND FISCAL YEAR 2004 RESULTS AND
DECLARES QUARTERLY DIVIDEND

DALLAS, Feb. 9 /PRNewswire-FirstCall/ -- Westwood Holdings Group, Inc.
(NYSE: WHG) today reported 2004 fourth quarter revenues of $5.1 million, net
income of $896,000, and earnings per diluted share of $0.16.  This compares to
revenues of $4.7 million and net income of $1.1 million, or $0.21 per diluted
share in the fourth quarter of 2003.  For the fiscal year ended December 31,
2004, Westwood reported revenues of $20.0 million and net income of $3.7
million, or $0.68 per diluted share, compared to revenues of $20.1 million and
net income of $4.9 million, or $0.90 per diluted share for the 2003 fiscal
year.

Total expenses for the 2004 fourth quarter were $3.7 million compared to
$2.9 million for the 2003 fourth quarter, and were $14.0 million for the 2004
fiscal year compared to $12.2 million for the 2003 fiscal year, an increase of
approximately $1.8 million.  Employee compensation and benefits costs for the
year 2004 increased by approximately $1.3 million compared to 2003, primarily
as a result of higher restricted stock expense.  Professional services costs
increased by approximately $356,000 primarily due to increased costs
associated with Sarbanes-Oxley compliance.

Susan M. Byrne, Westwood's founder and Chief Executive Officer commented,
"While many of our peers in the asset management industry have seen
significant increases in cash compensation, we are gratified that our
employees have chosen to receive restricted stock in lieu of increased cash
compensation in an effort to participate in the future growth of the company."

Assets under management were $4.0 billion as of December 31, 2004, an
increase of 1.1% compared to December 31, 2003.  Quarterly average assets
under management for the year 2004 were $3.9 billion compared to $4.0 billion
for the year 2003.  The increase in period ending assets under management was
primarily due to the market appreciation of assets under management offset by
the withdrawal of assets by certain clients.

Westwood Trust continued its solid growth, reporting record revenue of
$5.9 million and net income of $524,000 in 2004, compared to revenue of
$4.8 million and net income of $380,000 for 2003.  Westwood Trust also
reported period ending assets under management of over $1.0 billion for the
first time in its history.

Westwood also announced today that its Board of Directors has approved the
payment of a quarterly cash dividend of $0.08 per common share, payable on
April 1, 2005 to stockholders of record on March 15, 2005.

Brian O. Casey, Westwood's President and Chief Operating Officer
commented, "We are pleased to have delivered improved performance in our
flagship LargeCap Value product and another year of strong performance in our
seasoned SMidCap Value product.  Until recently SMidCap Value has been
available exclusively to Westwood Trust clients.  We are now focusing on
bringing this product to our institutional client base in 2005.  We are off to
a good start with a new SMidCap client earned last month and additional
opportunities in the pipeline.  Our AllCap Value and Alternative REAL Income
products will complete a three-year record in 2005 and our new SmallCap Value
product completed an excellent first year.  We have spent considerable time
and money over the past several years developing all of these products and
look forward to adding additional clients in the years ahead."

About Westwood

Westwood Holdings Group, Inc. manages investment assets and provides
services for its clients through two subsidiaries, Westwood Management Corp.
and Westwood Trust.  Westwood Management Corp. is a registered investment
advisor and provides investment advisory services to corporate pension funds,
public retirement plans, endowments and foundations, mutual funds and clients
of Westwood Trust.  Westwood Trust provides, to institutions and high net
worth individuals, trust and custodial services and participation in common
trust funds that it sponsors.  Westwood Holdings Group, Inc. trades on the New
York Stock Exchange under the symbol "WHG."  For more information, please
visit the Company's website at http://www.westwoodgroup.com .

Note on Forward-looking Statements

Statements that are not purely historical facts, including statements
about anticipated or expected future revenue and earnings growth and
profitability, as well as other statements including words such as
"anticipate," "believe," "plan," "estimate," "expect," "intend," "should,"
"could," "goal," "target," "designed," "on track," "continue," "comfortable
with," "optimistic," "look forward to" and other similar expressions,
constitute forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended. These forward-looking statements are subject to known
and unknown risks, uncertainties and other factors, which may cause actual
results to be materially different from those contemplated by the forward-
looking statements.  Such factors include the risks and uncertainties
referenced in our documents filed with, or furnished to, the Securities and
Exchange Commission, including without limitation those identified under the
caption "Forward-Looking Statements and Risk Factors" in the Company's Annual
Report on Form 10-K filed with the Securities and Exchange Commission.  We
undertake no obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events or
otherwise.  Readers are cautioned not to place undue reliance on forward-
looking statements.

WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share amounts)
(unaudited)

Three months ended            Year ended
December 31,             December 31,
-----------------------   -----------------------
2004         2003         2004         2003
----------   ----------   ----------   ----------

REVENUES:
Advisory fees                          $    3,229   $    3,204   $   13,069   $   14,008
Trust fees                                  1,494        1,324        5,818        4,794
Other revenues                                340          178        1,093        1,276
Total revenues                          5,063        4,706       19,980       20,078

EXPENSES:
Employee compensation and
benefits                                   2,458        1,995        9,799        8,492
Sales and marketing                           112          112          473          563
Information technology                        188          182          692          779
Professional services                         401          216        1,248          892
General and administrative                    513          392        1,783        1,472
Total expenses                          3,672        2,897       13,995       12,198
Income before income taxes                      1,391        1,809        5,985        7,880
Provision for income tax expense                  495          693        2,299        2,996
Net income                                 $      896   $    1,116   $    3,686   $    4,884

Earnings per share:
Basic                                  $     0.17   $     0.21   $     0.68   $     0.91
Diluted                                $     0.16   $     0.21   $     0.68   $     0.90

WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS
As of December 31, 2004 and December 31, 2003
(in thousands, except par values and share amounts)
(unaudited)

2004        2003
----------   ----------
ASSETS
Current Assets:
Cash and cash equivalents                          $      720   $    3,643
Accounts receivable                                     1,832        1,931
Investments, at market value                           18,632       17,413
Other current assets                                      414          385
Total current assets                               21,598       23,372
Goodwill, net of accumulated amortization of $640           2,302        2,302
Deferred income taxes                                         517          364
Property and equipment, net of accumulated                  1,860          199
depreciation of $250 and $620
Total assets                                   $   26,277   $   26,237

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable and accrued liabilities           $      629   $      935
Dividends payable                                         460          167
Compensation and benefits payable                       2,703        2,776
Income taxes payable                                       --          472
Other current liabilities                                  17           19
Total current liabilities                           3,809        4,369
Deferred rent                                                 805           15
Total liabilities                                   4,614        4,384
Stockholders' Equity:
Common stock, $0.01 par value, authorized
10,000,000 shares, issued and outstanding
5,754,147 shares at December 31, 2004;
issued 5,550,472 and outstanding 5,550,119
shares at December 31, 2003                               58           56
Additional paid-in capital                             16,962       12,952
Treasury stock, at cost - 353 shares at
December 31, 2003                                         --           (6)
Unamortized stock compensation                         (4,821)      (2,609)
Retained earnings                                       9,464       11,460
Total stockholders' equity                         21,663       21,853
Total liabilities and stockholders' equity             $   26,277   $   26,237

Investor Relations
214-756-6900

SOURCE  Westwood Holdings Group, Inc.
-0-                             02/09/2005
/CONTACT:  media, Bill Hardcastle of Westwood Holdings Group, Inc.,
+1-214-756-6900/
/Web site:  http://www.westwoodgroup.com /