COUSINS PROPERTIES INC — Director's Dealing 2003

Aug 21, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COUSINS PROPERTIES INC (CUZ)
CIK: 0000025232
Period of Report: 2003-08-19

Reporting Person: MCCOLL HUGH L JR (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2003-08-19	Common Stock	A	239	$28.56	Acquired	5967	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options-(rights to buy) with tandem tax withholding rights	$		Common Stock (18000)	18000	Direct

Footnotes

F1: Stock granted in lieu of cash for directors fees under the Cousins Properties Incorporated 1999 Incentive Stock Plan.

F2: These shares were granted under the Cousins Properties Incorporated 1999 Incentive Stock Plan between May 1, 2001 and March 31, 2003 at exercisable prices between $25.85 and $26.50 per share and will expire between May 1, 2011 and March 31, 2013. All options become exercisable immediately on the grant date. The Plan under which these options were granted complies with Rule 16b-3 and provides for tax withholding.