COUSINS PROPERTIES INC — Director's Dealing 2008

Sep 11, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COUSINS PROPERTIES INC (CUZ)
CIK: 0000025232
Period of Report: 2008-09-09

Reporting Person: PAYNE WILLIAM PORTER (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-09-09	Common Stock	A	1906	$23.598	Acquired	60426	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1875	Indirect

Footnotes

F2: Includes 809 shares of restricted stock awarded under the Cousins Properties Incorporated (CPI) 1999 Incentive Stock Plan. These shares will vest 25% per year on each anniversary date of the grant as previously disclosed, and CPI will hold these shares until such shares become vested. While the shares are being held prior to vesting, the reporting person will have the right to receive all cash dividends and to vote the restricted shares. All unvested shares will forfeit if the Director's service as a member of the CPI Board of Directors terminates, unless separation is due to death.

F3: Shares held by the reporting person's wife, as executrix of her father's estate, John F. Beard.

F1: Stock granted in lieu of cash for director's fees under the Cousins Properties Incorporated 1999 Stock Plan