COUSINS PROPERTIES INC — Director's Dealing 2009

Jun 3, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COUSINS PROPERTIES INC (CUZ)
CIK: 0000025232
Period of Report: 2009-06-01

Reporting Person: KNOX BOONE A (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-06-01	Phantom Stock	$	A	2379	Acquired	2013-06-01	Common Stock (2379)	Direct
2009-06-01	Stock Options (Right to Buy)	$9.70	A	6000	Acquired	2019-06-01	Common Stock (6000)	Direct

Footnotes

F1: Award of restricted stock units under Cousins Properties Incorporated (CPI) 2005 Restricted Stock Unit Plan. Each unit represents a right to receive a payment in cash equal to the average of the closing price of CPI's common stock on each trading day during the 30 day period ending on the date payment is due under the plan. These units will vest 25% per year on each anniversary date of the grant, with units being 100% vested in year 4 of the grant term. Unforfeited shares held prior to vesting will earn dividends paid annually but will not have shareholder rights. All unvested shares will forfeit upon separation from service as a member of the Board.