COUSINS PROPERTIES INC — Director's Dealing 2009

May 22, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COUSINS PROPERTIES INC (CUZ)
CIK: 0000025232
Period of Report: 2009-05-20

Reporting Person: KNOX BOONE A (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-05-20	Common Stock	J	116431	$8.56	Disposed	50809	Direct
2009-05-20	Common Stock	J	116431	$8.56	Acquired	116431	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	8000	Indirect
Common Stock	164710	Indirect

Footnotes

F1: Transfer of shares to BAK Limited, LLLP, a limited liability limited partnership of which the reporting person is a 1% general partner and the sole limited partner owning a 98.64% limited interest. The reporting person's wife also owns a 0.09% general partnership interest. The remaining general partnership interests are held by other family members of the reporting person.

F2: Includes 607 shares of restricted stock awarded on 3/31/2008 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 due to death.