X0202 4 2006-11-20 0000025232 COUSINS PROPERTIES INC CUZ 0001290762 Smith Bruce E 2500 WINDY RIDGE PARKWAY SUITE 1600 ATLANTA GA 30339 0 1 0 0 SVP - President Land Division Common Stock 2006-11-20 4 M 0 24617 15.36 A 49156 D Common Stock 2006-11-20 4 M 0 28883 15.42 A 78039 D Common Stock 2006-11-20 4 S 0 53500 37.8704 D 24539 D Common Stock 2006-11-21 4 M 0 658 15.42 A 25197 D Common Stock 2006-11-21 4 M 0 34465 17.36 A 59662 D Common Stock 2006-11-21 4 S 0 35123 35.6009 D 24539 D Common Stock 8670 I By Profit Sharing Plan Stock Options (Right to buy) 15.36 2006-11-20 4 M 0 24617 0 D 1998-11-25 2007-11-25 Common Stock 24617 0 D Stock Options (Right to buy) 15.42 2006-11-20 4 M 0 28883 0 D 1999-11-17 2008-11-17 Common Stock 28883 658 D Stock Options (Right to buy) 15.42 2006-11-21 4 M 0 658 0 D 1999-11-17 2008-11-17 Common Stock 658 0 D Stock Options (Right to buy) 17.36 2006-11-21 4 M 0 34465 0 D 2000-12-14 2009-12-14 Common Stock 34465 0 D These options were granted under the Cousins Properties Incorporated 1999 Incentive Stock Plan. These options will vest 20% per year on the anniversary of the grant date, with shares being 100% vested in year 5 of the grant term. The Plan under which these options were granted complies with Rule 16b-3 and provides for tax withholding. Includes 12,485 shares of restricted stock awarded under the CPI 1999 Incentive Stock Plan. These shares will vest 25% per year on each anniversary date of the grant, 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 upon termination of employment. These options were granted under the Cousins Properties Incorporated 1995 Incentive Stock Plan. These options will vest 20% per year on the anniversary of the grant date, with shares being 100% vested in year 5 of the grant term. The Plan under which these options were granted complies with Rule 16b-3 and provides for tax withholding. Shares held by the reporting person as beneficiary in the Company's Profit Sharing Plan. On September 16, 2003 and November 19, 2004 the number of options beneficially owned and the corresponding exercise prices were adjusted due to the payment of a special dividend. The number of options outstanding increased by approximately 7.4% and the exercise price decreased by approximately 6.9% for the September 16, 2003 special dividend. The number of options outstanding increased by approximately 22.24% and the exercise price decreased by approximately 18.19% for the November 19, 2004 special dividend. Bruce E. Smith 2006-11-21