X0202 4 2006-12-11 0000025232 COUSINS PROPERTIES INC CUZ 0001231790 DUPREE DANIEL M 2500 WINDY RIDGE PARKWAY SUITE 1600 ATLANTA GA 30339 0 1 0 0 Vice Chairman Common Stock 2006-12-11 4 M 0 703 0 A 86556 D Common Stock 2006-12-11 4 D 0 703 36 D 85853 D Common Stock 2006-12-11 4 F 0 3197 36 D 82656 D Common Stock 10664 I By Profit Sharing Plan Phantom Stock 2006-12-11 4 A 0 16480 0 A 2007-12-11 2010-12-11 Common Stock 16480 16480 D Phantom Stock 2006-12-11 4 M 0 703 0 D 2006-12-11 2009-12-09 Common Stock 703 2114 D Stock Options (Right to buy) 36 2006-12-11 4 A 0 76908 0 A 2007-12-11 2016-12-11 Common Stock 76908 76908 D These options were granted under the 1999 Incentive Stock Plan. These options will vest 25% per year on the anniversary of the grant date, with shares being 100% vested in year 4 of the grant term. The reporting person may, as an alternative to exercising the stock option right to purchase CPI stock, elect to exercise the related Stock Appreciation Right (SAR). The exercise of the SAR allows the reporting person to receive the number of whole shares of CPI stock equal to the difference between the fair market value of the stock on the date of exercise and the option price. Includes 18,663 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, 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. Shares held by the reporting person as beneficiary in the Company's Profit Sharing Plan. Award of restricted stock units under the 2005 RSU Plan. Each unit represents a right to receive a payment in cash equal to the fair market value of one share of CPI's common stock as of 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. While the shares are being held prior to vesting, the reporting person will have the right to receive all cash dividends but will not have shareholder rights. All unvested shares will forfeit upon termination of employment. Shares withheld from the vesting of restricted stock to pay the reporting person's tax liability as permitted under the 1999 Incentive Stock Plan. Restricted stock units were granted under the Cousins Properties Incorporated 2005 Restricted Stock Unit (the 2005 RSU Plan) and have vested as to 25% of the total units granted. As permitted under the 2005 RSU Plan, the reporting person settled the 703 vested units for cash from CPI. Each restricted stock unit is the economic equivalent of one share of CPI common stock. Daniel M. DuPree 2006-12-14