10-Q/A

United States
Securities and Exchange Commission

Washington, D.C. 20549

Form 10-Q/A

(Amendment No. 1)

(Mark One)

þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2011

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                      to                     

Commission File Number: 001-11312

COUSINS PROPERTIES INCORPORATED

(Exact name of registrant as specified in its charter)

GEORGIA (State or other jurisdiction of incorporation or organization)	58-0869052 (I.R.S. Employer Identification No.)
191 Peachtree Street, Suite 500, Atlanta, Georgia	30303-1740
(Address of principal executive offices)	(zip code)

Issuer’s telephone number, including area code: (404) 407-1000

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes þ No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” “non accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act (Check one):

Large accelerated filer o Accelerated filer þ Non-accelerated filer o Smaller reporting company o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No þ

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Class	Outstanding at August 1, 2011
Common Stock, $1 par value per share	103,717,435 shares

Explanatory Note

This Amendment No. 1 to the Cousins Properties Incorporated Quarterly Report on Form 10-Q for the quarter ended June 30, 2011, filed with the Securities and Exchange Commission on August 3, 2011 (the “Form 10-Q”), is solely to furnish Exhibit 101 to the Form 10-Q. Exhibit 101 provides the financial statement and related notes formatted in XBRL (Extensible Business Reporting Language).

No other changes have been made to the Form 10-Q. This Amendment No. 1 to the Form 10-Q speaks as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-Q.

2

Item 6. Exhibits.

3.1 Restated and Amended Articles of Incorporation of the Registrant, as amended August 9, 1999, filed as Exhibit 3.1 to the Registrant’s Form 10-Q for the quarter ended June 30, 2002, and incorporated herein by reference.

3.1.1 Articles of Amendment to Restated and Amended Articles of Incorporation of the Registrant, as amended July 22, 2003, filed as Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on July 23, 2003, and incorporated herein by reference.

3.1.2 Articles of Amendment to Restated and Amended Articles of Incorporation of the Registrant, as amended December 15, 2004, filed as Exhibit 3(a)(i) to the Registrant’s Form 10-K for the year ended December 31, 2004, and incorporated herein by reference.

3.1.3 Articles of Amendment to Restated and Amended Articles of Incorporation of the Registrant, as amended May 4, 2010, filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed May 6, 2010, and incorporated herein by reference.

3.2 Bylaws of the Registrant, as amended and restated June 6, 2009, filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on June 8, 2009, and incorporated herein by reference.

11* Computation of Per Share Earnings.

31.1* Certification of the Chief Executive Officer Pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2* Certification of the Chief Financial Officer Pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1* Certification of the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2* Certification of the Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101** The following financial information for the Registrant, formatted in XBRL (Extensible Business Reporting Language): (i) the Condensed Consolidated Balance Sheets, (ii) the Condensed Consolidated Statements of Operations, (iii) the Condensed Consolidated Statements of Equity, (iv) the Condensed Consolidated Statements of Cash Flows, and (v) the Notes to Condensed Consolidated Statements, tagged as blocks of text.

*Previously filed.

** Furnished herewith.

3

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

COUSINS PROPERTIES INCORPORATED

/s/ Gregg D. Adzema                                               

Gregg D. Adzema

Executive Vice President and Chief Financial Officer
(Duly Authorized Officer and Principal Financial Officer)

August 15, 2011

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Condensed Consolidated Balance Sheets (Parenthetical) (USD $) In Thousands, except Share data, unless otherwise specified	6 Months Ended	12 Months Ended
	Jun. 30, 2011	Dec. 31, 2010
PROPERTIES:
Accumulated depreciation on operating properties	$ 298,085	$ 274,925
Allowance for doubtful accounts for notes and other receivables	$ 5,646	$ 6,287
Preferred stock, 20,000,000 shares authorized, $1 par value:
Preferred stock, par value	$ 1	$ 1
Preferred stock, shares authorized	20,000,000	20,000,000
Common stock, par value	$ 1	$ 1
Common stock, shares authorized	250,000,000	250,000,000
Common stock, shares issued	107,283,901	106,961,959
Treasury stock, shares	3,570,082	3,570,082
Series A Preferred Stock [Member]
Preferred stock, 20,000,000 shares authorized, $1 par value:
Preferred stock, dividend rate	7.75%	7.75%
Preferred stock, shares issued	2,993,090	2,993,090
Preferred stock, shares outstanding	2,993,090	2,993,090
Preferred stock, liquidation preference	$ 25	$ 25
Series B Preferred Stock [Member]
Preferred stock, 20,000,000 shares authorized, $1 par value:
Preferred stock, dividend rate	7.50%	7.50%
Preferred stock, shares issued	3,791,000	3,791,000
Preferred stock, shares outstanding	3,791,000	3,791,000
Preferred stock, liquidation preference	$ 25	$ 25

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Condensed Consolidated Statements of Operations (Unaudited) (USD $) In Thousands, except Share data	3 Months Ended		6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
REVENUES:
Rental property revenues	$ 36,736	$ 35,969	$ 72,884	$ 70,742
Fee income	3,435	3,728	6,820	7,272
Third party management and leasing revenues	4,605	4,485	8,693	9,279
Multi-family residential unit sales	7	7,943	4,664	18,089
Residential lot and outparcel sales	80	316	245	14,135
Other	556	171	1,069	295
Total revenues	45,419	52,612	94,375	119,812
COSTS AND EXPENSES:
Rental property operating expenses	15,472	15,246	29,720	29,777
Third party management and leasing expenses	4,080	4,214	8,173	9,172
Multi-family residential unit cost of sales	(13)	6,108	2,487	14,078
Residential lot and outparcel cost of sales	76	275	145	9,371
General and administrative expenses	6,133	6,763	13,533	14,780
Interest expense	7,358	10,286	14,902	20,067
Reimbursed expenses	1,371	1,398	2,883	3,257
Depreciation and amortization	13,375	14,231	26,850	27,407
Impairment loss		586	3,508	586
Separation expenses	77	33	178	101
Other	672	3,002	1,534	3,864
Total costs and expenses	48,601	62,142	103,913	132,460
LOSS ON EXTINGUISHMENT OF DEBT				(592)
LOSS FROM CONTINUING OPERATIONS BEFORE TAXES, UNCONSOLIDATED JOINT VENTURES AND SALE OF INVESTMENT PROPERTIES	(3,182)	(9,530)	(9,538)	(13,240)
(PROVISION) BENEFIT FOR INCOME TAXES FROM OPERATIONS	(27)	(14)	37	1,132
INCOME FROM UNCONSOLIDATED JOINT VENTURES	2,312	2,394	4,808	5,314
LOSS FROM CONTINUING OPERATIONS BEFORE GAIN ON SALE OF INVESTMENT PROPERTIES	(897)	(7,150)	(4,693)	(6,794)
GAIN ON SALE OF INVESTMENT PROPERTIES	59	1,061	118	1,817
LOSS FROM CONTINUING OPERATIONS	(838)	(6,089)	(4,575)	(4,977)
INCOME (LOSS) FROM DISCONTINUED OPERATIONS:
Income from discontinued operations	40	1,305	112	2,373
Loss on sale of investment properties			(384)
Total income (loss) from discontinued operations	40	1,305	(272)	2,373
NET LOSS	(798)	(4,784)	(4,847)	(2,604)
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS	(681)	(584)	(1,262)	(1,110)
NET LOSS ATTRIBUTABLE TO CONTROLLING INTEREST	(1,479)	(5,368)	(6,109)	(3,714)
DIVIDENDS TO PREFERRED STOCKHOLDERS	(3,227)	(3,227)	(6,454)	(6,454)
NET LOSS AVAILABLE TO COMMON STOCKHOLDERS	$ (4,706)	$ (8,595)	$ (12,563)	$ (10,168)
PER COMMON SHARE INFORMATION - BASIC AND DILUTED:
Loss from continuing operations attributable to controlling interest	$ (0.05)	$ (0.10)	$ (0.12)	$ (0.12)
Income from discontinued operations		$ 0.01		$ 0.02
Net loss available to common stockholders - basic and diluted	$ (0.05)	$ (0.09)	$ (0.12)	$ (0.10)
WEIGHTED AVERAGE SHARES - BASIC AND DILUTED	103,659	101,001	103,588	100,538
DIVIDENDS DECLARED PER COMMON SHARE	$ 0.045	$ 0.09	$ 0.09	$ 0.18

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Document and Entity Information (USD $)	6 Months Ended
	Jun. 30, 2011	Aug. 01, 2011	Jun. 30, 2010
Document and Entity Information [Abstract]
Entity Registrant Name	COUSINS PROPERTIES INC
Entity Central Index Key	0000025232
Document Type	10-Q
Document Period End Date	Jun. 30, 2011
Amendment Flag	false
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	Q2
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Public Float			$ 593,746,523
Entity Common Stock, Shares Outstanding		103,717,435

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Other Assets

6 Months Ended

Jun. 30, 2011

Other Assets [Abstract]

OTHER ASSETS

6. OTHER ASSETS

Other Assets on the Balance Sheets as of June 30, 2011 and December 31, 2010 included the following (in thousands):

	June 30, 2011		December 31, 2010
Investment in Verde Realty	$	5,868	$	9,376
FF&E and leasehold improvements, net of accumulated depreciation of $17,084 and $16,117 in 2011 and 2010, respectively		5,056		4,673
Predevelopment costs and earnest money		1,759		7,039
Lease inducements, net of accumulated amortization of $3,540 and $2,991 in 2011 and 2010, respectively		11,531		11,899
Loan closing costs, net of accumulated amortization of $4,188 and $3,109 in 2011 and 2010, respectively		1,625		2,703
Prepaid expenses and other assets		3,448		2,296
Intangible Assets:
Goodwill		5,430		5,430
Above market leases, net of accumulated amortization of $8,760 and $8,741 in 2011 and 2010, respectively		508		526
In-place leases, net of accumulated amortization of $2,529 and $2,492 in 2011 and 2010, respectively		285		322
	$	35,510	$	44,264

Goodwill relates entirely to the Office reportable segment. Investment in Verde Realty (“Verde”) relates to a cost method investment in a non-public real estate investment trust. During the first quarter of 2011, the Company determined that there were impairment indicators related to its investment in Verde, including Verde’s withdrawal of its proposed initial public offering. The Company estimated the fair value of Verde by calculating discounted future cash flows using Level 3 inputs, such as market capitalization rates, discount rates and other items. The fair value estimate was less than carrying value, and the Company determined the impairment was other-than-temporary in accordance with accounting standards for investments in unconsolidated entities. Accordingly, the Company recorded an impairment loss of $3.5 million.

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Notes Payable, Interest Expense and Commitments And Contingencies

6 Months Ended

Jun. 30, 2011

Notes Payable, Interest Expense And Commitments And Contingencies [Abstract]

NOTES PAYABLE, INTEREST EXPENSE AND COMMITMENTS AND CONTINGENCIES

2. NOTES PAYABLE, INTEREST EXPENSE AND COMMITMENTS AND CONTINGENCIES

The following table summarizes the terms and amounts of the Company’s notes payable outstanding at June 30, 2011 and December 31, 2010 (in thousands):

		Term/
		Amortization						December 31,
Description	Interest Rate	Period (Years)		Maturity		June 30, 2011		2010
Terminus 100 mortgage note	5.25%		12/30		1/1/23	$	139,190	$	140,000
The American Cancer Society Center mortgage note (interest only until October 1, 2011)	6.45%		10/30		9/1/17		136,000		136,000
Credit Facility, unsecured (see note)	LIBOR + 1.75% to 2.25%		5/N/A		8/29/12		125,400		105,400
Meridian Mark Plaza mortgage note	6.00%		10/30		8/1/20		26,725		26,892
100/200 North Point Center East mortgage note	5.39%		5/30		6/1/12		24,656		24,830
Lakeshore Park Plaza mortgage note (see note)	5.89%		4/25		8/1/12		17,356		17,544
The Points at Waterview mortgage note	5.66%		10/25		1/1/16		16,367		16,592
600 University Park Place mortgage note	7.38%		10/30		8/10/11		12,163		12,292
Callaway Gardens	4.13%		N/A		11/18/13		177		173
333/555 North Point Center East mortgage note (see note)	7.00%		10/25		11/1/11		—		26,412
Handy Road Associates, LLC (see note)	Prime + 1%, but not < 6%		5/N/A		3/30/2011		—		3,374
						$	498,034	$	509,509

The Company’s Credit Facility bears interest at the London Interbank Offered Rate (“LIBOR”) plus a spread, based on the Company’s leverage ratio, as defined in the Credit Facility. At June 30, 2011, the spread over LIBOR under the Credit Facility was 2.0%. The amount that the Company may draw under the Credit Facility is a defined calculation based on the Company’s unencumbered assets and other factors. Total borrowing capacity under the Credit Facility was $345.4 million at June 30, 2011. In June 2011, the Company notified the bank of its intention to exercise a one-year extension option under the Credit Facility, which will change the maturity date to August 29, 2012.

On June 1, 2011, the Company prepaid, without penalty, the 333/555 North Point Center East mortgage note. On July 1, 2011, the Company prepaid, without penalty, the Lakeshore Park Plaza mortgage note.

The Company was released of its obligation under the Handy Road Associates, LLC (“Handy Road”) mortgage note through foreclosure in May 2011.

Fair Value

At June 30, 2011 and December 31, 2010, the estimated fair values of the Company’s notes payable were approximately $509.5 million and $521.8 million, respectively, calculated by discounting future cash flows at estimated rates at which similar loans could have been obtained at June 30, 2011 and December 31, 2010. This fair value calculation is considered to be a Level 2 calculation under the guidelines as set forth in ASC 820, “Fair Value Measurements and Disclosures,” as the Company utilizes market rates for similar type loans from third party brokers.

Interest Rate Swap Agreements

In 2010, the Company had an interest rate swap agreement to manage its interest rate risk associated with its floating-rate, LIBOR-based borrowings. This swap expired in October 2010. Also during 2010, the Company had an interest rate swap agreement to manage interest rate risk under its former Term Facility, which swap was terminated in July 2010. The changes in fair value of the interest rate swap agreements were recorded in Accumulated Other Comprehensive Loss on the Balance Sheets.

Other Debt Information

The real estate and other assets of The American Cancer Society Center (the “ACS Center”) are restricted under the ACS Center loan agreement in that they are not available to settle debts of the Company. However, provided that the ACS Center loan has not incurred any uncured event of default, as defined in the loan agreement, the cash flows from the ACS Center, after payments of debt service, operating expenses and reserves, are available for distribution to the Company.

At June 30, 2011, the Company had outstanding letters of credit and performance bonds of $6.1 million. As a lessor, the Company has $15.2 million in future obligations under leases to fund tenant improvements and other funding commitments as of June 30, 2011. As a lessee, the Company has future obligations under ground and office leases of approximately $16.4 million at June 30, 2011.

Litigation

The Company is subject to various legal proceedings, claims and administrative proceedings arising in the ordinary course of business, some of which are expected to be covered by liability insurance. Management makes assumptions and estimates concerning the likelihood and amount of any potential loss relating to these matters using the latest information available. The Company records a liability for litigation if an unfavorable outcome is probable and the amount of loss or range of loss can be reasonably estimated. If an unfavorable outcome is probable and a reasonable estimate of the loss is a range, the Company accrues the best estimate within the range. If no amount within the range is a better estimate than any other amount, the Company accrues the minimum amount within the range. If an unfavorable outcome is probable but the amount of the loss cannot be reasonably estimated, the Company discloses the nature of the litigation and indicates that an estimate of the loss or range of loss cannot be made. If an unfavorable outcome is reasonably possible and the estimated loss is material, the Company discloses the nature and estimate of the possible loss of the litigation. The Company does not disclose information with respect to litigation where an unfavorable outcome is considered to be remote. Based on current expectations, such matters, both individually and in the aggregate, are not expected to have a material adverse effect on the liquidity, results of operations, business or financial condition of the Company.

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Reportable Segments

6 Months Ended

Jun. 30, 2011

Reportable Segments [Abstract]

REPORTABLE SEGMENTS

8. REPORTABLE SEGMENTS

The Company has six reportable segments: Office, Retail, Land, Third-Party Management and Leasing, For-Sale Multi-Family and Other. These reportable segments represent an aggregation of operating segments reported to the Chief Operating Decision Maker based on similar economic characteristics that include the type of product and nature of service. Each segment includes both consolidated operations and joint ventures. The Office and Retail segments show the results by each product type. Net operating income is calculated as rental property revenues less rental property operating expenses. The Land segment includes results of operations for various tracts of land that are held for investment or future development, and single-family residential communities that are parceled into lots and sold to various homebuilders or sold as undeveloped tracts of land. The Third Party Management and Leasing segment includes fee income and related expenses for the third party owned properties managed or leased by the Company’s CPS subsidiary. The For-Sale Multi-Family segment includes results of operations for the development and sale of multi-family real estate projects.

The Other segment includes:

• fee income for third party properties, other than those managed by CPS, and joint venture properties for which the Company performs management, development and leasing services (fee income related to residential joint ventures is included in the Land segment);

• compensation for corporate employees, other than those in the CPS Third Party Management and Leasing segment;

• general corporate overhead costs, interest expense for consolidated entities (as financing decisions are made at the corporate level, with the exception of joint venture interest expense, which is included in joint venture results in the respective segment);

• income attributable to noncontrolling interests;

• income taxes;

• depreciation;

• preferred dividends; and

• operations of the Industrial properties, which are not material for separate presentation.

Company management evaluates the performance of its reportable segments in part based on funds from operations available to common stockholders (“FFO”). FFO is a supplemental operating performance measure used in the real estate industry. The Company calculated FFO using the National Association of Real Estate Investment Trusts’ (“NAREIT”) definition of FFO, which is net income (loss) available to common stockholders (computed in accordance with GAAP), excluding extraordinary items, cumulative effect of change in accounting principle and gains or losses from sales of depreciable property, plus depreciation and amortization of real estate assets, and after adjustments for unconsolidated partnerships and joint ventures to reflect FFO on the same basis.

FFO is used by industry analysts, investors and the Company as a supplemental measure of an equity REIT’s operating performance. Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen or fallen with market conditions, many industry investors and analysts have considered presentation of operating results for real estate companies that use historical cost accounting to be insufficient by themselves. Thus, NAREIT created FFO as a supplemental measure of a REIT’s operating performance that excludes historical cost depreciation, among other items, from GAAP net income. Management believes the use of FFO, combined with the required primary GAAP presentations, has been fundamentally beneficial, improving the understanding of operating results of REITs among the investing public and making comparisons of REIT operating results more meaningful. Company management evaluates operating performance in part based on FFO. Additionally, the Company uses FFO, along with other measures, to assess performance in connection with evaluating and granting incentive compensation to its officers and other key employees.

Segment net income, investment in joint ventures and capital expenditures are not presented in the following tables. Management does not utilize these measures when analyzing its segments or when making resource allocation decisions, and therefore this information is not provided. FFO is reconciled to net income (loss) on a total Company basis (in thousands).

							Third Party
							Management			For-Sale
Three Months Ended June 30, 2011	Office		Retail		Land		and Leasing			Multi-Family		Other			Total
Net operating income, including discontinued operations	$	15,458	$	4,847	$	—	$	—		$	—	$	911		$	21,216
Fee income, net of reimbursed expenses		—		—		56		2,396			—		2,008			4,460
Residential lot, outparcel and multi-family unit sales, net of cost of sales		—		—		4		—			20		—			24
Other income		447		10		—		—			—		187			644
Third party management and leasing expenses		—		—		—		(1,871	)		—		—			(1,871	)
General and administrative expenses		—		—		—		—			—		(6,133	)		(6,133	)
Interest expense		—		—		—		—			—		(7,358	)		(7,358	)
Depreciation and amortization of non-real estate assets		—		—		—		—			—		(372	)		(372	)
Separation expenses		—		—		—		—			—		(77	)		(77	)
Other expenses		—		—		—		—			—		(672	)		(672	)
Funds from operations from unconsolidated joint ventures		2,685		2,125		127		—			33		—			4,970
Income attributable to noncontrolling interests		—		—		—		—			—		(681	)		(681	)
Benefit for income taxes from operations		—		—		—		—			—		(27	)		(27	)
Preferred stock dividends		—		—		—		—			—		(3,227	)		(3,227	)
Funds from operations available to common stockholders	$	18,590	$	6,982	$	187	$	525		$	53	$	(15,441	)		10,896
Real estate depreciation and amortization, including Company’s share of joint ventures																(15,661	)
Gain on sale of depreciated investment properties																59
Net loss available to common stockholders															$	(4,706	)

								Third Party
								Management			For-Sale
Three Months Ended June 30, 2010	Office		Retail			Land		and Leasing			Multi-Family			Other			Total
Net operating income, including discontinued operations	$	14,992	$	6,735		$	—	$	—		$	—		$	615		$	22,342
Fee income, net of reimbursed expenses		—		—			126		2,097			—			2,204			4,427
Residential lot, multi-family unit, tract and outparcel sales, net of cost of sales, including gain on sale of undepreciated investment properties		—		(8	)		175		—			1,835			876			2,878
Other income		—		33			—		—			—			157			190
Third party management and leasing expenses		—		—			—		(1,826	)		—			—			(1,826	)
General and administrative expenses		—		—			—		—			—			(6,763	)		(6,763	)
Interest expense		—		—			—		—			—			(10,286	)		(10,286	)
Impairment loss		—		—			—		—			(586	)		—			(586	)
Depreciation and amortization of non-real estate assets		—		—			—		—			—			(463	)		(463	)
Separation expenses		—		—			—		—			—			(33	)		(33	)
Other expenses		—		—			—		—			—			(3,002	)		(3,002	)
Funds from operations from unconsolidated joint ventures		2,426		1,644			727		—			45			—			4,842
Income attributable to noncontrolling interests		—		—			—		—			—			(584	)		(584	)
Provision for income taxes from operations		—		—			—		—			—			(14	)		(14	)
Preferred stock dividends		—		—			—		—			—			(3,227	)		(3,227	)
Funds from operations available to common stockholders	$	17,418	$	8,404		$	1,028	$	271		$	1,294		$	(20,520	)		7,895
Real estate depreciation and amortization, including Company’s share of joint ventures																		(16,549	)
Gain on sale of depreciated investment properties																		59
Net loss available to common stockholders																	$	(8,595	)

							Third Party
							Management			For-Sale
Six Months Ended June 30, 2011	Office		Retail		Land		and Leasing			Multi-Family		Other			Total
Net operating income, including discontinued operations	$	30,709	$	10,582	$	—	$	—		$	—	$	1,961		$	43,252
Fee income, net of reimbursed expenses		—		—		91		4,236			—		3,846			8,173
Residential lot, outparcel and multi-family unit sales, net of cost of sales		—		50		50		—			2,177		—			2,277
Other income		818		34		—		—			—		305			1,157
Third party management and leasing expenses		—		—		—		(3,716	)		—		—			(3,716	)
General and administrative expenses		—		—		—		—			—		(13,533	)		(13,533	)
Interest expense		—		—		—		—			—		(14,902	)		(14,902	)
Impairment loss		—		—		—		—			—		(3,508	)		(3,508	)
Depreciation and amortization of non-real estate assets		—		—		—		—			—		(935	)		(935	)
Separation expenses		—		—		—		—			—		(178	)		(178	)
Other expenses		—		—		—		—			—		(1,534	)		(1,534	)
Funds from operations from unconsolidated joint ventures		5,449		4,366		279		—			50		—			10,144
Income attributable to noncontrolling interests		—		—		—		—			—		(1,262	)		(1,262	)
Benefit for income taxes from operations		—		—		—		—			—		37			37
Preferred stock dividends		—		—		—		—			—		(6,454	)		(6,454	)
Funds from operations available to common stockholders	$	36,976	$	15,032	$	420	$	520		$	2,227	$	(36,157	)		19,018
Real estate depreciation and amortization, including Company’s share of joint ventures																(31,315	)
Loss on sale of depreciated investment properties, net																(266	)
Net loss available to common stockholders															$	(12,563	)

							Third Party
							Management			For-Sale
Six Months Ended June 30, 2010	Office		Retail		Land		and Leasing			Multi-Family			Other			Total
Net operating income, including discontinued operations	$	29,710	$	13,513	$	—	$	—		$	—		$	1,148		$	44,371
Fee income, net of reimbursed expenses		—		—		294		4,332			—			3,721			8,347
Residential lot, multi-family unit, tract and outparcel sales, net of cost of sales, including gain on sale of undepreciated investment properties		—		4,585		674		—			4,011			1,204			10,474
Other income		—		41		—		—			—			273			314
Loss on extinguishment of debt		—		—		—		—			—			(592	)		(592	)
Third party management and leasing expenses		—		—		—		(4,225	)		—			—			(4,225	)
General and administrative expenses		—		—		—		—			—			(14,780	)		(14,780	)
Interest expense		—		—		—		—			—			(20,067	)		(20,067	)
Impairment loss		—		—		—		—			(586	)		—			(586	)
Depreciation and amortization of non-real estate assets		—		—		—		—			—			(1,034	)		(1,034	)
Separation expenses		—		—		—		—			—			(101	)		(101	)
Other expenses		—		—		—		—			—			(3,864	)		(3,864	)
Funds from operations from unconsolidated joint ventures		4,842		3,447		1,599		—			162			—			10,050
Income attributable to noncontrolling interests		—		—		—		—			—			(1,110	)		(1,110	)
Benefit for income taxes from operations		—		—		—		—			—			1,132			1,132
Preferred stock dividends		—		—		—		—			—			(6,454	)		(6,454	)
Funds from operations available to common stockholders	$	34,552	$	21,586	$	2,567	$	107		$	3,587		$	(40,524	)		21,875
Real estate depreciation and amortization, including Company’s share of joint ventures																	(32,161	)
Gain on sale of depreciated investment properties																	118
Net loss available to common stockholders																$	(10,168	)

When reviewing the results of operations for the Company, management analyzes the following revenue and income items net of their related costs:

• Rental property operations, including discontinued;

• Reimbursements of third-party and joint venture personnel costs;

• Residential, tract and outparcel sales;

• Multi-family unit sales; and

• Gains or losses on sales of investment properties.

These amounts are shown in the segment tables above in the same “net” manner as shown to management. Certain adjustments are required to reconcile the above segment information to the Company’s consolidated revenues, including removing gains on sales of investment properties from revenues, as they are not presented within revenues in the Statements of Operations. The following table reconciles information presented in the tables above to the Company’s consolidated revenues (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2011			2010			2011			2010
Net operating income	$	21,216		$	22,342		$	43,252		$	44,371
Plus rental property operating expenses		15,472			15,246			29,720			29,777
Fee income		2,064			2,330			3,937			4,015
Third party management and leasing revenues		2,396			2,097			4,236			4,332
Third party management and leasing expense reimbursements		2,209			2,388			4,457			4,947
Reimbursed expenses		1,371			1,398			2,883			3,257
Residential lot, outparcel, and multi-family unit sales, net of cost of sales, including gain on sale of undepreciated investment properties		24			2,878			2,277			10,474
Less gain on sale of undepreciated investment properties not included in revenues		—			(1,002	)		—			(1,699	)
Plus residential lot, outparcel, multi-family unit and outparcel cost of sales		63			6,383			2,632			23,449
Net operating income from discontinued operations not included in revenues		48			(1,619	)		(88	)		(3,406	)
Other income		644			190			1,157			314
Other income — discontinued operations		(88	)		(19	)		(88	)		(19	)
Total consolidated revenues	$	45,419		$	52,612		$	94,375		$	119,812

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Property Transactions

6 Months Ended

Jun. 30, 2011

Property Transactions [Abstract]

PROPERTY TRANSACTIONS

9. PROPERTY TRANSACTIONS

In February 2011, the Company sold Jefferson Mill Business Park Building A, a 459,000 square foot industrial property in suburban Atlanta, Georgia. The sales price was $22.0 million, and a loss of approximately $384,000 was recognized on the sale. In July 2010, the Company sold San Jose MarketCenter, a 213,000 square foot retail center in San Jose, California, and recognized a gain of $6.6 million. Also, in October 2010, the Company sold 8995 Westside Parkway, a 51,000 square foot office building in suburban Atlanta, Georgia, and recognized a gain of $654,000. The combined results of these properties’ operations and any gains or losses on sale are included in Discontinued Operations in the Statements of Operations for all periods presented.

The components of Discontinued Operations for the three and six months ended June 30, 2011 and 2010 are as follows (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2011			2010			2011			2010
Rental property revenues	$	(48	)	$	2,292		$	97		$	4,732
Other income		88			19			88			19
Rental property operating expenses		—			(673	)		(9	)		(1,326	)
Depreciation and amortization		—			(333	)		(64	)		(1,052	)
Income from discontinued operations	$	40		$	1,305		$	112		$	2,373
Loss on sale of investment properties	$	—		$	—		$	(384	)	$	—

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Noncontrolling Interests

6 Months Ended

Jun. 30, 2011

Noncontrolling Interests [Abstract]

NONCONTROLLING INTERESTS

7. NONCONTROLLING INTERESTS

The Company consolidates various ventures that are involved in the ownership and/or development of real estate. The partner’s share of the entity, in cases where the entity’s documents do not contain a required redemption clause, is reflected in a separate line item called Nonredeemable Noncontrolling Interests shown within Equity on the Balance Sheets. Correspondingly, the partner’s share of income or loss is recorded in Net Income Attributable to Noncontrolling Interests in the Statements of Operations.

Other consolidated ventures contain provisions requiring the Company to purchase the partners’ share of the venture at a certain value upon demand or at a future prescribed date. In these situations, the partner’s share of the entity is recognized as Redeemable Noncontrolling Interests and is presented between liabilities and equity on the Balance Sheets, with the corresponding share of income or loss in the venture recorded in Net Income Attributable to Noncontrolling Interests in the Statements of Operations. The redemption values are evaluated each period and adjusted to the higher of fair value or the partner’s cost basis within the equity section of the Balance Sheet. The Company recognizes these changes in the estimated redemption value as they occur. The following table details the components of Redeemable Noncontrolling Interests in consolidated subsidiaries for the six months ended June 30, 2011 and 2010 (in thousands):

	2011			2010
Beginning Balance — Redeemable	$	14,289		$	12,591
Net loss attributable to redeemable noncontrolling interests		29			(30	)
Contributions from (distributions to) noncontrolling interests		(5,400	)		1,269
Change in fair value of noncontrolling interests		526			(1,144	)
Ending Balance — Redeemable	$	9,444		$	12,686

The following reconciles the net income (loss) attributable to noncontrolling interests as shown in the Statements of Equity, which only includes nonredeemable interests, to the net income attributable to noncontrolling interests as shown in the Statements of Operations, for the six months ended June 30, 2011 and 2010 (in thousands):

	2011		2010
Net income attributable to nonredeemable noncontrolling interests	$	1,233	$	1,140
Net loss attributable to redeemable noncontrolling interests		29		(30	)
Net income attributable to noncontrolling interests	$	1,262	$	1,110

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Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $) In Thousands	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (4,847)	$ (2,604)
Adjustments to reconcile net loss to net cash flows provided by operating activities:
Loss (gain) on sale of investment properties, net	266	(1,817)
Loss on extinguishment of debt		592
Impairment loss	3,508	586
Losses on abandoned predevelopment projects		1,949
Depreciation and amortization	26,914	28,459
Amortization of deferred financing costs	1,079	911
Stock-based compensation	1,186	1,462
Effect of recognizing rental revenues on a straight-line or market basis	(3,705)	(2,225)
Income from unconsolidated joint ventures	(4,808)	(5,314)
Operating distributions from unconsolidated joint ventures	4,692	4,838
Residential lot, outparcel and multi-family cost of sales, net of closing costs paid	2,390	21,581
Residential lot acquisition and development expenditures	(563)	(894)
Changes in other operating assets and liabilities:
Change in other receivables and other assets	1,114	(1,647)
Change in accounts payable and accrued liabilities	(140)	3,297
Net cash provided by operating activities	27,086	49,174
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from investment property sales	21,543	14,788
Property acquisition and development and tenant asset expenditures	(14,915)	(12,185)
Investment in unconsolidated joint ventures	(9,841)	(3,624)
Distributions from unconsolidated joint ventures	4,696	3,685
Payment of debt guarantee of unconsolidated joint venture		(17,250)
Collection of notes receivable	98	88
Change in other assets	(2,386)	(1,629)
Change in restricted cash	882	(1,359)
Net cash provided by (used in) investing activities	77	(17,486)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from credit facility	52,900
Repayment of credit facility	(32,900)
Payment of loan issuance costs		(1,723)
Repayment of notes payable	(28,101)	(9,830)
Common stock issuance costs	(16)	(60)
Cash common dividends paid	(9,316)	(6,031)
Cash preferred dividends paid	(6,454)	(6,454)
Contributions from noncontrolling interests		1,269
Distributions to noncontrolling interests	(6,526)	(1,186)
Net cash used in financing activities	(30,413)	(24,015)
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	(3,250)	7,673
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD	7,599	9,464
CASH AND CASH EQUIVALENTS AT END OF PERIOD	4,349	17,137
SIGNIFICANT NON-CASH TRANSACTIONS:
Transfer from other assets to investment in unconsolidated joint ventures	$ 6,050

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Earnings Per Share

6 Months Ended

Jun. 30, 2011

Earnings Per Share [Abstract]

EARNINGS PER SHARE

3. EARNINGS PER SHARE

Net income (loss) per share-basic is calculated as net income (loss) available to common stockholders divided by the weighted average number of common shares outstanding during the period. Net income (loss) per share-diluted is calculated as net income (loss) available to common stockholders divided by the diluted weighted average number of common shares outstanding during the period, including nonvested restricted stock which has nonforfeitable dividend rights. Diluted weighted average number of common shares is calculated to reflect the potential dilution under the treasury stock method that would occur if stock options (or other contracts to issue common stock, if any) were exercised and resulted in additional common shares outstanding. The numerator used in the Company’s per share calculations is reduced for the effect of preferred dividends and is the same for both basic and diluted net income (loss) per share. Weighted average shares-basic and diluted for the three and six months ending June 30, 2011 are as follows (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2011		2010		2011		2010
Weighted average shares — basic		103,659		101,001		103,588		100,538
Dilutive potential common shares — stock options		—		—		—		—
Weighted average shares — diluted		103,659		101,001		103,588		100,538

Stock options are dilutive when the average market price of the Company’s stock during the period exceeds the option exercise price. Also, in periods where the Company is in a net loss position, the dilutive effect of stock options is not included in the dilutive weighted average shares total.

Anti-dilutive stock options represent stock options which could not have been exercised during the period because the strike price exceeded the average market value of the Company’s stock. These anti-dilutive stock options are not included in the calculation of dilutive weighted average shares, but could be dilutive in the future. Total anti-dilutive stock options for each of the periods are as follows (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2011		2010		2011		2010
Anti-dilutive options		6,024		7,174		6,152		7,185

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Stock-Based Compensation

6 Months Ended

Jun. 30, 2011

Stock-Based Compensation [Abstract]

STOCK-BASED COMPENSATION

4. STOCK-BASED COMPENSATION

The Company has several types of stock-based compensation — stock options, restricted stock and restricted stock units (“RSUs”) — which are described in Note 6 of “Notes to Consolidated Financial Statements” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2010. The Company recorded net stock-based compensation expense of approximately $664,000 and $776,000 for the three months ended June 30, 2011 and 2010, respectively, and $1.7 million and $1.8 million for the six months ended June 30, 2011 and 2010, respectively.

In the first quarter of 2011, the Company granted 211,729 stock options to key employees and 1,019 stock options to a new director. Also during the first quarter of 2011, the Company made restricted stock grants of 214,206 shares to key employees with a three-year ratable vesting, and 29,411 shares to a key employee which cliff vest in three years.

RSUs are accounted for as liability awards under ASC 718, “Stock Compensation,” and employees are paid cash at vesting based upon the closing prices of the Company’s stock. In the first quarter of 2011, the Company awarded 401 RSUs to a new director, which cliff vest in three years. Also in the first quarter of 2011, the Company awarded two types of performance-based RSUs to key employees based on the following performance metrics: (1) Total Stockholder Return of the Company, as defined, as compared to the companies in the SNL Financial US Office REIT index as of January 1, 2011 (“TSR SNL RSUs”), and (2) ratio of funds from operations per share to targeted cumulative funds from operations per share amount (“FFO RSUs”). The performance period for both awards is January 1, 2011 to December 31, 2013, and the targeted number of TSR SNL RSUs and FFO RSUs is 99,970 and 64,266, respectively. The ultimate payout of these awards can range from 0% to 200% of the targeted number of units depending on the achievement of the performance metrics described above. Both of these types of RSUs cliff vest on February 15, 2014 and are dependent upon the attainment of required service and performance criteria. The number of RSUs vesting will be determined at that date, and the payout per unit will be equal to the average closing price on each trading day during the 30-day period ending on December 31, 2013. The Company expenses an estimate of the fair value of the TSR SNL RSUs over the vesting period using a quarterly Monte Carlo valuation. The Company expenses the FFO RSUs over the vesting period using the fair market value of the Company’s stock at the reporting date multiplied by the anticipated number of units to be paid based on the current estimate of what the ratio is expected to be upon vesting. Dividend equivalents on the RSUs will also be paid based upon the percentage vested. The dividend equivalent payments will equal the total cash dividends that would have been paid during the performance period, and as if the cash dividends had been reinvested in Company stock.

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Investment in Unconsolidated Joint Ventures

6 Months Ended

Jun. 30, 2011

Investment in Unconsolidated Joint Ventures [Abstract]

INVESTMENT IN UNCONSOLIDATED JOINT VENTURES

5. INVESTMENT IN UNCONSOLIDATED JOINT VENTURES

The Company describes its investments in unconsolidated joint ventures in Note 4 of “Notes to Consolidated Financial Statements” in its Annual Report on Form 10-K for the year ended December 31, 2010. The following table summarizes balance sheet data of the Company’s unconsolidated joint ventures as of June 30, 2011 and December 31, 2010 (in thousands). The investments in joint ventures which have negative balances are included in the Deposits and Deferred Income line item on the Balance Sheets.

	Total Assets				Total Debt				Total Equity						Company’s Investment
SUMMARY OF FINANCIAL POSITION:	2011		2010		2011		2010		2011			2010			2011			2010
CP Venture IV LLC entities	$	308,009	$	313,603	$	36,329	$	36,620	$	261,228		$	267,085		$	15,013		$	15,364
Charlotte Gateway Village, LLC		151,843		154,200		90,175		97,030		58,507			54,834			10,350			10,366
CF Murfreesboro Associates		127,195		129,738		100,724		103,378		24,441			24,263			14,316			14,246
Palisades West LLC		125,907		129,378		—		—		80,680			80,767			42,178			42,256
CP Venture LLC entities		102,269		106,066		—		—		100,704			104,067			3,427			3,779
CL Realty, L.L.C.		82,838		86,657		1,727		2,663		79,312			82,534			38,193			39,928
MSREF/Terminus 200 LLC		69,803		65,164		50,861		46,169		13,347			13,956			2,670			2,791
Temco Associates, LLC		60,231		60,608		2,859		2,929		56,961			57,475			22,462			22,713
Cousins Watkins LLC		56,987		57,184		28,725		28,850		27,683			28,334			15,706			14,850
Crawford Long — CPI, LLC		33,433		34,408		48,174		48,701		(16,323	)		(15,341	)		(6,937	)		(6,431	)
Wildwood Associates		21,208		21,220		—		—		21,131			21,216			(1,685	)		(1,642	)
Ten Peachtree Place Associates		20,473		20,980		26,491		26,782		(7,054	)		(6,263	)		(4,762	)		(4,581	)
EP I LLC		16,815		—		1		—		15,009			—			14,091			—
TRG Columbus Development Venture, Ltd.		3,116		3,574		—		—		1,872			2,115			8			58
Pine Mountain Builders, LLC		523		1,559		—		896		360			403			735			757
	$	1,180,650	$	1,184,339	$	386,066	$	394,018	$	717,858		$	715,445		$	165,765		$	154,454

The following table summarizes statement of operations information of the Company’s unconsolidated joint ventures for the six months ended June 30, 2011 and 2010 (in thousands):

											Company’s Share of Net
	Total Revenues				Net Income (Loss)						Income (Loss)
SUMMARY OF OPERATIONS:	2011		2010		2011			2010			2011			2010
CP Venture IV LLC entities	$	15,430	$	15,579	$	1,890		$	1,826		$	539		$	491
Charlotte Gateway Village, LLC		16,308		15,933		4,282			3,808			588			588
CF Murfreesboro Associates		6,622		7,182		178			1,001			(41	)		401
Palisades West LLC		8,114		6,730		2,911			2,282			1,422			1,107
CP Venture LLC entities		9,506		9,254		3,830			4,301			396			445
CL Realty, L.L.C.		3,144		4,212		1,390			1,219			545			1,125
MSREF/Terminus 200 LLC		2,197		245		(2,173	)		(480	)		(434	)		(96	)
Temco Associates, LLC		318		1,877		(416	)		813			(202	)		406
Cousins Watkins LLC		2,422		—		17			—			1,188			—
Crawford Long — CPI, LLC		5,955		5,688		1,217			834			608			416
Wildwood Associates		—		—		(85	)		(41	)		(43	)		(20	)
Ten Peachtree Place Associates		3,611		3,847		407			481			212			248
EP I LLC		—		—		—			—			—			—
TRG Columbus Development Venture, Ltd.		19		1,071		7			392			50			162
Pine Mountain Builders, LLC		2,632		1,185		(44	)		91			(22	)		46
Other		—		533		—			55			2			(5	)
	$	76,278	$	73,336	$	13,411		$	16,582		$	4,808		$	5,314

On June 28, 2011, EP I LLC (“EP I”) was formed between the Company, with a 75% ownership interest, and Lion Gables Realty Limited Partnership (“Gables”), with a 25% ownership interest, for the purpose of developing and operating Emory Point, a mixed-used property in Atlanta, Georgia. Profits and losses are allocated to the partners based on their percentage ownership interests, with no preferences or promotes. Upon formation, the Company contributed approximately $8.1 million in cash and $3.1 million in predevelopment assets, and Gables contributed a total of approximately $3.8 million in cash and other assets. The Company’s investment in EP I includes other previously capitalized assets related to the venture, for a total investment balance of $14.1 million upon formation. The Company anticipates it will make approximately $19.6 million in additional cash contributions to the venture for project development. Upon formation, EP I also entered into a construction loan agreement, secured by the project, to provide for up to $61.1 million to fund construction. The venture may select from two interest rate options, as defined in the loan agreement, which are based on floating-rate indices plus a spread. The loan matures June 28, 2014 and may be extended for two, one-year periods if certain conditions are met. The Company and Gables will guarantee up to approximately $11.5 million and $3.8 million of the construction loan, respectively.

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Condensed Consolidated Statements of Equity (Unaudited) (USD $) In Thousands	Total	Preferred Stock	Common Stock	Additional Paid-In Capital	Treasury Stock	Accumulated Other Comprehensive Loss on Derivative Instruments	Distributions in Excess of Net Income	Stockholders' Investment	Nonredeemable Noncontrolling Interests
Beginning balance at Dec. 31, 2009	$ 820,259	$ 169,602	$ 103,352	$ 662,216	$ (86,840)	$ (9,517)	$ (51,402)	$ 787,411	$ 32,848
Net income (loss)	(2,574)						(3,714)	(3,714)	1,140
Other comprehensive income	141					141		141
Total comprehensive income (loss)	(2,433)					141	(3,714)	(3,573)	1,140
Common stock issued pursuant to:
Stock dividend, net of issuance costs	(60)		1,686	10,284			(12,030)	(60)
Grants under director stock grants	250		35	215				250
Restricted stock grants, net of amounts withheld for income taxes			264	(264)
Amortization of stock options and restricted stock, net of forfeitures	1,212			1,212				1,212
Change in fair value of redeemable noncontrolling interests	1,144						1,144	1,144
Distributions to noncontrolling interests	(1,186)								(1,186)
Cash preferred dividends paid	(6,454)						(6,454)	(6,454)
Cash common dividends paid	(6,031)						(6,031)	(6,031)
Ending balance at Jun. 30, 2010	806,701	169,602	105,337	673,663	(86,840)	(9,376)	(78,487)	773,899	32,802
Beginning balance at Dec. 31, 2010	792,851	169,602	106,962	684,551	(86,840)	0	(114,196)	760,079	32,772
Net income (loss)	(4,876)						(6,109)	(6,109)	1,233
Total comprehensive income (loss)	(4,876)						(6,109)	(6,109)	1,233
Common stock issued pursuant to:
Grants under director stock grants	707		82	625				707
Restricted stock grants, net of amounts withheld for income taxes	(3)		244	(247)				(3)
Stock issuance costs	(16)			(16)				(16)
Amortization of stock options and restricted stock, net of forfeitures	1,186		(4)	1,190				1,186
Change in fair value of redeemable noncontrolling interests	(526)			(526)				(526)
Distributions to noncontrolling interests	(1,126)								(1,126)
Cash preferred dividends paid	(6,454)						(6,454)	(6,454)
Cash common dividends paid	(9,316)						(9,316)	(9,316)
Ending balance at Jun. 30, 2011	$ 772,427	$ 169,602	$ 107,284	$ 685,577	$ (86,840)	$ 0	$ (136,075)	$ 739,548	$ 32,879

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Basis of Presentation

6 Months Ended

Jun. 30, 2011

Basis of Presentation [Abstract]

BASIS OF PRESENTATION

1. BASIS OF PRESENTATION

The condensed consolidated financial statements included herein include the accounts of Cousins Properties Incorporated (“Cousins”) and its consolidated subsidiaries, including Cousins Real Estate Corporation and its subsidiaries (“CREC”). All of the entities included in the condensed consolidated financial statements are hereinafter referred to collectively as the “Company.”

Cousins has elected to be taxed as a real estate investment trust (“REIT”) and intends to, among other things, distribute 100% of its federal taxable income to stockholders, thereby eliminating any liability for federal income taxes under current law. Therefore, the results included herein do not include a federal income tax provision for Cousins. CREC operates as a taxable REIT subsidiary and is taxed separately from Cousins as a C-Corporation. Accordingly, if applicable, the Statements of Operations include a provision for, or benefit from, CREC’s income taxes.

The condensed consolidated financial statements are unaudited and were prepared by the Company in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”). In the opinion of management, these financial statements reflect all adjustments necessary (which adjustments are of a normal and recurring nature) for the fair presentation of the Company’s financial position as of June 30, 2011 and the results of operations for the three and six months ended June 30, 2011 and 2010. The results of operations for the three and six months ended June 30, 2011 are not necessarily indicative of results expected for the full year. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2010. The accounting policies employed are substantially the same as those shown in Note 2 to the consolidated financial statements included in such Form 10-K.

The Company earns fees and incurs expenses related to the management, development and leasing of properties owned both by third parties and by joint ventures in which the Company has an ownership interest. In the first quarter of 2011, the Company began separately stating on the Statements of Operations the third party management and leasing revenues, including reimbursements, for Cousins Properties Services (“CPS”), a wholly-owned subsidiary that performs management and leasing services for third-party owned office properties. The Company also began separately stating expenses associated with CPS which were previously recognized in the General and Administrative and Other expense line items. The amounts remaining in Fee Income on the Statements of Operations relate to management, leasing and development fees, including reimbursements, earned by the Company from certain other third party owners and joint ventures. Prior periods have been revised to conform to this new presentation.

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Condensed Consolidated Balance Sheets (USD $) In Thousands	Jun. 30, 2011	Dec. 31, 2010
PROPERTIES:
Operating properties, net of accumulated depreciation of $298,085 and $274,925 in 2011 and 2010, respectively	$ 868,155	$ 898,119
Land held for investment or future development	120,557	123,879
Residential lots	63,725	63,403
Other	738	2,994
Total properties	1,053,175	1,088,395
CASH AND CASH EQUIVALENTS	4,349	7,599
RESTRICTED CASH	14,544	15,521
NOTES AND OTHER RECEIVABLES, net of allowance for doubtful accounts of $5,646 and $6,287 in 2011 and 2010, respectively	50,405	48,395
INVESTMENT IN UNCONSOLIDATED JOINT VENTURES	179,149	167,108
OTHER ASSETS	35,510	44,264
TOTAL ASSETS	1,337,132	1,371,282
LIABILITIES AND EQUITY
NOTES PAYABLE	498,034	509,509
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES	35,710	32,388
DEFERRED GAIN	4,098	4,216
DEPOSITS AND DEFERRED INCOME	17,419	18,029
TOTAL LIABILITIES	555,261	564,142
COMMITMENTS AND CONTINGENT LIABILITIES
REDEEMABLE NONCONTROLLING INTERESTS	9,444	14,289
Preferred stock, 20,000,000 shares authorized, $1 par value:
Common stock, $1 par value, 250,000,000 shares authorized, 107,283,901 and 106,961,959 shares issued in 2011 and 2010, respectively	107,284	106,962
Additional paid-in capital	685,577	684,551
Treasury stock at cost, 3,570,082 shares in 2011 and 2010	(86,840)	(86,840)
Distributions in excess of cumulative net income	(136,075)	(114,196)
TOTAL STOCKHOLDERS' INVESTMENT	739,548	760,079
Nonredeemable noncontrolling interests	32,879	32,772
TOTAL EQUITY	772,427	792,851
TOTAL LIABILITIES AND EQUITY	1,337,132	1,371,282
Series A Preferred Stock [Member]
Preferred stock, 20,000,000 shares authorized, $1 par value:
Cumulative redeemable preferred stock	74,827	74,827
Series B Preferred Stock [Member]
Preferred stock, 20,000,000 shares authorized, $1 par value:
Cumulative redeemable preferred stock	$ 94,775	$ 94,775