Cousins initially will be contributing the Avenue East Cobb, theAvenue West Cobb, the Avenue Peachtree City, the Avenue Viera andViera Market Center aggregately valued at $342.4 million, Cousinsofficials say in a prepared statement. Prudential is contributingat least $342 million in cash. PREI's contributions are scheduledto be made in four installments over the balance of 2006.

The aggregate value of Cousins' contributions could increase by$20.5 million "if certain conditions are satisfied" at VieraMarketCenter and the Avenue West Cobb which are both underconstruction, the company states. If the value of Cousins'contributions increase, PREI would increase its cash contributionsto match the agreed value of the REIT's properties. Cousins willcontinue to manage and lease the contributed projects.

Cousins will direct and manage the investment of the contributedcash and expects the joint venture would primarily use the cash tofund new development opportunities. Up to December of this year,Cousins and PREI will each have a 50% interest in the venture, asthey have had in an existing venture they formed in 1998.