UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

_____________________

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): April 10, 2006

 

Cohen & Steers, Inc.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware

001-32236

14-1904657

(State or other Jurisdiction
of Incorporation)

(Commission File Number)

(I.R.S. Employer
Identification No.)

 

280 Park Avenue, New York, New York

10017

(Address of Principal Executive Offices)

(Zip Code)

 

Registrant's telephone number, including area code: (212) 832-3232

 

_________________________________________
(Former name or former address, if changed from last report)

 

_____________________

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

£

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

£

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

£

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

£

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 



 

Item 1.01. Entry into a Material Definitive Agreement

 

On April 10, 2006, Cohen & Steers, Inc. (the “Company”) issued a press release regarding the Company’s agreement to terminate additional compensation agreements relating to the offering of seven Cohen & Steers closed-end funds. A copy of the press release issued by the Company is attached as Exhibit 99.1.

 

Item 9.01. Financial Statements and Exhibits

 

(c) Exhibits. The exhibit listed on the Exhibit Index accompanying this Form 8-K is filed herewith.

 

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SIGNATURE

 

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 hereunto duly authorized.

 

 

Cohen & Steers, Inc.

(Registrant)

 

 

Date: April 10, 2006

By:

/s/ Matthew S. Stadler

 

 

 

Name:

Matthew S. Stadler
    Title: Executive Vice President and
Chief Financial Officer

 

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EXHIBIT INDEX

 

99.1

Press release dated April 10, 2006 issued by the Company regarding the Company’s agreement to terminate additional compensation agreements relating to the offering of seven Cohen & Steers closed-end funds.

 

 

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