Item 2.02. Results of Operations and Financial Condition

On October 21, 2009, Cohen & Steers, Inc. (the "Company") issued a press release regarding the Company's earnings and business for the quarter ended September 30, 2009. A copy of the press release issued by the Company is attached as Exhibit 99.1. All information in the press release is furnished, but not filed.

In the attached press release, the Company discloses earnings per share, non-operating income and pretax income from continuing operations for the three and nine months ended September 30, 2008, each adjusted to exclude the effect of an expense associated with losses recorded on available-for-sale securities and an adjustment to tax expense associated with available-for-sale securities. Further, the Company discloses earnings per share, non-operating income and pretax income from continuing operations for the nine months ended September 30, 2009, each adjusted to exclude the effect of other-than-temporary impairment charges recorded on the Company's available-for-sale securities.

The Company's management believes that because the aforementioned charges are unusual to its business, the disclosed non-GAAP earnings per share, non-operating income and pretax income information enhance understanding of the Company's operating performance.

A reconciliation of these non-GAAP financial measures to the most directly comparable financial measures calculated and presented in accordance with GAAP are included in the press release. While the Company's management believes that this non-GAAP financial information is useful in evaluating the Company's operations, this information should be considered as supplemental in nature and not as a substitute for the related financial information prepared in accordance with GAAP.

Item 9.01. Financial Statements and Exhibits

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

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