FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

FrontFour Capital Group LLC 		2. Issuer Name and Ticker or Trading Symbol

CORNELL COMPANIES INC [ CRN ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      __ X __ Other (specify below)
See footnotes 1 and 2
(Last)          (First)          (Middle)

230 PARK AVENUE, SUITE 714 		3. Date of Earliest Transaction (MM/DD/YYYY)

6/9/2008
(Street)

NEW YORK, NY 10169-0005
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   6/9/2008     P    2500   A $20.4620   68065   I   See Footnotes   (1) (2)
Common Stock   6/10/2008     P    800   A $20.4713   68865   I   See Footnotes   (1) (2)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
( 1)  The securities beneficially owned by FrontFour Capital Group, LLC (the ?Adviser?) are held directly by FrontFour Master Fund, Ltd. (the ?Master Fund?) and Distressed Securities & Special Situations-1 a series of Underlying Funds Trust (collectively with the Master Fund, the "Funds") which are advised and sub-advised, respectively, by the Adviser. The Adviser is deemed to be the indirect beneficial owner of the securities reported herein by reason of its position as investment adviser and sub-adviser of the Funds and may be deemed to hold a fractional pecuniary interest in such shares. Zachary R. George, member and Portfolio Manager of the Adviser, may also be deemed to be the indirect beneficial owner of such securities. Both Reporting Persons disclaim beneficial ownership of all such securities in excess of their actual pecuniary interest, if any. These securities were purchased pursuant to a 10b5-1 plan entered into by Advisor on May 27, 2008.
( 2)  Zachary George also serves as a member of the board of directors of Cornell Companies, Inc. Mr. George directly owns 10,456 shares of common stock of the issuer, 4,608 of which are held in a deferred compensation plan (previously and separately reported). Mr. George also personally has vested stock options, with the right to buy not exercised (also previously and separately reported).

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
FrontFour Capital Group LLC
230 PARK AVENUE
SUITE 714
NEW YORK, NY 10169-0005 		X

See footnotes 1 and 2
George Zachary
230 PARK AVENUE
SUITE 714
NEW YORK, NY 10169-0005 		X

See footnotes 1 and 2

Signatures
/s/ Front Four Capital Group, LLC, by Zachary George as its Portfolio Manager 6/11/2008
** Signature of Reporting Person Date

/s/ Zachary George 6/11/2008
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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