Ownership Submission
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

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(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
PRINCE MARTIN
   2. Issuer Name and Ticker or Trading Symbol
CORNERSTONE BANCORP INC [CBN] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
196-45 MCLAUGHLIN AVE		 3. Date of Earliest Transaction (Month/Day/Year)
12/27/2005
(Street)

HOLLISWOOD, NY 11423		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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               1,176 D  
Common Stock               30,088 I Joint with Wife
Common Stock               16,637 I By Profit Sharing Trust

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(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
Director Stock Option (right to buy) $ 12.397 12/27/2005   D     303 (1) 05/21/1997 05/21/2007 Common Stock 303 $ 24.293 0 D  
Director Stock Option (right to buy) $ 17.252 12/27/2005   D     303 (1) 05/20/1998 05/20/2008 Common Stock 303 $ 19.438 0 D  
Director Stock Option (right to buy) $ 13.636 12/27/2005   D     275 (1) 05/19/1999 05/19/2009 Common Stock 275 $ 23.054 0 D  
Director Stock Option (right to buy) $ 10.909 12/27/2005   D     275 (1) 05/17/2000 05/17/2010 Common Stock 275 $ 25.781 0 D  
Director Stock Option (right to buy) $ 12.818 12/27/2005   D     275 (1) 05/16/2001 05/16/2011 Common Stock 275 $ 23.872 0 D  
Director Stock Option (right to buy) $ 17.818 12/27/2005   D     275 (1) 05/15/2002 05/15/2012 Common Stock 275 $ 18.871 0 D  
Director Stock Option (right to buy) $ 18 12/27/2005   D     250 (1) 05/21/2003 05/21/2013 Common Stock 250 $ 18.69 0 D  
Director Stock Option (right to buy) $ 25.46 12/27/2005   D     250 (1) 05/26/2004 05/26/2014 Common Stock 250 $ 11.23 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
PRINCE MARTIN
196-45 MCLAUGHLIN AVE
HOLLISWOOD, NY 11423		   X      

Signatures

 Leigh A. Hardisty as Power of Attorney   12/29/2005
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) In accordance with the provisions of the Issuer's 1996 Stock Plan, in anticipation of the Issuer's merger with NewAlliance Bancshares, Inc. on January 2, 2006, the Compensation Committee of the Board of Directors of the Issuer on December 27, 2005 approved the purchase of all outstanding options by the Issuer at a price per share equal to the difference between the option exercise price and $36.69, the price of the Issuer's common stock at the close of business on December 23, 2005, the prior business day.

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