CADIZ INC — Director's Dealing 2006

Feb 2, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CADIZ INC (CDZI)
CIK: 0000727273
Period of Report: 2006-01-31

Reporting Person: MORGAN STANLEY (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-01-31	Common Stock	S	25000	$20.9395	Disposed	1502481	Direct

Footnotes

F1: This Form 4 is being filed by more than one reporting person. Morgan Stanley & Co. International Limited is a wholly owned
subsidiary of Morgan Stanley. All shares held directly by Morgan Stanley & Co. International Limited are held indirectly by
Morgan Stanley.

F2: Additional short swing profit liability resulting from the transaction reported in this Form 4 has been calculated as
$122,237.50 and has been disgorged to the issuer pursuant to section 16(b) of the Exchange Act of 1934.