CADIZ INC — Director's Dealing 2012

May 8, 2012

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: CADIZ INC (CDZI)
CIK: 0000727273
Period of Report: 2011-11-30

Reporting Person: Donegan Mark (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $0.01 per share	24300	Direct
Common Stock, par value $0.01 per share	746651	Indirect
Common Stock, par value $0.01 per share	500000	Indirect
Common Stock, par value $0.01 per share	201467	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Warrant to acquire Common Stock	$15	2012-10-30	Common Stock (48000)		Indirect
Warrant to acquire Common Stock	$13	2014-11-30	Common Stock (166667)		Indirect
Warrant to acquire Common Stock	$13	2014-11-30	Common Stock (55556)		Indirect

Footnotes

F1: The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.