CADIZ INC — Major Shareholding Notification 2008

Feb 14, 2008

SC 13G/A 1 y49859asc13gza.htm AMENDMENT #6 TO SCHEDULE 13G AMENDMENT #6 TO SCHEDULE 13G PAGEBREAK

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934 (Amendment No. 6)*

CADIZ INC.

(Name of Issuer)

Common Stock, $0.01 Par Value Per Share (Title of Class of Securities)

127537207 (CUSIP Number)

December 31, 2007 (Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1(b) þ Rule 13d-1(c) o Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

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CUSIP No. 127537207 Page 2 of 8

1	NAMES OF REPORTING PERSONS Bedford Oak Partners, L.P. 06-1504646
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) þ
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
	5	SOLE VOTING POWER
NUMBER OF		0
SHARES	6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY		804,546 (see Item 4)
EACH	7	SOLE DISPOSITIVE POWER
REPORTING
PERSON		0
WITH:	8	SHARED DISPOSITIVE POWER
		804,546 (see Item 4)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	804,546 (see Item 4)
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	6.76% (see Item 4)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

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CUSIP No. 127537207 Page 3 of 8

1	NAMES OF REPORTING PERSONS Bedford Oak Advisors, LLC 13-4007124
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) þ
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
	5	SOLE VOTING POWER
NUMBER OF		0
SHARES	6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY		991,046 (see Item 4)
EACH	7	SOLE DISPOSITIVE POWER
REPORTING
PERSON		0
WITH:	8	SHARED DISPOSITIVE POWER
		991,046 (see Item 4)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	991,046 (see Item 4)
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	8.33% (see Item 4)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	00

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CUSIP No. 127537207 Page 4 of 8

1	NAMES OF REPORTING PERSONS Harvey P. Eisen
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) þ
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	United States
	5	SOLE VOTING POWER
NUMBER OF		0
SHARES	6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY		991,046 (see Item 4)
EACH	7	SOLE DISPOSITIVE POWER
REPORTING
PERSON		0
WITH:	8	SHARED DISPOSITIVE POWER
		991,046 (see Item 4)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	991,046 (see Item 4)
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	8.33% (see Item 4)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN

*SEE INSTRUCTION BEFORE FILLING OUT

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Item 1(a)	Name of Issuer :
	Cadiz Inc. (“the Company”)
Item 1(b)	Address of Issuer’s Principal Executive Offices :
	777 S. Figueroa Street, Suite 4250
	Los Angeles, California 90017
Items 2(a) and 2(b)	Name of Person Filing and Business Office:
	This statement is filed by: (i) Bedford Oak Partners, LP (“BOP”), (ii)
Bedford Oak Advisors, LLC (“BOA”) and (iii) Harvey P. Eisen, in his
capacity as managing member of BOA. The principal business address of
each reporting person is 100 South Bedford Road, Mt. Kisco, New York
10549.
	Capital, the Investment Manager and Harvey P. Eisen have entered into
a Joint Filing Agreement, a copy of which is filed with this Schedule
13G as Exhibit 99.1, pursuant to which they have agreed to file this
Schedule 13G jointly in accordance with the provisions of Rule
13d-1(k) of the Securities Exchange Act of 1934, as amended.
Item 2(c)	Citizenship :
	BOP is a Delaware limited partnership.
	BOA is a Delaware limited liability company.
	Mr. Eisen is a United States citizen.
Item 2(d)	Title of Class of Securities :
	Common Stock, par value $0.01 per share (“Common Stock”)
Item 2(e)	CUSIP Number :
	127537207
Item 3	Not Applicable
Item 4	Ownership :
	The percentages used herein are calculated based upon 11,903,611
shares of Common Stock issued and outstanding as of November 1, 2007,
as disclosed by the Company in its quarterly report filed on Form
10-Q for the period ending September 30, 2007.

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	As of the close of business on December 31, 2007:
	1. Bedford Oak Partners, LP
	(a) Amount beneficially owned: -804,546-
	(b) Percent of class: 6.76%
	(c)(i) Sole power to vote or direct the vote: -0-
	(ii) Shared power to vote or direct the vote: -804,546-
	(iii) Sole power to dispose or direct the disposition: -0-
	(iv) Shared power to dispose or direct the disposition: -804,546-
	2. Bedford Oak Advisors, LLC
	(a) Amount beneficially owned: -991,046-
	(b) Percent of class: 8.33%
	(c)(i) Sole power to vote or direct the vote: -0-
	(ii) Shared power to vote or direct the vote: -991,046-
	(iii) Sole power to dispose or direct the disposition: -0-
	(iv) Shared power to dispose or direct the disposition: -991,046-
	3. Harvey P. Eisen
	(a) Amount beneficially owned: -991,046-
	(b) Percent of class: 8.33%
	(c)(i) Sole power to vote or direct the vote: -0-
	(ii) Shared power to vote or direct the vote: -991,046-
	(iii) Sole power to dispose or direct the disposition: -0-
	(iv) Shared power to dispose or direct the disposition: -991,046-
	BOA controls 991,046 shares of Common Stock in its capacity as the
investment manager of BOP, which owns 804,546 shares of Common Stock.
Harvey P. Eisen controls 991,046 shares of Common Stock in his
capacity as the managing member of BOA.
Item 5	Ownership of Five Percent or Less of a Class :
	Not Applicable
Item 6	Ownership of More than Five Percent on Behalf of Another Person :
	Not Applicable
Item 7	Identification and Classification of the
Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding Company :
	Not Applicable
Item 8	Identification and Classification of Members
of the Group :
	Not Applicable

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Item 9	Notice of Dissolution of Group :
	Not Applicable
Item 10	Certification :

By signing below the signatory certifies that, to the best of his knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

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SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: February 14, 2008
BEDFORD OAK PARTNERS, L.P.
By:	Bedford Oak Management, LLC, its General Partner
By:	/s/ Harvey P. Eisen
Name:	Harvey P. Eisen
Title:	Chairman and Managing Member
BEDFORD OAK ADVISORS, LLC
By:	/s/ Harvey P. Eisen
Name:	Harvey P. Eisen
Title:	Chairman and Managing Member
HARVEY P. EISEN
/s/ Harvey P. Eisen

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EXHIBIT INDEX

Exhibit 99.1: Joint Filing Agreement, dated February 14, 2008, by and among Bedford Oak Partners, L.P., Bedford Oak Advisors, LLC and Harvey P. Eisen.

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