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CPI AEROSTRUCTURES INC Director's Dealing 2006

Sep 15, 2006

34768_dirs_2006-09-15_ec5eeaea-c1b7-46c3-9d69-3f37353ac1c0.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CPI AEROSTRUCTURES INC (CVU)
CIK: 0000889348
Period of Report: 2006-09-13

Reporting Person: MIDWOOD CAPITAL MANAGEMENT LLC (10% Owner)
Reporting Person: MIDWOOD CAPITAL PARTNERS LP (10% Owner)
Reporting Person: MIDWOOD CAPITAL PARTNERS QP LP (10% Owner)
Reporting Person: Cohen David E (10% Owner)
Reporting Person: DeMont Ross D (10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2006-09-13 Common Stock S 1000 $4.3901 Disposed 589949 Indirect
2006-09-13 Common Stock S 500 $4.39 Disposed 589449 Indirect
2006-09-13 Common Stock S 500 $4.35 Disposed 588949 Indirect
2006-09-13 Common Stock S 1000 $4.35 Disposed 587949 Indirect
2006-09-13 Common Stock S 300 $4.36 Disposed 587649 Indirect
2006-09-13 Common Stock S 200 $4.36 Disposed 587449 Indirect
2006-09-13 Common Stock S 200 $4.36 Disposed 587249 Indirect
2006-09-13 Common Stock S 100 $4.36 Disposed 587149 Indirect
2006-09-13 Common Stock S 300 $4.36 Disposed 586849 Indirect
2006-09-13 Common Stock S 100 $4.36 Disposed 586749 Indirect
2006-09-13 Common Stock S 300 $4.36 Disposed 586449 Indirect
2006-09-13 Common Stock S 200 $4.35 Disposed 586249 Indirect
2006-09-13 Common Stock S 300 $4.35 Disposed 585949 Indirect
2006-09-14 Common Stock S 1000 $4.4 Disposed 584949 Indirect
2006-09-14 Common Stock S 100 $4.4 Disposed 584849 Indirect
2006-09-14 Common Stock S 1000 $4.4 Disposed 583849 Indirect
2006-09-14 Common Stock S 100 $4.4 Disposed 583749 Indirect
2006-09-14 Common Stock S 900 $4.4 Disposed 582849 Indirect
2006-09-14 Common Stock S 2000 $4.4 Disposed 580849 Indirect
2006-09-14 Common Stock S 900 $4.4 Disposed 579949 Indirect
2006-09-14 Common Stock S 2000 $4.4 Disposed 577949 Indirect
2006-09-14 Common Stock S 300 $4.4 Disposed 577649 Indirect
2006-09-14 Common Stock S 1000 $4.42 Disposed 576649 Indirect
2006-09-14 Common Stock S 700 $4.42 Disposed 575949 Indirect
2006-09-14 Common Stock S 500 $4.43 Disposed 575449 Indirect
2006-09-15 Common Stock S 100 $4.45 Disposed 575349 Indirect
2006-09-15 Common Stock S 100 $4.4 Disposed 575249 Indirect
2006-09-15 Common Stock S 100 $4.4 Disposed 575149 Indirect
2006-09-15 Common Stock S 500 $4.4 Disposed 574649 Indirect
2006-09-15 Common Stock S 2600 $4.44 Disposed 572049 Indirect

Footnotes

F1: Represents 472 shares sold by Midwood Capital Partners, LP ("LP") and 528 shares sold by Midwood Capital Partners QP, LP ("QP"). All such shares sold by LP and QP were also indirectly held by Midwood Capital Management LLC, General Partner of LP and QP, and by David E. Cohen and Ross D. DeMont, managing members of the General Partner

F2: Represents 222 shares sold by LP and 278 shares sold by QP

F3: Represents 222 shares sold by LP and 278 shares sold by QP

F4: Represents 444 shares sold by LP and 556 shares sold by QP

F5: Represents 133 shares sold by LP and 167 shares sold by QP

F6: Represents 89 shares sold by LP and 111 shares sold by QP

F7: Represents 89 shares sold by LP and 111 shares sold by QP

F8: Represents 44 shares sold by LP and 56 shares sold by QP

F9: Represents 133 shares sold by LP and 167 shares sold by QP

F10: Represents 44 shares sold by LP and 56 shares sold by QP

F11: Represents 133 shares sold by LP and 167 shares sold by QP

F12: Represents 89 shares sold by LP and 111 shares sold by QP

F13: Represents 133 shares sold by LP and 167 shares sold by QP

F14: Represents 451 shares sold by LP and 549 shares sold by QP

F15: Represents 44 shares sold by LP and 56 shares sold by QP

F16: Represents 444 shares sold by LP and 556 shares sold by QP

F17: Represents 44 shares sold by LP and 56 shares sold by QP

F18: Represents 400 shares sold by LP and 500 shares sold by QP

F19: Represents 888 shares sold by LP and 1112 shares sold by QP

F20: Represents 400 shares sold by LP and 500 shares sold by QP

F21: Represents 888 shares sold by LP and 1112 shares sold by QP

F22: Represents 133 shares sold by LP and 167 shares sold by QP

F23: Represents 444 shares sold by LP and 556 shares sold by QP

F24: Represents 311 shares sold by LP and 389 shares sold by QP

F25: Represents 222 shares sold by LP and 278 shares sold by QP

F26: Represents 30 shares sold by LP and 70 shares sold by QP

F27: Represents 44 shares sold by LP and 56 shares sold by QP

F28: Represents 44 shares sold by LP and 56 shares sold by QP

F29: Represents 222 shares sold by LP and 278 shares sold by QP

F30: Represents 1155 shares sold by LP and 1445 shares sold by QP