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CPI AEROSTRUCTURES INC Director's Dealing 2006

Jul 24, 2006

34768_dirs_2006-07-24_98371981-1908-44b3-a2c7-c14adc6205d2.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: 2006-07-19

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
2006-07-19 Common Stock P 1000 $7.05 Disposed 613349 Indirect

Footnotes

F1: Represents 445 shares purchased by Midwood Capital Partners, LP ("LP") and 555 shares sold by Midwood Capital Partners QP, LP ("QP"). All shares sold by LP and QP were also indirectly held by Midwood Capital Management LLC, and by David E. Cohen and Ross D. DeMont, General Partner of LP and QP and managing members of the General Partner, respectively