PURE CYCLE CORP — Director's Dealing 2006

May 19, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PURE CYCLE CORP (PCYO)
CIK: 0000276720
Period of Report: 2006-05-17

Reporting Person: MIDDLEMAS GEORGE M (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-05-17	Common Stock	S	133	$11.75	Disposed	33200	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	813186	Indirect

Footnotes

F1: These securities are owned by APEX Investment Fund II L.P. ("APEX II"). The Reporting Person is a general partner of the sole general partner of APEX II. The Reporting Person disclaims beneficial ownership of all securities owned by APEX II except to the extent of his proportionate pecuniary interests therein.