PURE CYCLE CORP — Major Shareholding Notification 2012

Feb 14, 2012

SC 13G/A 1 a12-4809_2sc13ga.htm SC 13G/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

*SCHEDULE 13G*

*(Rule 13d-102)*

*Information Statement Pursuant to Rules 13d-1 Under the Securities Exchange Act of 1934 (Amendment No. 6)**

*Pure Cycle Corporation*

(Name of Issuer)

*Common Stock*

(Title of Class of Securities)

*746228303*

(CUSIP Number)

*December 31, 2011*

Date of Event Which Requires Filing of the Statement

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

o	Rule 13d-1(b)
x	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 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).

SEQ.=1,FOLIO='',FILE='C:\JMS\105684\12-4809-2\task5103822\4809-2-ba-01.htm',USER='105684',CD='Feb 14 01:43 2012'

CUSIP No. 746228303 — 1.	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Trigran Investments, Inc.
2.	Check the Appropriate Box if a Member of a Group
	(a)	o
	(b)	x
3.	SEC Use Only
4.	Citizenship or Place of Organization Illinois company
Number of Shares Beneficially Owned by Each Reporting Person With	5.	Sole Voting Power 0
	6.	Shared Voting Power 2,392,914 shares of common stock
	7.	Sole Dispositive Power 0
	8.	Shared Dispositive Power 2,392,914 shares of common stock
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,392,914 shares of common stock
10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o
11.	Percent of Class Represented by Amount in Row (9) Approximately 9.95% as of December 31, 2011 (based on 24,037,596 shares of common stock issued and outstanding per Pure Cycle Corporation Form 10-Q dated January 13, 2012).
12.	Type of Reporting Person IA/CO

2

SEQ.=1,FOLIO='2',FILE='C:\JMS\105684\12-4809-2\task5103822\4809-2-ba-01.htm',USER='105684',CD='Feb 14 01:43 2012'

CUSIP No. 746228303 — 1.	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Trigran Investments, L.P.
2.	Check the Appropriate Box if a Member of a Group
	(a)	o
	(b)	x
3.	SEC Use Only
4.	Citizenship or Place of Organization Illinois Limited Partnership
Number of Shares Beneficially Owned by Each Reporting Person With	5.	Sole Voting Power 0
	6.	Shared Voting Power 1,461,581 shares of common stock
	7.	Sole Dispositive Power 0
	8.	Shared Dispositive Power 1,461,581 shares of common stock
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,461,581 shares of common stock
10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o
11.	Percent of Class Represented by Amount in Row (9) Approximately 6.1% as of December 31, 2011 (based on 24,037,596 shares of common stock issued and outstanding per Pure Cycle Corporation Form 10-Q dated January 13, 2012).
12.	Type of Reporting Person PN

3

SEQ.=1,FOLIO='3',FILE='C:\JMS\105684\12-4809-2\task5103822\4809-2-ba-01.htm',USER='105684',CD='Feb 14 01:43 2012'

CUSIP No. 746228303 — 1.	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Douglas Granat
2.	Check the Appropriate Box if a Member of a Group
	(a)	o
	(b)	x
3.	SEC Use Only
4.	Citizenship or Place of Organization U.S. Citizen
Number of Shares Beneficially Owned by Each Reporting Person With	5.	Sole Voting Power 0
	6.	Shared Voting Power 2,392,914 shares of common stock
	7.	Sole Dispositive Power 0
	8.	Shared Dispositive Power 2,392,914 shares of common stock
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,392,914 shares of common stock
10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o
11.	Percent of Class Represented by Amount in Row (9) Approximately 9.95% as of December 31, 2011 (based on 24,037,596 shares of common stock issued and outstanding per Pure Cycle Corporation Form 10-Q dated January 13, 2012).
12.	Type of Reporting Person IN/HC

4

SEQ.=1,FOLIO='4',FILE='C:\JMS\105684\12-4809-2\task5103822\4809-2-ba-01.htm',USER='105684',CD='Feb 14 01:43 2012'

CUSIP No. 746228303 — 1.	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Lawrence A. Oberman
2.	Check the Appropriate Box if a Member of a Group
	(a)	o
	(b)	x
3.	SEC Use Only
4.	Citizenship or Place of Organization U.S. Citizen
Number of Shares Beneficially Owned by Each Reporting Person With	5.	Sole Voting Power 0
	6.	Shared Voting Power 2,392,914 shares of common stock
	7.	Sole Dispositive Power 0
	8.	Shared Dispositive Power 2,392,914 shares of common stock
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,392,914 shares of common stock
10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o
11.	Percent of Class Represented by Amount in Row (9) Approximately 9.95% as of December 31, 2011 (based on 24,037,596 shares of common stock issued and outstanding per Pure Cycle Corporation Form 10-Q dated January 13, 2012).
12.	Type of Reporting Person IN/HC

5

SEQ.=1,FOLIO='5',FILE='C:\JMS\105684\12-4809-2\task5103822\4809-2-ba-01.htm',USER='105684',CD='Feb 14 01:43 2012'

CUSIP No. 746228303 — 1.	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Steven G. Simon
2.	Check the Appropriate Box if a Member of a Group
	(a)	o
	(b)	x
3.	SEC Use Only
4.	Citizenship or Place of Organization U.S. Citizen
Number of Shares Beneficially Owned by Each Reporting Person With	5.	Sole Voting Power 0
	6.	Shared Voting Power 2,392,914 shares of common stock
	7.	Sole Dispositive Power 0
	8.	Shared Dispositive Power 2,392,914 shares of common stock
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,392,914 shares of common stock
10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o
11.	Percent of Class Represented by Amount in Row (9) Approximately 9.95% as of December 31, 2011 (based on 24,037,596 shares of common stock issued and outstanding per Pure Cycle Corporation Form 10-Q dated January 13, 2012).
12.	Type of Reporting Person IN/HC

6

SEQ.=1,FOLIO='6',FILE='C:\JMS\105684\12-4809-2\task5103822\4809-2-ba-01.htm',USER='105684',CD='Feb 14 01:43 2012'

CUSIP No. 746228303 — Item 1(a)	Name of Issuer: Pure Cycle Corporation
Item 1(b)	Address of Issuer’s Principal Executive Offices: 1490 Lafayette Street, Suite 203 Denver, CO 80218
Item 2(a)	Name of Person Filing
Item 2(b)	Address of Principal Business Office
Item 2(c)	Citizenship Trigran Investments, Inc. 630 Dundee Road, Suite 230 Northbrook, IL 60062 Illinois company Trigran Investments, L.P. 630 Dundee Road, Suite 230 Northbrook, IL 60062 Illinois limited partnership Douglas Granat 630 Dundee Road, Suite 230 Northbrook, IL 60062 U.S. Citizen Lawrence A. Oberman 630 Dundee Road, Suite 230 Northbrook, IL 60062 U.S. Citizen Steven G. Simon 630 Dundee Road, Suite 230 Northbrook, IL 60062 U.S. Citizen
2(d)	Title of Class of Securities: Common Stock, par value 1/3 of $.01 per share
2(e)	CUSIP Number: 746228303
Item 3	If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
	(a)	o	Broker or dealer registered under section 15 of the Exchange Act;
	(b)	o	Bank as defined in section 3(a)(6) of the Exchange Act;
	(c)	o	Insurance company as defined in section 3(a)(19) of the Exchange Act;
	(d)	o	Investment company registered under section 8 of the Investment Company Act;
	(e)	o	An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
	(f)	o	An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
	(g)	o	A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
	(h)	o	A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
	(i)	o	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act;
	(j)	o	A non-U.S. institution in accordance with Rule 13d–1(b)(1)(ii)(J);
	(k)	o	Group, in accordance with Rule 13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 13d–1(b)(1)(ii)(J), please specify the type of institution:____
If this statement is filed pursuant to Rule 13d-1(c), check this box. x

7

SEQ.=1,FOLIO='7',FILE='C:\JMS\pselva\12-4809-2\task5104083\4809-2-ba-03.htm',USER='105344',CD='Feb 14 02:58 2012'

Ownership: (1)
(a)	Amount beneficially owned: Incorporated by reference to Item 9 of the cover page pertaining to each reporting person.
(b)	Percent of class: Incorporated by reference to Item 11 of the cover page pertaining to each reporting person.
(c)	Number of shares as to which such person has:
	(i)	Sole power to vote or to direct the vote: Incorporated by reference to Item 5 of the cover page pertaining to each reporting person.
	(ii)	Shared power to vote or to direct the vote: Incorporated by reference to Item 6 of the cover page pertaining to each reporting person.
	(iii)	Sole power to dispose or to direct the disposition of: Incorporated by reference to Item 7 of the cover page pertaining to each reporting person.
	(iv)	Shared power to dispose or to direct the disposition of: Incorporated by reference to Item 8 of the cover page pertaining to each reporting person.

(1) Douglas Granat, Lawrence A. Oberman and Steven G. Simon are the controlling shareholders and sole directors of Trigran Investments, Inc. and thus may be considered the beneficial owners of shares beneficially owned by Trigran Investments, Inc.

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:
Owners of accounts managed by Trigran Investments, Inc. have or may have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, securities held in their accounts. Except as set forth herein, no such account has such power with respect to more than five percent of the class of securities to which this Schedule 13G relates.
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.
Item 9	Notice of Dissolution of Group:
Not Applicable.

8

SEQ.=1,FOLIO='8',FILE='C:\JMS\pselva\12-4809-2\task5104083\4809-2-ba-03.htm',USER='105344',CD='Feb 14 02:58 2012'

CUSIP No. 746228303
Item 10	Certification:
By signing below I certify that, to the best of my 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.

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

Dated this 14th day of February, 2012

TRIGRAN INVESTMENTS, INC.
By:	s/ Lawrence A. Oberman
Name:	Lawrence A. Oberman
Title:	Executive Vice President and Director
TRIGRAN INVESTMENTS, L.P .
By:	s/ Lawrence A. Oberman
Name:	Lawrence A. Oberman
Title:	Executive Vice President and Director of Trigran Investments, Inc., the General Partner of Trigran Investments, L.P.
s/ Douglas Granat
Douglas Granat
s/ Lawrence A. Oberman
Lawrence A. Oberman
s/ Steven G. Simon
Steven G. Simon

9

SEQ.=1,FOLIO='9',FILE='C:\JMS\pselva\12-4809-2\task5104083\4809-2-ba-03.htm',USER='105344',CD='Feb 14 02:58 2012'

CUSIP No. 746228303 13G

INDEX TO EXHIBITS	PAGE
EXHIBIT 1: Agreement to Make a Joint Filing	12

10

SEQ.=1,FOLIO='10',FILE='C:\JMS\pselva\12-4809-2\task5104083\4809-2-ba-03.htm',USER='105344',CD='Feb 14 02:58 2012'