SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                ----------------

                                  SCHEDULE 13G
                                 (Rule 13d-102)
                                ----------------

    INFORMATION TO BE INCLUDED IN STATEMENTS PURSUANT TO RULES 13d-1(b), (c)
             AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2
                    UNDER THE SECURITIES EXCHANGE ACT OF 1934
                               (Amendment No. 1)*


                                   CADIZ INC.
                                (Name of Issuer)

                     Common Stock, $0.01 par value per share
                         (Title of Class of Securities)

                                    127537207
                                 (CUSIP Number)

                                  30 June, 2006
             (Date of Event Which Requires Filing of this Statement)


     Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
     [ ]  Rule 13d-1(b)
     [X]  Rule 13d-1(c)
     [ ]  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 in 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).





Schedule 13G/A                                                      PAGE 2 of 10

CUSIP No. 127537207
-----------------------------------------------------------------------------
     (1)  NAME OF REPORTING PERSON
          S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
          Peloton Partners LLP
-----------------------------------------------------------------------------
     (2)  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                    (a)  [X]
                                                                    (b)  [ ]
-----------------------------------------------------------------------------
     (3)  SEC USE ONLY

-----------------------------------------------------------------------------
     (4)  CITIZENSHIP OR PLACE OF ORGANIZATION
               United Kingdom
-----------------------------------------------------------------------------

NUMBER OF      (5)  SOLE VOTING POWER
                    2,264,947
SHARES
               --------------------------------------------------------------

BENEFICIALLY   (6)  SHARED VOTING POWER
                    0
OWNED BY       --------------------------------------------------------------

EACH           (7)  SOLE DISPOSITIVE POWER
                    2,264,947
REPORTING      --------------------------------------------------------------

PERSON WITH    (8)  SHARED DISPOSITIVE POWER
                    0
-----------------------------------------------------------------------------
     (9)  AGGREGATE AMOUNT BENEFICIALLY OWNED
          BY EACH REPORTING PERSON
          2,264,947
-----------------------------------------------------------------------------
    (10)  CHECK BOX IF THE AGGREGATE AMOUNT
          IN ROW (9) EXCLUDES CERTAIN SHARES                             [ ]
-----------------------------------------------------------------------------
    (11)  PERCENT OF CLASS REPRESENTED
          BY AMOUNT IN ROW (9)
          19.99%
-----------------------------------------------------------------------------
    (12)  TYPE OF REPORTING PERSON
          IA (Investment Adviser)
-----------------------------------------------------------------------------





Schedule 13G/A                                                      PAGE 3 of 10

CUSIP No. 127537207
-----------------------------------------------------------------------------
     (1)  NAME OF REPORTING PERSON
          S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
          Geoffrey Grant
-----------------------------------------------------------------------------
     (2)  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                    (a)  [X]
                                                                    (b)  [ ]
-----------------------------------------------------------------------------
     (3)  SEC USE ONLY

-----------------------------------------------------------------------------
     (4)  CITIZENSHIP OR PLACE OF ORGANIZATION
               United Kingdom
-----------------------------------------------------------------------------

NUMBER OF      (5)  SOLE VOTING POWER
                    2,264,947
SHARES
               --------------------------------------------------------------

BENEFICIALLY   (6)  SHARED VOTING POWER
                    0
OWNED BY       --------------------------------------------------------------

EACH           (7)  SOLE DISPOSITIVE POWER
                    2,264,947
REPORTING      --------------------------------------------------------------

PERSON WITH    (8)  SHARED DISPOSITIVE POWER
                    0
-----------------------------------------------------------------------------
     (9)  AGGREGATE AMOUNT BENEFICIALLY OWNED
          BY EACH REPORTING PERSON
          2,264,947
-----------------------------------------------------------------------------
    (10)  CHECK BOX IF THE AGGREGATE AMOUNT
          IN ROW (9) EXCLUDES CERTAIN SHARES                             [ ]
-----------------------------------------------------------------------------
    (11)  PERCENT OF CLASS REPRESENTED
          BY AMOUNT IN ROW (9)
          19.99%
-----------------------------------------------------------------------------
    (12)  TYPE OF REPORTING PERSON
          IN (Individual)
-----------------------------------------------------------------------------





Schedule 13G/A                                                      PAGE 4 of 10

CUSIP No. 127537207
-----------------------------------------------------------------------------
     (1)  NAME OF REPORTING PERSON
          S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
          Peloton Multi-Strategy Master Fund, Ltd.
-----------------------------------------------------------------------------
     (2)  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                    (a)  [X]
                                                                    (b)  [ ]
-----------------------------------------------------------------------------
     (3)  SEC USE ONLY

-----------------------------------------------------------------------------
     (4)  CITIZENSHIP OR PLACE OF ORGANIZATION
               Cayman Islands
-----------------------------------------------------------------------------

NUMBER OF      (5)  SOLE VOTING POWER
                    2,264,947
SHARES
                -------------------------------------------------------------

BENEFICIALLY   (6)  SHARED VOTING POWER
                    0
OWNED BY
                -------------------------------------------------------------

EACH           (7)  SOLE DISPOSITIVE POWER
                    2,264,947
REPORTING
                -------------------------------------------------------------

PERSON WITH    (8)  SHARED DISPOSITIVE POWER
                    0

-----------------------------------------------------------------------------
     (9)  AGGREGATE AMOUNT BENEFICIALLY OWNED
          BY EACH REPORTING PERSON
          2,264,947
-----------------------------------------------------------------------------
    (10)  CHECK BOX IF THE AGGREGATE AMOUNT
          IN ROW (9) EXCLUDES CERTAIN SHARES                             [ ]
-----------------------------------------------------------------------------
    (11)  PERCENT OF CLASS REPRESENTED
          BY AMOUNT IN ROW (9)
          19.99%
-----------------------------------------------------------------------------
    (12)  TYPE OF REPORTING PERSON
          CO (Company)
-----------------------------------------------------------------------------




Schedule 13G/A                                                      PAGE 5 of 10

CUSIP No. 127537207

ITEM 1(a).  NAME OF ISSUER:
            Cadiz, Inc.

ITEM 1(b).  ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
            777 S. FIGUEROA STREET, SUITE 4250, LOS ANGELES, CALIFORNIA 90017

ITEMS 2(a), 2(b) and 2(c).   NAME OF PERSON FILING, ADDRESS OF PRINCIPAL
BUSINESS OFFICE AND CITIZENSHIP:

     This  statement is filed by the entities and persons  listed below,  all of
whom together are referred to herein as the "Reporting Persons":

          (i)  Peloton  Partners  LLP  ("Peloton"),   a  UK  limited   liability
               Partnership, with respect to the Shares reported in this Schedule
               13G held by Peloton's investment fund ("PMSMF" defined below).

         (ii)  Geoffrey Grant, who is the Chief  Investment  Officer of Peloton,
               with respect to the Shares  reported in this Schedule 13G held by
               PMSMF.

        (iii)  Peloton  Multi-Strategy  Master Fund, Ltd.  ("PMSMF"),  a Cayman
               Islands company, with respect to shares owned by it.

          The  citizenship  of each of  Peloton  and PMSMF is set  forth  above.
Geoffrey Grant is a United Kingdom citizen.

          The address of the principal  business office of each of the Reporting
Persons except PMSMF is 17 Broadwick Street,  London,  United Kingdom,  W1F 0DJ.
The  address  of the  principal  business  office of PMSMF is c/o  AIB/BNY  Fund
Management  (Ireland)  Limited,  Guild House,  PO Box 4935,  Guild Street,  IFSC
Dublin 1 Ireland.




Schedule 13G/A                                                      PAGE 6 of 10

CUSIP No. 127537207


ITEM 2(d).  TITLE OF CLASS OF SECURITIES: Common Stock, $0.01 par value per
            share

ITEM 2(e).  CUSIP NUMBER:      127537207

ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO 13d-1(b) OR 13d-2(b) OR (c),
CHECK WHETHER THE PERSON FILING IS A:

          (a) [ ]   Broker or dealer registered under Section 15 of the Act;

          (b) [ ]   Bank as defined in Section 3(a)(6) of the Act;

          (c) [ ]   Insurance Company as defined in Section 3(a)(19) of the
                    Act;

          (d) [ ]   Investment Company registered under Section 8 of the
                    Investment Company Act of 1940;

          (e) [ ]   Investment Adviser registered under Section 203 of the
                    Investment Advisers Act of 1940: see
                    Rule 13d-1(b)(1)(ii)(E);

          (f) [ ]   Employee Benefit Plan, Pension Fund which is subject to
                    the provisions of the Employee Retirement Income Security
                    Act of 1974 or Endowment Fund; see Rule 13d-1(b)(1)(ii)(F);

          (g) [ ]   Parent Holding Company, in accordance with
                    Rule 13d-1(b)(ii)(G);

          (h) [ ]   Savings Associations as defined in Section 3(b) of the
                    Federal Deposit Insurance Act;

          (i) [ ]   Church Plan that is excluded from the definition of an
                    investment company under Section 3(c)(14) of the Investment
                    Company Act of 1940;

          (j) [ ]   Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

         IF THIS STATEMENT IS FILED PURSUANT TO Rule 13d-1(c), CHECK THIS
BOX. [x]




Schedule 13G/A                                                      PAGE 7 of 10

CUSIP No. 127537207


ITEM 4.   OWNERSHIP.

          Peloton  serves  as  principal  investment  manager  to  a  number  of
investment  funds with respect to which it has voting and dispositive  authority
over the Shares reported in this Schedule 13G, including for PMSMF. Mr. Geoffrey
Grant is the Chief Investment  Officer of Peloton.  As such, he may be deemed to
control such entity and  therefore may be deemed to be the  beneficial  owner of
the Shares reported in this Schedule 13G.

          Each of the Reporting Persons hereby disclaims any beneficial
ownership of any such Shares.

     A.   Peloton
          (a)  Amount beneficially owned: 2,264,947
          (b)  Percent of class:  19.99%
               (All percentages  herein are based on 11,330,402 shares of Common
               Stock  reported  to be  outstanding  as  of  March  31,  2006, as
               reflected in the Form 10-Q filed by the Company.)
          (c)  Number of shares as to which such person  has:
               (i)  sole  power to vote or to  direct  the vote
                    2,264,947
              (ii)  shared  power to vote or to  direct  the  vote
                    0
             (iii)  sole  power to  dispose  or to direct  the  disposition  of
                    2,264,947
              (iv)  shared power to dispose or to direct the disposition
                    of 0

     B.   Geoffrey Grant
          (a)  Amount beneficially owned: 2,264,947
          (b)  Percent  of class:  19,99%
          (c)  Number of shares as to which such person  has:
               (i)  sole  power to vote or to  direct  the vote
                    2,264,947
              (ii)  shared  power to vote or to  direct  the  vote
                    0
             (iii)  sole  power  to  dispose  or  to  direct  the   disposition
                    2,264,947
              (iv)  shared power to dispose or to direct the disposition
                    of 0

     C.   PMSMF
          (a)  Amount beneficially owned: 2,264,947
          (b)  Percent  of class:  19.99%
          (c)  Number of shares as to which such person  has:
               (i)  sole  power to vote or to  direct  the vote
                    2,264,947
              (ii)  shared  power to vote or to  direct  the  vote
                    0
             (iii)  sole  power to  dispose  or to direct  the  disposition  of
                    2,264,947
              (iv)  shared power to dispose or to direct the disposition
                    of 0




Schedule 13G/A                                                      PAGE 8 of 10

CUSIP No. 127537207


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.
          See Item 4.

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.
          See Item 4.

ITEM 9.   NOTICE OF DISSOLUTION OF GROUP.
          Not applicable.

ITEM 10.  CERTIFICATION.  (if filing pursuant to Rule 13d-1(c))

          Each of the Reporting Persons hereby make the following certification:

          By signing below each Reporting  Person certifies that, to the best of
its 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 not held
in connection with or as a participant in any transaction having that purpose or
effect.




Schedule 13G/A                                                      PAGE 9 of 10

CUSIP No. 127537207


                                   SIGNATURES

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

DATED:  June 8, 2006                /s/ Geoffrey Grant
                                    -----------------------------------
                                    Peloton Partners LLP
                                    By Geoffrey Grant
                                    Chief Investment Officer


                                    /s/ Geoffrey Grant
                                    -----------------------------------
                                    Geoffrey Grant


                                    /s/ Geoffrey Grant
                                    -----------------------------------
                                    Peloton Multi-Strategy Master Fund, LTD.
                                    By Geoffrey Grant
                                    Chief Investment Officer





Schedule 13G/A                                                     PAGE 10 of 10

CUSIP No. 127537207


                                    EXHIBIT 1

                           JOINT ACQUISITION STATEMENT
                            PURSUANT TO RULE 13d-1(k)


          The undersigned  acknowledge and agree that the foregoing statement on
Schedule  13G,  is  filed  on  behalf  of each of the  undersigned  and that all
subsequent  amendments  to this  statement  on Schedule  13G,  shall be filed on
behalf of each of the  undersigned  without the  necessity of filing  additional
joint  acquisition  statements.  The undersigned  acknowledge that each shall be
responsible for the timely filing of such  amendments,  and for the completeness
and accuracy of the  information  concerning  him or it contained  therein,  but
shall not be responsible  for the  completeness  and accuracy of the information
concerning the others, except to the extent that he or it knows or has reason to
believe that such information is inaccurate.


DATED:  June 9, 2006                /s/ Geoffrey Grant
                                    -----------------------------------
                                    Peloton Partners LLP
                                    By Geoffrey Grant
                                    Chief Investment Officer


                                    /s/ Geoffrey Grant
                                    -----------------------------------
                                    Geoffrey Grant


                                    /s/ Geoffrey Grant
                                    -----------------------------------
                                    Peloton Multi-Strategy Master Fund, LTD.
                                    By Geoffrey Grant
                                    Chief Investment Officer