content: Securities and Exchange Commission
                       Washington, D.C. 20549
  
  
  
                              FORM 8-K
  
                           Current Report
  
  
               Pursuant to Section 13 or 15(d) of the
                  Securities Exchange Act of 1934
  
  
           Date of Report (Date of earliest event reported):
  
                          January 31, 2002
  
  
  
                             CADIZ INC.
         (Exact name of issuer as specified in its charter)
  
  
  
                              Delaware
           (State or other jurisdiction of incorporation)
  
  
  
                  0-12114                        77-0313235
          (Commission File Number)   (IRS Employer Identification No.)
  
  
  
  100 Wilshire Boulevard, Suite 1600, Santa Monica, CA   90401
  (Address of principal executive offices)             (Zip Code)
  
  
  
  
  
  
  Registrant's telephone number, including area code: (310) 899-4700
  
  
  Item 5.   OTHER EVENTS
            ------------
  
        Cadiz Inc. ("Cadiz") and ING Baring (U.S.) Capital LLC
  ("ING") have historically structured their financing arrangement
  with a view toward effective implementation of the Cadiz
  Groundwater Storage and Dry-Year Supply Program.  As such, Cadiz
  and ING have amended the terms of their revolving credit and
  senior term facilities in order to extend the maturity dates of
  both facilities to January 31, 2003 and to increase the revolving
  credit facility from $15 million to $25 million.  The additional
  revolving credit facility capacity will be used in furtherance of
  water resource opportunities for Cadiz both domestically and
  internationally as well as for general corporate and working
  capital purposes. The cash interest rate for both loan facilities
  was amended to LIBOR plus 3%, payable quarterly.  At its option,
  ING at any time may convert up to $10 million outstanding under
  the revolving credit facility to Cadiz common stock at a rate
  equal to $8.00 per share, subject to standard anti-dilution
  adjustments.  Currently, ING holds a senior deed of trust on
  substantially all of Cadiz property - other than property held by
  Cadiz' wholly-owned subsidiary, Sun World International, Inc. -
  under the term loan facility and a second lien on substantially
  all of the non-Sun World assets of Cadiz under the revolving
  credit facility.
  
        In connection with these amendments, Cadiz repriced certain
  previously issued warrants to ING to purchase common stock of
  Cadiz and issued 125,000 new warrants which are exercisable
  immediately.  Additionally, only if the ING term and revolving
  loan facilities are not repaid by certain dates on or prior to
  January 30, 2003, 1,475,000 warrants may become exercisable and
  25,000 shares of the Cadiz common stock may be issued to ING.
  
        While Cadiz currently anticipates repayment of the ING
  facilities with monies to be received under the program, Cadiz
  may, if it deems necessary, replace or renegotiate the terms of
  the ING facilities to accommodate other developments such as
  delays in the timetable for regulatory approvals or litigation
  related to the regulatory approvals of the program.
  
  
                             SIGNATURES
  
       Pursuant to the requirements of the Securities Exchange Act
  of 1934, the registrant has duly caused this report to be signed
  on its behalf by the undersigned hereunto duly authorized.
  
                                CADIZ INC.
  
  
  
                                By:   /s/ Stanley E. Speer
                                   -------------------------------
                                   -
                                   Stanley E. Speer
                                   Chief Financial Officer
  
  
  Dated:  March 13, 2002
metadata_documents: [{"type": "8-K", "sequence": "1", "filename": "mar20028k.txt", "secsgml_size_bytes": 3651}]
metadata_filer: {"company-data": {"conformed-name": "CADIZ INC", "cik": "0000727273", "assigned-sic": "0700", "irs-number": "770313235", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-12114", "film-number": "02574254"}, "business-address": {"street1": "100 WILSHIRE BLVD.", "street2": "SUITE 1600", "city": "SANTA MONICA", "state": "CA", "zip": "90401", "phone": "3108994700"}, "mail-address": {"street1": "100 WILSHIRE BLVD.", "street2": "SUITE 1600", "city": "SANTA MONICA", "state": "CA", "zip": "90401-1111"}, "former-company": [{"former-conformed-name": "ARIDTECH INC", "date-changed": "19880523"}, {"former-conformed-name": "CADIZ LAND CO INC", "date-changed": "19920703"}, {"former-conformed-name": "PACIFIC AGRICULTURAL HOLDINGS INC", "date-changed": "19920602"}]}
text: Securities and Exchange Commission
                       Washington, D.C. 20549
  
                              FORM 8-K
  
                           Current Report
  
               Pursuant to Section 13 or 15(d) of the
                  Securities Exchange Act of 1934
  
           Date of Report (Date of earliest event reported):
  
                          January 31, 2002
  
                             CADIZ INC.
         (Exact name of issuer as specified in its charter)
  
                              Delaware
           (State or other jurisdiction of incorporation)
  
                  0-12114                        77-0313235
          (Commission File Number)   (IRS Employer Identification No.)
  
  100 Wilshire Boulevard, Suite 1600, Santa Monica, CA   90401
  (Address of principal executive offices)             (Zip Code)
  
  Registrant's telephone number, including area code: (310) 899-4700
  
  Item 5.   OTHER EVENTS
            ------------
  
        Cadiz Inc. ("Cadiz") and ING Baring (U.S.) Capital LLC
  ("ING") have historically structured their financing arrangement
  with a view toward effective implementation of the Cadiz
  Groundwater Storage and Dry-Year Supply Program.  As such, Cadiz
  and ING have amended the terms of their revolving credit and
  senior term facilities in order to extend the maturity dates of
  both facilities to January 31, 2003 and to increase the revolving
  credit facility from $15 million to $25 million.  The additional
  revolving credit facility capacity will be used in furtherance of
  water resource opportunities for Cadiz both domestically and
  internationally as well as for general corporate and working
  capital purposes. The cash interest rate for both loan facilities
  was amended to LIBOR plus 3%, payable quarterly.  At its option,
  ING at any time may convert up to $10 million outstanding under
  the revolving credit facility to Cadiz common stock at a rate
  equal to $8.00 per share, subject to standard anti-dilution
  adjustments.  Currently, ING holds a senior deed of trust on
  substantially all of Cadiz property - other than property held by
  Cadiz' wholly-owned subsidiary, Sun World International, Inc. -
  under the term loan facility and a second lien on substantially
  all of the non-Sun World assets of Cadiz under the revolving
  credit facility.
  
        In connection with these amendments, Cadiz repriced certain
  previously issued warrants to ING to purchase common stock of
  Cadiz and issued 125,000 new warrants which are exercisable
  immediately.  Additionally, only if the ING term and revolving
  loan facilities are not repaid by certain dates on or prior to
  January 30, 2003, 1,475,000 warrants may become exercisable and
  25,000 shares of the Cadiz common stock may be issued to ING.
  
        While Cadiz currently anticipates repayment of the ING
  facilities with monies to be received under the program, Cadiz
  may, if it deems necessary, replace or renegotiate the terms of
  the ING facilities to accommodate other developments such as
  delays in the timetable for regulatory approvals or litigation
  related to the regulatory approvals of the program.
  
                             SIGNATURES
  
       Pursuant to the requirements of the Securities Exchange Act
  of 1934, the registrant has duly caused this report to be signed
  on its behalf by the undersigned hereunto duly authorized.
  
                                CADIZ INC.
  
                                By:   /s/ Stanley E. Speer
                                   -------------------------------
                                   -
                                   Stanley E. Speer
                                   Chief Financial Officer
  
  Dated:  March 13, 2002