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SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-QSB
  þ
    
    QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended: March 31, 2006
 o
    
    TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
 For the transition period from  to
 
 Landmark Land Company, Inc.
  Delaware
    
    77-0024129(State or other jurisdiction of incorporation or organization)
    
    (IRS Employer Identification No.)
  
  
 
  þ o þ o
 o þ
 APPLICABLE ONLY TO CORPORATE ISSUERS
 
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Landmark Land Company, Inc.
 INDEX TO QUARTERLY REPORT ON FORM 10-QSB
QUARTER ENDED MARCH 31, 2006
 PageNumberPART I FINANCIAL INFORMATIONItem 1.Condensed Consolidated Financial Statements:
    
    
    3Condensed Consolidated Balance Sheet as of March 31, 2006
    
    
    4Condensed Consolidated Statements of Operations for the three months ended
March 31, 2006 and 2005, respectively
    
    
    6Condensed Consolidated Statement of Comprehensive Income (Loss) for the three
months ended March 31, 2006 and 2005, respectively
    
    
    7Condensed Consolidated Statements of Cash Flows for the three months ended
March 31, 2006 and 2005, respectively
    
    
    8Notes to Condensed Consolidated Financial Statements
    
    
    9Item 2.Managements Discussion and Analysis
    
    
    11Item 3.Controls and Procedures
    
    
    13PART II OTHER INFORMATIONItem 1.Legal Proceedings
    
    
    14Item 2.Unregistered Sale of Equity Securities and Use of Proceeds
    
    
    14Item 3.Defaults Upon Senior Securities
    
    
    14Item 4.Submission of Matters to Vote of Security Holders
    
    
    14Item 5.Other Information
    
    
    14Item 6.Exhibits and Reports on Form 8-K
    
    
    14Signatures
    
    
    15Exhibit IndexSection 302 CertificationsSection 906 Certifications
 IMPORTANT ADVISORY NOTE REGARDING FORWARD-LOOKING STATEMENTS
 Some of the statements contained in this report on Form 10-QSB constitute forward-looking
statements that involve risks and uncertainties. We caution readers of this report that these
statements involve a number of known and unknown risks that may cause our actual results to be
materially different from those contemplated by these statements. Factors that might cause such a
difference include, but are not limited to, those discussed in this report as
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well as those set forth in other periodic reports and filings that we make with the Securities and
Exchange Commission.
 PART I
 FINANCIAL INFORMATION
 Item 1. Condensed Consolidated Financial Statements
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Landmark Land Company, Inc.
 Consolidated Balance Sheets
 March 31, 2006
 (Unaudited)
 AssetsCurrent assetsCash and cash equivalents
    
    $
    4,262,913Accounts receivable
    
    
    410,405Receivable from affiliates
    
    
    1,090,877Inventories
    
    
    101,049Other current assets
    
    
    185,890Total current assets
    
    
    6,051,134Real estate and golf management contract rights acquiredLong Island, NY, net of impairment
loss provision of $922,083
    
    
    557,917Hudson Valley, NY
    
    
    2,550,000Spain
    
    
    500,000Golf management contracts
    
    
    235,5873,843,504Less accumulated amortization
    
    
    (875,713
    )Total real estate and golf management
contract rights acquired, net
    
    
    2,967,791Real EstateReal estate held for sale
    
    
    1,974,577Real estate held for or under development
    
    
    6,389,653Total real estate
    
    
    8,364,230Property and equipment, net
    
    
    807,370Other assetsInvestment in unconsolidated affiliate
    
    
    4,195,316Total assets
    
    $
    22,385,841
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Landmark Land Company, Inc.
 Consolidated Balance Sheets
 March 31, 2006
 (Unaudited)
 Liabilities and Stockholders EquityCurrent liabilitiesCurrent portion of notes payable to others
    
    $
    2,121,576Current portion of liabilities to affiliates
    
    
    1,192,074Accounts payable and accrued expenses
    
    
    367,660Accrued payroll and related expenses
    
    
    236,464Accrued interest due affiliates
    
    
    656,753Accrued interest due others
    
    
    166,267Dividends payable
    
    
    193,809Other liabilities and deferred credits
    
    
    1,065,124Current income taxes
    
    
    427,000Deferred income taxes
    
    
    309,000Total current liabilities
    
    
    6,735,727Long term liabilitiesNotes payable to others
    
    
    4,953,878Total liabilities
    
    
    11,689,605Stockholders equityPreferred stock, Series C, non-voting, $.50 par value;
$100 liquidation value; $10 cumulative annual dividend;
50,000 shares authorized; 10,000 shares issued and
outstanding, stated at liquidation value
    
    
    1,000,000Common stock, $.50 par value; 20,000,000 shares
authorized; 8,804,468 shares issued;
7,660,055 shares outstanding
    
    
    4,402,234Additional paid-in capital
    
    
    30,190,861Treasury stock, at cost, 1,144,413 and 1,388,760 common
shares, respectively
    
    
    (1,142,527
    )Accumulated deficit
    
    
    (23,721,419
    )Accumulated other comprehensive loss
    
    
    (32,913
    )Total stockholders equity
    
    
    10,696,236Total liabilities and stockholders equity
    
    $
    22,385,841
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Landmark Land Company, Inc.
 Consolidated Statements of Operations
 Three Months ended March 31, 2006 and 2005
 (Unaudited)
 2006
    
    
    2005RevenuesReal estate sales
    
    $
    6,107,777
    
    
    $
    3,496,711Golf course revenue
    
    
    437,979
    
    
    
    391,738Golf merchandise sales
    
    
    76,401
    
    
    
    62,929Food & Beverage, sales revenue
    
    
    41,874
    
    
    
    32,466Management and consulting revenue
    
    
    892,662
    
    
    
    364,049Reimbursement of out-of-pocket expenses
    
    
    284,029
    
    
    
    154,344Total
    
    
    7,840,722
    
    
    
    4,502,237Costs of revenuesCost of real estate sold
    
    
    4,057,675
    
    
    
    2,570,571Real estate operating expenses
    
    
    343,493
    
    
    
    333,570Cost of golf merchandise sold
    
    
    46,812
    
    
    
    34,973Cost of food and beverage sold
    
    
    18,006
    
    
    
    19,537Golf operating expenses
    
    
    349,595
    
    
    
    336,439Out-of-pocket expenses
    
    
    284,029
    
    
    
    154,344Management and consulting payroll
and related expenses
    
    
    735,107
    
    
    
    729,157Depreciation and amortization
    
    
    103,319
    
    
    
    76,597Total
    
    
    5,938,036
    
    
    
    4,255,188Operating income
    
    
    1,902,686
    
    
    
    247,049General, administrative and other expenses
    
    
    (183,664
    )
    
    
    (193,105
    )Other income (expenses)Equity in loss of unconsolidated affiliate
    
    
    (184,855
    )
    
    
    (235,863
    )Interest income
    
    
    25,198
    
    
    
    1,705Interest expense
    
    
    (98,331
    )
    
    
    (92,645
    )Total other (income) expenses
    
    
    (257,988
    )
    
    
    (326,803
    )Income (loss) before income taxes
    
    
    1,461,034
    
    
    
    (272,859
    )Federal and state income taxes
    
    
    (476,181
    )
    
    
    Net income (loss)
    
    $
    984,853
    
    
    $
    (272,859
    )Basic income (loss) per common share
    
    $
    0.13
    
    
    $
    (0.04
    )Basic weighted average shares outstanding
    
    
    7,660,055
    
    
    
    7,415,708
 Diluted earnings per share are not shown as the Company had no common stock equivalents.
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Landmark Land Company, Inc.
 Consolidated Statements of Comprehensive Income or Loss
 Three Months ended March 31, 2006 and 2005
 (Unaudited)
 2006
    
    
    2005Net income (loss)
    
    $
    984,853
    
    
    $
    (272,859
    )Other comprehensive income (loss)Foreign currency translation adjustments
    
    
    (3,298
    )
    
    
    (9,498
    )Comprehensive income (loss)
    
    $
    981,555
    
    
    $
    (282,357
    )
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Landmark Land Company, Inc.
 Consolidated Statements of Cash Flows
 Three Months ended March 31, 2006 and 2005
 (Unaudited)
 2006
    
    
    2005Cash flows from operating activitiesNet income (loss) for the period
    
    $
    984,853
    
    
    $
    (272,859
    )Adjustments to reconcile net income (loss) to net cash
provided by operating activities:Depreciation and amortization
    
    
    103,319
    
    
    
    76,597Equity in loss of unconsolidated subsidiary
    
    
    184,855
    
    
    
    235,863Deferred income taxes
    
    
    49,000
    
    
    
    (Increase) decrease inAccounts receivable
    
    
    (55,767
    )
    
    
    6,978Receivable from affiliates
    
    
    1,350,137
    
    
    
    (134,723
    )Inventories
    
    
    (4,902
    )
    
    
    (17,877
    )Other assets
    
    
    67,876
    
    
    
    (3,552
    )Increase (decrease) inAccounts payable and accrued expenses
    
    
    (178,420
    )
    
    
    57,385Accrued payroll and related expenses
    
    
    39,870
    
    
    
    23,809Accrued interest
    
    
    11,222
    
    
    
    32,352Other liabilities and deferred credits
    
    
    300,890
    
    
    
    119,759Current Income tax liability
    
    
    384,000
    
    
    
    Net cash provided by operating activities
    
    
    3,236,933
    
    
    
    123,732Cash flows from investing activitiesPurchase of property and equipment
    
    
    (38,328
    )
    
    
    (123,538
    )Purchase and development of real estate
    
    
    (4,190,021
    )
    
    
    (2,050,659
    )Sale of real estate inventory
    
    
    4,140,978
    
    
    
    2,598,694Investment in unconsolidated affiliate
    
    
    (4,360,000
    )
    
    
    Net cash provided (used) in investing activities
    
    
    (4,447,371
    )
    
    
    424,497Cash flows from financing activitiesProceeds from debt to others
    
    
    3,666,799
    
    
    
    1,310,725Repayments on debt to others
    
    
    (2,918,060
    )
    
    
    (2,230,677
    )Cash dividends paid on common stock
    
    
    (190,830
    )
    
    
    Cash dividends paid on preferred stock
    
    
    (28,562
    )
    
    
    Net cash provided (used) by financing activities
    
    
    529,347
    
    
    
    (919,952
    )Net decrease in cash during period
    
    
    (681,091
    )
    
    
    (371,723
    )Cash balance, beginning of period
    
    
    4,944,004
    
    
    
    1,775,274Cash balance, end of period
    
    $
    4,262,913
    
    
    $
    1,403,551Supplemental disclosure of cash flow information:Cash paid for interest, including $100,000 and
$0 paid to affiliates in 2006 and 2005 respectively
    
    $
    214,512
    
    
    $
    117,376
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Landmark Land Company, Inc.
 Notes To Condensed Consolidated Financial Statements
 (Unaudited)
 1. Basis of Presentation
    Three Months EndedMarch 31,2006
    
    2005Revenue
    
    $
    501,120
    
    
    $
    1,533Gross profit (loss)
    
    $
    (199,147
    )
    
    $
    (471,726
    )Profit (loss) from continuing operations
    
    $
    (199,147
    )
    
    $
    (471,726
    )Net income (loss)
    
    $
    (199,147
    )
    
    $
    (471,726
    )
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Three Months EndedMarch 31, 2006Revenue
    
    
    Gross profit (loss)
    
    $
    (255,843
    )Profit (loss) from continuing operations
    
    $
    (255,843
    )Net income (loss)
    
    $
    (255,843
    )
   2. Earnings Per Share
   3. Reclassifications
  4. Income Taxes
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Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operation
 Overview
   Revenue
 Real estate sales
 Golf
  Management and consulting
  Costs of Revenues
 Cost of real estate sold,
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Real estate operating expenses cost of real estate sold
 Cost of golf merchandise sold and food and beverage sold
 Golf operating expenses
 Management and consulting payroll and related expenses
 Depreciation and amortization
 General, administrative and other expenses
 General, administrative and other expenses
 Other income and expense
 Equity in loss of unconsolidated affiliates
 Three Months EndedMarch 31,Ownership
    
    2006
    
    2005Landmark Developments of
Spain, S.L.
    
    
    50
    %
    
    $
    (99,573
    )
    
    $
    (235,863
    )Apes Hill Development SRL
    
    
    33
    %
    
    $
    (85,282
    )
    
    
    Presidential Golf Club, LLC
    
    
    50
    %
    
    
    
    
    
    
    $
    (184,855
    )
    
    $
    (235,863
    )
 Interest income
 Interest expense
 Federal and state income taxes
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Net income
  Liquidity and capital resources
 Current assets
 Real estate and golf management contract rights
 Real estate
 Property and equipment
 Liabilities
 Stockholders equity
  Item 3. Controls and Procedures
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PART II  OTHER INFORMATION
 Item 1. Legal Proceedings
  Items 2 through 5 of this report on Form 10-QSB are not applicable.
 Item 6. Exhibits
  Exhibit 31.1
    
    Section 302 CertificationExhibit 31.2
    
    Section 302 CertificationExhibit 32.1
    
    Section 906 CertificationExhibit 32.2
    
    Section 906 Certification
 Signatures and Certifications of the Chief Executive Officer and the Chief Financial Officer of the Company
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SIGNATURES
  Date: May 12, 2006
    
    LANDMARK LAND COMPANY, INC.(Registrant)By:
    
    /s/ GERALD G. BARTONGerald G. BartonChairman and Chief Executive OfficerBy:
    
    /s/ JOE V. OLREEJoe V. OlreeSenior Vice President andChief Financial Officer
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LANDMARK LAND COMPANY, INC.
 FORM 10-QSB
 EXHIBIT INDEX
 ExhibitNumber31.1
    
    Section 302 Certification of Gerald G. Barton.31.2
    
    Section 302 Certification of Joe V. Olree32.1
    
    Section 906 Certification of Gerald G. Barton.32.2
    
    Section 906 Certification of Joe V. Olree