##### 



SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-QSB



(Mark One)[X]
      
      QUARTERLY REPORT UNDER
        SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended:
        September 30, 2003[    ]
      
      TRANSITION REPORT UNDER
        SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period
        from _____________ to _________________


Commission file number :____________________________________

Landmark Land Company, Inc.
(Exact name of small business issuer as specified in its charter)

Delaware
      
      77-0024129(State or other jurisdiction
        of incorporation or organization)
      
      (IRS Employer Identification
        No.)


2817 Crain Highway, Upper Marlboro, Maryland 20774
(Address of principal executive offices)

(301) 574-3330
(Issuers telephone number)



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(Former name, former address and former fiscal
  year, if changed since last report)


Check whether the issuer (1) filed all reports
  required to be filed by Section 13 or 15(d) of the Exchange Act during the past
  12 months (or for such shorter period that the registrant was required
  to file such report(s) Yes [X ] No [ ], and (2) has
  been subject to such filing requirements for the past 90 days. Yes [X]
  No [ ]

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant filed all documents and reports required to be
filed by Section l2, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes [ ] No [X]

APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuers classes of
common equity, as of the latest practicable date:
7,415,708 shares of common stock, $0.50 par value per share as of October 1,
2003.

1



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Landmark Land Company, Inc.

INDEX TO QUARTERLY REPORT ON FORM 10-QSB
QUARTER ENDED SEPTEMBER 30, 2003

PART I
      
      FINANCIAL INFORMATION
      
      Page
          NumberItem 1.
      
      Consolidated Financial Statements:Condensed Consolidated Balance
        Sheet as of September 30, 2003
      
      3Condensed Consolidated Statements
        of Operations for the three months and nine months ended September 30,
        2003 and 2002, respectively
      
      4Condensed Consolidated Statement
        of Comprehensive Income (Loss) for the three months and nine months ended
        September 30, 2003 and 2002, respectively
      
      5Condensed Consolidated Statements
        of Cash Flows for the nine months ended September 30, 2003 and 2002,
        respectively
      
      6Notes to Condensed Consolidated
        Financial Statements, including pro forma financial information
      
      7-8Item 2.
      
      Plan of Operation
      
      9Item 3.
      
      Controls and Procedures
      
      10PART II
      
      OTHER INFORMATIONItem 1.
      
      Legal Proceedings
      
      11Item 2.
      
      Changes in Securities
      
      11Item 3.
      
      Defaults Upon Senior Securities
      
      11Item 4.
      
      Submission of Matters to Vote
        of Security Holders
      
      11Item 5.
      
      Other Information
      
      11Item 6.
      
      Exhibits and Reports on Form 8-K
      
      11Signatures
      
      
      
      12Exhibit 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
under the caption Plan of Operation as well as those set forth in other
periodic reports and filings that we make with the Securities and Exchange
Commission.

2



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Landmark Land Company, Inc. and Subsidiaries

Condensed Consolidated Balance Sheet

September 30, 2003

(Unaudited)

**Assets****Current assets**Cash
      
      $
      3,757,747Accounts
          receivable
      
      
      161,126Receivable
          from affiliates
      
      
      582,030Accounts
          receivable employees
      
      
      997Deferred
          tax assets
      
      
      200,000Other
          assets
      
      
      84,078Total
          current assets
      
      
      4,785,978**Operating
          properties and equipment**
      
      
      26,098**Other
          assets**Receivable
          from affiliate-deferred fees
      
      
      67,305Investment
          in unconsolidated affiliate
      
      
      17,718Preacquisition
          costs reimbursable
      
      
      447,475Real
          estate held for sale
      
      
      1,250,000Capitalized
          development costs
      
      
      41,782Intangible
          contract rights, net
      
      
      4,710,354Total
          other assets
      
      
      6,534,634Total
          assets
      
      $
      11,346,710**Liabilities and Stockholders
            Equity****Current
          liabilities**Accounts
          payable and accrued expenses
      
      $
      155,234Accrued
          payroll & related expenses
      
      
      130,739Accrued
          interest
      
      
      456,596Notes
          payable, due within one year
      
      
      600,000Payable
          to affiliates, due within one year
      
      
      354,649Total
          current liabilities
      
      
      1,697,218**Long
          term liabilities**Notes
          payable to affiliates
      
      
      300,000Total
          liabilities
      
      
      1,997,218**Stockholders
          Equity**Capital
          stock, $.50 par value, 20,000,000 shares authorized, 8,804,468 shares
          issued, 7,415,708 shares outstanding
      
      
      4,402,234Additional
          paid in capital
      
      
      30,382,797Treasury
          stock, 1,388,760 shares common, at cost
      
      
      (1,388,760
      )Accumulated
          deficit
      
      
      (24,036,263
      )Accumulated
          comprehensive loss
      
      
      (10,516
      )Total
          stockholders equity
      
      
      9,349,492Total
          liabilities and stockholders equity
      
      $
      11,346,710


See Accompanying Notes

3



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Landmark Land Company, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations

(Unaudited)

**Three Months**
    
      **Nine Months****Ended September
        30,**
    
      **Ended September
        30,**2003
    
    2002
    
    2003
    
    2002Revenue:Consulting and management fees
    
    $
    206,963
    
    
    
    
    
    
    $
    206,963Operating expensesPayroll and related expenses
    
    
    204,824
    
    
    
    
    
    
    
    204,824Amortization of intangible contract rights
    
    
    35,233
    
    
    
    
    
    
    
    35,233General and administrative
    
    
    363,316
    
    
    $
    414,500
    
    
    
    1,042,006
    
    
    $
    1,127,900Total operating expenses
    
    
    603,373
    
    
    
    414,500
    
    
    
    1,282,063
    
    
    
    1,127,900Operating income (loss)
    
    
    (396,410
    )
    
    
    (414,500
    )
    
    
    (1,075,100
    )
    
    
    (1,127,900
    )Other income (expense):Interest income
    
    
    10,074
    
    
    
    52,200
    
    
    
    38,499
    
    
    
    103,000Interest expense
    
    
    (13,634
    )
    
    
    
    
    
    
    (13,634
    )
    
    
    (173,500
    )Proceeds from litigation settlement
    
    
    
    
    
    
    
    
    
    
    953,670Settlement of previously recorded liability
    
    
    
    
    
    
    
    
    
    
    479,268Equity in loss of unconsolidated affiliate
    
    
    (83,260
    )
    
    
    
    
    
    
    (234,960
    )Total other income or (expense)
    
    
    (86,820
    )
    
    
    52,200
    
    
    
    1,222,843
    
    
    
    (70,500
    )Income (loss) before provision for income taxes
    
    
    (483,230
    )
    
    
    (362,300
    )
    
    
    147,743
    
    
    
    (1,198,400
    )Provision for (recovery of) income taxes
    
    
    
    
    
    
    
    
    
    
    (11,378
    )Net Income (loss)
    
    $
    (483,230
    )
    
    $
    (362,300
    )
    
    $
    159,121
    
    
    $
    (1,198,400
    )Basic earnings or (loss) per share (1)
    
    $
    (0.09
    )
    
    $
    (0.05
    )
    
    $
    0.03
    
    
    $
    (0.15
    )Basic weighted average shares outstanding
    
    
    5,596,171
    
    
    
    8,001,020
    
    
    
    5,012,449
    
    
    
    8,001,020Diluted earnings (loss) per share * (1)
    
    $
    (0.09
    )
    
    $
    (0.05
    )
    
    $
    0.03
    
    
    $
    (0.15
    )Diluted weighted average shares outstanding
    
    
    5,596,171
    
    
    
    8,001,020
    
    
    
    5,012,449
    
    
    
    8,001,020




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|*   |  | A diluted earnings per share number will not differ from basic earnings per share if a loss exists because
the inclusion of common stock equivalents in the computation is antidilutive.                             
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(1) |  | Earnings (loss) per share and diluted (loss) per share for the three and nine months ended September 30, 2002 were
incorrectly reported as $(.45) and $(1.50) respectively in the Form 10-QSB filed February 7, 2003.

See Accompanying Notes

4



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Landmark Land Company, Inc. and Subsidiaries

Condensed Consolidated Statements of Comprehensive Income (Loss)

(unaudited)

**Three Months**
    
      **Nine Months****Ended September
        30,**
    
      **Ended September
        30,****2003**
    
    2002
    
    2003
    
    2002Net income (loss)
    
    $
    (483,230
    )
    
    $
    (362,300
    )
    
    $
    159,121
    
    
    $
    (1,198,400
    )Other comprehensive income (loss):Foreign currency translation adjustments
    
    
    (1,108
    )
    
    
    
    
    
    
    (10,516
    )Comprehensive income (loss)
    
    $
    (484,338
    )
    
    $
    (362,300
    )
    
    $
    148,605
    
    
    $
    (1,198,400
    )


See Accompanying Notes



5



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Landmark Land Company, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

For the Nine Months Ended September 30, 2003 and 2002

(Unaudited)

2003
    
      2002CASH FLOWS FROM OPERATING ACTIVITIES:Net income (loss) for the period
    
    $
    159,121
    
    
    $
    (1,198,400
    )Adjustments to reconcile net income (loss) to
net cash provided (used) in operating activities:Settlement of previously recorded liability
    
    
    (479,268
    )Equity in loss of unconsolidated subsidiary
    
    
    234,960
    
    
    
    Depreciation and amortization
    
    
    36,153
    
    
    
    (Increase) decrease in
Accounts receivable
    
    
    1,624
    
    
    
    50,000Receivable from affiliates
    
    
    (150,332
    )
    
    
    Lawsuit proceeds receivable
    
    
    
    
    
    
    21,458,600Other assets
    
    
    (37,633
    )
    
    
    (50,000
    )Increase (decrease) in
Accounts payable and accrued expenses
    
    
    (192
    )
    
    
    (1,523,100
    )Accrued interest
    
    
    8,231
    
    
    
    (1,609,000
    )Indemnification claims payable
    
    
    
    
    
    
    (2,816,300
    )Contingent legal fees payable
    
    
    
    
    
    
    (2,711,700
    )Other liabilities and deferred credits
    
    
    (225,000
    )
    
    
    (650,000
    )Net cash provided (used) in operating activities
    
    
    (452,336
    )
    
    
    10,950,100CASH FLOWS FROM INVESTING ACTIVITIES:Operating properties and equipment
    
    
    (640
    )
    
    
    Investment in unconsolidated affiliate
    
    
    (263,194
    )
    
    
    Preacquisition costs capitalized or reimbursable
    
    
    14,896
    
    
    
    Net cash provided (used) in investing activities
    
    
    (248,938
    )
    
    
    CASH FLOWS FROM FINANCING ACTIVITIES:Notes payable
    
    
    
    
    
    
    (2,567,200
    )Loans from affiliates
    
    
    (14,896
    )
    
    
    KES cash acquired for treasury stock issued
    
    
    118,297
    
    
    
    Net cash provided (used) in financing activities
    
    
    103,401
    
    
    
    (2,567,200
    )Net increase (decrease) in unrestricted cash during period
    
    
    (597,873
    )
    
    
    8,382,900Cash balance, beginning of period
    
    
    4,355,620
    
    
    
    7,200Cash balance, end of period
    
    $
    3,757,747
    
    
    $
    8,390,100


See Accompanying Notes

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Landmark Land Company, Inc.
Notes To Condensed Consolidated Financial Statements
(Unaudited)

1. Basis Of Presentation

The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for condensed interim
financial information and with the instructions to Form 10-QSB and Item 310 of
Regulation S-B promulgated by the Securities and Exchange Commission.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of management, all adjustments (consisting only of those of a
normal recurring nature) considered necessary for a fair presentation have been
included. Operating results for the nine-month period ended September 30, 2003
are not necessarily indicative of the results that may be expected for the
fiscal year ending December 31, 2003. For further information, please refer to
the audited financial statements and footnotes thereto included in the
companys Form 10-KSB for the year ended December 31, 2002, as filed with the
Securities and Exchange Commission.

On August 31, 2003, Landmark Land Company, Inc. (the company) acquired
all of the outstanding capital shares of KES, Inc. (KES), a golf-oriented
real estate development and management entity. Under the terms of the
acquisition, the shareholders of KES received a total of 2,699,958 shares of
$.50 par value common stock of the company, which shares were previously held
by the company as treasury stock. The company recorded the transaction at the
negotiated price of $2.00 per common share of the company, which approximates
the net fair value of the KES assets and liabilities acquired. KES owns,
directly or indirectly, 100% of the outstanding capital stock of DPMG, Inc.,
Landmark Hellas, Inc., Delos Partners, Inc. and OTP, Inc., whose primary assets
consist of real estate and golf and real estate management and development
contracts having a net fair value of approximately $5.4 million.

The company accounted for the KES acquisition as a purchase. KES assets
with a book value of approximately $1.1 million at August 31, 2003 were
estimated to have a fair value of approximately $7.5 million representing
primarily appreciated land value and intangible contract rights, the costs of
which were expensed as incurred. Liabilities of approximately $2.1 million
were considered fairly stated. The negotiated purchase price of approximately
$5.4 million was allocated among the acquired assets and liabilities based on
their respective estimated fair values. Stockholders equity increased by $5.4
million, the value of the treasury stock reissued.

The accompanying financial statements include the assets, liabilities,
revenues and expenses of the company and its wholly-owned subsidiaries,
Landmark of Spain, Inc. and KES, Inc. and the KES subsidiaries, DPMG, Inc.,
Landmark Hellas, Inc., Delos Partners, Inc. and OTP, Inc. Revenues and
expenses of KES and its subsidiaries are included only for the period
subsequent to the companys acquisition date of August 31, 2003. All
significant intercompany accounts and transactions have been eliminated in
consolidation. Landmark of Spain, Inc. owns a 50% interest in a Spanish
company, Landmark Developments of Spain, S.L., as discussed in Form 10-QSB
filed May 15, 2003. Landmark of Spain, Inc. accounts for its investment on the
equity basis.

Start-up costs for new companies and new businesses are generally expensed
as incurred, except for those costs directly related to the acquisition and
development of specific long-lived assets, such as real estate development
properties, consistent with the provisions of the AICPAs Statement of Position
98-5.

2. Earnings Per Share

The computations of basic earnings (loss) per share and diluted earnings
(loss) per share are in conformity with the provisions of Statement of
Financial Accounting Standards No. 128. Weighted shares outstanding during the
respective periods reported reflect approximately 3.3 million shares
repurchased from Gotham Partners in October 2002 and held as treasury shares
and 2.7 million of treasury shares reissued to the KES shareholders in August
2003.

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3. Reclassification

Certain reclassifications have been made in the 2002 financial statements
to conform to the 2003 presentation, including a change in the common stock and
additional paid-in capital accounts. These changes had no effect on net
income.

4. Income Taxes

No provision for income taxes is included in the Statements of Operations
since current period taxable income will be offset by net operating losses
carried over from prior periods.

5. Pro Forma Financial Information

As stated in Note 1, the accompanying statement of operations includes the
operations of KES and its subsidiaries only since August 31, 2003, the
acquisition date. The following table shows how the transaction might have
affected the companys historical operating statements if the transaction had
been consummated at January 1, 2003 and January 1, 2002, respectively.



Pro Forma Operating InformationFor the Nine Months Ended
          September 30,2003
      
      2002Revenue
      
      $
      2,075,704
      
      
      $
      1,585,811Operating
          (loss)
      
      $
      (876,650
      )
      
      $
      (1,530,554
      )Net
          income (loss)
      
      $
      283,910
      
      
      
      (1,685,139
      )Basic
          earnings per share
      
      $
      .04
      
      
      $
      (.16
      )


Additional pro forma financial information is available in the amendment to the
companys Form 8-K originally filed with the Securities and Exchange Commission
on September 7, 2003 and amended on November 7, 2003.

8



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Item 2. Plan of Operation

During 1991, the Office of Thrift Supervision seized substantially all of
the companys assets and transferred them to a newly chartered federal thrift
institution in which the company and its shareholders had no interest.
Subsequent to this seizure, the company had little operational activity and
extremely limited capital resources and liquidity. Between 1991 and March
2002, the company was essentially dormant, except for the pursuit of the
lawsuit captioned Landmark Land Company, Inc. v. United States described in the
companys Form 10-KSB for the period ended December 31, 2002.

During 2000, the company was awarded a judgment against the United States
in the above-referenced suit in the amount of $21,458,571, which judgment was
affirmed on appeal in July of 2001. The further appeal period expired during
the first quarter of 2002 without an appeal being filed and on March 22, 2002,
the company received the full amount of the judgment.

Subsequent to March 22, 2002, the company attempted to identify, quantify
and resolve the assets and liabilities of the company in order to determine an
appropriate plan for the companys future. In connection with this evaluation,
the company retained the services of DPMG, Inc., d.b.a. Landmark National, a
golf-oriented real estate development and management concern (Landmark
National) to manage the companys affairs and to prepare a plan for future
operation. Landmark National was an affiliate of Gerald G. Barton, William W.
Vaughan and Joe V. Olree, officers and/or directors of the company, and
employed a number of former employees of the company. Fees paid under this
agreement totaled $487,500 and $350,000 in the nine months ended September 30,
2003 and 2002 respectively.

Effective August 31, 2003, the company acquired all of the outstanding
capital shares of KES, Inc. (KES), the sole shareholder of Landmark National.
Under the terms of the acquisition, the shareholders of KES received a total
of 2,699,958 shares of $.50 par value common stock of the company. The company
recorded the transaction at the negotiated price of $2.00 per common share of
the company, which approximated the net fair value of the KES assets and
liabilities acquired. The assets of KES consisted primarily of real estate and
golf and real estate management and development contracts having a net value of
approximately $5.4 million. This valuation was determined in accordance with
general guidelines set forth in FASB Statement No. 141, with intangible
contract rights valued at the expected present value of future cash flows as
recommended in Statement of Financial Accounting Concepts No. 7.

KES was owned primarily by Gerald G. Barton (including affiliates), the
chairman, chief executive officer and single largest shareholder of the
company, as well as 10 other current and former directors, officers and
employees of the company. The transaction was negotiated and approved by a
committee consisting of the current independent directors of the company with
the assistance of the investment banking concern, Christenberry Collet &
Company, Inc., who rendered an opinion regarding the financial fairness of the
transaction to the company.

Since this acquisition, the company, which previously had no employees and
little on-going business activity, has continued to pursue the business
activities of Landmark National with an emphasis on the development and/or
operation of golf and residential properties.

The companys plan of operation for the next 12 months includes the
pursuit of opportunities to acquire (i) golf related properties for future
development, and/or (ii) interests in on-going golf/residential projects which
will involve the utilization of the companys management capabilities. Given
the current lack of profitability in the U.S. golf market and the lack of
available financing for golf-related projects in the U.S., it is uncertain
whether the company will close any such acquisitions during the next 6 to 12
months. Depending on the cash requirements of such acquisitions, the company
may need to raise additional capital, however, absent any such acquisition(s),
the company has sufficient cash reserve to sustain its on-going operations for
the next 12 months.

The company has been devoting a significant amount of time and energy in
the pursuit of development opportunities in Spain and Portugal and has entered
into a joint venture with an entity controlled by a prominent Spanish

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family to pursue such opportunities. At this time, the companys venture has
established an office in the southern Spanish city of Seville and is pursuing a
number of golf/residential development opportunities throughout the area.

Item 3. Controls and Procedures

Quarterly Evaluation of the Companys Disclosure Controls and Internal Controls

Through December 31, 2001, the company had no active operations and no
employees; consequently, the need for controls was limited. Subsequent to the
companys receipt of the judgment proceeds in the first quarter of 2002, the
company retained Landmark National to perform certain services as discussed in
Item 2. above. As part of these services, Landmark National implemented
additional controls as needed. Effective as of August 31, 2003, the company
acquired all of the capital stock of Landmark National and the implementation
of disclosure controls and procedures will now be handled by employees of the
company or its subsidiaries. The Chief Executive Officer and Chief Financial
Officer have evaluated the effectiveness of the design and operation of its
disclosure controls and procedures (Disclosure Controls) and its internal
controls and procedures for financial reporting (Internal Controls) within 90
days of the filing date of this report, including the controls implementation
by the company and the effect of the controls on the information generated for
use in this report. Rules adopted by the Securities and Exchange Commission
require that, in this section of this report, the company presents the
conclusions of the Chief Executive Officer and Chief Financial Officer about
the effectiveness of the companys Disclosure Controls and Internal Controls
based on and as of the date of the Controls Evaluation.

Officer Certifications

Appearing as Exhibits 31.1 and 31.2 to this report there is a form of
certification by the companys Chief Executive Officer and Chief Financial
Officer. The form of certification is required in accordance with Section 302
of the Sarbanes-Oxley Act of 2002 (the Section 302 Certification). This
section of the report that you are currently reading is the information
concerning the Controls Evaluation referred to in the Section 302
Certifications, and this information should be read in conjunction with the
Section 302 Certifications for a more complete understanding of the topics
presented.

Disclosure Controls and Internal Controls

Disclosure Controls are procedures that are designed with the objective of
ensuring that the information required to be disclosed in the companys reports
filed under the Securities Exchange Act of 1934, such as this report, is
recorded, processed, summarized and reported within the time periods specified
in the rules and forms of the Securities and Exchange Commission. Disclosure
Controls are also designed with the objective of ensuring that such information
is accumulated and communicated to our management, including the Chief
Executive Officer and Chief Financial Officer, as appropriate, to allow timely
decisions regarding required disclosure. Internal Controls are procedures that
are designed with the objective of providing reasonable assurance that (1) the
companys transactions are properly authorized; (2) the companys assets are
safeguarded against unauthorized or improper use; and (3) the companys
transactions are properly recorded and reported, all to permit the preparation
of our financial statements in conformity with generally accepted accounting
principles.

In accordance with requirements of the Securities and Exchange Commission,
the Chief Executive Officer and Chief Financial Officer note that, since the
date of the Controls Evaluation to the filing date of this report, there have
been no significant changes in Internal Controls or in other factors that could
significantly affect Internal Controls, including any corrective actions with
regard to significant deficiencies and material weaknesses.

Conclusions

Based upon the Controls Evaluation, the Chief Executive Officer and Chief
Financial Officer have concluded that, subject to the limitations noted above,
our Disclosure Controls are effective to ensure that material information
relating to the company is made known to management, including the Chief
Executive Officer and Chief Financial Officer,

10



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##### 



particularly during the period when the companys periodic reports are
being prepared, and that its Internal Controls are effective to provide
reasonable assurance that the companys financial statements are fairly
presented in conformity with generally accepted accounting principles.

PART II  OTHER INFORMATION

Item 1. Legal Proceedings

During the third quarter of 2003, the Company was not involved in any material litigation.

Items 2 through 4 of this report on Form 10-QSB are not applicable.

Item 5. Other Information

In July and August, 2003, the company settled two claims regarding legal
services provided to the company. Claims totaling $532,520 were settled by
payments totaling $53,252. The gain from favorable settlement of these claims
was recognized in the second quarter of 2003 in the amount of $479,268.

Item 6. Exhibits and Reports on Form 8-K



(a)
      Exhibits:Exhibit 31.1
      
      Section 302 CertificationExhibit 31.2
      
      Section 302 CertificationExhibit 32.1
      
      Section 906 CertificationExhibit 32.2
      
      Section 906 Certification


(b)        Reports on Form 8-K. On September 10, 2003, the company filed a Form
8-K with reference to the Companys acquisition of KES, Inc. On October 7,
2003, the company filed a Form 8-K/A which included financial information on
KES, Inc., as well as pro forma financial information relative to the
acquisition.

Signatures and Certifications of the Chief Executive Officer and the Chief
Financial Officer of the Company

The following pages include the Signatures page for this report and
Exhibits containing the Certifications of the Chief Executive Officer and the
Chief Financial Officer of the company.

The first form of Certification is required by Rule 13a-14 under the
Securities Exchange Act of 1934 in accordance with Section 302 of the
Sarbanes-Oxley Act of 2002 (the Section 302 Certification). The Section 302
Certification includes references to an evaluation of the effectiveness of the
design and operation of the companys disclosure controls and procedures and
its internal controls and procedures for financial reporting. Item 3 of Part
I of this report (including the Section 302 Certifications) presents the
conclusions of the Chief Executive Officer and the Chief Financial Officer
about the effectiveness of such controls based on and as of the date of such
evaluation (relating to Item 4 of the Section 302 Certification), and contains
additional information concerning disclosures to the companys Audit Committee
and independent auditors with regard to deficiencies in internal controls and
fraud and related matters (Item 5 of the Section 302 Certification).

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The second form of Certification is required by Section 1350 of Chapter 63
of Title 18 of the United States Code as adopted in accordance with Section 906
of the Sarbanes-Oxley Act of 2002.

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, thereunto duly authorized.

Date:
      November 14, 2003
      
      
      
      **LANDMARK
          LAND COMPANY, INC.
          (Registrant)**By:
      
      /s/ GERALD G. BARTON Gerald G. Barton
        President and Chief Executive OfficerBy:
      
      /s/ JOE V. OLREE Joe V. Olree
        Vice President and Chief 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