UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

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# FORM 10-Q

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(Mark One)

|x |  | Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 
|- |  | -----------------------------------------------------------------------------------------

For the Period Ended March 31, 2006

Or

|o | Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 
|- | ------------------------------------------------------------------------------------------

For the Transition Period From ______________ to ______________

Commission file number 1-701

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|GREAT NORTHERNIRON ORE PROPERTIES                                                  | 
|---------------------------------------------------------------------------------- | 
|(Exact name of registrant as specified in its charter)                             | 
|                                                                                  
|Minnesota                                                                          | 
|(State or other jurisdiction of                                                    | 
|incorporation or organization)                                                     | 
|                                                                                  
|W-1290 First National Bank Building                                                | 
|332 Minnesota Street                                                               | 
|Saint Paul, Minnesota                                                              | 
|(Address of principal executive office)                                            | 
|                                                                                  
|(651) 224-2385                                                                     | 
|(Registrants telephone number, including area code)                               | 
|                                                                                  
|Not Applicable                                                                     | 
|(Former name, former address and former fiscal year, if changed since last report) | 

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Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such
shorter periods that the registrant was required to file such reports), and (2) has been subject to such filing requirements for
the past 90 days.    Yesx
Noo

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Act).   Yesx
Noo

Large accelerated filer  
o
          
Accelerated filer  
x
          
Non-accelerated filer  
o

Indicate by check mark whether the registrant is a shell company (as defined
in Rule 12b-2 of the Act).    Yeso
Nox

Number of shares of beneficial interest outstanding on March 31,
2006:   1,500,000







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PART I.   FINANCIAL INFORMATION
Item 1.   Financial Statements
GREAT NORTHERN IRON ORE PROPERTIES

CONDENSED BALANCE SHEETS

|                                               | March 312006 |  | December 312005
|---------------------------------------------- | ------------ |  | ---------------
|
|ASSETS                                         |              |  |                
|CURRENT ASSETS                                 |              | 
|                                              
|Cash and cash equivalents                      |              |  | $              
|United States Treasury securities              |              |  |                
|Royalties receivable                           |              |  |                
|Prepaid expenses                               |              |  |                
|                                               |              |  |                
|TOTAL CURRENT ASSETS                           |              |  |                
|                                              
|NONCURRENT ASSETS                              |              | 
|United States Treasury securities              |              |  |                
|Prepaid pension expense                        |              |  |                
|                                               |              |  |                
|                                               |              |  |                
|                                              
|PROPERTIES                                     |              | 
|Mineral and surface lands                      |              |  |                
|Less allowances for depletion and amortization |              |  |                
|                                               |              |  |                
|                                               |              |  |                
|Building and equipmentat cost, less           |              | 
|allowances for accumulated depreciation        |              | 
|(3/31/06  $201,996; 12/31/05  $223,654)      |              |  |                
|                                               |              |  |                
|                                               |              |  |                
|                                               |              |  |                
|                                               |              |  | $              
|                                               |              |  |                
|                                              
|LIABILITIES AND BENEFICIARIES EQUITY         
|                                              
|CURRENT LIABILITIES                            |              | 
|Accounts payable and accrued expenses          |              |  | $              
|Distributions                                  |              |  |                
|                                               |              |  |                
|TOTAL CURRENT LIABILITIES                      |              |  |                
|                                              
|NONCURRENT LIABILITIES                         |              |  |                
|                                              
|BENEFICIARIES EQUITY, including certificate  
|holders equity, represented by 1,500,000     
|shares of beneficial interest authorized      
|and outstanding, and reversionary interest     |              |  |                
|                                               |              |  |                
|                                               |              |  | $              
|                                               |              |  |                

Note:   The balance sheet at December 31, 2005, has been
derived from the audited financial statements at that date but does not include all of the information and footnotes required by
generally accepted accounting principles for complete financial statements.

See notes to condensed financial statements.

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GREAT NORTHERN IRON ORE PROPERTIES

CONDENSED STATEMENTS OF INCOME
(Unaudited)

|                                     | Three Months EndedMarch 31
|------------------------------------ | --------------------------
|
|Revenues:                            |                           
|Royalties                            |                           
|Interest and other income            |                           
|                                     |                           
|                                     |                           
|Costs and expenses                   |                           
|                                     |                           
|                                    
|NET INCOME                           |                           
|                                     |                           
|                                    
|Weighted-average shares outstanding  |                           
|                                    
|BASIC AND DILUTED EARNINGS PER SHARE |                           
|                                     |                           
|                                    
|Distributions declared per share     |                           
|Distributions paid per share         |                           

| | (1 | ) |  | $2.00  declared |  |  | 3/20/2006  | 
| | -- | - |  | --------------- |  |  | ---------- | 
| |    |   |  | payable         |  |  | 4/28/2006  | 
|
| | (2 | ) |  | $3.00  declared |  |  | 12/16/2005 | 
| |    |   |  | paid            |  |  | 1/31/2006  | 
|
| | (3 | ) |  | $2.20  declared |  |  | 3/18/2005  | 
| |    |   |  | paid            |  |  | 4/29/2005  | 
|
| | (4 | ) |  | $2.40  declared |  |  | 12/20/2004 | 
| |    |   |  | paid            |  |  | 1/31/2005  | 

See notes to condensed financial statements.

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GREAT NORTHERN IRON ORE PROPERTIES

CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)

|                                                     | Three Months EndedMarch 31
|---------------------------------------------------- | --------------------------
|
|Cash flows from operating activities:                |                           
|Cash received from royalties and rents               |                           
|Cash paid to suppliers and employees                 |                           
|Interest received                                    |                           
|                                                     |                           
|NET CASH PROVIDED BY OPERATING ACTIVITIES            |                           
|                                                    
|Cash flows from investing activities:                |                           
|United States Treasury securities purchased          |                           
|United States Treasury securities matured            |                           
|Net expenditures for building and equipment          |                           
|                                                     |                           
|NET CASH PROVIDED BY INVESTING ACTIVITIES            |                           
|                                                    
|Cash flows from financing activities:               
|Distributions paid                                   |                           
|                                                     |                           
|NET CASH USED IN FINANCING ACTIVITIES                |                           
|                                                     |                           
|                                                    
|Net increase (decrease) in cash and cash equivalents |                           
|                                                    
|Cash and cash equivalents at beginning of year       |                           
|                                                     |                           
|                                                    
|CASH AND CASH EQUIVALENTS AT MARCH 31                |                           
|                                                     |                           

See notes to condensed financial statements.

-4-

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GREAT NORTHERN IRON ORE PROPERTIES

NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)

Periods of Three Months ended March 31, 2006 and March 31, 2005

Note A  BASIS OF PRESENTATION

The accompanying unaudited condensed financial statements have been prepared
in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form
10-Q and Article 10 of Regulation S-X. 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 of
normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the periods
stated above are not necessarily indicative of the results that may be expected for each respective full year. For further
information, refer to the financial statements and footnotes included in the Great Northern Iron Ore Properties
(Trust) Annual Report on Form 10-K for the year ended December 31, 2005.

Note B  BENEFICIARIES EQUITY

Pursuant to the Court Order of November 29, 1982, the Trustees were directed
to create and maintain an account designated as Principal Charges. This account constitutes a first and prior lien of
certificate holders on any property transferable to the reversioner and reflects an allocation of beneficiaries equity
between the certificate holders and the reversioner. This account is neither an asset nor a liability of the Trust. Rather, this
account maintains and represents a balance which will be payable to the certificate holders of record from the reversioner at the
end of the Trust. The balance in this account consists of attorneys fees and expenses of counsel for adverse parties
pursuant to the Court Order in connection with litigation commenced in 1972 relating to the Trustees powers and duties under
the Trust Agreement and the costs of homes and surface lands acquired in accordance with provisions of a lease with United States
Steel Corporation, net of an allowance to amortize the cost of the land based on actual shipments of taconite and net of a credit
for disposition of tangible assets. Following is an analysis of this account as of March 31, 2006:

|Attorneys fees and expenses |  |  | $ | 1,024,834  | 
|---------------------------- |  |  | - | ---------- | 
|Cost of surface lands        |  |  |   | 5,817,965  | 
|Cumulative shipment credits  |  |  |   | -1,487,072 | 
|Asset disposition credits    |  |  |   | -57,950    | 
|                             |  | 
|Principal Charges account    |  |  | $ | 5,297,777  | 
|                             |  | 

Upon termination of the Trust, the Trustees shall either sell tangible assets
or obtain a loan with tangible assets as security to provide monies for distribution to the certificate holders in the amount of
the Principal Charges account balance.

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Note C  PENSION PLAN

A summary of the components of net
periodic pension cost for the three months ended March 31 is as follows:

|                          | 2006 |  | 2005
|------------------------- | ---- |  | ----
|Service cost              |      |  | $   
|Interest cost             |      |  |     
|Expected return on assets |      |  |     
|Net amortization          |      |  |     
|                          |      |  |     
|Net periodic pension cost |      |  | $   
|                          |      |  |     

The Trust had previously disclosed in its Annual Report as of December 31,
2005, that the next contribution to the plan for 2006 is estimated to approximate $260,000, subject to the plans annual
actuarial valuation performed as of the plans fiscal year-end, March 31. No additional updated information is available at
this time.

Item  2.   Managements Discussion and Analysis of Financial Condition and Results of Operations

Periods of Three Months ended March 31, 2006 and March 31, 2005

The Trust owns interest in 12,033 acres on the Mesabi Iron Range Formation in
northern Minnesota, most of which are under lease to major iron ore producing companies. Due to the Trustees election
pursuant to Section 646 of the Tax Reform Act of 1986, as amended, commencing with year 1989 the Trust is not subject to federal
and Minnesota corporate income taxes. The Trust is now a grantor trust. Shares of beneficial interest in the Trust are traded on
the New York Stock Exchange under the ticker symbol GNI (CUSIP No. 391064102).

The terms of the Great Northern Iron Ore Properties Trust Agreement, created
December 7, 1906, state that the Trust shall continue for twenty years after the death of the last surviving of eighteen persons
named in the Trust Agreement. The last survivor of these eighteen named in the Trust Agreement died April 6, 1995. Accordingly,
the Trust terminates twenty years from April 6, 1995.

At the end of the Trust, that being April 6, 2015, the certificates of
beneficial interest (shares) in the Trust will cease to trade on the New York Stock Exchange and thereafter will represent only
the right to receive certain distributions payable to the certificate holders of record at the time of the termination of the
Trust. Upon termination, the Trust is obligated to distribute ratably to these certificate holders the net monies remaining in the
hands of the Trustees (after paying and providing for all expenses and obligations of the Trust), plus the balance in the
Principal Charges account (this account is explained in the Trusts Annual Report sent to all certificate holders every
year). All other Trust property (most notably the Trusts mineral properties) must be conveyed and transferred to the
reversioner under the terms of the Trust Agreement.

We have previously provided information in our various Securities and
Exchange Commission filings, including our Annual Report, about the final distribution payable to the certificate holders upon the
Trusts termination. The exact final distribution, though not determinable at this time, will generally consist of the sum of
the Trusts net monies (essentially, total assets less liabilities and properties) and the balance in the Principal Charges
account, less any and all expenses and obligations of the Trust upon termination. To offer a hypothetical example, without
factoring in

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any expenses and obligations of the Trust upon its termination, and using the
financial statement values as of December 31, 2005, the net monies were approximately $10.5 million and the Principal Charges
account balance was approximately $5.3 million, resulting in a final distribution payable of approximately $15.8 million, or about
$10.53 per share. After payment of this final distribution, the certificates of beneficial interest (shares) would be cancelled
and will have no further value. It is important to note, however, that the actual net monies on hand and the Principal Charges
account balance will most likely fluctuate during the ensuing years and will not be final until after the termination
and wind-down of the Trust. We offer this example to further inform investors about the conceptual nature of the final
distribution and do not imply or guarantee a specific known final distribution amount.

Results of Operations:

Royalties decreased $703,119 during the three months ended March 31, 2006, as
compared to the same period in 2005, due mainly to an overall lower average earned royalty rate, the result of which was caused by
our lessees mining more from our partial fee interest lands.

Interest and other income increased $23,249 during the three months ended
March 31, 2006, as compared to the same period in 2005, due mainly to an improved yield on the Trusts investments.

Costs and expenses increased $91,781 during the three months ended March 31,
2006, as compared to the same period in 2005, due mainly to increased pension costs associated with funding the plan and expensing
these costs by the Trusts termination date.

At their meeting held on March 20, 2006, the Trustees declared a distribution
of $2.00 per share, amounting to $3,000,000 payable April 28, 2006, to certificate holders of record at the close of business on
March 31, 2006. At their meeting held on March 18, 2005, the Trustees declared a distribution of $2.20 per share, amounting to
$3,300,000 paid on April 29, 2005, to certificate holders of record at the close of business on March 31, 2005. The Trustees
intend to continue quarterly distributions and set the record date as of the last business day of each quarter. The next
distribution will be paid in late July 2006 to certificate holders of record on June 30, 2006.

A mining agreement dated January 1, 1959, with United States Steel
Corporation provides that one-half of annual earned royalty income, after satisfaction of minimum royalty payments, shall be
applied to reimburse the lessee for a portion of its cost of acquisition of surface lands overlying the leased mineral deposits,
which surface lands are then conveyed to the Trustees. There are surface lands yet to be purchased, the costs of which are yet
unknown and will not be known until the actual purchases are made.

Liquidity:

In the interest of preservation of principal of Court-approved reserves and
guided by the restrictive provisions of Section 646 of the Tax Reform Act of 1986, as amended, monies are invested primarily in
U.S. Treasury securities with maturity dates not to exceed three years and, along with cash flows from operations, are deemed
adequate to meet currently foreseeable liquidity needs.

-7-

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Item 3.   Quantitative and Qualitative Disclosures About Market Risk

 None

Item 4.   Controls and Procedures

As of the end of the period covered by this report, the Trust conducted an
evaluation, under the supervision and with the participation of the Chief Executive Officer and Chief Financial Officer, of the
Trusts disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities and Exchange Act
of 1934 (the Exchange Act)). Based on this evaluation, the Chief Executive Officer and Chief Financial Officer
concluded that the Trusts disclosure controls and procedures are effective to ensure that information required to be
disclosed by the Trust in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported
within the time periods specified in the Securities and Exchange Commission rules and forms. There was no change in the
Trusts internal control over financial reporting during the Trusts most recently completed fiscal quarter that has
materially affected, or is reasonably likely to materially affect, the Trusts internal control over financial reporting.

PART II.   OTHER INFORMATION

Item 1.   Legal Proceedings

 None

Item 1A.   Risk Factors

There are no material changes from the risk factors previously disclosed in
the Trusts December 31, 2005 Annual Report on Form 10-K.

Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds

 None

Item 3.   Defaults Upon Senior Securities

 None

Item 4.   Submission of Matters to a Vote of Certificate Holders

 None

Item 5.   Other Information

 None

Item 6.   Exhibits

 Exhibit 31.1     Certification of Chief Executive Officer pursuant to Section 302 of Sarbanes-Oxley Act of 2002
         Exhibit 31.2     Certification of Chief Financial Officer pursuant to Section 302 of Sarbanes-Oxley Act of 2002
         Exhibit 32        Certifications of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of Sarbanes-Oxley Act of 2002
                                       (Furnished but not filed)

-8-

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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.

|     |                                                                                  |  |    |  |                            | 
|---- | -------------------------------------------------------------------------------- |  | -- |  | -------------------------- | 
|     | GREAT NORTHERN IRON ORE PROPERTIES                                              
|     |                                                                                  |  |   
|     | (Registrant)                                                                    
|Date | April 25, 2006                                                                   |  | By |  | /s/   Joseph S. Micallef   | 
|     |                                                                                  |  |   
|     | Joseph S. Micallef, President of the Trustees and     Chief Executive Officer    | 
|Date | April 25, 2006                                                                   |  | By |  | /s/   Thomas A. Janochoski | 
|     |                                                                                  |  |   
|     | Thomas A. Janochoski, Vice President &     Secretary and Chief Financial Officer | 

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