UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549 FORM 10-Q (Mark One) [X]

Quarterly Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934  For the
Period Ended September 30, 2004  Or [   ]

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  GREAT NORTHERN IRON ORE PROPERTIES(Exact name of registrant as specified in its charter)Minnesota
     
     41-0788355(State or other jurisdiction of
     (I.R.S. Employerincorporation or organization)
     Identification Number)W-1290 First National Bank Building332 Minnesota StreetSaint Paul, Minnesota
     55101-1361(Address of principal executive office)
     (Zip Code)(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)  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.   Yes  X   No Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the
Act).   Yes  X   No Number of shares of beneficial interest outstanding on September 30, 2004:            1,500,000




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PART I.   FINANCIAL INFORMATIONItem 1.   Financial Statements GREAT NORTHERN IRON ORE PROPERTIES
CONDENSED BALANCE SHEETS September 302004
     December 312003(Unaudited)
     (Note)ASSETSCURRENT ASSETSCash and cash equivalents
     $1,408,584
        
     $856,399United States Treasury securities
     3,661,943
        
     3,746,640Royalties receivable
     3,198,650
        
     2,243,423Prepaid expenses
     24,616
        
     4,679TOTAL CURRENT ASSETS
     8,293,793
        
     6,851,141NONCURRENT ASSETSUnited States Treasury securities
     5,149,732
        
     5,097,676Prepaid pension expense
     948,919
        
     810,1836,098,651
        
     5,907,859PROPERTIESMineral lands
     38,587,445
        
     38,577,007Less allowances for depletion andamortization
     34,237,915
        
     34,081,7654,349,530
        
     4,495,242Building and equipmentat cost, lessallowances for accumulated depreciation(9/30/04  $205,458; 12/31/03  $193,279)
     143,779
        
     159,3474,493,309
        
     4,654,589$18,885,753
        
     $17,413,589LIABILITIES AND BENEFICIARIES EQUITYCURRENT LIABILITIESAccounts payable and accrued expenses
     $134,856
        
     $94,656Distributions
     3,150,000
        
     2,550,000TOTAL CURRENT LIABILITIES
     3,284,856
        
     2,644,656NONCURRENT LIABILITIES
     27,000
        
     27,000BENEFICIARIES EQUITY, including certificateholders equity, represented by 1,500,000shares of beneficial interest authorizedand outstanding, and reversionary interest
     15,573,897
        
     14,741,933$18,885,753
        
     $17,413,589  Note: The balance sheet at December 31, 2003 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 Ended
     Nine Months EndedSeptember 30
     September 302004
     2003
     2004
     2003Revenues:Royalties
     $3,525,075
        
     $2,954,900
        
     $10,977,491
        
     $9,250,162Interest and other income
     108,513
        
     76,756
        
     235,009
        
     303,1013,633,588
        
     3,031,656
        
     11,212,500
        
     9,553,263Costs and expenses
     526,232
        
     509,588
        
     1,680,536
        
     1,638,312NET INCOME
     $3,107,356
        
     $2,522,068
        
     $9,531,964
        
     $7,914,951Weighted-average shares outstanding
     1,500,000
        
     1,500,000
        
     1,500,000
        
     1,500,000BASIC & DILUTED EARNINGS PER SHARE
     $2.07
        
     $1.68
        
     $6.35
        
     $5.28Distributions declared per share
     $2.10
        (1)
     $1.70
        (2)
     $5.80
        (3)
     $4.80
        (4)Distributions paid per share
     $1.90
        (5)
     $1.60
        (6)
     $5.40
        (7)
     $4.60
        (8)  (1
        )

     $2.10
     

     declared
     

     9/17/2004payable
     10/29/2004(2
        )
     $1.70
     declared
     9/12/2003paid
     10/31/2003(3
        )
     $1.80
     declared
     3/15/2004
     plus
     $1.90
     declared
     6/14/2004 plus
     $2.10
     declared
     9/17/2004paid
     4/30/2004
     
     
     paid
     7/30/2004
     
     payable
     10/29/2004(4
        )
     $1.50
     declared
     3/14/2003
     plus
     $1.60
     declared
     6/9/2003 plus
     $1.70
     declared
     9/12/2003paid
     4/30/2003
     
     
     paid
     7/31/2003
     
     paid
     10/31/2003(5
        )
     $1.90
     declared
     6/14/2004paid
     7/30/2004(6
        )
     $1.60
     declared
     6/9/2003paid
     7/31/2003(7
        )
     $1.70
     declared
     12/19/2003
     plus
     $1.80
     declared
     3/15/2004 plus
     $1.90
     declared
     6/14/2004paid
     1/30/2004
     
     
     paid
     4/30/2004
     
     paid
     7/30/2004(8
        )
     $1.50
     declared
     12/20/2002
     plus
     $1.50
     declared
     3/14/2003 plus
     $1.60
     declared
     6/9/2003paid
     1/31/2003
     
     
     paid
     4/30/2003
     
     paid
     7/31/2003   See notes to condensed financial statements.


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GREAT NORTHERN IRON ORE PROPERTIES CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited) Nine Months EndedSeptember 302004
     2003Cash flows from operating activities:Cash received from royalties and rents
     $10,114,465
        
     $9,373,027Cash paid to suppliers and employees
     -1,615,662
        
     -1,562,746Interest received
     140,011
        
     216,408NET CASH PROVIDED BY OPERATING ACTIVITIES
     8,638,814
        
     8,026,689Cash flows from investing activities:U.S. Treasury securities purchased
     -2,700,000
        
     -3,550,000U.S. Treasury securities matured
     2,725,000
        
     2,900,000Net expenditures for equipment
     -11,629
        
     -28,227NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES
     13,371
        
     -678,227Cash flows from financing activities:Distributions paid
     -8,100,000
        
     -6,900,000NET CASH USED IN FINANCING ACTIVITIES
     -8,100,000
        
     -6,900,000Net increase in cash and cash equivalents
     552,185
        
     448,462Cash and cash equivalents at beginning of year
     856,399
        
     663,230CASH AND CASH EQUIVALENTS AT SEPTEMBER 30
     $1,408,584
        
     $1,111,692    See notes to condensed financial statements.


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GREAT NORTHERN IRON ORE PROPERTIES NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited) Periods of Three and Nine Months ended September 30, 2004 and September 30, 2003 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, 2003. 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 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
Instrument and the cost of 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 September 30, 2004: Attorneys fees and expenses
     
     
     $1,024,834Cost of surface lands
     5,713,703Cumulative shipment credits
     -1,287,068Asset disposition credits
     -57,950Principal  Charges  account
     $5,393,519  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, a noncash item, is
as follows: Three Months EndedSeptember 30
     Nine Months EndedSeptember 302004
     2003
     2004
     2003Service cost
     
     
     $29,356
        
     $23,054
        
     $88,069
        
     $69,164Interest cost
     52,599
        
     53,501
        
     157,797
        
     160,504Expected return on assets
     -75,805
        
     -65,145
        
     -227,414
        
     -195,437Net amortization
     1,441
        
     9,662
        
     4,323
        
     28,986Net periodic pension cost
     $7,591
        
     $21,072
        
     $22,775
        
     $63,217  The plans annual actuarial valuation was performed as of the
plans fiscal year-end March 31. The recommended contribution to the plan was $161,511, which contribution was made in
August, 2004. Item 2.   Managements Discussion and Analysis of Financial Condition and Results of Operations Periods of Three and Nine Months ended September 30, 2004 and September 30, 2003 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 named in
the Trust Agreement. The last survivor of these eighteen named in the Trust Agreement died April 6, 1995. Accordingly, the Trust
now terminates twenty years from April 6, 1995, that being April 6, 2015. The termination of the Trust on April 6, 2015 means that
there will be no trading of the Trusts 1,500,000 certificates of beneficial interest (shares) on the New York Stock Exchange
beyond that date. At the end of the Trust, all monies remaining in the hands of the Trustees
(after paying and providing for all expenses and obligations of the Trust) shall be distributed ratably among the certificate
holders (term beneficiaries), while all property other than monies shall be conveyed and transferred to the reversionary
beneficiary (formerly Lake Superior Company, Limited) or its successors or assigns (currently Glacier Park Company, a wholly owned
subsidiary of Burlington Resources, Inc.). In addition, by the terms of a District Court Order dated November 29, 1982, the
reversioner, in effect, is required to pay the balance in the Principal Charges account (see Note B above) which primarily
represents the costs of acquiring homes and surface lands on the iron formation that are necessary for the orderly mine
development by United States Steel Corporation under its 1959 lease with the Trustees. This account balance, which may increase or
decrease, will be added to the cash distributable to the certificate holders of record at the termination of the Trust.


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Results of Operations: Royalties increased $1,727,329 and $570,175 during the nine months and three
months ended September 30, 2004, respectively, as compared to the same periods in 2003, due mainly to improved royalty rates
caused by the escalation of producer price indices, applied to tonnage mined from Trust lands. Interest and other income decreased $68,092 during the nine months ended
September 30, 2004, as compared to the same period in 2003, due mainly to reduced yields on our funds held for investment and
condemnation proceeds received in 2003. Interest and other income increased $31,757 during the three months ended September 30,
2004, as compared to the same period in 2003, due mainly to improved timber revenues. At their meeting held on September 17, 2004, the Trustees declared a third
quarter distribution of $2.10 per share, amounting to $3,150,000 payable October 29, 2004 to certificate holders of record at the
close of business on September 30, 2004. The Trustees have now declared three quarterly distributions in 2004. The first, in the
amount of $1.80 per share, was paid on April 30, 2004 to certificate holders of record on March 31, 2004; the second, in the
amount of $1.90 per share, was paid on July 30, 2004 to certificate holders of record on June 30, 2004; and the third, that being
the current distribution. The first, second and third quarter 2003 distributions were $1.50, $1.60 and $1.70 per share,
respectively. 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 January 2005 to certificate holders of record on December 31, 2004. 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. 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)).


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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 2.   Changes in 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 and Reports on Form 8-K (a)

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) (b)

Reports on Form 8-K  None


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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
     October 19, 2004
     By
     
     /s/   Joseph S. MicallefJoseph S. Micallef, President of the Trustees     and Chief Executive OfficerDate
     October 19, 2004
     By
     
     /s/   Thomas A. JanochoskiThomas A. Janochoski, Vice President & Secretary     and Chief Financial Officer


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