UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



---

FORM 10-Q

---



(Mark One)



xQuarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 -For the Period EndedSeptember 30, 2007



Or



oTransition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 -For the Transition Period From ______________ to ______________



Commission file number1-701



---

GREAT NORTHERN IRON ORE PROPERTIES

(Exact name of registrant as specified in its charter)



Minnesota
        41-0788355(State or other jurisdiction ofincorporation or organization)
        (I.R.S. EmployerIdentification 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 xNo o



Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer or a non-accelerated filer (as defined in Rule 12b-2 of the Act).

Large accelerated filero
        Accelerated filerx
        Non-accelerated filero




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



Number of shares of
beneficial interest outstanding on September 30, 2007:      1,500,000







---

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

GREAT NORTHERN IRON ORE PROPERTIES



CONDENSED BALANCE SHEETS



September 302007
        
        December 312006ASSETS
        
        (Unaudited)
        
        (Note)CURRENT ASSETSCash and cash equivalents
        
        $
        983,348
        
        $
        1,131,504United States Treasury securities
        
        
        4,110,231
        
        
        5,086,107Royalties receivable
        
        
        4,887,857
        
        
        4,444,446Prepaid expenses
        
        
        21,958
        
        
        4,519TOTAL CURRENT ASSETS
        
        
        10,003,394
        
        
        10,666,576NONCURRENT ASSETSUnited States Treasury securities
        
        
        5,088,428
        
        
        3,721,752PROPERTIESMineral and surface lands
        
        
        38,691,707
        
        
        38,691,707Less: Allowances for depletion and amortization
        
        
        -34,885,060
        
        
        -34,719,6853,806,647
        
        
        3,972,022Building and equipment
        
        
        356,156
        
        
        359,543Less: Allowances for accumulated depreciation
        
        
        -233,672
        
        
        -209,817122,484
        
        
        149,726TOTAL PROPERTIES
        
        
        3,929,131
        
        
        4,121,748TOTAL ASSETS
        
        $
        19,020,953
        
        $
        18,510,076LIABILITIES AND BENEFICIARIES EQUITYCURRENT LIABILITIESAccounts payable and accrued expenses
        
        $
        140,267
        
        $
        84,418Distributions
        
        
        4,200,000
        
        
        4,950,000TOTAL CURRENT LIABILITIES
        
        
        4,340,267
        
        
        5,034,418NONCURRENT LIABILITIESDeferred compensation
        
        
        77,000
        
        
        77,000Liability for pension benefits
        
        
        1,135,522
        
        
        1,237,412TOTAL NONCURRENT LIABILITIES
        
        
        1,212,522
        
        
        1,314,412TOTAL LIABILITIES
        
        
        5,552,789
        
        
        6,348,830BENEFICIARIES EQUITY, including certificate holders equity, represented by 1,500,000 certificates (shares or units) of beneficial interest authorized and outstanding, and the reversionary interest
        
        
        15,304,742
        
        
        14,127,598Accumulated other comprehensive loss
        
        
        -1,836,578
        
        
        -1,966,352TOTAL BENEFICIARIES EQUITY
        
        
        13,468,164
        
        
        12,161,246TOTAL LIABILITIES AND BENEFICIARIES EQUITY
        
        $
        19,020,953
        
        $
        18,510,076




Note: The balance sheet at December 31, 2006, 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.



-2-



---

GREAT NORTHERN IRON ORE PROPERTIES



CONDENSED STATEMENTS OF INCOME

(Unaudited)



Three Months EndedSeptember 30
        
        Nine Months EndedSeptember 302007
        
        2006
        
        2007
        
        2006Revenues:Royalties
        
        $
        5,119,516
        
        $
        4,298,949
        
        $
        13,432,024
        
        $
        11,902,756Interest and other income
        
        
        142,222
        
        
        112,421
        
        
        429,916
        
        
        328,6295,261,738
        
        
        4,411,370
        
        
        13,861,940
        
        
        12,231,385Costs and expenses
        
        
        642,093
        
        
        678,145
        
        
        2,034,796
        
        
        2,100,973NET INCOME
        
        $
        4,619,645
        
        $
        3,733,225
        
        $
        11,827,144
        
        $
        10,130,412Weighted-average shares outstanding
        
        
        1,500,000
        
        
        1,500,000
        
        
        1,500,000
        
        
        1,500,000BASIC &  DILUTED EARNINGS PER SHARE
        
        $
        3.08
        
        $
        2.49
        
        $
        7.88
        
        $
        6.75Distributions declared per share
        
        $
        2.80
        (1)
        $
        2.80
        (2)
        $
        7.10
        (3)
        $
        7.00
        (4)




(1)
        
        $
        2.80
        
        declared
        
        9/6/2007payable
        
        10/31/2007(2)
        
        $
        2.80
        
        declared
        
        9/11/2006paid
        
        10/31/2006(3)
        
        $
        2.00
        
        declared
        
        3/9/2007
        
        plus
        
        $
        2.30
        
        declared
        
        6/19/2007
        
        plus
        
        $
        2.80
        
        declared
        
        9/6/2007paid
        
        4/30/2007
        
        
        
        
        
        
        paid
        
        7/31/2007
        
        
        
        
        
        
        payable
        
        10/31/2007(4)
        
        $
        2.00
        
        declared
        
        3/20/2006
        
        plus
        
        $
        2.20
        
        declared
        
        6/12/2006
        
        plus
        
        $
        2.80
        
        declared
        
        9/11/2006paid
        
        4/28/2006
        
        
        
        
        
        
        paid
        
        7/31/2006
        
        
        
        
        
        
        paid
        
        10/31/2006








See notes to condensed financial statements.



-3-



---



GREAT NORTHERN IRON ORE PROPERTIES



CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)



Nine Months EndedSeptember 302007
        
        2006Cash flows from operating activities:Cash received from royalties and rents
        
        $
        13,091,528
        
        $
        11,775,208Cash paid to suppliers and employees
        
        
        -1,775,885
        
        
        -1,857,785Interest received
        
        
        336,201
        
        
        236,781NET CASH PROVIDED BY OPERATING ACTIVITIES
        
        
        11,651,844
        
        
        10,154,204Cash flows from investing activities:U.S. Treasury securities purchased
        
        
        -4,050,000
        
        
        -3,850,000U.S. Treasury securities matured
        
        
        3,650,000
        
        
        4,565,984Net expenditures for building and equipment
        
        
        0
        
        
        -23,640NET CASH (USED IN) PROVIDED BY INVESTING ACTIVITIES
        
        
        -400,000
        
        
        692,344Cash flows from financing activities:Distributions paid
        
        
        -11,400,000
        
        
        -10,800,000NET CASH USED IN FINANCING ACTIVITIES
        
        
        -11,400,000
        
        
        -10,800,000Net (decrease) increase in cash and cash equivalents
        
        
        -148,156
        
        
        46,548Cash and cash equivalents at beginning of year
        
        
        1,131,504
        
        
        774,916CASH AND CASH EQUIVALENTS AT SEPTEMBER 30
        
        $
        983,348
        
        $
        821,464










See notes to condensed financial statements.



-4-



---

GREAT NORTHERN IRON ORE PROPERTIES



NOTES TO CONDENSED FINANCIAL STATEMENTS

(Unaudited)



Periods of Three and Nine Months ended September 30, 2007 and September 30, 2006



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, 2006.



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 September 30, 2007:



Attorneys fees and expenses
        
        $
        1,024,834Cost of surface lands
        
        
        5,817,965Cumulative shipment credits
        
        
        -1,670,687Cumulative asset disposition credits
        
        
        -111,581Principal Charges account balance
        
        $
        5,060,531




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.





-5-



---

Note C  PENSION PLAN



A summary of the components of net periodic pension cost is as follows:



Three Months EndedSeptember 30
        
        Nine Months EndedSeptember 302007
        
        2006
        
        2007
        
        2006Service cost
        
        $
        60,345
        
        $
        58,881
        
        $
        181,036
        
        $
        176,644Interest cost
        
        
        81,960
        
        
        77,400
        
        
        245,881
        
        
        232,200Expected return on assets
        
        
        -86,422
        
        
        -78,094
        
        
        -259,267
        
        
        -234,284Amortization of net loss
        
        
        38,891
        
        
        41,552
        
        
        116,672
        
        
        124,657Amortization of prior service cost
        
        
        4,367
        
        
        4,367
        
        
        13,102
        
        
        13,101Net periodic pension cost
        
        $
        99,141
        
        $
        104,106
        
        $
        297,424
        
        $
        312,318




The plans annual actuarial valuation was performed as of the plans fiscal year-end March 31. The actuarially recommended contribution to the pension plan for 2007 was $269,540, which contribution was made in August, 2007.



Note D  COMPREHENSIVE INCOME



A summary of the components of comprehensive income is as follows:



Three Months EndedSeptember 30
        
        Nine Months EndedSeptember 302007
        
        2006
        
        2007
        
        2006Net income
        
        $
        4,619,645
        
        $
        3,733,225
        
        $
        11,827,144
        
        $
        10,130,412Other comprehensive income:Defined benefit pension plan, pursuant to SFAS No. 158, which was adopted effective as of December, 2006 -Amortization of net loss
        
        
        38,891
        
        
        
        
        
        116,672
        
        
        Amortization of prior service cost
        
        
        4,367
        
        
        
        
        
        13,102
        
        
        Total other comprehensive income
        
        
        43,258
        
        
        
        
        
        129,774
        
        
        Total comprehensive income
        
        $
        4,662,903
        
        $
        3,733,225
        
        $
        11,956,918
        
        $
        10,130,412




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

Periods of Three and Nine Months ended September 30, 2007 and September 30, 2006



The Trust owns interest in 12,033 acres on the Mesabi Iron Range Formation in northeastern 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).



-6-



---

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 any expenses and obligations of the Trust upon its termination, and using the financial statement values as of December 31, 2006, the net monies were approximately $8.0 million and the Principal Charges account balance was approximately $5.2 million, resulting in a final distribution payable of approximately $13.2
million, or about $8.80 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 increased $1,529,268 and $820,567 during the nine months and three months ended September 30, 2007, respectively, as compared to the same periods in 2006, due mainly to overall higher average earned royalty rates on taconite production from Trust lands.



Interest and other income increased $101,287 and $29,801 during the nine months and three months ended September 30, 2007, respectively, as compared to the same periods in 2006, due mainly to improved yields on the Trusts investments.



Costs and expenses decreased $66,177 and $36,052 during the nine months and three months ended September 30, 2007, respectively, as compared to the same periods in 2006, due mainly to reduced legal and accounting expenditures, which were due, in part, to efficiencies achieved relating to the audit and testing of the Trusts internal controls.



-7-



---

At their meeting held on September 6, 2007, the Trustees declared a distribution of $2.80 per share, amounting to $4,200,000 payable October 31, 2007, to certificate holders of record at the close of business on September 28, 2007. The Trustees have now declared three quarterly distributions in 2007. The first, in the amount of $2.00 per share, was paid on April 30, 2007 to certificate holders of record on March 30, 2007; the second, in the amount of $2.30 per share, was paid on July 31, 2007 to certificate holders of record on June 29, 2007; and the third, that being the current distribution. The first, second and third quarter 2006 distributions were $2.00, $2.20 and $2.80 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 2008 to certificate holders of
record on December 31, 2007.



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)). 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, 2006 Annual Report on Form 10-K.



-8-



---

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)





-9-



---

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 25, 2007
        
        By
        /s/  Joseph S. MicallefJoseph S. Micallef, President of the Trustees andChief Executive Officer




Date
        October 25, 2007
        
        By
        /s/  Thomas A. JanochoskiThomas A. Janochoski, Vice President &Secretary and Chief Financial Officer






-10-



---