SCHEDULE 14A INFORMATION PROXY STATEMENT
PURSUANT TO SECTION 14(A) OF THE SECURITIES
EXCHANGE ACT OF 1934

Filed by Registrant [  ]

Filed by a Party other than the Registrant [X]


Check the appropriate box:

[X] Preliminary Proxy Statement

[  ] Confidential, For Use of the Commission Only (as
permitted by Rule 14a-6(e)(2))

[  ] Definitive Proxy Statement

[  ] Definitive Additional Materials

[  ] Soliciting Material Pursuant to Sec. 240.14a-11(c) or
Sec. 240.14a-12

WARWICK VALLEY TELEPHONE
COMPANY, INC.
- -----------------------------------------------------------
(Name of Registrant as Specified in its Charter)


Lawrence J. Goldstein, Santa Monica Partners L.P.,
and SMP Asset Management, LLC,
- -----------------------------------------------------------
(Name of Person(s) Filing Proxy Statement,
if Other Than the Registrant

Payment of Filing Fee (Check the appropriate box):

[X] No fee required.

[ ] Fee computed on table below per Exchange Act Rules
14a-6(i)(4) and 0-11.
(1) Title of each class of securities to which transaction
applies:

(2) Aggregate number of securities to which transaction
applies:

(3) Per unit price or other underlying value of transaction
computed pursuant to Exchange Act Rule 0-11 (Set forth
the amount on which the filing fee is calculated and state
how it was determined):

(4) Proposed maximum aggregate value of transaction:

(5) Total fee paid:

[ ] Fee paid previously with preliminary materials.



[ ] Check box if any part of the fee is offset as provided by
Exchange Act Rule 0-11(a)(2) and identify  the filing for
which the offsetting fee was paid  previously. Identify the
previous filing by registration statement number, or the
Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:

































PRELIMINARY PROXY STATEMENT

PROXY STATEMENT OF LAWRENCE J. GOLDSTEIN,
SANTA MONICA PARTNERS, L.P. SMP ASSET
MANAGEMENT, LLC, TO STOCKHOLDERS OF
WARWICK VALLEY TELEPHONE COMPANY, INC. IN
OPPOSITION TO THE SOLICITATION BY THE BOARD
OF DIRECTORS

ANNUAL MEETING OF SHAREHOLDERS (Scheduled to
be held on April 28, 2006)

APRIL 13, 2006

This proxy statement and the enclosed GREEN proxy card
are being furnished to you as a holder of common stock of
record of Warwick Valley Telephone Company, Inc. (the
?Company?) as of March 13, 2006 (the ?Record Date?).
Santa Monica Partners, L.P., its general partner SMP
Asset Management, LLC, and the president of its general
partner, Lawrence J. Goldstein (collectively ?Santa
Monica?) are soliciting your proxy to vote your shares at the
Annual Meeting of Shareholders of the Company
scheduled for April 28, 2006 at The Harness Racing
Museum and Hall of Fame, 240 Main Street, Goshen, New
York 10924 (the ?Meeting?).  At the Meeting, Santa Monica
will nominate two (2) candidates for election to the
Company?s board of directors for terms which will expire in
2007.  This proxy statement solicits your vote for Santa
Monica?s nominees, in favor of Santa Monica?s non-binding
proposal to have the Company substantially increase its
quarterly dividends and against the election of the three
company nominees for the class of 2009.  At the meeting
shareholders will also consider the company?s proposal to
select the independent accounts.  Please refer to the
Company?s proxy soliciting material for additional
information concerning the Meeting and the matters to be
considered by shareholders.  This proxy statement and the
enclosed GREEN proxy card are first being sent to
common stockholders of the Company by mail on or about
April 12, 2006.

WARWICK?S MANAGEMENT NOTIFIED SANTA MONICA
THAT IT WOULD REFUSE TO ALLOW SANTA MONICA
TO NOMINATE SANTA MONICA?S CANDIDATES AND
REFUSE TO COUNT VOTES CAST FOR SANTA
MONICA?S NOMINEES ON THE GROUNDS THAT
SANTA MONICA DID NOT NOTIFY THEM OF SANTA
MONICA?S NOMINATIONS BY NOVEMBER 2005. This, of
course, would have been impossible to do, since Warwick
first announced that it would hold elections for two seats for
the Class of 2007 on March 24, 2006.  SANTA MONICA
FILED A LAWSUIT ON APRIL 7, 2006 AGAINST
WARWICK AND ITS OFFICERS WISNER BUCKBEE
AND ZIGMUND NOWICKI, TO COMPEL THEM TO
RECOGNIZE SANTA MONICA?S NOMINEES AND
COUNT SANTA MONICA?S VOTES FOR THESE
NOMINEES.  IF SANTA MONICA LOSES ITS LAWSUIT,
YOUR GREEN PROXY CARD VOTES FOR DIRECTORS
WILL NOT BE COUNTED.  IF THAT HAPPENS AND YOU
STILL WISH TO VOTE FOR DIRECTORS, YOU WILL
NEED TO VOTE ON MANAGEMENT?S PROXY CARD OR
ATTEND THE MEETING.  A HEARING ON SANTA
MONICA?S LAWSUIT IS SCHEDULED FOR APRIL 24,
2006.  HOWEVER, NO ASSURANCE CAN BE GIVEN
THAT THE LITIGIATION WILL BE RESOLVED BY THE
MEETING DATE.

How Proxies Will Be Voted



If you wish to vote FOR the election of Santa Monica?s
nominees and FOR its dividend proposal, you may do so
by completing and returning a GREEN proxy card.  If you
return a GREEN proxy card, your shares will be voted on
each matter as you indicate.  If you do not indicate how
your shares are to be voted on a matter, they will be voted
FOR the election of Santa Monica?s nominees, FOR Santa
Monica?s proposal and AGAINST the election of the
company?s three nominees for the Class of 2009.  Santa
Monica believes that if the Company adopts its proposal to
significantly increase the quarterly dividend paid to
shareholders the results for shareholders will be solely
positive.  Larger dividends will transfer more money to for
shareholders and leave less money in the hands of
management which has mismanaged our company.  The
company?s three nominees for the class of 2009  are part
of a board which is unresponsive and antagonistic to
shareholders, as evidenced by its absurd opposition to
shareholders? right to vote for Santa Monica?s nominees for
the class of 2007.  Two of the three nominees, Mr.
DeValentino and Mr. Morrow have served on the board of
directors during a period of mismanagement and declining
profits from operations.  If you return a GREEN proxy card,
you will be granting the proxy holder(s) discretionary
authority to vote on any other matters that may come
before the Meeting including matters relating to the conduct
of the Meeting.

Voting Requirements

A quorum will exist for the election of Directors by the
holders of record if a majority of the common shareholders
are present at the Annual Meeting in person or by proxy.
The nominees receiving the greatest number of votes cast
by the common stockholders and the preferred
stockholders voting as a group will be elected directors.
Abstentions and broker non-votes are not treated as votes
cast and thus will have no impact on either proposal.

Revocation of Proxies

You may revoke any proxy prior to its exercise by (i)
delivering a written revocation of your proxy at the Meeting;
(ii) executing and delivering a later dated proxy; or (iii)
voting in person at the Meeting.  Attendance at the Meeting
will not in and of itself revoke a proxy.  There is no limit on
the number of times you may revoke your proxy prior to the
Meeting.  Only your latest dated proxy will be counted.

If you have already voted on the white proxy card sent to
you by management, you can change your vote by
returning the green proxy card.

YOUR LAST DATED PROXY IS THE ONLY ONE THAT
COUNTS, SO RETURN THE GREEN PROXY CARD
EVEN IF YOU HAVE ALREADY DELIVERED A PRIOR
PROXY. WE URGE YOU NOT TO RETURN ANY PROXY
CARD SENT TO YOU BY THE COMPANY.

Information Concerning Santa Monica And Its
Nominees



Lawrence J. Goldstein is an investment manager and
president and sole owner of SMP Asset Management, LLC,
a Delaware Limited Liability Company which is the general
partner of Santa Monica Partners, L.P.  As of March 13,
2006, Santa Monica beneficially owned 130,889 shares of
the Company.  Of that total, Santa Monica Partners, L.P., a
New York limited partnership, owns 114,689 shares.  Mr.
Goldstein has the power to vote and/or dispose of all such
shares.  Other clients of Lawrence J. Goldstein own 16,200
shares over which Mr. Goldstein has discretionary authority
to dispose of all such shares and to vote 6,000 of such
shares.  Santa Monica?s nominees, M. Lynn Pike and Peter
Saulnier, own 2,837 shares and 200 shares, respectively.
Mr. Pike?s wife owns 102 shares, over which Mr. Pike
disclaims beneficial ownership.

No participant is, or was within the past year, a party to any
contract, arrangement or understandings with any person
with respect to any securities of the registrant, including,
but not limited to, joint ventures, loan or option
arrangements, puts or calls, guarantees against loss or
guarantees of profits, division of losses or profits, or the
giving or withholding of proxies.  No participant or any
associates of the participants have any arrangement or
understanding with any person with respect to any future
employment by the registrant or its affiliates; or with respect
to any future transactions to which the registrant or any of
its affiliates will or may be a party.

In the last two years, Santa Monica has purchased and
sold securities of Warwick.  A summary of the purchases
and sales appears below


Trade Date		Shares			Purchase/Sale

6/28/2005		2,000.00		Purchase
8/11/2005		-1,000.00		Sale
8/11/2005		-1,000.00		Sale
1/13/2006		1,000.00		Purchase
6/28/2005		6,000.00		Purchase
9/9/2005		6,108.00		Purchase
1/13/2006		2,000.00		Purchase
6/28/2005		5,000.00		Purchase



PROPOSAL 1: ELECTION OF DIRECTORS

At the Meeting, Santa Monica intends to nominate the two
individuals described below for election as directors to
terms expiring in 2007.  Each nominee has consented to
being named in this proxy statement and to serve as a
director if elected.  Santa Monica does not know of any
material conflicts of interest that would prevent any of its
nominees from acting in the best interest of the Company.
Please refer to the Company?s proxy soliciting material for
additional information concerning the election of directors.

1. M. Lynn Pike (Age 58) BTC Broadband, 7956 S.90th E.
Av. Tulsa, Ok 74133
Mr. Pike has had a long and distinguished career in the
telecom industry in executive managerial potions.  He is
currently President/Chief Executive Officer of BTC
Broadband 9BTC, formerly Bixby Telephone Company. Mr.
Pike joined BTC in December 2004 as General
Manager/COO.  BTC serves Bixby, OK, the fastest growing
community in Oklahoma, providing state-of -the-art voice
and data services. Immediately prior thereto, Mr. Pike was
the President/CEO and a member of Warwick Valley
Telephone Company?s Board of Director from 2000 B 2004.



With more than 35 years experience in various disciplines
within the telecom industry, Mr. Pike previously has held
the position of Vice President/COO for Geneseo
Communications (Geneseo, IL) and was Managing Director
for United Telecom Investments in Budaors, Hungary,
where he managed the design and construction of a new
digital and fiber network to serve 50,000 new customers in
70 communities in Hungary.  Mr. Pike has a BSBA from the
University of Redlands, Redlands, CA.  Mr. Pike owns
2,837 shares of Warwick Valley Telephone Company
common stock.  His wife owns 102 shares with regard to
which Mr. Pike disclaims having beneficial ownership or
dispositive power.

2. Peter Saulnier (Age 45) 555 Spring Valley Road
Morristown, NJ 07960.
Mr. Saulnier was Senior Vice President and Chief Financial
Officer of Country Road Communications, LLC (?Country
Road?) from 2000 to 2005.  Since its formation in 2000,
Country Road acquired and managed five ILECs
(Independent Local Exchange Carriers) in Maine,
California, Massachusetts and West Virginia and started a
CLEC (Competitive Local Exchange Carrier) and wholesale
telecommunications business in Maine.  Prior to joining
Country Road, Mr. Saulnier was the founder and Managing
Director of Harding Capital, LLC a financial advisory firm
focused on emerging and middle market companies in
technology, telecommunications, manufacturing and
consumer products.  From 1983 to 1999 Mr. Saulnier held
positions in investment banking and mergers and
acquisitions at several firms including Smith Barney, Bear
Stearns and SG Cowen.  Mr. Saulnier has BA degree in
Political Economy form Williams College and an MBA from
Tuck School of Business at Dartmouth where he was
elected an Edward Tuck Scholar.  Mr. Saulnier owns 200
shares of Warwick Valley Telephone Company.



THE SOLICITATION



For the past 24 years Lawrence J. Goldstein has been the
President and founder of SMP Asset Management, LLC,
the General Partner of Santa Monica Partners, LP, and
President of Santa Monica Partners Asset Management
LLC, Santa Monica Partners Opportunity Fund LP, and
Santa Monica Partners II LP.  These Investment
Partnerships have a long-term value focus and are headed
by professionals experienced in researching, analyzing and
investing in opportunities in market segments generally
overlooked or ignored by otherwise intelligent investors.
Mr. Goldstein was a First Vice President of Drexel
Burnham Lambert and a general partner of its predecessor
partnership, Burnham and Company, from 1959 to 1982.
He held a variety of positions, including securities analyst,
director Investment Research Department, and founder
and portfolio manager of the Burnham Fund mutual fund.
Mr. Goldstein has a BS in Banking and Finance from New
York University and an MBA from the University of
Michigan.  Mr. Goldstein is a director of Advanced
Processing & Imaging and has had considerable Board
experience having served as a Director of many small
public companies including American Locker Group, Inc.,
FRMO Corp, Initio Inc., SBM Industries, and Starstruck Ltd.
 Mr. Goldstein may be deemed to be, the beneficial owner
of 130,889 shares or approximately 2.4% of Warwick
Valley Telephone Company.

Persons affiliated with or employed by Santa Monica or its
affiliates may assist Santa Monica in the solicitation of
proxies.  Banks, brokerage houses and other custodians,
nominees and fiduciaries will be requested to forward this
proxy statement and the enclosed GREEN proxy card to
the beneficial owners of common shares for whom they
hold shares of record.  Santa Monica will reimburse these
organizations for their reasonable out-of-pocket expenses.

Initially, Santa Monica will bear all of the expenses related
to this proxy solicitation.  Because Santa Monica believes
that all shareholders will benefit from this solicitation, Santa
Monica intends to seek reimbursement of its expenses
from the Company.  Shareholders will not be asked to vote
on the reimbursement of Santa Monica?s solicitation
expenses which have already totaled approximately
$25,000, and Santa Monica estimates will total $75,000,
including the cost of litigation to enforce Santa Monica?s
right to nominate candidates for the Board of Director?s
Class of 2007 and have shares voted for these candidates
counted.  There is no arrangement or understanding
involving Santa Monica or any of its affiliates relating to
future employment by or any future transaction with the
Company or any of its affiliates.

Shareholders are advised to read this proxy statement
carefully because it contains important information.
Investors can get my proxy statement, when available and
other relevant documents, for free at the Securities and
Exchange Commission?s site (http://www.sec.gov).  In
order to ensure that each and every shareholder is given
an equal opportunity to review Santa Monica?s materials,
Santa Monica would be glad to mail additional hard copy
documents to anyone without internet access.  Mr.
Goldstein can be reached directly at (914) 833-0875.

If you have already voted on the white proxy card sent to
you by management, you can change your vote by
returning the green proxy card.

YOUR LAST DATED PROXY IS THE ONLY ONE THAT
COUNTS, SO RETURN THE GREEN PROXY CARD
EVEN IF YOU HAVE ALREADY DELIVERED A PRIOR
PROXY. WE URGE YOU NOT TO RETURN ANY PROXY
CARD SENT TO YOU BY THE COMPANY.


DATED: April 13, 2006


WARWICK VALLEY TELEPHONE COMPANY
47 MAIN STREET, WARWICK, NY 10990

THIS PROXY IS SOLICITED BY LAWRENCE J.
GOLDSTEIN, SANTA MONICA PARTNERS, L.P.,
AND SMP ASSET MANAGEMENT LLC, IN
OPPOSITION TO THE SOLICITATION BY THE
BOARD OF DIRECTORS

The undersigned hereby appoints LAWRENCE J.
GOLDSTEIN proxy for the undersigned, with full power and
substitution, to vote all of the Common Shares, par value
$0.01, of WARWICK VALLEY TELEPHONE COMPANY
owned by the undersigned at the Annual Meeting of
Shareholders of Warwick Valley Telephone Company to be
held at The Harness Racing Museum and Hall of Fame,
240 Main Street, Goshen, New York 10924 on April 28,
2006 at 2:00 p.m., local time, and at any adjournments
thereof.  THIS PROXY, WHEN PROPERLY EXECUTED
AND DELIVERED, WILL BE VOTED IN THE MANNER
DIRECTED HEREIN BY THE UNDERSIGNED.  THIS
PROXY REVOKES ANY PRIOR PROXY GIVEN BY THE
UNDERSIGNED.  UNLESS AUTHORITY TO VOTE FOR
ONE OR MORE OF THE NOMINEES IS SPECIFICALLY
WITHHELD ACCORDING TO THE INSTRUCTIONS, THIS
PROXY WILL BE VOTED ?FOR? THE ELECTION OF M.
LYNN PIKE AND PETER SAULNIER FOR DIRECTORS
?FOR? THE NON-BINDING SHAREHOLDER PROPOSAL
TO INCREASE DIVIDENDS AND ?AGAINST? THE
ELECTION OF KELLY C. BLOSS, JOSEPH J. MORROW,
AND ROBERT J. DEVALENTINO. IF NO DIRECTION IS
GIVEN WITH REGARD TO A PARTICULAR PROPOSAL,
THIS PROXY WILL BE VOTED ?FOR? ANY SUCH
PROPOSAL.

(Continued and to be signed on the reverse side)



















PRELIMINARY PROXY

ANNUAL MEETING OF SHAREHOLDERS OF
	WARWICK VALLEY TELEPHONE COMPANY
			April 28, 2006

Please date, sign and mail your proxy card in the envelope
provided as soon as possible

 Please detach along perforated line and mail in the envelope provided.

WARWICK?S MANAGEMENT NOTIFIED SANTA MONICA THAT IT WOULD
REFUSE TO ALLOW SANTA MONICA TO NOMINATE SANTA MONICA?S
CANDIDATES AND REFUSE TO COUNT VOTES CAST FOR SANTA
MONICA?S NOMINEES ON THE GROUNDS THAT SANTA MONICA DID NOT
NOTIFY THEM OF SANTA MONICA?S NOMINATIONS BY NOVEMBER 2005.
This, of course, would have been impossible to do, since Warwick first
announced that it would hold elections for two seats for the
Class of 2007 on
March 24, 2006.  SANTA MONICA FILED A LAWSUIT ON APRIL 7, 2006
AGAINST WARWICK AND ITS OFFICERS WISNER BUCKBEE AND ZIGMUND
NOWICKI, TO COMPEL THEM TO RECOGNIZE SANTA MONICA?S NOMINEES
AND COUNT SANTA MONICA?S VOTES FOR THESE NOMINEES.  IF SANTA
MONICA LOSES ITS LAWSUIT, YOUR GREEN PROXY CARD VOTES FOR
DIRECTORS WILL NOT BE COUNTED.  IF THAT HAPPENS AND YOU STILL
WISH TO VOTE FOR DIRECTORS, YOU WILL NEED TO VOTE ON
MANAGEMENT?S PROXY CARD OR ATTEND THE MEETING.  A HEARING ON
SANTA MONICA?S LAWSUIT IS SCHEDULED FOR APRIL 24, 2006.
HOWEVER, NO ASSURANCE CAN BE GIVEN THAT THE LITIGIATION WILL
BE RESOLVED BY THE MEETING DATE.

LAWRENCE J. GOLDSTEIN, SANTA MONICA PARTNERS, L.P., AND SMP
ASSET MANAGEMENT, LLC RECOMMEND A VOTE ?FOR? THE ELECTIONS
OF M. LYNN PIKE AND PETER SAULNIER FOR DIRECTOR ?FOR? THE
SHAREHOLDER PROPOSAL TO SIGNIFICANTLY INCREASE THE
QUARTERLY DIVIDEND TO SHAREHOLDERS AND ?AGAINST? THE
ELECTION OF KELLY C. BLOSS, JOSEPH J. MORROW, AND ROBERT J.
DEVALENTINO PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE
ENCLOSED ENVELOPE.  PLEASE MAKE YOUR VOTE IN BLUE OR BLACK
INK AS SHOWN HERE.  [X]
                                            FOR	ABSTAIN	AGAINST

1.	PROPOSAL TO FIX THE NUMBER OF DIRECTORS
       AT NINE UNTIL THE NEXT ANNUAL MEETING OF
       SHAREHOLDERS

There is no assurance that the remaining directors will agree
to serve with our nominees.

2.	TO ELECT M. LYNN PIKE AND PETER SAULNIER
       TO SERVE AS DIRECTORS:
	        o    M. Lynn Pike		Until 2007
	        o    Peter Saulnier		Until 2007
		o    Kelly C. Bloss		Until 2009
	        o    Joseph J. Morrow		Until 2009
	        o    Robert J. DeValentino 	Until 2009

FOR ALL NOMINEES

WITHHOLD AUTHORITY
FOR ALL NOMINEES

FOR ALL EXCEPT
(See instructions below)

INSTRUCTION:     To withhold authority to vote for any individual
nominee(s), mark ?FOR ALL EXCEPT? and fill in the circle next to
each nominee you wish to withhold:


3.	PROPOSAL TO APPROVE THE SELECTION OF
       WithumSmith&Brown, P.C. AS THE COMPANY?S
       INDEPENDENT ACCOUNTANTS FOR THE
       YEAR ENDING DECEMBER 31, 2006.

4.	SHAREHOLDER PROPOSAL URGING THAT THE,
	QUARTERLY DIVIDEND TO SHAREHOLDERS
       BE SIGNIFICANTLY INCREASED.

IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON
SUCH OTHER BUSINESS AS MAY PROPERLY COME
BEFORE THE ANNUAL MEETING OF SHAREHOLDERS.

THIS PROXY REVOKES ALL PRIOR PROXIES.

Please check here if you plan to attend the meeting.    G
Signature of Shareholder _________________________  Date: ____________
Signature of Shareholder: _________________________ Date: ____________


Note:  Please sign exactly as your name or names appear on this Proxy.
When shares are held jointly, each holder should sign. When signing
as executor,
administrator, attorney, trustee or guardian, please give full corporate
name by duly authorized officer, giving full title as such.  If signer is a
partnership, please sign in partnership name by authorized person.