10QSB

U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 10-QSB

x	Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934
	For the quarterly period ended June 30, 2006
o	Transition Report Pursuant to 13 or 15(d) of the Securities Exchange Act of 1934
	For the transition period of                     to

Commission File Number 0-7865.

SECURITY LAND AND DEVELOPMENT CORPORATION
(Exact name of small business issuer as specified in its charter)

Georgia	58-1088232
(State or other Jurisdiction of	(I.R.S. Employer
Incorporation or Organization)	Identification Number)

2816 Washington Road, #103, Augusta, Georgia 30909
(Address of Principal Executive Offices)

Issuers Telephone Number (706) 736-6334

(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Year)

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 reports), and (2) has been subject to such filing requirements for the past 90 days.    YES   x    NO  o

Indicate by check mark whether the registrant is a Shell Company (as defined in Rule 12b-2 of the Exchange Act).
YES   o    NO  x

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date.

Class	Outstanding at June 30, 2006
Common Stock, $0.10 Par Value	5,247,107 shares

Transitional Small Business Disclosure Format:    YES   o    NO  x

SECURITY LAND AND DEVELOPMENT CORPORATION
AND SUBSIDIARIES
Form 10-QSB
Index

Part I	FINANCIAL INFORMATION
Item 1.	Financial Statements
	Consolidated Balance Sheets as of June 30, 2006 and September 30, 2005
	Consolidated Statements of Income and Retained Earnings for the Three Month Period Ended and the Nine Month Period Ended June 30, 2006 and 2005
	Condensed Consolidated Statements of Cash Flows for the Three Month Period Ended and the Nine Month Period Ended June 30, 2006 and 2005
	Notes to the Consolidated Financial Statements
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 3.	Controls and Procedures
Part II	OTHER INFORMATION
Item 6.	Exhibits and Reports on Form 8-K
	SIGNATURES

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

SECURITY LAND AND DEVELOPMENT CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS

	June 30,		September 30,
	2006		2005
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	5,203	$	5,180
Receivable from tenants	28,265		56,522
Total current assets	33,468		61,702
INVESTMENT PROPERTIES
Investment properties for lease, net of accumulated depreciation	4,675,763		4,774,220
Land and improvements held for investment or development	2,161,630		2,161,630
	6,837,393		6,935,850
OTHER ASSETS	38,718		40,406
	$	6,909,579	$	7,037,958
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts payable and accrued expenses	$	127,671	$	171,137
Income taxes payable	18,851		34,149
Line of credit	133,100		—
Current portion of notes payable	325,594		290,713
Current portion of deferred income	24,652		49,652
Advances payable to stockholders	8,450		16,672
Total current liabilities	638,318		562,323
LONG-TERM LIABILITIES
Notes payable, less current portion	2,614,455		2,864,583
Deferred income taxes	399,560		395,032
Deferred income, less current portion	195,146		213,635
Total long-term liabilities	3,209,161		3,473,250
Total liabilities	3,847,479		4,035,573
STOCKHOLDERS’ EQUITY
Common stock, par value $.10 per share; 30,000,000 shares authorized; 5,247,107 shares issued and outstanding	524,711		524,711
Additional paid-in capital	332,816		332,816
Retained earnings	2,204,573		2,144,858
	3,062,100		3,002,385
	$	6,909,579	$	7,037,958

The accompanying notes are an integral part of these consolidated financial statements.

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SECURITY LAND AND DEVELOPMENT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS

	For the Three Month						For the Nine Month
	Period Ended June 30,						Period Ended June 30,
	2006			2005			2006			2005
RENT REVENUE	$	222,492		$	207,621		$	585,422		$	618,877
OPERATING EXPENSES
Depreciation and amortization	33,382			33,382			100,145			100,145
Property taxes	31,750			33,874			94,967			86,220
Payroll and related costs	13,269			13,633			39,582			50,164
Insurance and utilities	13,807			12,281			32,123			31,245
Repairs and maintenance	10,712			7,275			21,382			20,195
Professional services	9,518			3,250			29,868			24,164
Other	3,047			2,176			3,694			4,089
	115,485			105,871			321,761			316,222
Operating income	107,007			101,750			263,661			302,655
OTHER EXPENSE
Interest	(59,890		)	(63,709		)	(180,567		)	(190,682		)
Income before income taxes	47,117			38,041			83,094			111,973
INCOME TAXES	23,379			15,306			23,379			31,352
Net income	23,738			22,735			59,715			80,621
RETAINED EARNINGS, BEGINNING OF PERIOD	2,180,835			2,109,059			2,144,858			2,051,173
RETAINED EARNINGS, END OF PERIOD	$	2,204,573		$	2,131,794		$	2,204,573		$	2,131,794
PER SHARE DATA
Net income per common share	$	0.01		$	0.01		$	0.01		$	0.02

The accompanying notes are an integral part of these consolidated financial statements.

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SECURITY LAND AND DEVELOPMENT CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

	For the Three Month						For the Nine Month
	Period Ended June 30,						Period Ended June 30,
	2006			2005			2006			2005
OPERATING ACTIVITIES
Net income	$	23,738		$	22,735		$	59,715		$	80,621
Adjustments to reconcile net income to net cash (used in) provided by operating activities:
Depreciation and amortization	33,382			33,382			100,145			100,145
Changes in deferred and accrued amounts	(58,313		)	52,440			(69,469		)	(1,534		)
Net cash provided by (used in) operating activities	(1,193		)	108,557			90,391			179,232
INVESTING ACTIVITIES
Improvements to investment properties	—			(12,501		)	—			(19,248		)
Net cash used in investing activities	—			(12,501		)	—			(19,248		)
FINANCING ACTIVITIES
Repayments to stockholders, net	(60,765		)	(824		)	(8,222		)	(55,993		)
Proceeds from line of credit	133,100			—			133,100			—
Proceeds from notes payable	—			—			—			110,000
Principal payments on notes payable	(73,284		)	(67,944		)	(215,246		)	(193,050		)
Net cash used in financing activities	(949		)	(68,768		)	(90,368		)	(139,043		)
Net increase (decrease) in cash and cash equivalents	(2,142		)	27,288			23			20,941
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	7,345			5,201			5,180			11,548
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	5,203		$	32,489		$	5,203		$	32,489
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest	$	59,890		$	63,709		$	180,567		$	190,682
Cash paid for income taxes	$	10,744		$	—		$	23,991		$	100,000

The accompanying notes are an integral part of these consolidated financial statements.

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SECURITY LAND AND DEVELOPMENT CORPORATION
AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Note 1 — Basis of Presentation

The accompanying unaudited consolidated financial statements were prepared in accordance with instructions for Form 10-QSB and accounting principles generally accepted in the United States of America; therefore, they do not include all disclosures necessary for a complete presentation of financial condition, results of operations, and cash flows.  Such statements are unaudited but, in the opinion of management, reflect all adjustments, which are of a normal recurring nature and necessary for a fair presentation of results for the selected interim periods.  Users of financial information produced for interim periods are encouraged to refer to the footnotes contained in the audited financial statements appearing in our Form 10-KSB for the year ended September 30, 2005 when reviewing interim financial statements.

The financial statements include estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period.  Actual results could differ from those estimates.  The consolidated financial statements include the accounts of Security Land and Development Corporation and its two wholly owned subsidiaries, Royal Palms Motel, Inc. and SLDC, LLC, (described on a consolidated basis as the “Company”).  Significant intercompany transactions and accounts are eliminated in consolidation.

Note 2 — Investment Properties

Investment properties leased or held for lease to others under operating leases consisted of the following at June 30, 2006 and September 30, 2005:

	June 30,			September 30,
	2006			2005
National Plaza building, land and improvements	$	5,136,296		$	5,136,296
Commercial rental buildings, land and improvements	788,887			788,887
	5,925,183			5,925,183
Less accumulated depreciation	(1,384,157		)	(1,287,736		)
	4,541,026			4,637,447
Residential rental property	145,847			145,847
Less accumulated depreciation	(11,110		)	(9,074		)
Investment properties for lease, net of accumulated depreciation	$	4,675,763		$	4,774,220

Depreciation expense totaled $131,276 for the year ended September 30, 2005.  Depreciation expense totaled $98,457 and $98,457, respectively, for the nine month period ended June 30, 2006 and 2005.

The National Plaza is a retail strip center located on Washington Road in Augusta Georgia.  Approximately 81% of the rentable space at the National Plaza is leased to Publix Supermarkets, Inc., the National Plaza’s anchor tenant.

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Note 2 — Investment Properties, Continued

The Company also holds several parcels of land for investment or development purposes.  Such investment properties include approximately 18 acres of land in Columbia County, Georgia, and 84.4 acres of land in south Richmond County, Georgia.

The Company entered into a long-term ground lease with a major national tenant and its developer in May 2006 on the approximately 18 acres of land in Columbia County, Georgia.

Refer to the Company’s Form 10-KSB for the year ended September 30, 2005 and the May 16, 2006 Form 8-K for further information on operating lease agreements and land held for investment or development purposes.

Note 3 — Line of Credit

The Company entered into a line of credit agreement with a regional financial institution in June 2006.  The line of credit provides for a maximum principal amount of $501,100 and bears interest at the Prime rate (8.25% at June 30, 2006).  The line of credit is secured by the Company’s long-term ground lease on the approximately 18 acres of land in Columbia County, Georgia.  At June 30, 2006 the Company had $133,100 outstanding on the line of credit which matures in June 2007.

Note 4 — Notes Payable

Notes payable consisted of the following at:

	June 30, 2006		September 30, 2005
A note payable to an insurance company, secured with a mortgage interest in National Plaza and an assignment of rents. The note is payable in monthly installments of $35,633, including interest, through June 2015, and bears interest at a fixed rate of 7.875%.	$	2,750,740	$	2,903,903
A note payable to a regional financial institution, collateralized with property held by the Company in Richmond County, Georgia. The note is payable in monthly installments of $3,251, including interest, through December 2006, with the note’s then remaining principal balance payable in a lump-sum. The note bears interest at the Prime rate (8.25% at June 30, 2006). The note, which is dated December 2003, is a refinancing of a prior note, which matured in November 2003.	52,421		79,677
A note payable to a regional financial institution, collateralized by the Company’s residential rental property. The note is payable in monthly installments of $1,332, including interest, through June 2008, with the note’s then remaining principal balance payable in a lump-sum. The note bears interest at a fixed rate of 6.25%. The note, which is dated June 2005, is a refinancing of a prior note, which matured in June 2005.	81,005		88,134

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Note 4 — Notes Payable, Continued

	June 30, 2006			September 30, 2005
A note payable to a regional financial institution, collateralized with property held by the Company in Richmond County, Georgia. The note is payable in monthly installments of $3,454, including interest, through November 2007, with the note’s then remaining principal balance payable in a lump-sum. The note bears interest at a fixed rate of 6.25%.	55,883			83,582
	2,940,049			3,155,296
Less current maturities	(325,594		)	(290,713		)
	$	2,614,455		$	2,864,583

Note 5 — Concentrations

Substantially all of the Company’s assets consist of real estate located in Richmond and Columbia Counties in the state of Georgia.  Approximately 83% of the Company’s revenues are earned from one of the Company’s investment properties, National Plaza.  The anchor tenant, Publix Supermarkets, Inc. (“Publix”), a regional food supermarket chain, leases approximately 81% of the space at National Plaza.  This regional food supermarket is the anchor tenant of National Plaza.  The Company generates approximately 54% of its revenues though its lease with Publix.

Note 6 — Subsequent Events

On July 21, 2006, the Company’s Compensation Committee awarded bonuses to the Company’s Officers and Directors as compensation for their services resulting in the long-term ground lease on the approximately 18 acres in Columbia County.   The bonuses totaling $270,000 will be paid in installments beginning in the fourth quarter of 2006.

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

Critical Accounting Policies:

Management of the Company has identified the following as critical accounting policies:

·Estimates of useful lives of investment properties for purposes of depreciation.

·Evaluation of long-lived investment assets for impairment.

·Estimates of income tax rates applicable to deferred taxes.

Refer to the Company’s Form 10-KSB for the year ended September 30, 2005 for further information regarding its critical accounting policies

Results of Operations:

The Company’s results of operations for the nine month period ended June 30, 2006, and a comparative analysis of the same period for 2005 are presented below:

					Increase (Decrease)
					2006 compared to 2005
	2006		2005		Amount			Percent
Rent revenue	$	585,422	$	618,877	$	(33,455	)	(5	)%
Operating expenses	321,761		316,222		5,539			2	%
Interest expense	180,567		190,682		(10,115		)	(5	)%
Net income	54,308		80,621		(26,313		)	(33	)%

Rent revenue consists primarily of rent revenue from the Company’s National Plaza, a strip center on Washington Road in Augusta, Georgia.  The Company also earned rent revenue from an office building on Old Evans Road in Evans, Georgia through the 2nd Quarter of 2006 and revenue from a ground lease with an auto-repair service operation on an out parcel of National Plaza.  The Company begins earning revenue related to the long-term ground lease on the approximately 18 acres in Columbia County, Georgia during the 3rd Quarter of 2006.  The Company is receiving $20,833 in monthly rent until the expiration of the development period, which is expected to be during 2007, at which time the Company will begin receiving $41,677 a month.  Rent revenue decreased from 2005 to 2006 primarily due to the fact that the Company had decreased occupancy on investment properties available for lease.

Refer to the Company’s Form 10-KSB for the year ended September 30, 2005 and the May 16, 2006 Form 8-K for further information regarding the properties owned and their lease terms.

Total operating expenses for the nine months ended June 30, 2006 is consistent with the same period for 2005.  The decrease in payroll and related costs was offset by an increase in property taxes and professional services.  Property taxes are levied on a calendar year basis in Richmond and Columbia Counties.  Management expects operating expenses for the remainder of the current fiscal year to be comparable to the current operating period.

Interest expense for the current period is comparable to 2005 and, on an annualized basis, is comparable to the Company’s interest expense for the fiscal year ended September 30, 2005 when considering a decrease in the Company’s outstanding debt.

Income tax expense for the nine months ended June 30, 2006 is comparable with the same period in 2005, when considering the decrease in the Company’s income.

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Liquidity and Sources of Capital:

The Company’s ratio of current assets to current liabilities at June 30, 2006 was .05.   The ratio was 0.11 at September 30, 2005.  Management of the Company expects future liquidity needs of the Company to be funded from operating revenues of the Company, including the increased rents from the ground lease of the approximately 18 acres in Columbia County, Georgia, and appreciation in investment properties (which can be sold or mortgaged, if necessary).  The Company continues to pursue additional sources of rent revenue and to evaluate opportunities to reduce operating costs.  The Company has the ability to obtain additional short term financing, should it become necessary, until revenues and cash flow from operations can be sufficiently increased.

Cautionary Note Regarding Forward-Looking Statements:

The results of operations for the three month period and nine month period ended June 30, 2006 are not necessarily indicative of the results that may be expected for the entire fiscal year.  The Company may, from time to time, make written or oral forward-looking statements, including statements contained in the Company’s filings with the Securities and Exchange Commission (the “Commission”) and its reports to stockholders.  Such forward-looking statements are made based on management’s belief as well as assumptions made by, and information currently available to, management pursuant to “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995.  The Company’s actual results may differ materially from the results anticipated in these forward-looking statements due to a variety of factors, including, but not limited to, competition from other real estate companies, the ability of the Company to obtain financing for projects, and the continuing operations of tenants.

Item 3. Controls and Procedures

Within the 90 days prior to the filing date of this report, the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures pursuant to Exchange Act Rule 13a-15. Based upon that evaluation, the Company’s Chief Executive Officer concluded that the Company’s disclosure controls and procedures are effective in timely alerting them to material information relating to the Company required to be included in the Company’s SEC filings. Disclosure controls and procedures are controls and procedures that are designed to ensure that information required to be disclosed in Company reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

There have been no significant changes in the Company’s internal controls or in other factors that could significantly affect internal controls subsequent to the date the Chief Executive Officer carried out the evaluation.

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PART II - OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K

(a)	Exhibit No.	Description
	31.1	Certification Pursuant to Section 302 of Sarbanes-Oxley Act of 2002
	32.1	Certification Pursuant to Section 906 of Sarbanes-Oxley Act of 2002
(b)	Form 8-K was filed May 16, 2006.

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

SECURITY LAND AND DEVELOPMENT CORPORATION
(Registrant)

By:	/s/ T. Greenlee Flanagin	August 10, 2006
	T. Greenlee Flanagin	Date
	President
	Chief Executive Officer

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EX-32.1

EXHIBIT 31.1

CERTIFICATIONS

I, T. Greenlee Flanagin, President and Chief Executive Officer, certify that:

1.  I have reviewed this quarterly report on Form 10-QSB of Security Land and Development Corporation;

2.  Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3.  Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;

4.  I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and I have:

a)  designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

b)  evaluated the effectiveness of the registrant’s disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the “Evaluation Date”); and

c)  disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonable likely to affect, the registrant’s internal control over financial reporting; and

5.  I have disclosed, based on my most recent evaluation, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):

a)  all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant’s ability to record, process, summarize and report financial data and have identified for the registrant’s auditors any material weaknesses in internal controls; and

b)  any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls;

Date:  August 10, 2006

/s/ T. Greenlee Flanagin

T. Greenlee Flanagin

President and Chief Executive Officer

EX-31.1

EXHIBIT 32.1

CERTIFICATION PURSUANT TO
8 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Security Land and Development Corporation (the “Company”) on Form 10-QSB for the quarter period ended June 30, 2006 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, T. Greenlee Flanagin, President and Chief Executive Officer of the Company, does hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

(1)The Report fully complies with the requirements of section 13(a) of the Securities Exchange Act of 1934; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

By:
	/s/ T. Greenlee Flanagin
	T. Greenlee Flanagin
	President and Chief Executive Officer
	August 10, 2006