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Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0000023795-04-000023.txt : 20040421
<SEC-HEADER>0000023795-04-000023.hdr.sgml : 20040421
<ACCEPTANCE-DATETIME>20040421082939
ACCESSION NUMBER:		0000023795-04-000023
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20040420
ITEM INFORMATION:		
ITEM INFORMATION:		Financial statements and exhibits
FILED AS OF DATE:		20040421

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			CONSOLIDATED TOMOKA LAND CO
		CENTRAL INDEX KEY:			0000023795
		STANDARD INDUSTRIAL CLASSIFICATION:	OPERATIVE BUILDERS [1531]
		IRS NUMBER:				590483700
		STATE OF INCORPORATION:			FL
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-11350
		FILM NUMBER:		04744184

	BUSINESS ADDRESS:	
		STREET 1:		1530 CORNERSTONE BLVD., STE. 100
		CITY:			DAYTONA BEACH
		STATE:			FL
		ZIP:			32117
		BUSINESS PHONE:		386-274-2202

	MAIL ADDRESS:	
		STREET 1:		PO BOX 10809
		CITY:			DAYTONA BEACH
		STATE:			FL
		ZIP:			32120-0809
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>k80404.txt
<TEXT>
                   SECURITIES AND EXCHANGE COMMISSION

                       WASHINGTON, D.C. 20549



                              FORM 8-K
                           CURRENT REPORT


                    Pursuant to Section 13 or 15(d) of
                   the Securities Exchange Act of 1934



                           April 20, 2004

                            Date of Report
                           (Date of earliest
                              event reported)



                      CONSOLIDATED-TOMOKA LAND CO.
        (exact name of registrant as specified in its charter)



                                FLORIDA
             (State or other jurisdiction of incorporation)



                    0-5556                   59-0483700
           (Commission File Number)       (IRS Employer
                                           Identification Number)

                  1530 Cornerstone Boulevard, Suite 100
                     Daytona Beach, Florida        32117
      (Address of principal executive offices)   (Zip Code)




                             (386)274-2202
          (Registrant's telephone number, including area code)




















<PAGE>
                                 1




FORM 8-K, April 20, 2004
CONSOLIDATED-TOMOKA LAND CO.
COMMISSION FILE NO.  0-5556
EMPLOYER ID NO.  59-0483700

Item 7. Financial Statements, Pro Forma Financial Information and
        Exhibits

The following exhibit is furnished herewith pursuant to Item 12 of
this Report and shall not be deemed to be "filed" for any purpose,
including for purposes of Section 18 of the Securities Exchange Act
of 1934, as amended, or otherwise subject to the liabilities of that
section.

        ( c ) Exhibits.

              99.1 Press Release issued April 20, 2004


Item 12. Results of Operations and Financial Condition.

         On April 20, 2004, Consolidated-Tomoka Land Co., a Florida
Corporation, issued a press release relating to the Company's
earnings for the first quarter March 31, 2004.  A copy of the press
release is furnished as an exhibit to this report.

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 hereunto duly authorized.


                            CONSOLIDATED-TOMOKA LAND CO.


Date: April 20, 2004        By:/S/Bruce W. Teeters
                            ----------------------
                            Bruce W. Teeters, Senior
                            Vice President - Finance
                            and Treasurer
                            Chief Financial Officer



























<PAGE>
                                 2


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>k80404e.txt
<TEXT>
                                 EXHIBIT 99.1

                                PRESS RELEASE

                            For Immediate Release

Date:             April 20, 2004
Contact:          Bruce W. Teeters, Sr. Vice President
Phone:            (386) 274-2202
Facsimile:        (386) 274-1223


             CONSOLIDATED TOMOKA ANNOUNCES FIRST QUARTER EARNINGS

      DAYTONA BEACH, FLORIDA - Consolidated-Tomoka Land Co. (AMEX CTO)
today reported a net loss of $.02 per share and earnings (loss) before
depreciation, amortization and deferred taxes (EBDDT) of ($.05) per
share for the quarter ended March 31,2004.  The comparable numbers for
the first quarter of 2003 were net income of $.31 per share and  EBDDT
of $.53 per share.

      EBDDT is being provided to reflect the impact of the Company's
business strategy of investing in income properties.  This strategy
generates significant amounts of depreciation and deferred taxes.  The
Company believes EBDDT is useful, along with net income, to
understanding the Company's operating results.

      William H. McMunn, president and chief executive officer,
stated, "First quarter operating results reflect the timing of real
estate closings. Sales activity remains strong and the Company has a
significant backlog of contracts pending closing.  The Company's
portfolio of net lease properties now totals 14 properties in Florida
and Georgia with two additional properties scheduled to close
shortly."

      Consolidated-Tomoka Land Co. is a Florida based Company
primarily engaged in the real estate industry.  Real estate operations
include investment in and development of land holdings in the Daytona
Beach area and the management of income properties strategically
located in rapid growth areas in Florida and Atlanta, Georgia.











<PAGE>
                                    1







                                EARNINGS NEWS RELEASE

                                                      QUARTER ENDED
                                              --------------------------
                                                MARCH 31,        MARCH 31,
                                                  2004            2003
                                              -----------     ----------
REVENUES                                      $ 3,576,145      5,923,043

NET INCOME (LOSS)                                (131,039)     1,732,699

BASIC & DILUTED EARNINGS PER SHARE:

  NET INCOME(LOSS)                                 ($0.02)         $0.31




            RECONCILIATION OF NET INCOME TO EARNINGS BEFORE
            DEPRECIATION, AMORTIZATION AND DEFERRED TAXES

                                                      QUARTER ENDED
                                              --------------------------
                                                MARCH 31,        MARCH 31,
                                                  2004            2003
                                              -----------     ------------
NET INCOME (LOSS)                               ($131,039)     $1,732,699

ADD BACK:
   DEPRECIATION & AMORTIZATION                    285,459         292,352

   DEFERRED TAXES                                (420,290)        960,262

EARNINGS(LOSS)BEFORE DEPRECIATION,            -----------     ------------
  AMORTIZATION AND DEFERRED TAXES               ($265,870)     $2,985,313
                                              ===========     ============
EBDDT PER SHARE                                    ($0.05)          $0.53
                                              ===========     ============

EBDDT - EARNINGS BEFORE DEPRECIATION, AMORTIZATION AND DEFERRED TAXES.
EBDDT IS NOT A MEASURE OF OPERATING RESULTS OR CASH FLOWS FROM
OPERATING ACTIVITIES AS DEFINED BY ACCOUNTING PRINCIPLES GENERALLY
ACCEPTED IN THE UNITED STATES OF AMERICA.  FURTHER, EBDDT IS NOT
NECESSARILY INDICATIVE OF CASH AVAILABILITY TO FUND CASH NEEDS AND
SHOULD NOT BE CONSIDERED AS AN ALTERNATIVE TO CASH FLOW AS A MEASURE OF
LIQUIDITY.  THE COMPANY BELIEVES, HOWEVER, THAT EBDDT PROVIDES RELEVANT
INFORMATION ABOUT OPERATIONS AND IS USEFUL, ALONG WITH NET INCOME, FOR
AN UNDERSTANDING OF THE COMPANY'S OPERATING RESULTS.

EBDDT IS CALCULATED BY ADDING DEPRECIATION, AMORTIZATION AND DEFERRED
INCOME TAXES TO NET INCOME AS THEY REPRESENT NON-CASH CHARGES.

<PAGE>
                                 2



                   Consolidated Balance Sheets
<TABLE>
<CAPTION>                                                 March 31,        December 31,
                                                            2004              2003
                                                          -----------     -----------
<S>                                                       <C>             <C>
Assets
  Cash                                                    $   261,321     $ 1,026,210
  Restricted Cash                                           6,580,093      19,359,098
  Investment Securities                                     5,398,158       3,891,697
  Notes Receivable                                          6,617,918       9,150,217
  Real Estate Held for Development and Sale                12,124,324      11,659,581
  Intangible Assets                                         2,183,985       1,270,307
  Other Assets                                              2,344,923       2,665,653
                                                           ----------      ----------
                                                           35,510,722      49,022,763
                                                           ----------      ----------
Property, Plant and Equipment
  Land, Timber and Subsurface Interests                     1,984,529       1,984,529
  Golf Buildings, Improvements and Equipment               11,306,356      11,277,853
  Income Properties: Land, Buildings and Improvements      50,933,591      38,442,481
  Other Furnishings and Equipment                             882,429         954,575
                                                           ----------      ----------
     Total Property, Plant and Equipment                   65,106,905      52,659,438
  Less Accumulated Depreciation and Amortization           (3,847,970)     (3,776,223)
                                                           ----------      ----------
     Net Property, Plant and Equipment                     61,258,935      48,883,215
                                                           ----------      ----------
      Total Assets                                        $96,769,657     $97,905,978
                                                           ==========      ==========
Liabilities
  Accounts Payable                                        $   183,322     $   105,922
  Accrued Liabilities                                       3,926,431       3,510,824
  Income Taxes Payable                                        282,827          25,868
  Deferred Income Taxes                                    16,924,209      17,344,499
  Deferred Profit                                           1,131,135       1,131,135
  Notes Payable                                             9,118,287      10,129,951
                                                           ----------      ----------
      Total Liabilities                                    31,566,211      32,248,199
                                                           ----------      ----------


SHAREHOLDERS' EQUITY
  Common Stock                                              5,634,662       5,623,442
  Additional Paid-In Capital                                1,647,352       1,514,339
  Retained Earnings                                        58,661,208      59,129,692
  Accumulated Other Comprehensive Loss                       (739,776)       (609,694)
                                                           ----------     -----------
     Total Shareholders' Equity                            65,203,446      65,657,779
                                                           ----------      ----------
     Total Liabilities and Shareholders' Equity           $96,769,657     $97,905,978
                                                           ==========      ==========
</TABLE>
<PAGE>                                    3






                              Safe Harbor"

Certain statements contained in this press release (other than the
financial statements and statements of historical fact), are forward-
looking statements.  The words "believe," "estimate," "expect,"
"intend," "anticipate," "will," "could," "may," "should," "plan,"
"potential," "predict," "forecast," "project," and similar expressions
and variations thereof identify certain of such forward-looking
statements, which speak only as of the dates on which they were made.
Forward-looking statements are made based upon management's
expectations and beliefs concerning future developments and their
potential effect upon the Company.  There can be no assurance that
future developments will be in accordance with management's
expectations or that the effect of future developments on the Company
will be those anticipated by management.

The Company wishes to caution readers that the assumptions which form
the basis for forward-looking statements with respect to or that may
impact earnings for the year ended December 31, 2004, and thereafter
include many factors that are beyond the Company's ability to control
or estimate precisely.  These risks and uncertainties include, but are
not limited to, the market demand of the Company's real estate
parcels, income properties, timber and other products; the impact of
competitive real estate; changes in pricing by the Company or its
competitors; the costs and other effects of complying with
environmental and other regulatory requirements; losses due to natural
disasters; and changes in national, regional or local economic and
political conditions, such as inflation, deflation, or fluctuation in
interest rates.

While the Company periodically reassesses material trends and
uncertainties affecting its results of operations and financial
condition, the Company does not intend to review or revise any
particular forward-looking statement referenced herein in light of
future events.




















<PAGE>                           4

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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