CUSIP No. 936750108                  13D/A
Page 1 of 10 Pages



SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
----------------

SCHEDULE 13D/A
(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a) Under the Securities Exchange Act of 1934


(AMENDMENT No. 17)


WARWICK VALLEY TELEPHONE COMPANY
-----------------------------------------------------------
(Name of Issuer)


COMMON STOCK, PAR VALUE $0.01 PER SHARE
-----------------------------------------------------------
(Title of Class of Securities)


936750108
-----------------------------------------------------------
(CUSIP Number)


SANTA MONICA PARTNERS, L.P.
1865 Palmer Avenue
Larchmont, NY  10538
914-833-0875
-----------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

December 21, 2005
-----------------------------------------------------------
(Date of Event that Requires Filing of This Statement)
























CUSIP No. 936750108                  13D/A
Page 2 of 10 Pages

___________________________________________________________

1	NAME OF REPORTING PERSONS
	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
		SANTA MONICA PARTNERS, L.P.
		13-3100474
_______________________________________________________

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
		(a)  [ ]
		(b)  [X]
___________________________________________________________

3	SEC USE ONLY
___________________________________________________________

4	SOURCE OF FUNDS
		WC
___________________________________________________________

5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
	REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)	[_]
___________________________________________________________

6	CITIZENSHIP OR PLACE OF ORGANIZATION
		NEW YORK
___________________________________________________________

			7	SOLE VOTING POWER
NUMBER OF		112,684
SHARES		--------------------------------------
BENEFICIALLY	8	SHARED VOTING POWER
OWNED BY		0
EACH REPORTING	--------------------------------------
PERSON WITH	9	SOLE DISPOSITIVE POWER
				112,684
			--------------------------------------
			10	SHARED DISPOSITIVE POWER
				0
_____________________________________________________________

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
	PERSON
		112,684
______________________________________________________________

12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
	EXCLUDES CERTAIN SHARES 		[X]
___________________________________________________________

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
		2.1%
___________________________________________________________

14	TYPE OF REPORTING PERSON
		PN

Filing by Santa Monica Partners, L.P. of this statement
shall not be construed as an admission that such entity
is, for purposes of Section 13(d) of the Securities Exchange
Act of 1934, the beneficial owner of any other securities
covered by this statement.



CUSIP No. 936750108                  13D/A
Page 3 of 10 Pages

___________________________________________________________

1	NAME OF REPORTING PERSONS
	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
		SANTA MONICA PARTNERS OPPORTUNITY FUND, L.P.
		56-2393841
_______________________________________________________

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
		(a)  [ ]
		(b)  [X]
___________________________________________________________

3	SEC USE ONLY
___________________________________________________________

4	SOURCE OF FUNDS
		WC
___________________________________________________________

5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
	REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)	[_]
___________________________________________________________

6	CITIZENSHIP OR PLACE OF ORGANIZATION
		NEW YORK
___________________________________________________________

			7	SOLE VOTING POWER
NUMBER OF		5000
SHARES		--------------------------------------
BENEFICIALLY	8	SHARED VOTING POWER
OWNED BY		0
EACH REPORTING	--------------------------------------
PERSON WITH	9	SOLE DISPOSITIVE POWER
				5000
			--------------------------------------
			10	SHARED DISPOSITIVE POWER
				0
_____________________________________________________________

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
	PERSON
		5000
______________________________________________________________

12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
	EXCLUDES CERTAIN SHARES 		[X]
___________________________________________________________

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
		0.1%
___________________________________________________________

14	TYPE OF REPORTING PERSON
		PN

Filing by Santa Monica Partners Opportunity Fund, L.P. of
this statement shall not be construed as an admission that
such entity is, for purposes of Section 13(d) of the Securities
Exchange Act of 1934, the beneficial owner of any other
securities covered by this statement.



CUSIP No. 936750108                  13D/A
Page 4 of 10 Pages

___________________________________________________________

1	NAME OF REPORTING PERSONS
	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
		SANTA MONICA PARTNERS II, L.P.
		48-1289758
_______________________________________________________

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
		(a)  [ ]
		(b)  [X]
___________________________________________________________

3	SEC USE ONLY
___________________________________________________________

4	SOURCE OF FUNDS
		WC
___________________________________________________________

5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
	REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)	[_]
___________________________________________________________

6	CITIZENSHIP OR PLACE OF ORGANIZATION
		NEW YORK
___________________________________________________________

			7	SOLE VOTING POWER
NUMBER OF		2000
SHARES		--------------------------------------
BENEFICIALLY	8	SHARED VOTING POWER
OWNED BY		0
EACH REPORTING	--------------------------------------
PERSON WITH	9	SOLE DISPOSITIVE POWER
				2000
			--------------------------------------
			10	SHARED DISPOSITIVE POWER
				0
_____________________________________________________________

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
	PERSON
		2000
______________________________________________________________

12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
	EXCLUDES CERTAIN SHARES 		[X]
___________________________________________________________

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
		0.0%
___________________________________________________________

14	TYPE OF REPORTING PERSON
		PN
__________________________________________________________

Filing by Santa Monica Partners II, L.P. of this statement
shall not be construed as an admission that such entity is,
for purposes of Section 13(d) of the Securities Exchange Act
of 1934, the beneficial owner of any other securities covered
by this statement.


CUSIP No. 936750108                  13D/A
Page 5 of 10 Pages


1	NAME OF REPORTING PERSONS
	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
		SMP ASSET MANAGEMENT LLC
___________________________________________________________

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
		(a)  [ ]
		(b)  [X]
___________________________________________________________

3	SEC USE ONLY
___________________________________________________________

4	SOURCE OF FUNDS
		WC (of Santa Monica Partners, L.P.)
______________________________________________________

5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
	REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)	[_]
___________________________________________________________

6	CITIZENSHIP OR PLACE OF ORGANIZATION
		DELAWARE
___________________________________________________________

			7	SOLE VOTING POWER
NUMBER OF		112,684
SHARES		--------------------------------------
BENEFICIALLY	8	SHARED VOTING POWER
OWNED BY		0
EACH REPORTING	--------------------------------------
PERSON WITH	9	SOLE DISPOSITIVE POWER
				112,684
			--------------------------------------
			10	SHARED DISPOSITIVE POWER
				0
			--------------------------------------
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
	PERSON
		112,684
______________________________________________________________

12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
	EXCLUDES CERTAIN SHARES
		[X]
_________________________________________________________

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
		2.1%
___________________________________________________________

14	TYPE OF REPORTING PERSON
		OO (LLC)
___________________________________________________________

Filing by SMP Asset Management, LLC of this statement shall
not be construed as an admission that such entity is, for
purposes of Section 13(d) of the Securities Exchange Act of 1934,
the beneficial owner of any other securities covered by this statement.


CUSIP No. 936750108                  13D/A
Page 6 of 10 Pages


1	NAME OF REPORTING PERSONS
	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
		SANTA MONICA PARTNERS ASSET MANAGEMENT LLC
___________________________________________________________

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
		(a)  [ ]
		(b)  [X]
___________________________________________________________

3	SEC USE ONLY
___________________________________________________________

4	SOURCE OF FUNDS
WC (of Santa Monica Partners Opportunity Fund, L.P. and
Santa Monica Partners II, L.P.)
______________________________________________________

5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
	REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)	[_]
___________________________________________________________

6	CITIZENSHIP OR PLACE OF ORGANIZATION
		DELAWARE
___________________________________________________________

			7	SOLE VOTING POWER
NUMBER OF		7000
SHARES		--------------------------------------
BENEFICIALLY	8	SHARED VOTING POWER
OWNED BY		0
EACH REPORTING	--------------------------------------
PERSON WITH	9	SOLE DISPOSITIVE POWER
				7000
			--------------------------------------
			10	SHARED DISPOSITIVE POWER
				0
			--------------------------------------
12	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
	PERSON
		7000
______________________________________________________________

12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
	EXCLUDES CERTAIN SHARES
		[X]
_________________________________________________________

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
		0.0%
___________________________________________________________

14	TYPE OF REPORTING PERSON
		OO (LLC)
___________________________________________________________

Filing by Santa Monica Partners Asset Management, LLC of this
statement shall not be construed as an admission that such
entity is, for purposes of Section 13(d) of the Securities
Exchange Act of 1934, the beneficial owner of any other
securities covered by this statement.




CUSIP No. 936750108                  13D/A
Page 7 of 10 Pages

1	NAME OF REPORTING PERSONS
	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
		LAWRENCE J. GOLDSTEIN
___________________________________________________________

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
		(a)  [ ]
		(b)  [X]
___________________________________________________________

3	SEC USE ONLY
___________________________________________________________

4	SOURCE OF FUNDS
	WC (of Santa Monica Partners, L.P.
	and certain client accounts)
___________________________________________________________

5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
	REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)	[_]
___________________________________________________________

6	CITIZENSHIP OR PLACE OF ORGANIZATION
		USA
___________________________________________________________

			7	SOLE VOTING POWER
NUMBER OF		119,684
SHARES		--------------------------------------
BENEFICIALLY	8	SHARED VOTING POWER
OWNED BY		0
EACH REPORTING	--------------------------------------
PERSON WITH	9	SOLE DISPOSITIVE POWER
				130,000
			--------------------------------------
			10	SHARED DISPOSITIVE POWER
				0
____________________________________________________________

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
	PERSON
		130,000
______________________________________________________________

12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
	EXCLUDES CERTAIN SHARES 		[X]
___________________________________________________________

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
		2.4%
___________________________________________________________

14	TYPE OF REPORTING PERSON
		IN
__________________________________________________________

Filing by Lawrence J. Goldstein of this statement shall not
be construed as an admission that such person is, for purposes
of Section 13(d) of the Securities Exchange Act of 1934, the
beneficial owner of any securities covered by this statement.




CUSIP No. 936750108                  13D/A
Page 8 of 10 Pages


WARWICK VALLEY TELEPHONE COMPANY SCHEDULE 13D/A
(AMENDMENT No. 12)


Item 1.  Security and Issuer.

No Change


Item 2.   Identity and Background.

a) This Statement is being filed by Santa Monica Partners, L.P., a
New York limited partnership ("Santa Monica Partners"), Santa
Monica Partners Opportunity Fund, L.P. a Delaware limited
partnership (?SMPOF?), Santa Monica Partners II, a Delaware
limited partnership (?SMPII?), SMP Asset Management LLC, a
Delaware limited liability company that acts as the general
partner of Santa Monica Partners ("SMP Asset Management"), Santa
Monica Partners Asset Management, LLC, a Delaware limited
liability company that acts as the general partner of SMPOF and
SMPII (?SMPAM?), and Lawrence J. Goldstein, the president and sole
owner of SMP Asset Management and SMPAM.

(b)-(c) The principal business of Santa Monica Partners, SMPOF and
SMPII is to invest in securities with the objective of preserving
principal, building net worth, and achieving long-term capital
growth for its investors.  The principal business of SMP Asset
Management and SMPAM is to provide investment advice to and to
manage the business and affairs of Santa Monica Partners, SMPOF
and SMPII respectively.  Mr. Goldstein's principal occupation is
providing investment advice to and supervising the business and
affairs of SMP Asset Management, SMPAM, and indirectly, Santa
Monica Partners, SMPOF and SMPII.  The principal business address
of Santa Monica Partners, SMPOF, SMPII, SMP Asset Management,
SMPAM, and Mr. Goldstein (collectively, the "Reporting Persons")
is 1865 Palmer Avenue, Larchmont, New York 10538.

(d) During the last five years, none of the Reporting Persons has
been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors).

(e) During the last five years, none of the Reporting Persons has
been a party to a civil proceeding of a judicial or administrative
body of competent jurisdiction or is subject to any judgment,
decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state
securities laws or a finding of any violation with respect to such
laws.

(f) Mr. Goldstein is a citizen of the United States of America.


Item 3.  Source and Amount of Funds or Other Consideration.

The source of all funds for purchases of the Shares by Santa
Monica Partners, SMPOF and SMPII was the working capital of Santa
Monica Partners, SMPOF and SMPII respectively.  The source of all
funds for purchases by SMP Asset Management, SMPAM and Mr.
Goldstein, as President and sole owner of SMP Asset Management and
SMPAM, was the working capital of Santa Monica Partners, SMPOF and
SMPII respectively.  The source of all funds for purchases by


CUSIP No. 936750108                  13D/A
Page 9 of 10 Pages


Mr. Goldstein on behalf of certain client accounts was the working
capital of such accounts.

Such working capital may, at any given time, include margin loans
made by brokerage firms in the ordinary course of business.


Item 4.  Purpose of Transaction.

On December 21, 2005 Santa Monica Partners, L.P. transmitted a
letter to Mr. Herbert Gareiss and the Board of Directors
of Warwick Valley Telephone the ?Issuer.  Such letter of
December 21, 2005 is annexed hereto as Exhibit 1 and is
incorporated by reference.


Item 5.  Interest in Securities of the Issuer.

(a)-(b) As of December 21, 2005: (i) the Reporting Persons owned
beneficially, directly or indirectly, an aggregate of 130,000
Shares, or 2.4% of the Shares outstanding; (ii) Santa Monica
Partners had sole voting and sole dispositive power over 112,684
Shares; SMPOF had sole voting and sole dispositive power over
5,000 Shares; SMPII had sole voting and sole dispositive power
over 2,000 Shares; Lawrence J. Goldstein had sole voting and sole
dispositive power over 119,684 Shares and sole dispositive power
over 130,500 Shares.

(c) The following is a list of transactions in the Shares made in
open market purchases during the past 60 days:

			Amount 	Price per
Date			Bought	Share		Purchaser
None

(d) No Change

(e) No Change


Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer.

No Change


Item 7.  Material to be filed as Exhibits.



Exhibit 1:

December 21, 2005 letter from Santa Monica Partners, LP
to the Board of Directors of the Issuer.


Exhibit 2:

Agreement of Joint Filing by and among Santa Monica Partners,
L.P., Santa Monica Opportunity Fund, L.P. and Santa Monica
Partners II, L.P., dated December 21, 2005


CUSIP No. 936750108                  13D/A
Page 10 of 10 Pages


SIGNATURE

After reasonable inquiry and to the best of my knowledge
and belief, I certify that the information set forth in
this statement is true, complete and correct.


SANTA MONICA PARTNERS, L.P.
By: SMP ASSET MANAGEMENT LLC

By: /s/LAWRENCE J.GOLDSTEIN
----------------------------------------
Lawrence J. Goldstein, President


SANTA MONICA PARTNERS OPPORTUNITY FUND, L.P.
SANTA MONICA PARTNERS II, L.P.
By: SANTA MONICA PARTNERS ASSET MANAGEMENT LLC

By: /s/LAWRENCE J.GOLDSTEIN
----------------------------------------
Lawrence J. Goldstein, President


SMP ASSET MANAGEMENT, LLC

By: /s/LAWRENCE J. GOLDSTEIN
----------------------------------------
Lawrence J. Goldstein, President


SANTA MONICA PARTNERS ASSET MANAGEMENT, LLC

By: /s/LAWRENCE J. GOLDSTEIN
----------------------------------------
Lawrence J. Goldstein, President


/s/LAWRENCE J. GOLDSTEIN
--------------------------------------
Lawrence J. Goldstein



Exhibit 1:

SANTA MONICA PARTNERS, L.P.
1865 PALMER AVENUE
LARCHMONT, NY  10538
WWW.SMPLP.COM
Tel: 914.833.0875
Fax: 914.833.1068
Lawrence J. Goldstein, ljgoldstein@bloomberg.net
Joshua M. Eudowe, jeudowe@smplp.com

info@smplp.com

December 21, 2005

Members of the Board of Directors
Fred M. Knipp
Wisner H. Buckbee, Chairman
Robert J. Devalentino,
Herbert Gareiss Jr., President & CEO
Philip S Demarest,
Joseph J. Morrow,
Rafael Collado
Dr. Joseph E. Deluca, and
Ms. Corinna S. Lewis

Warwick Valley Telephone Company
47 Main Street
Warwick, NY  10990

PLEASE CONFIRM TIMELY RECEIPT BY EACH BOARD MEMBER


Dear Herb and Members of the Board of Directors:

We all know that Warwick Valley Telephone (WWVY) has received
regular, substantial and increasing cash payments from its
passive investment in the Orange County/Poughkeepsie Limited
Partnership (OCP) over the past decade, this, of course, is
an obvious fact.

Indeed, over the past very many years this passive investment
in the OCP has accounted for an ever increasing majority
share of WWVY pre-tax income. This year, the OCP payment to
WWVY in the first nine months of 2005 thorough September 30,
2005 has already accounted for 140% of WWVY Pre-tax Income.
In other words, all of WWVY Income this year has come from
the Company?s passive investments, while the actively managed
telephone business, which functions under the name of WVT
Communications, after may years of declining Income, is now
operating in the red and losing a substantial amount of
money.

It is, of course, also an obvious fact that the passive
investment in the OCP has increased in value and done so
substantially over the past decade. We compliment your
investment managers  on their having had the wisdom and
foresight to have made such an incredible investment that has
not only grown Net Income very rapidly, but is
extraordinarily profitable, with 85% profit margins and 400%
return on equity, which, in fact, comprises 98% of total
assets. I can find no other passive investment in the world
as profitable as the OCP and we take our hats off to you.

Today, the OCP clearly accounts for more than 40% of WWVY
total assets.  In addition, WWVY also has substantial cash
and additional passive investments.

The fact that WWVY holds passive investments that account for
more than 40% of WWVY assets is of course as you well know
significant because it clearly means the Company has, for
some years now, as an Investment Company (IC) rather than a
?C? corporation.  It is also very clear that the WWVY
management and Board of Directors recognized as long ago as
2002 that the Company was an Investment Company when the
following statement was made in the June, 2002 10-Q filed
with the SEC.

?Under the Investment Company Act a company can be an
"investment company" if more than 40% of its assets
consists of "investment securities." Included in the
definition of investment securities are the securities of
issuers in which the company owns an interest of less than
50%. Although WVTC is the sole owner of several companies,
it owns less than a majority interest in Hudson Valley
DataNet, L.L.C., Zefcom, L.L.C. and the Orange County-
Poughkeepsie Partnership. Determining whether more than
40% of WVTC's assets consist of its interests in these
less-than-majority-owned companies is difficult, because
the Investment Company Act does not fix a clear procedure
for calculating their value.[our emphasis]

The amount which WVTC paid for its interest in the OCP
Partnership and the other similar interests as of June 30,
2002 totals only $2,850,000, which is clearly less than
40% of WVTC's assets. However, because the income received
by WVTC from the OCP Partnership is substantial, the value
of WVTC's interest could be significantly greater than the
amount WVTC paid for it. As a result, the value of WVTC's
interest in the Partnership and the other similar
interests could, by some methods of valuation, exceed 40%
of WVTC's assets. Registering as an investment company
would impose many duties on WVTC that could not
practically be combined with its activities as a
telecommunications company, and restructuring its holdings
to avoid the 40% limit would also be impractical [however,
you have never been able to satisfactorily explain why you
believe it would not be practical to do so] for WVTC and,
in the view of management, unnecessary to fulfill the
purposes of the Investment Company Act. WVTC considers
itself to be a telecommunications company and not an
investment company, nor does hold itself out as an
investment company.  By the way, how you think of yourself
is not at issue. However, what is an issue is that by
actions and deeds and by dint of all profits coming from
passive investments and other substantial liquid
investments exceeding 40% of WWVY assets the Company is,
indeed, an investment company. It will, therefore, apply
to the Securities and Exchange Commission (the "SEC") for
a determination, under Section 3(b)(2) of the Investment
Company Act, that it is not an investment company because
it is primarily engaged in the telecommunications
business. The SEC is not required to grant this relief.
WVTC has not determined how it would restructure its
holdings of non-majority interests in companies if relief
were not granted.?

However, as you will recall after applying to the SEC for
this relief, i.e. requesting WWVY not be ruled an IC. WWVY
strangely, and without any explanation, withdrew its
application saying in an 8-K filing on February 3, 2003
?After consultation with the staff of the Securities Exchange
Commission, Warwick Valley Telephone Company has withdrawn as
unnecessary its Application for Order of Exemption Pursuant
to Section 3(b)(2) of the Investment Company Act of 1940 as
Amended.?

The SEC then in turn responded to WWVY saying that it did not
say the Application for Order of Exemption Pursuant to
Section 3(b)(2) of the Investment Company Act of 1940 as
Amended was unnecessary. Rather the SEC letter admonished you
by saying only that the SEC did not even review the materials
WWVY submitted and has therefore made no determination and
that WWVY should not make any conclusion.

Well guess what?  In the 10-K/A for 2004 filed in very tardy
fashion last month on November 16, 2005 the matter of WWVY
being an IC was once again brought up by WWVY.

It appears as though the members of Management and the Board
all have guilty consciences for not registering as an
Investment Company for this is what was stated in the
recently released
10-K.

?Although O-P (OCP) is an important component of the
Company's revenues and value, the Company continues to
believe that the Company is primarily engaged in
businesses other than investing, reinvesting, owning,
holding or trading in securities and is therefore not
required to register as an investment company under the
Investment Company Act of 1940. However, changes in
circumstances, for example in the valuations of its assets
and businesses, including OCP, or its effectiveness in
developing new services and businesses or maintaining
existing activities, could result in the possibility that
the Company might need to restructure its assets or
activities in order to remain in compliance with the
Investment Company Act of 1940.?

?Indeed? as you well know changes in the valuations of WWVY
assets and businesses, including the OCP have occurred. In
December 2002, WWVY filed an Amendment No. 2 To Application
For Order Of Exemption (as an IC) and stated therein that the
fair value of its assets was as follows:

	WVTC (with subsidiaries)	$91,000,000
	OCP	$22,500.000
	ZefCom	$2,000.000
	HVDN	$1,000,000

It is obvious that since WVTC  has experienced a decline in
is operating income every year since the December 2002 filing
and finally has in fact gone into the red this year, has had
flat or declining revenues and experienced a loss of
customers, that the assets of WVTC  today are worth
substantially less than it was three years ago.

By the same token, since the revenues and Net Income of OCP
have grown dramatically since the filing in December 2002,
the OCP is certainly worth considerably more. Reasonable men
and evaluators may differ on the exact valuations of each but
no one will conclude differently on the direction value has
taken for each ? down sharply for WVTC and up strongly for
OCP.

No matter whom the evaluator, one will find it impossible not
to conclude that OCP today accounts for more than 40% of WWVY
assets.  We would conclude OCP value is well over a majority
of the combined asset value with cash and other investments.

We are curious to know if you read the following:

Milwaukee Journal Sentinel: National Presto ordered to
register as Investment Company, Presto gets permanent
injunction Judge's order bans company from interstate
commerce

By DORIS HAJEWSKI - December 14, 2005

A federal judge has issued a permanent injunction that
forbids National Presto Industries Inc. (stock: NPK) from
engaging in interstate commerce and orders the Eau Claire
manufacturing company to register as an investment company.

The order from Judge Charles R. Norgle in Chicago follows a
ruling against Presto in late October in a lawsuit brought by
the U.S. Securities and Exchange Commission that alleged that
Presto is an investment company because of its large cash
holdings.

In a summary judgment, Norgle ruled that Presto was subject
to SEC regulations for investment companies because it had
more than 40% of its assets in cash and marketable
securities.

Despite the injunction, which was issued Friday, Presto
continues to operate its three divisions, which make small
appliances, adult diapers and ammunition.

"It would be a fantastic hardship if we had to send 500
people home," said James Bartl, senior vice president and
secretary.

Presto, with annual sales of $159 million in 2004, finds
itself on the receiving end of the unusual court order after
15 years of criticism from shareholders and analysts for
sitting on a huge stash of cash that at one time totaled more
than $225 million. The money was accumulated during the 1970s
and 1980s from the sale of subsidiaries.

Critics said Presto should use the cash to invest in
businesses that could boost earnings. But the Cohen family,
which controls the company with voting stock, said they were
holding out for a good bargain on an acquisition.

Presto's attorneys on Tuesday filed a notice of appeal of
Norgle's decision, Bartl said. The company also intends to
file for a stay of the injunction, he said.

Presto redirected some of its investments from variable rate
dividend notes to money market funds after the October ruling
to comply with the Investment Company Act of 1940 so that
Presto could avoid registering, Bartl said. At the end of the
second quarter, Presto's cash and marketable securities stood
at $156 million.

Presto is trying to get a clarification of the injunction
from the SEC, Bartl said.

Norgle's order forbids all company officers and employees
from using mail or any other interstate commerce method to
sell or buy securities; from controlling any investment
company that buys or sells securities across state lines; and
from engaging in any interstate commerce or business.

The SEC filed its action in 2002 after a critical review of
Presto's business practices by a forum of the New York
Society of Security Analysts and a shareholder lawsuit that
accused Presto of violating the Investment Act by holding too
much cash. Presto attracted the attention of the New York
analysts because institutional investors, who were required
to buy Presto shares as an index fund investment, were
frustrated by the poor return and became vocal critics.

Gary Lutin, a New York investment banker who headed the
analysts' forum, said Norgle's decision made it clear that
evasion of securities regulations would not be tolerated.

"An injunction like this, applicable to the company as well
as the individuals responsible for its conduct, sends a
pretty blunt message to people who play games with the
rules," Lutin said.

The SEC suit against Presto was the first action of its kind
filed by the commission since the 1980s.

"The entire case is rare," said Peter Chan, assistant
regional director for the SEC.

Presto's stock closed Wednesday at $43.78, up 18 cents and
has since move higher to 44.39 at the close on Dec 15.

A word to the wise. Register as an IC or restructure into two
separate entities or else beware the consequents that the NPK
decision made clear - that evasion of securities regulations
would not be tolerated and there could be severe consequences
to a Board and a Management which violate the rules. We are
deeply concerned that the WWVY Board, by ignoring the fact
that the Company is an IC in hopes the issue will just go
away, may be on the verge of making a disastrous no-decision
that will prevent the company from enhancing its already
diminished value. The real risk is that by not selling WWVY
now or registering as an IC or not separating the operating
telephone business from the passive investments is short
sighted and may preclude any consideration of a broader set
of alternatives.

Once again, we want to make clear we are not opposed to the
Board using its business judgment to enter into a value
enhancing transaction so long as you do not stand by and
destroy or impede Warwick's flexibility to unlock shareholder
value in the near and long term. However, we want this letter
to serve as notice to Warwick's Directors that if you
unanimously continue to do nothing, violate the Investment
Company Act, allow the good money earned from the passive
investments to be ploughed back into the capital intensive
and now money losing POTS and not effect a transaction that
is value enhancing, shareholders will seek to hold directors
responsible.

We believe that shareholders need full disclosure and facts
and answers to questions regarding the Company, not more spin
from management about what a ?good job? management has done
while the Board secretly dismisses proposals to increase
shareholder value with no explanation whatever of its
reasoning.

At the annual meeting and in the 8K release made on November
17, President and CEO Herb Gareiss concluded by saying ?WVT
strives to remain a solid investment for its shareholders.?
Obviously you either don?t care about the stock price or in
ostrich fashion choose to ignore what has been happening to
the price of WWVY stock or you live somewhere in Alice in
Wonderland where you are blind to the fact that the stock
price was $34 two years ago, $25 two months ago, $23 at the
close of the annual meeting and broke down to the current $19
price range two weeks ago. It appears to be no coincidence
that when we asked ?do you care about the stock price?? you
have responded only with deafening silence.

Coupled with the value destruction, a lack of any value
enhancement moves being made violating the Investment Company
Act of 1940 must not also be tolerated. None of this must be
allowed go on too much longer.

As the ?loyal shareholder?s? we are (and you labeled us) we
look forward to shareholders hearing from you promptly.

We continue to be willing to meet with you in a give and take
session or else it is time you provide shareholders with a
thoughtful set of answers to the IC matter, the observations
herein and the questions posed in our previous letter. We
look forward to your prompt response.


Warmly,


Lawrence J. Goldstein

Cc: Securities and Exchange Commission


CERTIFED MAIL: 7001 0320 0000 8924 2772


Exhibit 2:


Agreement of Joint Filing

Pursuant to Rule 13d-1(k) promulgated under the Securities
Exchange Act of 1934, as amended, each of the undersigned
persons hereby agrees to file with the Securities and
Exchange Commission the Statement on Schedule 13D (the
?Statement?) to which this Agreement is attached as an
exhibit, as well as any further amendments filed by them with
respect to the shares of common stock of Warwick Valley
Telephone Company, $.01 per value per share, and agree that
the Statement is filed on behalf of each of them.

IN WITNESS WHEREOF, the undersigned have executed this
Agreement.


Dated: December 21, 2005

SANTA MONICA PARTNERS, L.P.
By: SMP ASSET MANAGEMENT LLC

By: -------------------------------
Lawrence J. Goldstein, President



Dated: December 21, 2005

SANTA MONICA PARTNERS OPPORTUNITY FUND, L.P.
By: SANTA MONICA PARTNERS ASSET MANAGEMENT LLC

By: -------------------------------
Lawrence J. Goldstein, President



Dated: December 21, 2005

SANTA MONICA PARTNERS II, L.P.
By: SANTA MONICA PARTNERS ASSET MANAGEMENT LLC

By: -------------------------------
Lawrence J. Goldstein, President




