UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
Rand Capital Corporation
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
752185108
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(CUSIP Number)
12/31/2012
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
Check the following box if a fee is being paid with this statement [ ]. A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
there to reporting beneficial ownership of five percent or less of such class.
(See Rule 13d-7).
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however,
see the Notes).
1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
NSB Advisors LLC
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2. Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ ]
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3. SEC Use Only
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4. Citizenship or Place of Organization
State of Maryland
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Number of Shares Beneficially Owned by Each Reporting Person With:
5. Sole Voting Power: 0
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6. Shared Voting Power: 0
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7. Sole Dispositive Power: 1,115,315
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8. Shared Dispositive Power: 0
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9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,115,315
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10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ]
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11. Percent of Class Represented by Amount in Row (9)
16.9%
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12. Type of Reporting Person: IA
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Item 1. (a) Name of Issuer
Rand Capital Corporation
Item 1. (b) Address of Issuers Principal Executive Offices
2200 Rand Building
Buffalo, NY 14203
Item 2. (a) Name of Person Filing:
NSB Advisors LLC
Item 2. (b) Address of Principal Business Office:
200 Westage Business Center Drive, Suite 228
Fishkill, NY 12524
Item 2. (c) Citizenship:
USA, Maryland
Item 2. (d) Title of Class of Securities:
Common Stock
Item 2. (e) CUSIP: 752185108
Item 3.
(e) [x] an Investment Advisor registered under section 203
of the Investment Advisers Act of 1940
Item 4. Ownership.
(a) Amount beneficially owned: 1,115,315
(b) Percent of class: 16.9%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 1,115,315
(iv) Shared power to dispose or to direct the disposition of: 0
Item 5. Ownership of Five Percent or Less of a Class
not applicable
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
not applicable
Item 7.
not applicable
Item 8. Identification and Classification of Members of the Group
not applicable
Item 9. Notice of Dissolution of Group
not applicable
Item 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired and are held in the ordinary course
of business and were not acquired and are not held for the purpose of or with
the effect of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection with or as
a participant in any transaction having that purpose or effect.
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.
Date: 2/11/2013
Signature: WILLIAM F. NICKLIN
Name/Title: William F. Nicklin / Manager