SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Albro Duane W

(Last)

(First)

(Middle)

47 MAIN STREET

PO BOX 592

(Street)

WARWICK

10990

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
WARWICK VALLEY TELEPHONE CO [ ALTV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2012

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	02/23/2013		F⁽¹⁾		985⁽¹⁾	D	$11.27	84,697	D
Common Shares	02/24/2013		F⁽¹⁾		1,384⁽¹⁾	D	$11.27	83,313	D
Common Shares								2,996.9799	I	401(k) Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (Right to Buy)	$10.78							09/08/2011	09/08/2018	Common Stock	15,166⁽²⁾		15,166⁽²⁾	D
Employee Stock Option (Right to Buy)	$10.02							⁽³⁾	03/20/2019	Common Stock	4,051⁽³⁾		4,051⁽³⁾	D
Employee Stock Option (Right to Buy)	$12.88							⁽⁴⁾	02/23/2020	Common Stock	15,816⁽⁴⁾		15,816⁽⁴⁾	D
Employee Stock Option (Right to Buy)	$14.85							⁽⁵⁾	03/09/2021	Common Stock	83,010⁽⁵⁾		83,010⁽⁵⁾	D
Employee Stock Option (Right to Buy)	$14.38							⁽⁶⁾	02/24/2022	Common Stock	33,711⁽⁶⁾		33,711⁽⁶⁾	D

Explanation of Responses:

1. Securities for payment of tax liability associated with vesting of securities issued under the Warwick Valley Telephone C0mpany 2008 Long-Term Incentive Plan in accordance with Rule 16b-3.

2. This option was previously reported by Mr. Albro.

3. This option was previously reported by Mr. Albro and is exercisable as follows: 4,052 shares on 3/20/2010, 4,052 shares on 3/20/2011 and 4,051 shares on 3/20/2012, assuming Mr. Albro's continuous employment with the Company.

4. This option was previously reported by Mr. Albro and is exercisable as follows: 7,908 shares on 2/23/2011, 7,908 shares on 2/23/2012, and 7,908 shares on 2/23/2013, assuming Mr. Albro's continuous employment with the Company.

5. This option was previously reported by Mr. Albro and is exercisable as follows: 27,670 shares on 3/9/2012, 27,670 shares on 3/9/2013, and 27,670 shares on 3/9/2014, assuming Mr. Albro's continuous employment with the Company.

6. This option was previously reported by Mr. Albro and is exercisable as follows: 11,237 shares on 2/24/2013, 11,237 shares on 2/24/2014, and 11,237 shares on 2/24/2015, assuming Mr. Albro's continuous employment with the Company.

Remarks:

	/s/Dorinda M. Masker, on behalf of Duane W. Albro, Pursuant to Power of Attorney	02/25/2013
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.