Edgar Filing: MITCHELL JOHN C

Ownership Submission

FORM 4

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

MITCHELL JOHN C

2. Issuer Name and Ticker or Trading Symbol
NBT BANCORP INC [NBTB]

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

__X__ Director	_____ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

52 SOUTH BROAD STREET

3. Date of Earliest Transaction (Month/Day/Year)
10/24/2012

(Street)

NORWICH, NY 13815

4. If Amendment, Date 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

(City)

(State)

(Zip)

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)
NBT Bancorp Inc. Common Stock	10/24/2012		M		1,012	A	$ 17.6008	34,055	D
NBT Bancorp Inc. Common Stock	10/24/2012		S		1,012	D	$ 21.32	33,043	D
NBT Bancorp Inc. Common Stock								164,041	I	by Corporation

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	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 control number.		SEC 1474 (9-02)

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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Non-Qualified Stock Option (right to buy)

$ 17.6008

10/24/2012

1,012

01/01/2004

01/01/2013

NBT Bancorp Inc. Common Stock

1,012

$ 21.3217

Non-Qualified Stock Option (right to buy)

$ 20.7492

05/01/2006⁽¹⁾

05/01/2015

NBT Bancorp Inc. Common Stock

1,750

Non-Qualified Stock Option (right to buy)

$ 21.74

05/01/2007⁽¹⁾

05/01/2016

NBT Bancorp Inc. Common Stock

1,625

Non-Qualified Stock Option (right to buy)

$ 22.1388

01/01/2005⁽¹⁾

01/01/2014

NBT Bancorp Inc. Common Stock

1,438

Non-Qualified Stock Option (right to buy)

$ 22.4842

05/01/2008⁽¹⁾

05/01/2017

NBT Bancorp Inc. Common Stock

1,800

Non-Qualified Stock Option (right to buy)

$ 22.5508

05/01/2009⁽¹⁾

05/01/2018

NBT Bancorp Inc. Common Stock

2,000

Non-Qualified Stock Option (right to buy)

$ 23.2708

01/20/2006⁽¹⁾

01/20/2015

NBT Bancorp Inc. Common Stock

700

Non-Qualified Stock Option (right to buy)

$ 23.8325

11/10/2006⁽²⁾

11/10/2014

NBT Bancorp Inc. Common Stock

1,034

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
MITCHELL JOHN C 52 SOUTH BROAD STREET NORWICH, NY 13815	X

Signatures

By: F. Sheldon Prentice, Power of Attorney For: John C. Mitchell		10/25/2012
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Pursuant to NBT Non-Employee Director, Divisional Director and Subsidiary Director Stock Option Plan grant vests 40% for first year, 20% annually for following years.
(2)	Pursuant to NBT Non-Employee Director, Divisional Director and Subsidiary Director Stock Option Plan reload grant vests 100% two years after date of its grant.

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