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Rule 13d-1(b)

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Rule 13d-1(c)

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Rule 13d-1(d)

Item 1.

(a)

Name of Issuer:  The Andersons, Inc.

(b)

Address of Issuer's Principal Executive Offices: 
480 W. Dussel DriveMaumee, Ohio 43537

Item 2.

(a)

Name of Persons Filing 
(i) Berno, Gambal & Barbee, Inc. ("BGB")
(ii) William S. Berno ("Berno") 
(iii) Paul Gambal ("Gambal") 
(iv) Scott L. Barbee ("Barbee")

(b)

Address of Principal Business Office or, if none, Residence 

1100 North Glebe Road 
Suite 1040 
Arlington, Virginia 22201

(c)

Citizenship 
(i) BGB:  Delaware 
(ii) Berno:  United States 
(iii) Gambal:  United States 
(iv) Barbee:  United States

(d)

Title of Class of Securities:  Common Stock

(e)

CUSIP Number:  034164103

Item 3.

If this statement is filed pursuant to Rule 13d-1(b) or  Rule 13d-2(b) or (c), check whether the person filing is a:

(a)

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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)

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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)

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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)

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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

(e)

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An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

(f)

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An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

(g)

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A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

(h)

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A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

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Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

Item 4.

Ownership.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount beneficially owned: 
(i)    BGB:          495,780
(ii)   Berno:         497,280
(iii)  Gambal:      499,280
(iv)  Barbee:        517,080

(b)

Percent of class: 
(i)    BGB:          6.8%
(ii)   Berno:         6.8%
(iii)  Gambal:      6.8%
(iv)  Barbee:        7.1%

(c)

Number of shares as to which the person has:

(1)

Sole power to vote or to direct the vote:
(i)    BGB:           281,000
(ii)   Berno:              1,500
(iii)  Gambal:           3,500
(iv)  Barbee:          21,300

(2)

Shared power to vote or to direct the vote:
(i)    BGB:                   0
(ii)   Berno:       281,000
(iii)  Gambal:    281,000
(iv)  Barbee:     281,000

(3)

Sole power to dispose or to direct the disposition of:
(i)    BGB:           495,780
(ii)   Berno:              1,500
(iii)  Gambal:           3,500
(iv)  Barbee:          21,500

(4)

Shared power to dispose or to direct the disposition of:
(i)    BGB:                    0
(ii)   Berno:        495,780
(iii)  Gambal:     495,780
(iv)  Barbee:      495,780

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.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company:  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.

In accordance with Rule 13d-4 of the Securities Exchange Act of 1934, each of the persons filing this statement expressly disclaim the beneficial ownership of the securities covered by this statement and the filing of this report shall not be construed as an admission by such persons that they are the beneficial owners of such securities.