These and other economic factors may impact the operations and future financial performance of the Corporation in the following ways:
• The ability of the Corporation's portfolio companies to obtain necessary credit financing for their operations may be impaired.

• The Corporation's portfolio companies may experience greater difficulty in obtaining equity financing to continue to fund their operations.

• The slowdown in capital goods spending may impact the goods and services that the portfolio companies sell.

• The Corporation may find it more difficult to exit its investments as access to public markets and the merger and acquisition industry become impaired.

• The Corporation's diversified portfolio of investments may experience unexpected growth despite these market uncertainties based on their own capitalization, industry niche, and current market acceptance for their products/services.

• The Corporation's SBA leverage commitment expired September 30, 2008, and the SBA's interest in renewing Rand's $1.9 million in undrawn leverage may be adversely affected by the status of the financial markets.

While the effect of these market uncertainties on the Corporation's portfolio cannot be determined, many of the Corporation's portfolio companies have begun to develop action plans necessary to help align their resources (staffing, operating expenses and remaining capital) with their business needs to create more competitive companies and increase their chances of future success. Critical Accounting Policies
The Corporation prepares its consolidated financial statements in accordance with U.S. generally accepted accounting principles (GAAP), which require the use of estimates and assumptions that affect the reported amounts of assets and liabilities. A summary of our critical accounting policies can be found in the Corporation's December 31, 2008 Form 10-K under Item 7 "Management's Discussion and Analysis of Financial Condition and Results of Operations".

Financial Condition
Overview:

                            3/31/09          12/31/08        Decrease      % Decrease
      Total assets        $ 31,883,347     $ 32,228,797     $ (345,450 )          (1.1 %)
      Total liabilities     11,677,620       12,001,831       (324,211 )          (2.7 %)

      Net assets          $ 20,205,727     $ 20,226,966     $  (21,239 )          (0.1 %)

The Corporation's financial condition is dependent on the success of its portfolio holdings. The following summarizes the Corporation's investment portfolio at the period-ends indicated.

                                  3/31/09          12/31/08       Increase       % Increase
 Investments, at cost           $ 14,468,610     $ 14,386,451     $  82,159              0.6 %
 Unrealized appreciation, net     13,739,831       13,739,831             -                -

 Investments at fair value      $ 28,208,441     $ 28,126,282     $  82,159              0.6 %

The change in investments, at cost, is comprised of the following:

    New Investments:                                                  Amount
    Associates Interactive, LLC (Associates Interactive)             $  43,518
    Golden Goal, LLC (Golden Goal)                                      38,238

    Total of new investments made during the three months ended
    March 31, 2009                                                   $  81,756

    Changes to Investments:
    APF Group, Inc (APF) interest conversion                         $  11,917
    GridApp Systems, Inc. (GridApp)                                      4,840
    Total of changes to investments made during the three months
    ended March 31, 2009                                             $  16,757

    Investment Repayments:
    Gemcor II, LLC (Gemcor)                                            (16,354 )

    Total of investment repayments during the three months ended
    March 31, 2009                                                     (16,354 )


    Total change in investments, at cost, during the three months
    ended March 31, 2009                                             $  82,159

Net asset value (NAV) per share was $3.53/share at March 31, 2009 versus $3.54/share at December 31, 2008.
The Corporation's total investments at fair value, whose fair value have been estimated by the Board of Directors, approximated 140% and 139% of net assets at March 31, 2009 and December 31, 2008, respectively.
Cash and cash equivalents approximated 10% of net assets at March 31, 2009 compared to 14% at December 31, 2008.

Results of Operations
Investment Income
The Corporation's investment objective is to achieve long-term capital appreciation on its equity investments while maintaining a current cash flow from its debenture and pass through equity instruments. Therefore, the Corporation invests in a mixture of debenture and equity instruments, which will provide a current return on a portion of the investment portfolio. The investment income is impacted by the Corporation's ability to fund investments that fit its strategic profile and the level of liquidity events within its investment portfolio which cannot be predicted with any certainty. The equity features contained in the Corporation's investment portfolio are structured to realize capital appreciation over the long-term and may not generate current income in the form of dividends or interest. In addition, the Corporation earns interest income from investing its idle funds in money market instruments held at high grade financial institutions.
Comparison of the three months ended March 31, 2009 to the three months ended

March 31, 2008

                                                                                     Increase         % Increase
                                         March 31, 2009        March 31, 2008       (Decrease)        (Decrease)
Interest from portfolio companies       $        135,516      $        251,764      $  (116,248 )           (46.2 )%
Interest from other investments                    9,134                34,584          (25,450 )           (73.6 %)
Dividend and other investment income             224,526                84,934          139,592             164.4 %
Other income                                       9,083                 7,083            2,000              28.2 %

Total investment income                 $        378,259      $        378,365      $      (106 )             0.0 %

Interest from portfolio companies - The portfolio interest income decrease is a result of several factors. Two portfolio companies (Contract Staffing, Inc. and New Monarch Machine Tool, Inc.) repaid their debt instruments during 2008 and one portfolio company (Niagara Dispensing, Inc. (Niagara Dispensing)) converted its debenture instrument into equity during 2008. In addition, non- recurring interest of $43,067 was recognized on the escrow from Innov-X Systems, Inc. (Innov-X) during the first quarter of 2008. The Innov-X escrow of $711,249 and the earned interest of $43,067 were received in the second quarter of 2008. After reviewing the portfolio companies' performance and the circumstances surrounding the investments, the Corporation has ceased accruing interest income on the following investment instruments:

                                     Interest       Investment       Year that Interest
  Company                              Rate            Cost            Accrual Ceased
  G-Tec Natural Gas Systems                  8 %   $    400,000                     2004
  Rocket Broadband Networks, Inc.        11.25 %         35,000                     2008
  UStec, Inc.                                5 %        100,000                     2006
  WineIsIt.com (Wineisit)                   10 %        801,918                     2005

Interest from other investments - The decrease in interest from other investments is primarily due to lower cash balances and a decrease in interest rates. The cash balance at March 31, 2009 and 2008 was $1,967,663 and $3,206,341, respectively.
Dividend and other investment income - Dividend income is comprised of distributions from Limited Liability Companies (LLCs) in which the Corporation has invested. The Corporation's investment agreements with certain LLCs require the entities to distribute funds to the Corporation for payment of income taxes on its allocable share of the entities' profits. These dividends will fluctuate based upon the profitability of the entities and the timing of the distributions.

Dividend income for the three months ended March 31, 2009 consisted of a distribution from Gemcor II, LLC (Gemcor) for $224,526. Dividend income for the three months ended March 31, 2008 consisted of distributions from Gemcor for $84,934.
Other income - Other income consists of the revenue associated with the amortization of financing fees charged to the portfolio companies upon successful closing of a Rand SBIC financing. The SBA regulations limit the amount of fees that can be charged to a portfolio company, and the Corporation typically charges 1% to 3% to the portfolio companies. These fees are amortized ratably over the life of the instrument associated with the fees. Upon the prepayment of a loan or debt security, any unamortized closing fees are recorded as income. The unamortized fees are carried on the balance sheet under Deferred Revenue. In addition, other income includes fees charged by the Corporation to its portfolio companies for attendance at the portfolio company board meetings. The income associated with the amortization of financing fees was $2,083 for both the three months ended March 31, 2009 and 2008. The annualized financing fee income based on the existing portfolio will be approximately $4,600 for the remainder of 2009 and $2,700 in 2010.
The income associated with board attendance fees was $7,000 and $5,000 for the three months ended March 31, 2009 and 2008, respectively. Operating Expenses
Comparison of the three months ended March 31, 2009 to the three months ended

March 31, 2008

                      March 31, 2009       March 31, 2008       Increase       % Increase

    Total Expenses   $        409,448     $        403,368     $    6,080              1.5 %

Operating expenses predominately consist of interest expense on SBA obligations, employee compensation and benefits, directors' fees, shareholder related costs, office expenses, professional fees, and expenses related to identifying and reviewing investment opportunities.
The small increase in operating expenses during the three months ended March 31, 2009 can be attributed to the 18% or $10,931 increase in professional fees. Professional fees consist of legal, accounting and tax expenses. In order to comply with the SEC rules regarding the Corporation's operating structure, the Corporation has incurred additional legal fees associated with the corporate reorganization of the SBIC subsidiary.
Net Realized Gains and Losses on Investments There were no realized gains or losses during the three months ended March 31, 2009 or March 31, 2008.
Net Change in Unrealized Appreciation of Investments The Corporation did not have any unrealized change in its investment value during the quarter ended March 31, 2009.

The Corporation recorded a net decrease in unrealized appreciation on investments of ($129,700) during the three months ended March 31, 2008. The decrease of ($129,700) in unrealized appreciation on investments is due to the following valuation changes made by the Corporation:

                                                                  March 31, 2008
Niagara Dispensing Technologies, Inc. (Niagara Dispensing)       $       (111,000 )
Bioworks                                                                  (28,000 )
Photonic Products Group, Inc (Photonic)                                     9,300

Total change in net unrealized appreciation during the three
months ended March 31, 2008                                      $       (129,700 )

The Corporation subsequently converted its debt instruments in Niagara Dispensing to equity. Therefore, it revalued its investment Niagara Dispensing as of March 31, 2008 based on the valuation of equity shares at conversion. The Corporation's investment in Bioworks was valued at zero during the three months ended March 31, 2008 based on an analysis of the liquidation preferences of senior securities in the portfolio company.
Photonic is a publicly traded stock (NASDAQ symbol: PHPG.OB) and is marked to market at the end of each quarter.
All of these value adjustments resulted from a review by management using the guidance set forth by SFAS 157 and the Corporation's established valuation policy.
Net Decrease in Net Assets from Operations The Corporation accounts for its operations under Generally Accepted Accounting Practices (GAAP) for investment companies. The principal measure of its financial performance is "net decrease in net assets from operations" on its consolidated statements of operations. For the three months ended March 31, 2009, the net decrease in net assets from operations was ($21,239) as compared to a net decrease in net assets from operations of ($91,816) for the same three month period in 2008. The decrease for the quarter ending March 31, 2009 can be attributed to the net investment loss of ($21,239) which represents a ($31,189) loss from operations and a net income tax benefit of $9,950. The decrease for the period ending March 31, 2008 can be attributed to a decrease of ($129,700) in unrealized appreciation , a ($25,003) loss from operations and a net income tax benefit of $62,887.
Liquidity and Capital Resources
The Corporation's principal objective is to achieve capital appreciation. Therefore, a significant portion of the investment portfolio is structured to maximize the potential for capital appreciation and certain of the Corporation's portfolio investments may be structured to provide little or no current yield in the form of dividends or interest payments.
As of March 31, 2009 the Corporation's total liquidity, consisting of cash and cash equivalents, was $1,967,663.
The Corporation had paid $100,000 to the SBA to reserve its approved $10,000,000 leverage. The Corporation has drawn down $8,100,000 of this leverage as of March 31, 2009. The remaining leverage commitment of $1,900,000 expired on September 30, 2008. In 2009, the Corporation intends to re-apply to the SBA for the remaining $1,900,000 in leverage.

Management expects that the cash and cash equivalents at March 31, 2009, coupled with the scheduled interest and dividend payments on its portfolio investments, will be sufficient to meet the Corporation's cash needs throughout 2009. The Corporation is also evaluating potential exits from portfolio companies and a sale of its common stock in order to increase the amount of liquidity available for new investments and operating activities. The potential sale of stock or portfolio assets is subject to inherent market risks and volatility, which may affect the ability of the Corporation to complete these sales and provide cash to the Corporation over the next twelve months.
Item 3. Quantitative and Qualitative Disclosures about Market Risk The Corporation's investment activities contain elements of risk. The portion of the Corporation's investment portfolio consisting of equity and equity-linked debt securities in private companies is subject to valuation risk. Because there is typically no public market for the equity and equity-linked debt securities in which it invests, the valuation of the equity interests in the portfolio is stated at "fair value" as determined in good faith by the Board of Directors in accordance with the Corporation's investment valuation policy. (The discussion of valuation policy contained in Item 1 "Financial Statements and Supplementary Data" in the "Notes to Consolidated Schedule of Portfolio Investments" is hereby incorporated herein by reference.) In the absence of a readily ascertainable market value, the estimated value of the Corporation's portfolio may differ significantly from the values that would be placed on the portfolio if a ready market for the investments existed. Any changes in valuation are recorded in the Corporation's consolidated Statements of Operations as "Net change in unrealized appreciation."
At times, a portion of the Corporation's portfolio may include marketable securities traded in the over-the-counter market. In addition, there may be a portion of the Corporation's portfolio for which no regular trading market exists. In order to realize the full value of a security, the market must trade in an orderly fashion or a willing purchaser must be available when a sale is to be made. Should an economic or other event occur that would not allow the markets to trade in an orderly fashion, the Corporation may not be able to realize the fair value of its marketable investments or other investments in a timely manner.
As of March 31, 2009 the Corporation did not have any off-balance sheet investments or hedging investments.
Item 4T. Controls and Procedures
Management report on Internal Control Over Financial Reporting The management of the Corporation is responsible for establishing and maintaining adequate internal control over financial reporting. The Corporation's internal control system is a process designed to provide reasonable assurance to the Corporation's management and board of directors regarding the preparation and fair presentation of published financial statements.
Our internal control over financial reporting includes policies and procedures that pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect transactions and dispositions of assets; provide reasonable assurances that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. generally accepted accounting principles and that receipts and expenditures are being made only in accordance with authorizations of management and the directors of the Corporation; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Corporation's assets that could have a material effect on our consolidated financial statements.
All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.

Management assessed the effectiveness of the Corporation's internal control over financial reporting as of March 31, 2009. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control-Integrated Framework. Based on our assessment management believes that, as of March 31, 2009, the Corporation's internal control over financial reporting is effective based on those criteria. This quarterly report does not include an attestation report of the Corporation's registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the Corporation's registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the company to provide only management's report in this report.
Changes in Internal Control over Financial Reporting. There have been no significant changes in our internal control or in other factors that could significantly affect those controls subsequent to our evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.