SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No:  1)

Northern Star Investment Corp. III
--------------------------------------------------------
(Name of Issuer)

Common Stock
--------------------------------------------------------
(Title of Class of Securities)

66574L100
--------------------------------------------------------
(CUSIP Number)

December 31, 2022
--------------------------------------------------------
(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)


*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. Jane Street Group, LLC


(2) Check the appropriate box if a member of a group
(a) [ ]
(b) [ ]


(3) SEC use only

(4) Citizenship or place of organization

Delaware

Number of shares beneficially owned by each reporting person with:

(5) Sole voting power

0

(6) Shared voting power

2,016,223

(7) Sole dispositive power

0

(8) Shared dispositive power

2,016,223

(9) Aggregate amount beneficially owned by each reporting person

2,016,223

(10) Check if the aggregate amount in Row (9) excludes certain shares

(11) Percent of class represented by amount in Row 9

5.0%

(12) Type of reporting person

HC


-----------------------------------------------------------------------


(1)Names of reporting persons. Jane Street Capital, LLC


(2) Check the appropriate box if a member of a group
(a) [ ]
(b) [ ]


(3) SEC use only

(4) Citizenship or place of organization

Delaware

Number of shares beneficially owned by each reporting person with:

(5) Sole voting power

0

(6) Shared voting power

684,651

(7) Sole dispositive power

0

(8) Shared dispositive power

684,651

(9) Aggregate amount beneficially owned by each reporting person

2,016,223

(10) Check if the aggregate amount in Row (9) excludes certain shares

(11) Percent of class represented by amount in Row 9

5.0%

(12) Type of reporting person

BD


-----------------------------------------------------------------------


(1)Names of reporting persons. Jane Street Global Trading, LLC


(2) Check the appropriate box if a member of a group
(a) [ ]
(b) [ ]


(3) SEC use only

(4) Citizenship or place of organization

Delaware

Number of shares beneficially owned by each reporting person with:

(5) Sole voting power

0

(6) Shared voting power

1,314,906

(7) Sole dispositive power

0

(8) Shared dispositive power

1,314,906

(9) Aggregate amount beneficially owned by each reporting person

2,016,223

(10) Check if the aggregate amount in Row (9) excludes certain shares

(11) Percent of class represented by amount in Row 9

5.0%

(12) Type of reporting person

OO



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Item 1.

Item 1(a) Name of issuer:
-----------------------------------------------------------------------
Northern Star Investment Corp. III


Item 1(b) Address of issuer's principal executive offices:
-----------------------------------------------------------------------
The Chrysler Building, 405 Lexington Avenue, New York, NY 10174, US


Item 2.


2(a) Name of person filing:
----------------------------------------------------------------------
Jane Street Group, LLC; Jane Street Capital, LLC;
Jane Street Global Trading, LLC


2(b) Address or principal business office or, if none, residence:
-----------------------------------------------------------------------
Jane Street Group, LLC
250 Vesey Street
6th Floor
New York, NY 10281

Jane Street Capital, LLC
250 Vesey Street
6th Floor
New York, NY 10281

Jane Street Global Trading, LLC
250 Vesey Street
6th Floor
New York, NY 10281


2(c) Citizenship:
--------------------------------------------------------------------
 See Item 4 of Cover Page


2(d) Title of class of securities:
-------------------------------------------------------------------
Common Stock


2(e) CUSIP No.:
See Cover Page






Item 3.

If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c),
check whether the person filing is a:
[x] Broker or dealer registered under Section 15 of the Act;
[ ] Bank as defined in Section 3(a)(6) of the Act;
[ ] Insurance company as defined in Section 3(a)(19) of the Act;
[ ] Investment company registered under Section 8 of the
Investment Company Act of 1940;
[ ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
[ ] An employee benefit plan or endowment fund in accordance with
            Rule 13d-1(b)(1)(ii)(F);
[x] A parent holding company or control person in accordance with
            Rule 13d-1(b)(1)(ii)(G);
[ ] A savings associations as defined in Section 3(b) of the Federal
            Deposit Insurance Act (12 U.S.C. 1813);
[ ] 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;
[ ] A non-U.S. institution in accordance with
            Rule 240.13d-1(b)(1)(ii)(J);
[ ] Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing
            as a non-U.S. institution in accordance with
            Rule 240.13d-1(b)(1)(ii)(J), please specify the type of
            institution:


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.


Amount beneficially owned:

2,016,223


Percent of class

5.0%

Number of shares as to which such person has:

Sole power to vote or to direct the vote

0

Shared power to vote or to direct the vote

2,016,223

Sole power to dispose or to direct the disposition of

0

Shared power to dispose or to direct the disposition of

2,016,223









Item 5.

Ownership of 5 Percent or Less of a Class. If this statement is being
filed to report the fact that as of the date hereof the reporting person
has ceased to be the beneficial owner of more than 5 percent of the
class of securities, check the following [ ].


Item 6. Ownership of More than 5 Percent on Behalf of Another Person

N/A

Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company or Control Person.


See Exhibit A


Item 8. Identification and Classification of Members of the Group

N/A

Item 9. Notice of Dissolution of Group

N/A

Item 10. Certifications
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.


Dated: February 10, 2023
Jane Street Group, LLC

Signature:  Frank Liu

-------------------------------------------

Name: Frank Liu
Title: Managing Director



The original statement shall be signed by each person on whose
behalf the statement is filed or his authorized representative.
If the statement is signed on behalf of a person by his authorized
representative other than an executive officer or general partner
of the filing person, evidence of the representative's authority to
sign on behalf of such person shall be filed with the statement,
provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated
by reference. The name and any title of each person who
signs the statement shall be typed or printed beneath his signature.



Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (see 18 U.S.C. 1001).


Exhibit A



Subsidiary


Jane Street Capital, LLC
Jane Street Global Trading, LLC