Inverurie Loco Works who finished fourth and Wick Academy eighth in the Highland Football League qualified for the competition for the first time after being asked to compete following their work in the SFA's Club Licensing programme. Clubs ranked higher such as Forres Mechanics were not compliant with the programme so the qualification spot moved to a lower ranked club.Buckie Thistle and Deveronvale were ruled out as they had been invited in the previous season's competition.
The first round draw was conducted on 12 June 2012 at the Falkirk Stadium, the home of the reigning champions Falkirk F.C., by former player Kevin McAllister and Ramsden's representative Stewart Smith. Like the previous season, the first round is separated regionally into two sections: north and east and south and west. After the draw was made, Rangers F.C. were placed in Division 3 of the SFL, being replaced in the SPL by Dundee FC. Following this change, Dundee's place in the competition was taken by Rangers.