-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
Originator-Key-Asymmetric:
 MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen
 TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB
MIC-Info: RSA-MD5,RSA,
 MPc74oKRDB0Qi1+w11dFCRzGSWRJbxQm23YZgFZJ5q/1TJ5BeisCPsPF3O5+D843
 PW4XYMt0tINHoKdgskpjtA==

<SEC-DOCUMENT>0001010549-08-000501.txt : 20080612
<SEC-HEADER>0001010549-08-000501.hdr.sgml : 20080612
<ACCEPTANCE-DATETIME>20080612162112
ACCESSION NUMBER:		0001010549-08-000501
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20080612
ITEM INFORMATION:		Other Events
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20080612
DATE AS OF CHANGE:		20080612

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			CAPITAL SOUTHWEST CORP
		CENTRAL INDEX KEY:			0000017313
		IRS NUMBER:				751072796
		STATE OF INCORPORATION:			TX
		FISCAL YEAR END:			0331

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	811-01056
		FILM NUMBER:		08895987

	BUSINESS ADDRESS:	
		STREET 1:		12900 PRESTON RD STE 700
		CITY:			DALLAS
		STATE:			TX
		ZIP:			75230
		BUSINESS PHONE:		9722338242

	MAIL ADDRESS:	
		STREET 1:		12900 PRESTON RD
		STREET 2:		SUITE 700
		CITY:			DALLAS
		STATE:			TX
		ZIP:			75230
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>capital8k061208.txt
<TEXT>
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K



                                    FORM 8-K
                                 CURRENT REPORT

     Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934



Date of Report (Date of earliest event reported)    June 12, 2008
                                                --------------------------------

                          Capital Southwest Corporation
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


              Texas                    811-1056                    75-1072796
- --------------------------------------------------------------------------------
 (State or other jurisdiction        (Commission                (IRS Employer
      of incorporation)               File Number)           Identification No.)


12900 Preston Road, Suite 700, Dallas, Texas                        75230
- --------------------------------------------------------------------------------
(Address of principal executive offices)                         (Zip Code)


Registrant's telephone number, including area code 972-233-8242
                                                   -----------------------------




Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[ ]  Written  communications  pursuant to Rule 425 under the  Securities Act (17
     CFR 230.425)

[ ]  Soliciting  material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
     240.14a-12)

[ ]  Pre-commencement   communications  pursuant  to  Rule  14d-2(b)  under  the
     Exchange Act (17 CFR 240.14d-2(b))

[ ]  Pre-commencement   communications  pursuant  to  Rule  13e-4(c)  under  the
     Exchange Act (17 CFR 240.13e-4(c))



<PAGE>


Item 8.01 Other Events

On June 12, 2008,  Capital  Southwest  Corporation  (the "Company")  announced a
share  repurchase  plan that was  recently  approved by the  Company's  Board of
Directors.  Under this Plan,  the  Company may  repurchase  up to 10 percent (or
388,915  shares)  of its  Common  Stock at prices not above the lower of the net
asset  value  per  share  of its  Common  Stock,  or  prices  prevailing  in the
over-the-counter market at the time of such purchases.

Capital Southwest  Corporation released a letter to its shareholders  announcing
the repurchase plan. A copy of the letter is attached hereto as an exhibit.

Item 9.01.   Financial Statements and Exhibits.

(a) None.
(b) None.
(c) None.
(d) Exhibits

        Exhibit
        Number           Description
- --------------------------------------------------------------------------------
         99.1            Letter to Shareholders dated June 12, 2008



























<PAGE>



                                   SIGNATURES


      Pursuant to the  requirements of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.


Dated: June 12, 2008
                                By: /s/  Gary L. Martin
                                    --------------------------------------------
                                    Name: Gary L. Martin
                                    Title: President and Chief Executive Officer



</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>capital8kex991061208.txt
<DESCRIPTION>PRESS RELEASE
<TEXT>
                                                                         Capital
12900 Preston Rd. Suite 700                                            Southwest
Dallas, TX  75230                                                    Corporation
- --------------------------------------------------------------------------------

                       NOTICE OF SHARE REPURCHASE PROGRAM

June 12, 2008

To Our Shareholders:

     I am pleased to report that on June 10,  2008,  the Board of  Directors  of
Capital  Southwest  Corporation  (the "Company")  authorized the purchase by the
Company in the NASDAQ National Market, or in privately negotiated  transactions,
of up to 10% of the  Company's  presently  outstanding  Common Stock (or 388,915
shares).  Under this purchase  plan, the Company may make purchases from time to
time  during  the next six months at prices not above the lower of the net asset
value  per  share  of  its   Common   Stock,   or  prices   prevailing   in  the
over-the-counter market at the time of such purchases.

     The number of shares to be purchased and the purchase  price per share will
be determined by the officers of the Company,  who in their discretion may elect
to purchase or not to  purchase  Common  Stock of the Company at any time during
the next six months based upon market conditions.

     The Company, in transacting such purchases, will comply with the applicable
rules and  regulations of the Securities  and Exchange  Commission,  which among
others, include the following conditions:

1.   The Company will not knowingly  purchase its shares of Common Stock from an
     "affiliated person" of the Company as such term is defined in the 1940 Act.

2.   The Company  will not  purchase its shares of Common Stock at a price above
     the then current market price per share,  or the net asset value per share,
     whichever is lower, at the time of such purchase.

3.   The Company  will not purchase its shares of Common Stock in a manner or on
     a basis  which  discriminates  unfairly  against  any holders of its Common
     Stock.

     On June 11, the last reported sale price of the Company's  Common Stock was
$113.01 per share.  As of March 31, 2008,  the net asset value of the  Company's
Common Stock was $150.09 per share on 3,889,151 shares outstanding.

     This  notice  is  given  pursuant  to  the  rules  and  regulations  of the
Securities and Exchange Commission under the Investment Company Act of 1940 (the
"1940 Act").


/s/ Gary L. Martin
Gary L. Martin
President & Chief Executive Officer



- --------------------------------------------------------------------------------
                   PATIENT CAPITAL FOR EXCEPTIONAL BUSINESSES
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
