Amendment #1
FORM 10-Q/A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2005
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from .....................to ........................
Commission File Number: 814-61
CAPITAL SOUTHWEST CORPORATION
(Exact name of registrant as specified in its charter)
Texas 75-1072796
(State or other jurisdiction of incorporation (I.R.S. Employer
or organization) Identification No.)
12900 Preston Road, Suite 700, Dallas, Texas
75230
(Address of principal executive offices)
(Zip Code)
(972) 233-8242
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No
----- -----
Indicate by check mark whether the registrant is an accelerated filer
(as defined in Rule 12b-2 of the Exchange Act).
Yes X No
------ -----
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
3,857,051 shares of Common Stock, $1 Par Value as of July 31, 2005
EXPLANATORY NOTE
We are filing this Amendment #1 on Form 10-Q/A (this "Amendment") in
response to comments received by us from the Staff of the Securities and
Exchange Commission (the "Staff"). This Amendment amends and replaces in its
entirety our disclosure in Item 4 of our Quarterly Report on Form 10-Q for the
quarter ended on June 30, 2005, filed on August 5, 2005 (the "Report") and
Exhibits 31.1 and 31.2.
Except to the extent expressly set forth herein, this Amendment speaks
as of the original filing date of our Report and has not been updated to reflect
events occurring subsequent to the original filing date other than those
required to reflect the effects of the comments received by the Staff.
Accordingly, this Amendment should be read in conjunction with our filings made
with the Securities and Exchange Commission subsequent to the filing of the
Report, including any amendments to those filings.
Item 4. Controls and Procedures
As of the end of the period covered by this report, an evaluation was
performed under the supervision and with the participation of our management,
including the President and Chairman of the Board and Secretary-Treasurer, of
the effectiveness of the design and operation of our disclosure controls and
procedures (as defined in Rules 13a-15 and 15d-15 of the Securities Exchange Act
of 1934). Based on that evaluation, the President and Chairman of the Board and
Secretary-Treasurer concluded that our disclosure controls and procedures are
effective to ensure that the information required to be disclosed is recorded,
processed, summarized and reported within the time periods specified in the
Securities and Exchange Commission's rules and forms, and is accumulated and
communicated to management, including the President and Chairman of the Board
and Secretary-Treasurer, as appropriate, to allow timely decisions regarding
such required disclosure.
During the fiscal quarter ended June 30, 2005, there were no changes to
the internal controls over financial reporting that have materially affected, or
are reasonably likely to materially affect, our internal controls over financial
reporting.
PART II. OTHER INFORMATION
- ---------------------------
Item 6. Exhibits
(a) Exhibit 31.1- Certification of President and Chairman of the Board
required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), filed
herewith.
(b) Exhibit 31.2- Certification of Secretary-Treasurer required by
Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act, filed
herewith.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this Amendment #1 on Form 10-Q/A to be signed on
its behalf by the undersigned thereunto duly authorized.
CAPITAL SOUTHWEST CORPORATION
Date: August 30, 2005 By: /s/ William R. Thomas
--------------------- -----------------------------------------
William R. Thomas, President and Chairman
of the Board (chief executive officer)
Date: August 30, 2005 By: /s/ Susan K. Hodgson
--------------------- -----------------------------------------
Susan K. Hodgson, Secretary-Treasurer
(chief financial/accounting officer)
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