UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                    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)    April 18, 2007

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

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



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

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







ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL  OFFICERS;  ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS

          On April 18,  2007,  William R.  Thomas,  president,  chief  executive
     officer and chairman,  announced his planned retirement on July 16, 2007 as
     president and chief executive officer of Capital Southwest Corporation. Mr.
     Thomas,  78, joined Capital  Southwest in 1962 and has been president since
     1980. He will continue to serve as chairman of the board in a non-executive
     capacity. Gary L. Martin, currently president of The Whitmore Manufacturing
     Company  of  Rockwall,  Texas,  a 100% owned  portfolio  company of Capital
     Southwest,  was named by the board of  directors  to succeed Mr.  Thomas as
     president and chief executive officer.



ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

          (d) Exhibits. The following exhibits are filed or furnished as part of
     this report:

              Exhibit No.           Description

              99.1       Press   Release   dated   April  18,  2007  -  "CAPITAL
                         SOUTHWEST NAMES NEW CEO"

              99.2       Letter dated April 18, 2007 - "To Our Shareholders"




                                   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: April 18, 2007
                             By:  /s/  William R. Thomas
                                  -----------------------------------
                                  Name: William R. Thomas
                                  Title:   President and Chief Executive Officer





                                  EXHIBIT INDEX


              Exhibit No.           Description

              99.1       Press Release dated April 18, 2007 - "CAPITAL SOUTHWEST
                         NAMES NEW CEO"

              99.2       Letter dated April 18, 2007 - "To Our Shareholders"