UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-17f-2
Certificate of Accounting of Securities and Similar
Investments in the Custody of
Management Investment Companies
Pursuant to Rule 17f-2 [17 CFR 270.17f-2]
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1. Investment Company Act File Number: Date examination completed:
811-1056 September 30, 2008
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2. State identification Number:
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AL AK AZ AR CA CO
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CT DE DC FL GA HI
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ID IL IN IA KS KY
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LA ME MD MA MI MN
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MS MO MT NE NV NH
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NJ NM NY NC ND OH
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OK OR PA RI SC SD
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TN TX UT VT VA WA
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WV WI WY PUERTO RICO
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Other (specify):
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3. Exact name of investment company as specified in registration statement:
Capital Southwest Corporation
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4. Address of principal executive office (number, street, city, state, zip
code):
12900 Preston Road, Suite 700, Dallas, Texas 75230
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-17f-2
Certificate of Accounting of Securities and Similar
Investments in the Custody of
Management Investment Companies
Pursuant to Rule 17f-2 [17 CFR 270.17f-2]
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1. Investment Company Act File Number: Date examination completed:
811-1947 September 30, 2008
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2. State identification Number:
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AL AK AZ AR CA CO
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CT DE DC FL GA HI
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ID IL IN IA KS KY
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LA ME MD MA MI MN
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MS MO MT NE NV NH
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NJ NM NY NC ND OH
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OK OR PA RI SC SD
--------------------------------------------------------------------------------
TN TX UT VT VA WA
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WV WI WY PUERTO RICO
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Other (specify):
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3. Exact name of investment company as specified in registration statement:
Capital Southwest Venture Corporation
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4. Address of principal executive office (number, street, city, state, zip
code):
12900 Preston Road, Suite 700, Dallas, Texas 75230
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Report of Independent Registered Public Accounting Firm
To the Board of Directors of
Capital Southwest Corporation and Subsidiaries:
We have examined management's assertion, included in the accompanying Management
Statement Regarding Compliance With Certain Provisions of the Investment Company
Act of 1940, that Capital Southwest Corporation and subsidiaries (the "Company")
complied with the requirements of subsections (b) and (c) of rule 17f-2 under
the Investment Company Act of 1940 (the "Act") as of September 30, 2008.
Management is responsible for the Company's compliance with those requirements.
Our responsibility is to express an opinion on management's assertion about the
Company's compliance based on our examination.
Our examination was conducted in accordance with the standards of the Public
Company Accounting Oversight Board (United States) and, accordingly, included
examining, on a test basis, evidence about the Company's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. Included among our procedures were the following tests
performed as of September 30, 2008, and with respect to agreement of security
purchases and sales, for the period from March 31, 2008 (the date of our last
examination) through September 30, 2008:
o Count and inspection of all securities located in the vault of
JPMorgan Chase in New York City, New York.
o Confirmation of all securities held by Smith Barney.
o Reconciliation of all such securities to the books and records of the
Company and the Custodian.
o Agreement of five security purchases since our last report from the
books and records of the Company to the Company's bank statements.
We believe that our examination provides a reasonable basis for our opinion. Our
examination does not provide a legal determination on the Company's compliance
with specified requirements.
In our opinion, management's assertion that Capital Southwest Corporation and
subsidiaries complied with the requirements of subsections (b) and (c) of rule
17f-2 of the Investment Company Act of 1940 as of September 30, 2008, with
respect to securities reflected in the investment account of the Company is
fairly stated, in all material respects.
This report is intended solely for the information and use of management and the
Board of Directors of Capital Southwest Corporation and subsidiaries and the
Securities and Exchange Commission and is not intended to be and should not be
used by anyone other than these specified parties.
/s/ Grant Thornton LLP
Dallas, Texas
October 31, 2008
Management Statement Regarding Compliance
With Certain Provisions of the Investment Company Act of 1940
We, as members of management of Capital Southwest Corporation and subsidiary
(the "Company"), are responsible for complying with the requirements of
subsections (b) and (c) of rule 17f-2, "Custody of Investments by Registered
Management Investment Companies," of the Investment Company Act of 1940. We are
also responsible for establishing and maintaining effective internal controls
over compliance with those requirements. We have performed an evaluation of the
Company's compliance with the requirements of subsections (b) and (c) of rule
17f-2 as of September 30, 2008 and from March 31, 2008 through September 30,
2008.
Based on this evaluation, we assert that the Company was in compliance with the
requirements of subsections (b) and (c) of rule 17f-2 of the Investment Company
Act of 1940 as of September 30, 2008, and from March 31, 2008 through September
30, 2008 with respect to securities reflected in the investment account of the
Company.
Capital Southwest Corporation
[Name of Company]
/s/ Tracy L. Morris
[Name]
Chief Financial Officer
[Title]
September 30, 2008
[Date]