Filing Details

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) ............................................................ Capital Southwest Corporation (Name of Issuer) ............................................................ Common Stock (Title of Class of Securities) ............................................................ 140501107 (CUSIP Number) ............................................................ DECEMBER 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |X| Rule 13-d-1(b) Rule 13-d-1(c) Rule 13-d-1(d) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

1. Name of reporting persons ZUCKERMAN INVESTMENT GROUP, LLC 2. Check the appropriate box if a member of a Group (see instructions) N/A (a) [ ] (b) [ ] 3. SEC use only_________________________ 4. Citizenship or place of organization ILLINOIS ------------- Number of 5. Sole voting power 0 shares beneficially 6. Shared voting power 1,400,439 owned by each 7. Sole dispositive power 0 reporting person with: 8. Shared dispositive power 1,400,439 9. Aggregate amount beneficially owned by 1,400,439 each reporting person 10. Check if the aggregate amount in Row N/A (9) excludes certain shares (see instructions) 11. Percent of class represented by amount 8.8% in Row (9) 12. Type of reporting person (see IA/OO instructions) CUSIP No. 140501107 Schedule 13G 1. Name of reporting persons SHERWIN A. ZUCKERMAN 2. Check the appropriate box if a member of a Group (see instructions) N/A (a) [ ] (b) [ ] 3. SEC use only_________________________ 4. Citizenship or place of organization UNITED STATES ------------- Number of 5. Sole voting power 0 shares beneficially 6. Shared voting power 1,400,439 owned by each 7. Sole dispositive power 0 reporting person with: 8. Shared dispositive power 1,400,439 9. Aggregate amount beneficially owned by 1,400,439 each reporting person 10. Check if the aggregate amount in Row N/A (9) excludes certain shares (see instructions) 11. Percent of class represented by amount 8.8% in Row (9) 12. Type of reporting person (see HC/IN instructions) CUSIP No. 140501107 Schedule 13G 1. Name of reporting persons DANIEL R. ZUCKERMAN 2. Check the appropriate box if a member of a Group (see instructions) N/A (a) [ ] (b) [ ] 3. SEC use only_________________________ 4. Citizenship or place of organization UNITED STATES ------------- Number of 5. Sole voting power 0 shares beneficially 6. Shared voting power 1,400,439 owned by each 7. Sole dispositive power 0 reporting person with: 8. Shared dispositive power 1,400,439 9. Aggregate amount beneficially owned by 1,400,439 each reporting person 10. Check if the aggregate amount in Row N/A (9) excludes certain shares (see instructions) 11. Percent of class represented by amount 8.8% in Row (9) 12. Type of reporting person (see HC/IN instructions) Item 1. (a) Name of issuer: CAPITAL SOUTHWEST CORPORATION (b) Address of issuer's principal 5400 LYNDON B. JOHNSON FREEWAY executive offices: SUITE 1300 DALLAS, TX 75240 Item 2. (a) Name of person filing: ZUCKERMAN INVESTMENT GROUP, LLC (b) Address of principal business office 155 N. WACKER DRIVE or, if none, residence: SUITE 1700 CHICAGO, IL 60606 (c) Citizenship: ILLINOIS SHERWIN A. ZUCKERMAN 155 N. WACKER DRIVE SUITE 1700 CHICAGO, IL 60606 UNITED STATES DANIEL R. ZUCKERMAN 155 N. WACKER DRIVE SUITE 1700 CHICAGO, IL 60606 UNITED STATES (d) Title of class of securities: COMMON STOCK (e) CUSIP No.: 140501107 Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: (a) [ ] Broker or dealer registered under Section 15 of the Act. (b) [ ] Bank as defined in Section 3(a)(6) of the Act (c) [ ] Insurance company as defined in Section 3(a)(19) of the Act (d) [ ] Investment company registered under Section 8 of the Investment Company Act of 1940 (e) [X ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) [ ] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) [X ] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); (h) [ ] A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) [ ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (j) [ ] A non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J) (k) [ ] Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____ Item 4. Ownership Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount beneficially owned Incorporated by reference to Item 9 of the cover page pertaining to each Reporting Person. Sherwin A. Zuckerman and Daniel R. Zuckerman are Co-CEOs, and together they are the controlling shareholders of Zuckerman Investment Group, LLC, and thus may be considered the beneficial owners of shares beneficially owned by Zuckerman Investment Group, LLC. (b) Percent of class Incorporated by reference to Item 11 of the cover page pertaining to each Reporting Person. (c) Number of shares as to which the person has: (i) Sole power to vote or Incorporated by reference to Item to direct the vote: 5 of the cover page pertaining to each reporting person. (ii) Shared power to vote or Incorporated by reference to Item to direct the vote: 6 of the cover page pertaining to each reporting person. (iii) Sole power to dispose or Incorporated by reference to Item to direct the disposition 7 of the cover page pertaining to of: each reporting person. (iv) Shared power to dispose or Incorporated by reference to Item to direct the disposition 8 of the cover page pertaining to of: each reporting person. Item 5. Ownership of 5 Percent or Less of a Class If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following |_| Item 6. Ownership of More than 5 Percent on Behalf of Another Person Owners of accounts managed by Zuckerman Investment Group, LLC have or may have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, securities held in their accounts. No such account has such power with respect to more than five percent of the class of securities to which this Schedule 13G relates. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company Not applicable. Item 8. Identification and Classification of Members of the Group Not applicable. Item 9. Notice of Dissolution of Group Not applicable. Item 10. Certification By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated this 14th day of February, 2017 ZUCKERMAN INVESTMENT GROUP, LLC By: /s/ Daniel R. Zuckerman Name: Daniel R. Zuckerman Title: Co-CEO /s/ Sherwin A. Zuckerman Sherwin A. Zuckerman /s/ Daniel R. Zuckerman Daniel R. Zuckerman INDEX TO EXHIBITS 99.1 Joint Filing Agreement dated March 2, 2012, by and among Zuckerman Investment Group, LLC, Sherwin A. Zuckerman and Daniel R. Zuckerman (Incorporated herein by reference to Exhibit 99.1 to the Schedule 13G filed with the SEC on March 5, 2012).