Schedule 13G - Courtesy of e-Services, LLC

-----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, VV2Svf+Gj/QC6J5RjPaZjhmdJrNIv1Y16P4RGRcM6RWIqhpNcxWC1ae/0r4qZu+u DtWI6y1KocDLwjcpKp9QkQ== 0001099281-01-500010.txt : 20020410 0001099281-01-500010.hdr.sgml : 20020410 ACCESSION NUMBER: 0001099281-01-500010 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20011113 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: EQSF ADVISERS INC CENTRAL INDEX KEY: 0001099281 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 767 THIRD AVE CITY: NEW YORK STATE: NY ZIP: 10017-2023 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CAPITAL SOUTHWEST CORP CENTRAL INDEX KEY: 0000017313 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 751072796 STATE OF INCORPORATION: TX FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-06834 FILM NUMBER: 1783673 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 SC 13G/A 1 capitalsouthwest.htm 13G/A FILING Schedule 13G - Courtesy of e-Services, LLC - www.edgar2.net

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

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934
(Amendment No. 4)*

Capital Southwest
(Name of Issuer)

Common Stock $1.00 Par Value
(Title of Class of Securities)

140501107
(CUSIP Number)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[ ]	Rule 13d-1(b)
[ ]	Rule 13d-1(c)
[ ]	Rule 13d-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).

CUSIP No. 140501107

	1.	Names of Reporting Persons. EQSF Advisers, Inc. I.R.S. Identification Nos. of above persons (entities only). (EIN 13-33554359)

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)
		(b)

	3.	SEC Use Only

	4.	Citizenship or Place of Organization New York Corporation

Number of Shares Beneficially Owned by Each Reporting Person With
			5.	Sole Voting Power 139,111

			6.	Shared Voting Power None

			7.	Sole Dispositive Power 139,111

			8.	Shared Dispositive Power None

	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 139,111

	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares

	11.	Percent of Class Represented by Amount in Row (9) 3.63%

	12.	Type of Reporting Person (See Instructions) IA


	1.	Names of Reporting Persons. M.J. Whitman Advisers, Inc. I.R.S. Identification Nos. of above persons (entities only). (EIN 13-3686379)

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)
		(b)

	3.	SEC Use Only

	4.	Citizenship or Place of Organization New York Corporation

Number of Shares Beneficially Owned by Each Reporting Person With
			5.	Sole Voting Power 242,473

			6.	Shared Voting Power None

			7.	Sole Dispositive Power 253,773

			8.	Shared Dispositive Power None

	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 253,773

	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares

	11.	Percent of Class Represented by Amount in Row (9) 6.63%

	12.	Type of Reporting Person (See Instructions) IA

	1.	Names of Reporting Persons. Martin J. Whitman I.R.S. Identification Nos. of above persons (entities only).

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)
		(b)

	3.	SEC Use Only

	4.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With
			5.	Sole Voting Power 24,244

			6.	Shared Voting Power None

			7.	Sole Dispositive Power 24,244

			8.	Shared Dispositive Power None

	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 24,244

	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares

	11.	Percent of Class Represented by Amount in Row (9) 0.63%

	12.	Type of Reporting Person (See Instructions) IN


Item 1.
	(a)	Name of Issuer Capital Southwest
	(b)	Address of Issuer's Principal Executive Offices 12900 Preston Road, Suite 700, Dallas, TX 75230

Item 2.
	(a)	Name of Person Filing This schedule is being jointly filed by EQSF Advisers, Inc. ("EQSF"), M.J. Whitman Advisers, Inc. ("MJWA") and Martin J. Whitman, the Chief Executive Officer of EQSF and MJWA and controlling person of EQSF and MJWA. (EQSF, MJWA and Martin J. Whitman are sometimes collectively referred to hereinafter as "Filer"). Attached hereto as an exhibit is a copy of the joint Schedule 13G filing agreement among the reporting persons.
	(b)	Address of Principal Business Office or, if none, Residence The address of the principal executive office of EQSF, MJWA and Mr. Whitman is: 767 Third Avenue, New York, NY 10017-2023
	(c)	Citizenship The citizenship or place of organization of each of the reporting persons is as follows: EQSF - New York State Corporation MJWA - New York State Corporation Martin J. Whitman - United States Citizen
	(d)	Title of Class of Securities Common Stock $1.00 Par Value
	(e)	CUSIP Number 140501107

Item 3.	If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
	(a)	[ ]	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
	(b)	[ ]	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
	(c)	[ ]	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
	(d)	[X ]	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
	(e)	[X]	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
	(f)	[ ]	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
	(g)	[ ]	A parent holding company or control person in accordance with § 240.13d-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 (15 U.S.C. 80a-3);
	(j)	[ ]	Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Item 4.	Ownership.

	(a)	Amount beneficially owned: EQSF - 139,111 shares MJWA - 253,773 shares Martin J. Whitman - 24,244 shares
	(b)	Percent of class: EQSF - 3.63% MJWA - 6.63% Martin J. Whitman - 0.63%
	(c)	Number of shares as to which the person has:
		(i)	Sole power to vote or to direct the vote EQSF - 139,111 MJWA - 242,473 Martin J. Whitman - 24,244
		(ii)	Shared power to vote or to direct the vote Not applicable.
		(iii)	Sole power to dispose or to direct the disposition of EQSF - 139,111 MJWA - 253,773 Martin J. Whitman - 24,244
		(iv)	Shared power to dispose or to direct the disposition of Not applicable.
Instruction. For computations regarding securities which represent a right to acquire an underlying security see §240.13d3(d)(1).

Item 5.	Ownership of Five 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 Five Percent on Behalf of Another Person.
Third Avenue Value Fund, an investment company registered under the Investment Company Act of 1940, has the right to receive dividends from, and the proceeds from the sale of, 83,370 of the shares reported by EQSF, Third Avenue Small-Cap Value Fund, an investment company registered under the Investment Company Act of 1940, has the right to receive dividends from, and the proceeds from the sale of, 13,500 of the shares reported by EQSF, Third Avenue Value Portfolio of the WRL Series Fund, an investment company registered under the Investment Company Act of 1940, has the right to receive dividends from, and the proceeds from the sale of, 19,741 of the shares reported by EQSF, Sun America Style Select Series Small-Cap Value Portfolio, an investment company registered under the Investment Company Act of 1940, has the right to receive dividends from, and the proceeds from the sale of, 6,000 of the shares reported by EQSF, Third Avenue Value Portfolio of the Third Avenue Variable Series Trust, an investment company registered under the Investment Act of 1940, has the right to receive dividends from, and the proceeds from the sale of, 7,000 of the shares reported by EQSF, and Integrity Life/Legends Third Avenue Value Fund, an investment company registered under the Investment Company Act of 1940, has the right to receive dividends from, and the proceeds from the sale of, 9,500 of the shares reported by EQSF. Various clients for whom MJWA acts as investment advisor have the right to receive dividends from, and the proceeds from the sale of, the shares reported by MJWA. Mr. Martin Whitman has the right to receive dividends from and the proceeds from the sale of 4,414 shares. Martin Whitman Corporation, a private corporation controlled by Mr. Martin Whitman, has the right to receive dividends from and proceeds from the sale of 19,830 shares.

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
	(a)	The following certification shall be included if the statement is filed pursuant to §240.13d-1(b): 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.
	(b)	The following certification shall be included if the statement is filed pursuant to §240.13d-1(c): By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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.

November 10, 2001
Date

EQSF Advisers, Inc.

By: /s/ MARTIN J. WHITMAN

Martin J. Whitman

Chairman and Chief Executive Officer

M.J. Whitman Advisers, Inc.

By: /s/ MARTIN J. WHITMAN

Martin J. Whitman

Chairman and Chief Executive Officer

/s/ MARTIN J. WHITMAN

Martin J. Whitman Corporation, President

Martin J. Whitman, Individually

EX-1 3 capitalsouthwestjoint.txt JOINT FILING AGREEMENT Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1 (f) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Entities (as such term is defined in the Schedule 13G) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock, $1.00 per share, of Capital Southwest, and that this Agreement be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument. IN WITNESS WHEREOF, the undersigned hereby execute this Agreement this 10th day of November, 2001. EQSF ADVISERS, INC. By:/s/ MARTIN J. WHITMAN -------------------------- Martin J. Whitman Chairman and Chief Executive Officer M.J. WHITMAN ADVISERS, INC. By:/s/ MARTIN J. WHITMAN -------------------------- Martin J. Whitman Chairman and Chief Executive Officer /s/ MARTIN J. WHITMAN -------------------------- Martin J. Whitman Corporation President Martin J. Whitman, Individually -----END PRIVACY-ENHANCED MESSAGE-----