SEC FORM 3

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Graff Brian

(Last)

(First)

(Middle)

2 BETHESDA METRO CENTER

14TH FLOOR

(Street)

BETHESDA

20814

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/01/2005

3. Issuer Name and Ticker or Trading Symbol
AMERICAN CAPITAL STRATEGIES LTD [ ACAS ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Senior Vice President

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	1,555	D
Common Stock	500	I	In IRA jointly owned with spouse
Common Stock	978	I	ESOP/401(k) Plan
Common Stock	300	I	Owned by minor children

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Comon Stock Options	07/26/2001	07/26/2011	Common Stock	12,000	$27.7	D
Common Stock Options	12/10/2001	12/10/2011	Common Stock	5,000	$28.87	D
Common Stock Options	05/08/2002	05/08/2012	Common Stock	5,000	$29.87	D
Common Stock Options	06/17/2002	06/17/2012	Common Stock	8,333	$27.14	D
Common Stock Options	08/15/2002	08/15/2012	Common Stock	2,739	$22.9	D
Common Stock Options	05/15/2004⁽¹⁾	05/15/2013	Common Stock	37,500	$18.73⁽²⁾	D
Common Stock Options	08/15/2004⁽¹⁾	08/15/2013	Common Stock	37,500	$17.72⁽²⁾	D
Common Stock Options	08/28/2004⁽¹⁾	08/28/2013	Common Stock	5,000	$19.92⁽²⁾	D
Common Stock Options	11/13/2004⁽¹⁾	11/13/2013	Common Stock	17,200	$22.96⁽²⁾	D
Common Stock Options	01/29/2005⁽¹⁾	01/29/2014	Common Stock	17,200	$27.89⁽²⁾	D
Common Stock Options	04/29/2005⁽¹⁾	04/29/2014	Common Stock	60,000	$23.44⁽²⁾	D
Common Stock Options	07/29/2005⁽¹⁾	07/29/2014	Common Stock	15,000	$26.58⁽²⁾	D
Common Stock Options	07/29/2005⁽¹⁾	07/29/2014	Common Stock	4,000	$28.82	D
Common Stock Options	10/28/2005⁽¹⁾	10/28/2014	Common Stock	4,000	$29.39⁽²⁾	D
Common Stock Options	10/28/2005⁽¹⁾	10/28/2014	Common Stock	4,000	$30.91	D
Common Stock Options	06/20/2006⁽¹⁾	06/20/2015	Common Stock	63,333	$35.61	D

Explanation of Responses:

1. Vests over five years in equal annual installments

2. Current exercise price

Remarks:

	/s/ Samuel A. Flax, as attorney-in-fact for Brian Graff	07/06/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.