X0202 3/A 2004-02-23 2004-02-24 0 0000813619 SOUTHWALL TECHNOLOGIES INC /DE/ SWTX 0000767538 NEEDHAM & CO INC 445 PARK AVENUE NEW YORK NY 10022 0 0 1 0 0001271419 NEEDHAM CAPITAL PARTNERS III BERMUDA LP C/O NEEDHAM & COMPANY, INC. 445 PARK AVENUE NEW YORK NY 10022 0 0 1 0 0001208854 NEEDHAM CAPITAL MANAGMENT LLC C/O NEEDHAM & COMPANY, INC. 445 PARK AVENUE NEW YORK NY 10022 0 0 1 0 0001271421 NEEDHAM CAPITAL MANAGEMENT BERMUDA LLC C/O NEEDHAM & COMPANY, INC. 445 PARK AVENUE NEW YORK NY 10022 0 0 1 0 Warrant (right to buy) 0.01 2004-02-20 2009-02-20 Common Stock 2329425 D Warrant (right to buy) 0.01 2004-02-20 2009-02-20 Common Stock 326527 D Warrant (right to buy) 0.01 2004-02-20 2009-02-20 Common Stock 4077993 D Warrant (right to buy) 0.01 2004-02-20 2009-02-20 Common Stock 421156 D Warrant (right to buy) 0.01 2004-02-20 2009-02-20 Common Stock 812756 D See Exhibit 99.1 See Exhibit 99.1 See Exhibit 99.1 See Exhibit 99.1 See Exhibit 99.1 THIS IS A CONTINUATION OF THE PREVIOUS FORM 3 AMENDMENT. This Form 3 amendment is filed by Needham & Company, Inc. on behalf of itself and the joint filers identified in the Joint Filer Information set forth in Exhibit 99.2 attached hereto. As more fully explained in the footnotes set forth in Exhibit 99.1, the joint filers are filing this amendment to correct the number of shares of Common Stock of Southwall Technologies, Inc. that may be issued upon the exercise of the reported warrants. Footnotes (1) through (5): See Exhibit 99.1 Exhibit List: 99.1: Footnotes 99.2: Joint Filer Information /s/ Glen W. Albanese 2004-07-21