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SEC Response Letter

 [CAPITAL SOUTHWEST CORPORATION LETTERHEAD]

October 23, 2017

 BY EDGAR

 Jay Williamson

 United States Securities and
Exchange Commission

 Division of Investment Management

 100 F
Street, NE

 Washington, DC 20549

RE:
Capital Southwest Corporation

Registration Statement on Form N-2

Filed September 8, 2017

File No. 333-220385

 Ladies and Gentlemen:

Capital Southwest Corporation (the “Company”) today filed with the Securities and Exchange Commission (the
“Commission”) Pre-Effective Amendment No. 1 (“Amendment No. 1”) to its Registration Statement on Form N-2 (Registration
No. 333-220385) (as amended, the “Registration Statement”). In addition, set forth below are the Company’s responses to the comments of the staff of the Division of Investment
Management of the Commission (the “Staff”) contained in the letter dated October 6, 2017. For ease of reference, the text of the Staff’s comments are included in bold-face type below, followed in each case by the
Company’s response. Except as otherwise provided, page references included in the body of the Company’s responses are to pages in Amendment No. 1.

General

1.
Please confirm that there are no agreements or understandings by which you guarantee or otherwise obligate yourself to make payments on the debts owed by I-45 SLF LLC.

 Response:    The Company confirms that there are no agreements or understandings by which the Company
guarantees or otherwise obligates itself to make payments on the debts owed by I-45 SLF LLC.

 United States Securities and Exchange Commission

October 23, 2017

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 Prospectus Summary, page 1

2.
On page two you indicate that certain investments may be secured by a “silent” second lien on the assets of a portfolio company. Please explain what a silent second lien is and discuss any material
implications for the fund associated with investing in silent second lien loans.

 Response:    The Company
advises the Staff that in an effort to enhance the collectability in the event of a default of a subordinated debt investment, the Company sometimes negotiates a “silent” second lien. In a “silent” second lien, the Company
obtains a perfected second lien security interest in the assets of the borrower, but the intercreditor agreement with the first lien lender otherwise looks similar to a typical unsecured mezzanine investment, where the first lien lender has the
right to block payment of the mezzanine interest upon a covenant default. Because the Company has few subordinated debt investments, the Company has removed the reference to “silent” second lien on pages 2 and 38 to avoid confusion.

3.
On page two you state your belief that your investment strategy with respect to LMM companies has limited correlation to the broader debt and equity markets. Please tell us the basis for your belief.

 Response:    In response to the Staff’s comment, the Company has removed the disclosure on pages 2 and
38.

 Fees and Expenses, page 9

4.
Footnote three indicates that the expenses associated with administering your DRIP are included in operating expenses. We are aware that some plans assess shareholders fees when they sell DRIP shares. Please revise
footnote three to disclose any fees shareholders would pay, directly or indirectly, as a result of participating in the DRIP.

Response:    The Company advises the Staff that the Company’s DRIP does not allow shareholders to sell shares through the DRIP.
The Company further advises the Staff that it has revised footnote three on page 10 to disclose that if a Company shareholder wishes to sell shares they would be required to select a broker of their choice and pay any fees or other costs associated
with the sale.

 United States Securities and Exchange Commission

October 23, 2017

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 Risk Factors, page 11

5.
On page 16 you include a risk factor addressing potential indemnification liabilities you may have to CSWI. Please tell us whether you currently have any indemnification obligation to CSWI. To the extent you do,
please tell us what the obligation is and how you treat it for purposes of complying with Section 18 under the Investment Company Act.

Response:    The Company advises the Staff that in September 2015, the Company spun off certain of its industrial products
businesses through the pro rata distribution of shares of CSW Industrials, Inc. (“CSWI”) to holders of the Company’s common stock (the “Share Distribution”). As part of the Share Distribution, the Company
entered into a Distribution Agreement (the “Distribution Agreement”), a Tax Matters Agreement (the “Tax Matters Agreement”) and an Employee Matters Agreement (the “Employee Matters Agreement,” and,
together with the Distribution Agreement and Tax Matters Agreement, the “Share Distribution Agreements”) with CSWI.

 Pursuant to the
Share Distribution Agreements, the Company and CSWI each agreed to indemnify the other for liabilities arising out of the ownership or operation of their respective businesses, as conducted at any time prior to, on or after the date of the Share
Distribution or for any breach of its obligation under the Share Distribution Agreements.

 The Company further advises the Staff that as of the date of
this letter, no claims for indemnification have been made by either CSWI or the Company under the Share Distribution Agreements. In addition, as of the date of this letter the Company is not aware of any fact or circumstance that would give rise to
any indemnification claim by either the Company or CSWI. The Company does not believe its indemnification obligations implicate Section 18 under the Investment Company Act. These indemnification obligations should not be viewed as senior
securities or raising senior security issues. To address the current indemnification obligations the Company has revised the applicable risk factors on page 18.

Management’s Discussion and Analysis of Financial Condition and Results of Operations, page 35

Investment Portfolio Composition, page 37

6.
Please consider disclosing the percentage of loans at floating versus fixed rates in one of the tables included in this section.

Response:    In response to the Staff’s comment, the Company has revised page 41 to disclose the percentage of loans at
floating versus fixed rates.

7.
Please add disclosure explaining what “Weighed average leverage through CSWC security” means and how management uses the metric in evaluating its portfolio and investments.

Response:    In response to the Staff’s comment, the Company has revised pages 41 and 42 to explain the meaning of
“weighted average leverage through CSWC.” In addition, the Company has revised pages 41 and 42 to disclose that management uses this metric as a guide to evaluate relative risk of its position in each portfolio debt investment.

 United States Securities and Exchange Commission

October 23, 2017

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8.
Footnote 1 to your table on page 39 indicates that you have included loans structured as first lien last out loans as first lien loans in your table. If material, please revise your footnote to disclose the amount of
first lien last out loans included in the table.

 Response:    In response to the Staff’s comment, the
Company has revised page 42 to disclose the dollar amount of first lien last out loans included in the table.

 Results of Operations, page 41

 Comparison of years ended March 31, 2017 and March 31, 2016, page 43

9.
We note you attribute part of the increase in investment income to a $7.9 million increase in interest income generated from your debt investments however it is unclear why your debt investment income increased
period over period. For example was the increase due to higher interest rates on existing loans, an increase in the amount of loans, or some other factors? Please revise to address, in both quantitative and qualitative terms, the underlying business
or economic reasons for material changes in your results of operations.

 Response:    In response to the
Staff’s comment, the Company has revised page 46 to disclose in both quantitative and qualitative terms the underlying business or economic reasons for material changes in its results of operations.

10.
Your disclosure indicates that you recorded a net increase in unrealized appreciation totaling $7.7 million, which consisted of $15.1 million in unrealized appreciation and the reversal of $7.1 million
in net unrealized appreciation. To the extent that a change in any portfolio value was individually material to your financial results, please specifically identify the holding and address the underlying reason(s) causing the change in value. In
addition, if there are any known material trends impacting your portfolio as a whole, please address how such trends impact your results, including changes in unrealized appreciation/depreciation.

Response:    In response to the Staff’s comment, the Company has revised page 47 to disclose material changes in individual
portfolio values. The Company further advises the Staff that it is not aware of any known material trends impacting its portfolio as a whole. There is no known material trend impacting the Company’s portfolio as a whole due to the distribution
of investments across a range of industries and geographic regions of the United States.

 United States Securities and Exchange Commission

October 23, 2017

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 Off-Balance Sheet Arrangements, page 46

11.
On page 46 you indicate that you may be party to financial instruments with off-balance sheet risk and these instruments may include commitments to extend credit and fund
equity capital …” You then disclose that you have approximately $3.2 million in uncalled equity capital commitments. Are these your only unfunded obligations? If so, revise to clarify. If not, please disclose your total unfunded
commitments. In addition, please confirm that you reasonably believe your assets will provide adequate cover to allow you to satisfy your unfunded commitments, and explain to us the basis for your belief.

Response:    In response to the Staff’s comment, the Company has revised page 50 to confirm that the approximately
$3.2 million in outstanding commitments related to equity capital commitments to I-45 SLF are the Company’s only unfunded obligations. The Company has further revised page 50 to confirm that it
reasonably believes the Company has sufficient assets to satisfy its unfunded commitments because of cash and cash equivalents as well as available borrowings under its credit facility as of March 31, 2017 and June 30, 2017, respectively.

 Description of our Debt Securities, page 90

12.
Please provide us with a representation that you will not use the term “senior” with respect to debt securities offered under this registration statement unless the debt will be senior in priority to other
outstanding company debt.

 Response:    The Company represents on a supplemental basis that the Company will
not use the term senior with respect to future offerings of the Company’s debt securities unless the debt will be senior in priority to other outstanding debt of the Company.

 United States Securities and Exchange Commission

October 23, 2017

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13.
Please note our expectation that, in any debt offering pursuant to a prospectus supplement, the outside front cover of the prospectus supplement should, as applicable:

•

Disclose that the debt securities are “structurally subordinated” and are “effectively subordinated” to all existing and future indebtedness of the Company and other obligations of its
subsidiaries, financing vehicles, credit and similar facilities;

•

Explain, in plain English, the significance of the debt securities being structurally and effectively subordinated, specifically highlighting how such subordination affects the rights and priorities of the holders of
the debt securities;

•

Disclose the approximate dollar amounts of all liabilities and obligations to which the debt securities being offered are, respectively, pari passu, structurally subordinated and effectively subordinated;

•

Disclose whether any of the Company’s existing indebtedness will be subordinated to the debt securities being offering; and,

•

State whether there is any current intention to issue additional debt securities, including a statement whether such securities will be senior or subordinated to the debt securities being offered.

 Response:    The Company confirms that it will comply with this comment in any offering of debt securities
pursuant to a prospectus supplement.

14.
Please confirm whether you intend to issue debt securities within one year from the effective date of this registration statement. If you do, please reflect the expected borrowing costs in the Fees and Expenses
table. Any change in your intention to issue debt securities at the time of an offering should be reflected in the Fees and Expenses table of the relevant prospectus supplement.

Response:    In response to the Staff’s comment, the Company advises the Staff that the Company’s management and board may
determine that it is in the best interest of the Company to issue debt securities in the next 12 months. Accordingly, the Company has revised the disclosure in the Fees and Expenses table on pages 10 and 11.

15.
Please file a pro-forma copy of a supplement that you intend to use in connection with an offering of your debt securities.

Response:    The Company has filed a pro-forma copy of a debt securities supplement with the
Registration Statement as Exhibit 99.3.

 Exhibits

16.
We note that you have not filed certain required exhibits. Please note that we review, and frequently comment upon, the exhibits. Please allow sufficient time for us to do so.

Response:    The Company has filed all required exhibits with the revised Registration Statement.

 United States Securities and Exchange Commission

October 23, 2017

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 Exhibit (L)

17.
Currently your legality opinion contains a number of assumptions that are inappropriate and inconsistent with the guidance contained in Staff Legal Bulletin 19 (October 14, 2011). Please confirm your intention to
file clean legal opinions in connection with any shelf takedown.

 Response:    The Company undertakes that in
connection with each future offering of securities to file an unqualified legality opinion and related consent of counsel (which are consistent with the views set forth in Staff Legal Bulletin No. 19) and remove the present opinion assumptions
in a post-effective amendment to the Registration Statement.

 Accounting Comments

Fees and Expenses (Page 9)

18.
For purposes of calculating acquired fund fees and expenses, the annual operating expenses should be used in the calculation. Please update the ratio to include all operating expenses or explain the rationale for
excluding interest and interest related expenses of the underlying acquiring funds. See Item 3.10.d. of Form N-2.

Response:    In response to the Staff’s comment, the Company has revised page 10 to update the acquired fund fees and expenses
ratio. The Company has also revised footnote 8 on page 10.

 Financial Statements

19.
With regard to the Report of the Independent Registered Public Accounting Firm on page F-41, please confirm that the audit included confirmation of the securities owned by the
Company as of March 31, 2017. In future audit opinions, please include a statement that the audit procedures included confirmation of securities owned as of the year end by correspondence with the custodian and brokers or by other appropriate
auditing procedures where replies from brokers were not received.

 Response:    The Company confirms that the
audit included confirmation of the securities owned by the Company as of March 31, 2017. The Company also undertakes that future audit opinions will include a statement that the audit procedures included confirmation