SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
X	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* NEEDHAM INVESTMENT MANAGEMENT LLC (Last) (First) (Middle) 445 PARK AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol SOUTHWALL TECHNOLOGIES INC /DE/ [ SWTX ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 11/23/2011
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.001 per share	11/23/2011		U		401,962	D	$13.6	0	D(1)
Common Stock, par value $0.001 per share	11/23/2011		U		16,875	D	$13.6	0	D(2)
Common Stock, par value $0.001 per share	11/23/2011		U		0	D	$0	0	I	See Footnote(2)
Common Stock, par value $0.001 per share	11/23/2011		U		80,000	D	$13.6	0	D(3)
Common Stock, par value $0.001 per share	11/23/2011		U		0	D	$0	0	I	See Fotnote(3)
Common Stock, par value $0.001 per share	11/23/2011		U		43,126	D	$13.6	0	D(4)
Common Stock, par value $0.001 per share	11/23/2011		U		0	D	$0	0	I	See Footnote(4)
Common Stock, par value $0.001 per share	11/23/2011		U		145,600	D	$13.6	0	D(5)
Common Stock, par value $0.001 per share	11/23/2011		U		0	D	$0	0	I	See Footnote(5)
Common Stock, par value $0.001 per share	11/23/2011		U		7,000	D	$13.6	0	D(6)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* NEEDHAM INVESTMENT MANAGEMENT LLC (Last) (First) (Middle) 445 PARK AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* NEEDHAM GROUP, INC. (Last) (First) (Middle) 445 PARK AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* NEEDHAM CONTRARIAN FUND LP (Last) (First) (Middle) 445 PARK AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Needham Contrarian QP Fund L P (Last) (First) (Middle) 445 PARK AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* NEEDHAM EMERGING GROWTH PARTNERS LP (Last) (First) (Middle) 445 PARK AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* NEEDHAM GROWTH FUND (Last) (First) (Middle) 445 PARK AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* NEEDHAM GEORGE A (Last) (First) (Middle) C/O THE NEEDHAM GROUP, INC. 445 PARK AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. The reported securities are directly owned by The Needham Group, Inc. (the "Needham Group").

2. The reported securities are directly owned by Needham Contrarian Fund, L.P., and may be deemed to be beneficially owned by Needham Investment Management L.L.C. ("NIM") by virtue of it serving as investment manager of Needham Contrarian Fund, L.P. Needham Asset Management, LLC ("NAM") may also be deemed to beneficially own the reported securities by virtue of it serving as the managing member of NIM. Lastly, George A. Needham ("Mr. Needham") may be deemed to beneficially own the reported securities by virtue of his position as Chairman and Chief Executive Officer of The Needham Group, the parent company of NAM. NIM, NAM and Mr. Needham each disclaim beneficial ownership over the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

3. The reported securities are directly owned by Needham Emerging Growth Partners, L.P., and may be deemed to be beneficially owned by NIM by virtue of it serving as investment manager of Needham Emerging Growth Partners, L.P. NAM may also be deemed to beneficially own the reported securities by virtue of it serving as the managing member of NIM. Lastly, Mr. Needham may be deemed to beneficially own the reported securities by virtue of his position as Chairman and Chief Executive Officer of The Needham Group, the parent company of NAM. NIM, NAM and Mr. Needham each disclaim beneficial ownership over the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

4. The reported securities are directly owned by Needham Contrarian (QP) Fund, L.P., and may be deemed to be beneficially owned by NIM by virtue of it serving as investment manager of Needham Contrarian (QP) Fund, L.P. NAM may also be deemed to beneficially own the reported securities by virtue of it serving as the managing member of NIM. Lastly, Mr. Needham may be deemed to beneficially own the reported securities by virtue of his position as Chairman and Chief Executive Officer of The Needham Group, the parent company of NAM. NIM, NAM and Mr. Needham each disclaim beneficial ownership over the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

5. The reported securities are directly owned by Needham Growth Fund, and may be deemed to be beneficially owned by NIM by virtue of it serving as investment adviser of Needham Growth Fund. NAM may also be deemed to beneficially own the reported securities by virtue of it serving as the managing member of NIM. NIM and NAM each disclaim beneficial ownership over the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

6. The reported securities are directly owned by Mr. Needham.

	Needham Investment Management, L.L.C., By: /s/ George A. Needham, Member	11/25/2011
	The Needham Group, Inc., By: /s/ George A. Needham, Chief Executive Officer	11/25/2011
	Needham Contrarian Fund, L.P., By: Needham Investment Management L.L.C., its general partner, By: /s/ George A. Needham, Member	11/25/2011
	Needham Contrarian (QP) Fund, L.P., By: Needham Investment Management L.L.C., its general partner, By: /s/ George Needham, Member	11/25/2011
	Needham Emerging Growth Partners, L.P., By: Needham Investment Management L.L.C., its general partner, By: /s/ George Needham, Member	11/25/2011
	Needham Growth Fund, By: /s/ James W. Giangrasso, Secretary and Treasurer	11/25/2011
	/s/ George A. Needham	11/25/2011
	** 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 4 (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).
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