8-K

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 8, 2008

Equus Total Return, Inc.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

0-19509 76-0345915

(Commission File Number) (I.R.S. Employer Identification No.)

2727 Allen Parkway, 13^th Floor, Houston, Texas 77019

(Address of principal executive offices, zip code)

Registrant's telephone number, including area code: (713) 529-0900

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange act (17 CFR 240.13e-4(c))

Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On May 9, 2008, the Fund issued a press release announcing that on May 8, 2008, that the Fund's board of directors elected Gregory J. Flanagan as its independent (non-executive) Chairman of the Board. Mr. Flanagan has been a director of the Fund since 1992. Mr. Flanagan succeeds Robert L. Knauss who has served as the Fund's independent Chairman since December 2007.

In addition to the election of Mr. Flanagan, the Fund's board of directors also elected Kenneth I. Denos as Chief Executive Officer and President; L'Sheryl D. Hudson as Chief Financial Officer, Chief Compliance Officer and Vice President; Gary L. Forbes as Senior Vice President; and, Brett M. Chiles as Secretary.

The text of the press release is included as Exhibit 99.1 to this Current Report and is incorporated herein by reference.

Item 8.01. Other Events.

On May 9, 2008, Equus Total Return, Inc. (the "Fund") issued a press release announcing the declaration of a second quarter dividend for 2008 and setting the record and payment date for such dividend. The text of the press release is included as Exhibit 99.2 to this Current Report and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

1. Press Release, dated May 9, 2008.
2. Press Release, dated May 9, 2008.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		EQUUS TOTAL RETURN, INC.
Dated: May 9, 2008	By:	/s/ L'Sheryl D. Hudson
		L'Sheryl D. Hudson Vice President and Chief Financial Officer

EX-99.2

FOR IMMEDIATE RELEASE CONTACT: Brett Chiles

(713) 529-0900

EQUUS TOTAL RETURN, INC. ANNOUNCES SECOND QUARTER DIVIDEND

HOUSTON, TX - May 9, 2008 - Equus Total Return, Inc. (NYSE: EQS) (the "Fund"), in accordance with the Fund's managed distribution policy, announced a dividend of $0.158 per share for the second quarter of 2008. The dividend will be payable on June 30, 2008, to shareholders of record as of the close of business on May 27, 2008. Equus shares will trade ex-dividend beginning Thursday, May 22, 2008.  The dividend will be payable in shares of common stock or in cash by specific election. Such election must be made by shareholders no later than June 23, 2008.  If no election is made, shareholders will receive stock.  Stock issued in the dividend will be valued at the average closing market price of EQS for the ten trading days ending June 23, 2008.  Cash will be paid in lieu of issuing any fractional shares.  

Equus Total Return, Inc. is a business development company that trades as a closed-end fund on the New York Stock Exchange, under the symbol "EQS". Additional information on Equus Total Return, Inc. may be obtained from the Equus website at www.equuscap.com.

This press release may contain certain forward-looking statements regarding future circumstances. These forward-looking statements are based upon the Fund's current expectations and assumptions and are subject to various risks and uncertainties that could cause actual results to differ materially from those contemplated in such forward-looking statements including, in particular, the risks and uncertainties described in the Fund's filings with the Securities and Exchange Commission. Actual results, events, and performance may differ. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as to the date hereof. The Fund undertakes no obligation to release publicly any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. The inclusion of any statement in this release does not constitute an admission by the Fund or an y other person that the events or circumstances described in such statements are material.

EX-99.1

FOR IMMEDIATE RELEASE CONTACT: BRETT CHILES

(713) 529-0900

EQUUS TOTAL RETURN, INC. ELECTSGREGORY J. FLANAGAN AS INDEPENDENT CHAIRMAN

HOUSTON, TX - May 9, 2008 - Equus Total Return, Inc. (NYSE: EQS) (the "Fund") announced that the Fund's board of directors elected Gregory J. Flanagan as its independent (non-executive) Chairman of the Board. Mr. Flanagan has been a director of the Fund since 1992. Mr. Flanagan succeeds Robert L. Knauss who has served as the Fund's independent Chairman since December 2007.

In addition to the election of Mr. Flanagan, the Fund's board of directors also elected the following officers:

Kenneth I. Denos as Chief Executive Officer and President

L'Sheryl D. Hudson as Chief Financial Officer, Chief Compliance Officer and Vice President

Gary L. Forbes as Senior Vice President

Brett M. Chiles as Secretary

Equus Total Return, Inc. is a business development company that trades as a closed-end fund on the New York Stock Exchange, under the symbol "EQS". Additional information on Equus Total Return, Inc. may be obtained from the Equus website at www.equuscap.com.

This press release may contain certain forward-looking statements regarding future circumstances. These forward-looking statements are based upon the Fund's current expectations and assumptions and are subject to various risks and uncertainties that could cause actual results to differ materially from those contemplated in such forward-looking statements including, in particular, the risks and uncertainties described in the Fund's filings with the Securities and Exchange Commission. Actual results, events, and performance may differ. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as to the date hereof. The Fund undertakes no obligation to release publicly any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. The inclusion of any statement in this release does not constitute an admission by the Fund or any other person that the events or circumstances described in such statements are material.