FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * NEEDHAM INVESTMENT MANAGEMENT LLC   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) (Last) (First) (Middle) 445 PARK AVENUE,  3. Date of Earliest Transaction (Month/Day/Year) 11/23/2011 (Street) NEW YORK, NY 10022 4. If Amendment, Date 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 (City) (State) (Zip) 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)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities (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 of Derivative Security: 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

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
NEEDHAM INVESTMENT MANAGEMENT LLC 445 PARK AVENUE NEW YORK, NY 10022		X
NEEDHAM GROUP, INC. 445 PARK AVENUE NEW YORK, NY 10022		X
NEEDHAM CONTRARIAN FUND LP 445 PARK AVENUE NEW YORK, NY 10022		X
Needham Contrarian QP Fund L P 445 PARK AVENUE NEW YORK, NY 10022		X
NEEDHAM EMERGING GROWTH PARTNERS LP 445 PARK AVENUE NEW YORK, NY 10022		X
NEEDHAM GROWTH FUND 445 PARK AVENUE NEW YORK, NY 10022		X
NEEDHAM GEORGE A C/O THE NEEDHAM GROUP, INC. 445 PARK AVENUE NEW YORK, NY 10022		X

Signatures

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

Explanation of Responses:

*	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).
(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.

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