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**UNITED STATES
 SECURITIES AND EXHANGE COMMISSION** Washington, D.C. 20549
 FORM 10-KSB
(Mark One)

[X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

For the fiscal year ended  December 31, 2000

[ ]  TRANSITION  REPORT  PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE  ACT OF 1934

For the transition period from ____ to _____

Commission File Numbers 0-8149**SOUTHWEST CAPITAL CORPORATION**
                 (Name of small business issuer in its charter)

            New Mexico                                     85-1069650

 (State or other jurisdiction of                       (I.R.S. Employer
  incorporation or organization)                      Identification No.)

    1650 University Blvd., N.E., Suite 5-100
           Albuquerque,  New Mexico                           87102

    (Address of principal executive offices)               (Zip Code)

Issuer's telephone number, including area code: (505)243-4949

Securities registered pursuant to Section 12(b) of the Act:  None

Securities registered pursuant to Section 12(g) of the Act:

                            No Par Value Common Stock
                          
                                (Title of Class)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the Registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days. Yes [X] No [ ].

Check if disclosure  of delinquent  filers in response to Item 405 of Regulation
S-B is not contained in this form, and no disclosure  will be contained,  to the
best of Registrant's  knowledge,  in definitive proxy or information  statements
incorporated  by reference  in Part III of this Form 10-KSB or any  amendment to
this Form 10-KSB. [ ]

State issuer's revenues for its most recent fiscal year.  $ -0-

The number of shares of the  Registrant's  common stock  outstanding as of March
29,2001  was  approximately   2,100,000.  The  aggregate  market  value  of  the
Registrant's  common  stock  held by  non-affiliates  as of March  29,  2001 was
$1,778,000.

                      DOCUMENTS INCORPORATED BY REFERENCE
None

**PART I****ITEM 1:  DESCRIPTION OF BUSINESS.**

Southwest Capital Corporation,  incorporated in 1964 under the laws of the State
of New Mexico, and subsidiary is hereinafter  referred to as the "Registrant" or
the "Company".

The Company's principal offices are located at 1650 University Boulevard,  N.E.,
Suite 5-100,  Albuquerque,  New Mexico 87102,  and its telephone  number at that
location is (505)243-4949.

Company's Historic Development.

The Company was originally  formed as a provider of financial  services to small
businesses.

From 1976 to 1989 such operations  were performed by a wholly owned  subsidiary,
Southwest Capital  Investments,  Inc. ("SCII"),  which was licensed by the Small
Business  Administration  ("SBA"). As a result of declines in income and assets,
the  Company was  determined  to have a capital  deficiency  by the SBA in April
1989.  As the  Company  was  unable to  secure  additional  capital  for the SBA
program,  management  determined  it was in the best  interest of the Company to
divest itself of such operations and acquire a new line of business.

In 1990,  the  Company  accepted  an offer from its  President  at the time,  to
exchange  125,000  shares of Company  stock for all the  issued and  outstanding
shares of SCII.

In 1989, the Company acquired all of the issued and outstanding  common stock of
Beef Technologies,  Inc. ("BTI"), a New Mexico corporation. BTI was organized to
exploit  certain  technology  and business  plans related to the  production and
marketing of lean, low  cholesterol  beef.  Following an  unsuccessful  pilot in
1992, this project was abandoned.

As a result of these events, the Company has been without operations since 1992.
Current management has actively  solicited and pursued investment  possibilities
in the form of  acquisitions  of privately  held  businesses.  To date,  several
companies  have been  analyzed and as reported in the  Company's  10-QSB for the
period ended  September 30, 2000, on November 2, 2000, the Company  entered into
an Agreement and Plan of Reorganization ("Merger Agreement") with Berthel Fisher
& Company  ("Berthel  Fisher") a  private  financial  services  holding company,
which would result in Berthel Fisher becoming a public company. Under the Merger
Agreement,  Berthel   Fisher  and  the  Company  will  merge into Berthel Fisher
& Company   Merger  Corp.,  a   newly  -formed,  wholly-owned  Iowa   subsidiary
of the  Company.  After the  merger,  Berthel  Fisher's  shareholders  would own
approximately 75% of the voting shares.  Closing of the proposed  transaction is
subject to certain closing conditions, including the approval of shareholders of
the Company and Berthel Fisher,  and no assurance can be given that the proposed
transaction  will be consummated.  The date upon which the transaction was to be
consummated  was set for March 31, 2001. By mutual verbal  consent,  the parties
have agreed to extend the date upon which the transaction will be consummated to
April 15, 2001.

**ITEM 2: DESCRIPTION OF PROPOERTY.**

The  Registrant  utilizes  office  space  at 1650  University  Boulevard,  N.E.,
Albuquerque,  New  Mexico  87102.  The  space  utilized  by  the  Registrant  is
negligible and it pays no rent for its use.

**ITEM 3:  LEGAL PROCEEDINGS.**

Management  of the Company is not aware of any legal or  administrative  actions
now pending or contemplated against the Company.

**ITEM 4:  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS**.

No matters were submitted during the fourth quarter of the 2000 fiscal year to a
vote of security holders, through solicitation of proxies or otherwise.

**PART II****ITEM 5:  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.**

The  Registrant's  common stock has been listed in the National Daily  Quotation
Bureau,  Inc.  in its Pink  Sheets and the OTC  Bulletin  Board under the symbol
SWCC. The following table sets forth for the periods indicated, the high and low
bid prices as reported.

                                        2000                1999
                                 __________________   ________________
                                   High      Low        High     Low
                                 ________  ________   ________ _______

  First quarter                  $  0.63  $   0.25    $  0.31  $  0.25
  Second quarter                    0.38      0.25       0.25     0.25
  Third  quarter                    3.50      0.25       0.25     0.25
  Fourth quarter                    2.25      2.00       0.25     0.25

There were  approximately  900 holders of the Company's common stock on December
29, 2000.  The Company has not paid  dividends on its common stock for more than
the past five years, including the fiscal year ended December 31, 2000.

**ITEM 6:  MANAGEMENT'S DISCUSSION AND ANALSIS OR PLAN OF OPERATIONS.**

Plan of Operations

As the  Company has not had  revenues  from  operations  in each of the last two
fiscal years, the following  represents  management's plan of operations for the
next twelve months.

The Company is presently  without revenues or cash flow from  operations.  Based
upon current  activity  levels,  management  believes  that cash on hand and the
availability  of working  capital loans from officers are sufficient to meet the
Company's cash  requirements  for the next twelve months,  which are expected to
consist of general and  administrative  costs incurred to maintain good standing
as a publicly traded company.

The Company  currently  has no employees and does not  anticipate  retaining any
employees based upon current activity.

In the event that the Berthel Fisher transaction is not consummated,  management
will  continue to solicit  and pursue  investment  possibilities  in the form of
acquisitions of privately held  businesses.  However,  it should be noted,  such
management  personnel are engaged full time in other  activities,  endeavors and
professions.

**ITEM 7:  FINANCIAL STATEMENTS.****Report of Independent Certified Public Accountants

Stockholders
Southwest Capital Corporation

We have audited the accompanying consolidated balance sheet of Southwest Capital
Corporation  and   Subsidiary,   as  of  December  31,  2000,  and  the  related
consolidated statements of operations, stockholders' deficit, and cash flows for
each of the two years in the period ended  December 31,  2000.  These  financial
statements   are  the   responsibility   of  the   Company's   management.   Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects,  the consolidated financial position of Southwest Capital
Corporation  and  Subsidiary,  as of December  31,  2000,  and the  consolidated
results of their  operations and their  consolidated  cash flows for each of the
two years in the period ended  December 31, 2000 in conformity  with  accounting
principles generally accepted in the United States of America.

GRANT THORNTON LLP

Oklahoma City, Oklahoma
February 27, 2001

**SOUTHWEST CAPITAL CORPORATION AND SUBSIDIARY
CONSOLIDATED BALANCE SHEET

December 31, 2000

                                    ASSETS

CURRENT ASSETS
    Cash                                                            $     3,011
                                                                    ===========
              LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES
    Accounts payable                                                $    23,209
    Accrued liabilities                                                      78
                                                                    ___________
                  Total current liabilities                              23,287

NOTE PAYABLE TO RELATED PARTY (note B)                                    3,500

STOCKHOLDERS' DEFICIT (note D)
    Common stock - no par value; authorized, 10,000,000 shares;
       issued and outstanding, 2,100,000 shares                       1,690,649
    Additional paid-in capital                                        1,659,054
    Accumulated deficit                                              (3,373,479)
                                                                    ___________
                                                                        (23,776)
                                                                    ___________
                                                                    $     3,011
                                                                    ===========

         The accompanying notes are an integral part of this statement.

**SOUTHWEST CAPITAL CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS

Year ended December 31,

                                                    2000                1999
                                               _____________         ___________
Expenses
    General and administrative                 $     96,931          $     8,603
    Interest                                          1,843                3,024
                                               _____________         ___________
                  NET LOSS                     $     98,774          $    11,627
                                               =============         ===========
Basic and diluted net loss per
 common share                                  $       (.05)         $     (.01)
                                               =============         ===========
Weighted average common
 shares outstanding                               1,835,847            1,568,791
                                               =============         ===========

        The accompanying notes are an integral part of these statements.

**SOUTHWEST CAPITAL CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT 

Years ended December 31, 2000 and 1999**

                                            Common stock             Additional
                                        ____________________          paid-in
                                        Shares         Amount         capital
                                      __________     __________      __________

Balance at
 January 1, 1999                       1,568,791     $1,568,791      $1,659,054

Net loss                                     -              -               -
                                      __________     __________      __________
Balance at
 December 31, 1999                     1,568,791      1,568,791       1,659,054

Issuance  of  common  stock and
   warrants  in  exchange   for
   services rendered                     305,000         69,029              -

Stock exchanged for
 cancellation of debt                    226,209         52,829              -

Net loss                                     -              -                -
                                      __________     __________      __________
Balance at
 December 31, 2000                     2,100,000     $1,690,649      $1,659,054
                                      ==========     ==========      ==========

         The accompanying notes are an integral part of this statement.

**SOUTHWEST CAPITAL CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT

Years ended December 31, 2000 and 1999**

                                                      Accumulated
                                                        deficit         Total
                                                      __________     __________

Balance at
 January 1, 1999                                     $(3,263,078)     $ (35,233)

Net loss                                                 (11,627)       (11,627)
                                                      __________      _________
Balance at
 December 31, 1999                                    (3,274,705)       (46,860)

Issuance  of  common  stock and
   warrants  in  exchange   for
   services rendered                                          -          69,029

Stock exchanged for
 cancellation of debt                                         -          52,829

Net loss                                                (98,774)        (98,774)
                                                     __________      __________
Balance at
 December 31, 2000                                  $(3,373,479)      $ (23,776)
                                                     ==========      ==========

         The accompanying notes are an integral part of this statement.

**SOUTHWEST CAPITAL CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS

Year ended December 31,**

                                                        2000             1999
                                                    __________       __________
Cash flows from operating activities
    Net loss                                        $ (98,774)        $ (11,627)
    Adjustments  to  reconcile  net loss to
       net  cash  used in operating activities
           Issuance of common  stock and warrants
              for services rendered                    69,029                -
           Changes in operating assets and
              liabilities
              Increase in accounts   payable
                 and  accrued liabilities             21,072             4,301
                                                    _________        __________
                  Net cash used in operating
                    activities                         (8,673)           (7,326)

Cash flows from financing activities
    Proceeds from notes payable                         9,500             6,379
                                                   __________        __________
         NET INCREASE (DECREASE) IN CASH                  827              (947)

Cash at beginning of year                               2,184             3,131
                                                   __________        __________
Cash at end of year                                $    3,011        $    2,184
                                                   ==========        ==========
Noncash financing activities:

On July 1, 2000, the Company issued 226,209 shares of common stock in exchange
for the cancellation of debt to related parties totaling $52,829.

The accompanying notes are an integral part of these statements.

**SOUTHWEST CAPITAL CORPORATION AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS********
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