SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): July 20, 2011

WESTWOOD HOLDINGS GROUP, INC.
(Exact name of registrant as specified in charter)

Delaware	001-31234	75-2969997	
(State or other jurisdiction
of incorporation)	(Commission
File Number)	(IRS Employer
Identification No.)	

200 Crescent Court, Suite 1200
Dallas, Texas 75201	
(Address of principal executive offices)	
(214) 756-6900
(Registrant’s telephone number, including area code)

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 ( see  General Instruction A.2. below):

⃞ Written communications 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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02:	RESULTS OF OPERATIONS AND FINANCIAL CONDITION	
In accordance with Securities and Exchange Commission Release No. 34-47583, the following information, which is being furnished pursuant to the requirements of Item 2.02, “Results of Operations and Financial Condition,” is being reported under Item 7.01, “Regulation FD Disclosure.”

On July 20, 2011, Westwood Holdings Group, Inc. issued a press release entitled “Westwood Holdings Group, Inc. Reports Second Quarter 2011 Results; Assets Under Management Increase 43% Year-over-year to Record $13.8 Billion; Mutual Fund Assets Increase 98% Year-over-year to Record $1.3 Billion”, a copy of which is furnished with this Current Report on Form 8-K as Exhibit 99.1.  The information in this Current Report on Form 8-K shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing of the Company under the Securities Act of 1933, as amended.
ITEM 7.01:	REGULATION FD DISCLOSURE	
Westwood also announced today that its Board of Directors has approved the payment of a quarterly cash dividend of $0.35 per common share payable on October 3, 2011 to stockholders of record on September 15, 2011.
ITEM 9.01:	FINANCIAL STATEMENTS AND EXHIBITS	
(d)       Exhibits:  The following exhibit is furnished with this report:
Exhibit Number	Description	
 	 	 	
99.1	 	Press Release dated July 20, 2011, entitled “Westwood Holdings Group, Inc. Reports Second Quarter 2011 Results; Assets Under Management Increase 43% Year-over-year to Record $13.8 Billion; Mutual Fund Assets Increase 98% Year-over-year to Record $1.3 Billion”.	

SIGNATURES

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.
Date:	July 20, 2011	 	 	 	

 	 	WESTWOOD HOLDINGS GROUP, INC.	 	

 	 	By:	/s/ William R. Hardcastle, Jr.	 	
 	 	 	William R. Hardcastle, Jr.,	 	
 	 	 	Chief Financial Officer	 	

EXHIBIT INDEX
Exhibit Number	Description	
 	 	
99.1	Press Release dated July 20, 2011, entitled “Westwood Holdings Group, Inc. Reports Second Quarter 2011 Results; Assets Under Management Increase 43% Year-over-year to Record $13.8 Billion; Mutual Fund Assets Increase 98% Year-over-year to Record $1.3 Billion”.	

Exhibit 99.1

Westwood Holdings Group, Inc. Reports Second Quarter 2011 Results; Assets Under Management Increase 43% Year-over-year to Record $13.8 Billion; Mutual Fund Assets Increase 98% Year-over-year to Record $1.3 Billion

DALLAS--(BUSINESS WIRE)--July 20, 2011--Westwood Holdings Group, Inc. (NYSE: WHG) today reported 2011 second quarter revenues of $18.9 million, net income of $3.7 million and earnings per diluted share of $0.52. This compares to revenues of $13.2 million, net income of $2.5 million and earnings per diluted share of $0.34 in the second quarter of 2010. The second quarter 2011 results include the impact of a performance-based fee of approximately $991,000. Economic Earnings were $6.7 million compared to $5.2 million for the second quarter of 2010. Economic Earnings per share (“Economic EPS”) were $0.94 per diluted share compared to $0.76 per diluted share for the second quarter of 2010. (Economic Earnings and Economic EPS are non-GAAP performance measures and are explained and reconciled with the most comparable GAAP numbers in the attached tables.)

Assets under management were $13.8 billion as of June 30, 2011, an increase of 43% compared to $9.7 billion as of June 30, 2010. The increase was primarily due to market appreciation of assets under management, the acquisition of McCarthy Group Advisors in November 2010 and asset inflows from new and existing clients, partially offset by the withdrawal of assets by certain clients. Mutual fund assets were $1.3 billion as of June 30, 2011, an increase of 98% compared to assets of $652 million as of June 30, 2010, driven by net asset inflows as well as market appreciation.

Brian Casey, Westwood’s President & CEO, commented, “While market volatility returned in the second quarter, our investment teams produced returns ahead of the corresponding benchmarks for most of the products we manage. We posted record assets under management and generated the highest level of quarterly revenue in our history. Our WHG Funds continue to attract strong net inflows resulting in an organic growth rate for the funds of greater than 50% over the last twelve months.”

Westwood’s Board of Directors declared a quarterly cash dividend of $0.35 per common share payable on October 3, 2011 to stockholders of record on September 15, 2011.

For the six months ended June 30, 2011, Westwood reported revenues of $35.9 million, net income of $7.3 million and earnings per diluted share of $1.01, compared to revenues of $26.4 million, net income of $5.4 million and earnings per diluted share of $0.74, for the same 2010 period. First half 2011 results include the impact of a performance-based fee of approximately $991,000. Economic Earnings for the six months ended June 30, 2011 were $12.8 million compared to $10.0 million for the same period in 2010, while Economic EPS for the six months ended June 30, 2011 were $1.79 per diluted share compared to $1.48 per diluted share for the same period in 2010.

Total expenses for the second quarter were $12.9 million compared with $9.3 million for the second quarter of 2010. Economic Expenses were $10.0 million compared with $6.6 million for the second quarter of 2010. (An explanation and reconciliation of Economic Expenses to total expenses is included in the attached tables.)

Westwood will host a conference call to discuss second quarter 2011 results and other business updates at 4:30 p.m. Eastern time today. To join the conference call, dial 866-337-6663 (domestic) or 904-520-5771 (international). The conference call can also be accessed at  www.westwoodgroup.com  under the Investor Relations tab and will be available for replay through July 27 by dialing 888-284-7564 (domestic) or 904-596-3174 (international) and entering passcode 2591371.

About Westwood

Westwood Holdings Group, Inc. manages investment assets and provides services for its clients through two subsidiaries, Westwood Management Corp. and Westwood Trust. Westwood Management Corp. is a registered investment advisor and provides investment advisory services to corporate pension funds, public retirement plans, endowments, foundations, the WHG Funds, other mutual funds, individuals and clients of Westwood Trust. Westwood Trust provides trust services and participation in common trust funds that it sponsors to institutions and high net worth individuals. Westwood Holdings Group, Inc. trades on the New York Stock Exchange under the symbol “WHG.”

For more information on Westwood, please visit www.westwoodgroup.com.

For more information on the WHG Funds, please visit www.whgfunds.com.

Note on Forward-looking Statements

Statements in this press release that are not purely historical facts, including statements about our expected future financial position, results of operations or cash flows, as well as other statements including words such as “anticipate,” “believe,” “plan,” “estimate,” “expect,” “intend,” “should,” “could,” “goal,” “target,” “designed,” “on track,” “comfortable with,” “optimistic” and other similar expressions, constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Actual results and the timing of some events could differ materially from those projected in or contemplated by the forward-looking statements due to a number of factors, including, without limitation: our ability to identify and successfully market services that appeal to our customers; the significant concentration of our revenues in four of our customers; our relationships with investment consulting firms; our relationships with current and potential customers; our ability to retain qualified personnel; our ability to successfully develop and market new asset classes; our ability to maintain our fee structure in light of competitive fee pressures; competition in the marketplace; downturns in the financial markets; new legislation adversely affecting the financial services industries; interest rates; changes in our effective tax rate; our ability to maintain an effective system of internal controls; and the other risks detailed from time to time in Westwood’s SEC filings, including but not limited to, its annual report on Form 10-K for the year ended December 31, 2010 and its quarterly report on Form 10-Q for the quarters ended March 31 and June 30, 2011. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Except as required by law, Westwood is not obligated to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date of this press release or to reflect the occurrence of unanticipated events.

WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share data)
(unaudited)	
 	 	 	 	 	 	 	
 	 	Three months ended
June 30,	 	 	 	Six months ended
June 30,	
 	 	2011	 	 	2010	 	 	 	2011	 	 	2010	
REVENUES:	 	 	 	 	 	 	 	 	 	 	 	 	
Advisory fees	 	 	 	 	 	 	 	 	 	 	 	 	
Asset-based	 	$	14,334	 	 	$	10,220	 	 	 	 	$	27,658	 	 	$	20,300	 	
Performance-based	 	 	991	 	 	 	-	 	 	 	 	 	991	 	 	 	-	 	
Trust fees	 	 	3,472	 	 	 	3,107	 	 	 	 	 	6,829	 	 	 	6,116	 	
Other revenues, net	 	 	62	 	 	 	(133	)	 	 	 	 	390	 	 	 	(6	)	
Total revenues	 	 	18,859	 	 	 	13,194	 	 	 	 	 	35,868	 	 	 	26,410	 	
 	 	 	 	 	 	 	 	 	 	 	 	 	
EXPENSES:	 	 	 	 	 	 	 	 	 	 	 	 	
Employee compensation and benefits	 	 	10,134	 	 	 	7,355	 	 	 	 	 	18,789	 	 	 	14,151	 	
Sales and marketing	 	 	247	 	 	 	255	 	 	 	 	 	445	 	 	 	388	 	
WHG mutual funds	 	 	233	 	 	 	118	 	 	 	 	 	489	 	 	 	261	 	
Information technology	 	 	542	 	 	 	322	 	 	 	 	 	1,000	 	 	 	649	 	
Professional services	 	 	793	 	 	 	527	 	 	 	 	 	1,728	 	 	 	1,099	 	
General and administrative	 	 	994	 	 	 	677	 	 	 	 	 	1,882	 	 	 	1,369	 	
Total expenses	 	 	12,943	 	 	 	9,254	 	 	 	 	 	24,333	 	 	 	17,917	 	
Income before income taxes	 	 	5,916	 	 	 	3,940	 	 	 	 	 	11,535	 	 	 	8,493	 	
Provision for income taxes	 	 	2,179	 	 	 	1,447	 	 	 	 	 	4,249	 	 	 	3,067	 	
Net income	 	$	3,737	 	 	$	2,493	 	 	 	 	$	7,286	 	 	$	5,426	 	
 	 	 	 	 	 	 	 	 	 	 	 	 	
Earnings per share:	 	 	 	 	 	 	 	 	 	 	 	 	
Basic	 	$	0.53	 	 	$	0.34	 	 	 	 	$	1.05	 	 	$	0.74	 	
Diluted	 	$	0.52	 	 	$	0.34	 	 	 	 	$	1.01	 	 	$	0.74	 	
 	 	 	 	 	 	 	 	 	 	 	 	 	
Dividends declared per share	 	$	0.35	 	 	$	0.33	 	 	 	 	$	0.70	 	 	$	0.66	 	

WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
As of June 30, 2011 and December 31, 2010
(in thousands, except par value and share amounts)	
 	 	 	 	 	 	
 	 	June 30, 2011
(unaudited)	 	 	December 31,
2010	
ASSETS	 	 	 	 	 	
Current Assets:	 	 	 	 	 	
Cash and cash equivalents	 	$	5,174	 	 	 	$	1,744	 	
Accounts receivable	 	 	9,336	 	 	 	 	7,348	 	
Investments, at fair value	 	 	44,760	 	 	 	 	43,300	 	
Deferred income taxes	 	 	2,315	 	 	 	 	2,757	 	
Prepaid income taxes	 	 	1,122	 	 	 	 	-	 	
Other current assets	 	 	1,085	 	 	 	 	733	 	
Total current assets	 	 	63,792	 	 	 	 	55,882	 	
Goodwill	 	 	11,338	 	 	 	 	11,281	 	
Intangible assets, net	 	 	4,869	 	 	 	 	5,119	 	
Property and equipment, net of accumulated depreciation of $1,643 and $1,542	 	 	719	 	 	 	 	346	 	
Total assets	 	$	80,718	 	 	 	$	72,628	 	
 	 	 	 	 	 	
LIABILITIES AND STOCKHOLDERS’ EQUITY	 	 	 	 	 	
Current Liabilities:	 	 	 	 	 	
Accounts payable and accrued liabilities	 	$	1,712	 	 	 	$	1,290	 	
Dividends payable	 	 	2,650	 	 	 	 	-	 	
Compensation and benefits payable	 	 	7,338	 	 	 	 	9,369	 	
Income taxes payable	 	 	-	 	 	 	 	173	 	
Deferred acquisition liability	 	 	939	 	 	 	 	899	 	
Other current liabilities	 	 	14	 	 	 	 	13	 	
Total current liabilities	 	 	12,653	 	 	 	 	11,744	 	
Deferred income taxes	 	 	1,212	 	 	 	 	117	 	
Dividends payable	 	 	148	 	 	 	 	-	 	
Deferred rent	 	 	171	 	 	 	 	90	 	
Total long-term liabilities	 	 	1,531	 	 	 	 	207	 	
Total liabilities	 	 	14,184	 	 	 	 	11,951	 	
Stockholders’ Equity:	 	 	 	 	 	
Common stock, $0.01 par value, authorized 25,000,000 shares, issued 8,089,068 and outstanding 7,789,039 shares at June 30, 2011; issued 7,874,873 and outstanding 7,645,678 shares at December 31, 2010	 	 	 
81	 	 	 	 	 
79	 	
Additional paid-in capital	 	 	71,564	 	 	 	 	65,639	 	
Treasury stock, at cost – 300,029 shares at June 30, 2011; 229,195 shares at December 31, 2010	 	 	(11,367	)	 	 	 	(8,749	)	
Accumulated other comprehensive income, net of deferred taxes	 	 	1,633	 	 	 	 	926	 	
Retained earnings	 	 	4,623	 	 	 	 	2,782	 	
Total stockholders’ equity	 	 	66,534	 	 	 	 	60,677	 	
Total liabilities and stockholders’ equity	 	$	80,718	 	 	 	$	72,628	 	

WESTWOOD HOLDINGS GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)	
 	 	 	
 	 	For the six months
ended June 30,	
 	 	2011	 	 	2010	
CASH FLOWS FROM OPERATING ACTIVITIES:	 	 	 	 	 	
Net income	 	$	7,286	 	 	 	$	5,426	 	
Adjustments to reconcile net income to net cash provided by operating activities:	 	 	 	 	 	
Depreciation	 	 	130	 	 	 	 	142	 	
Amortization of intangible assets	 	 	250	 	 	 	 	52	 	
Fair value adjustment of deferred acquisition liabilities	 	 	40	 	 	 	 	46	 	
Unrealized gains and losses on trading investments	 	 	(213	)	 	 	 	87	 	
Restricted stock amortization	 	 	5,192	 	 	 	 	4,540	 	
Deferred income taxes	 	 	1,157	 	 	 	 	78	 	
Excess tax benefits from stock based compensation	 	 	(558	)	 	 	 	(701	)	
Net purchases of investments – trading securities	 	 	(160	)	 	 	 	(26	)	
Change in operating assets and liabilities:	 	 	 	 	 	
Accounts receivable	 	 	(1,988	)	 	 	 	590	 	
Other current assets	 	 	(381	)	 	 	 	(27	)	
Accounts payable and accrued liabilities	 	 	420	 	 	 	 	124	 	
Compensation and benefits payable	 	 	(2,031	)	 	 	 	(1,285	)	
Income taxes payable and prepaid income taxes	 	 	(600	)	 	 	 	(417	)	
Other liabilities	 	 	127	 	 	 	 	(35	)	
Net cash provided by operating activities	 	 	8,671	 	 	 	 	8,594	 	
 	 	 	 	 	 	
CASH FLOWS FROM INVESTING ACTIVITIES:	 	 	 	 	 	
Purchases of available for sale investments	 	 	-	 	 	 	 	(24,626	)	
Sales of available for sale investments	 	 	-	 	 	 	 	23,790	 	
Purchase of property and equipment	 	 	(576	)	 	 	 	(35	)	
Net cash used in investing activities	 	 	(576	)	 	 	 	(871	)	
 	 	 	 	 	 	
CASH FLOWS FROM FINANCING ACTIVITIES:	 	 	 	 	 	
Purchase of treasury stock	 	 	(2,618	)	 	 	 	(2,055	)	
Excess tax benefits from stock based compensation	 	 	558	 	 	 	 	701	 	
Cash dividends	 	 	(2,645	)	 	 	 	(4,763	)	
Proceeds from exercise of stock options	 	 	40	 	 	 	 	170	 	
Net cash used in financing activities	 	 	(4,665	)	 	 	 	(5,947	)	
 	 	 	 	 	 	
NET INCREASE IN CASH	 	 	3,430	 	 	 	 	1,776	 	
Cash and cash equivalents, beginning of period	 	 	1,744	 	 	 	 	2,879	 	
Cash and cash equivalents, end of period	 	$	5,174	 	 	 	$	4,655	 	
 	 	 	 	 	 	
Supplemental cash flow information:	 	 	 	 	 	
Cash paid during the period for income taxes	 	$	3,750	 	 	 	$	3,406	 	

Reconciliation of Net Income to Economic Earnings and Total Expenses to Economic Expenses
(in thousands, except per share data and share amounts)
(unaudited)	
 	 	 	 	 	 	
 	 	Three Months Ended
June 30	 	 	%	
 	 	2011	 	 	2010	 	 	Change	
Net Income	 	$	3,737	 	 	 	$	2,493	 	 	 	50	%	
Add: Restricted stock expense	 	 	2,809	 	 	 	 	2,649	 	 	 	6	 	
Add: Intangible amortization	 	 	125	 	 	 	 	26	 	 	 	381	 	
Add: Tax benefit from goodwill amortization	 	 	52	 	 	 	 	9	 	 	 	478	 	
Economic earnings	 	$	6,723	 	 	 	$	5,177	 	 	 	30	 	
 	 	 	 	 	 	 	 	 	
Diluted weighted average shares	 	 	7,186,366	 	 	 	 	6,839,414	 	 	 	5	 	
Economic earnings per share	 	$	0.94	 	 	 	$	0.76	 	 	 	24	 	
 	 	 	 	 	 	 	 	 	
Total expenses	 	$	12,943	 	 	 	$	9,254	 	 	 	40	 	
Less: Restricted stock expense	 	 	(2,809	)	 	 	 	(2,649	)	 	 	6	 	
Less: Intangible amortization	 	 	(125	)	 	 	 	(26	)	 	 	381	 	
Economic expenses	 	$	10,009	 	 	 	$	6,579	 	 	 	52	%	

 	 	Six Months Ended
June 30	 	 	%	
 	 	2011	 	 	2010	 	 	Change	
Net Income	 	$	7,286	 	 	 	$	5,426	 	 	 	34	%	
Add: Restricted stock expense	 	 	5,192	 	 	 	 	4,540	 	 	 	14	 	
Add: Intangible amortization	 	 	250	 	 	 	 	53	 	 	 	372	 	
Add: Tax benefit from goodwill amortization	 	 	105	 	 	 	 	19	 	 	 	453	 	
Economic earnings	 	$	12,833	 	 	 	$	10,038	 	 	 	28	 	
 	 	 	 	 	 	 	 	 	
Diluted weighted average shares	 	 	7,183,941	 	 	 	 	6,797,338	 	 	 	6	 	
Economic earnings per share	 	$	1.79	 	 	 	$	1.48	 	 	 	21	 	
 	 	 	 	 	 	 	 	 	
Total expenses	 	$	24,333	 	 	 	$	17,917	 	 	 	36	 	
Less: Restricted stock expense	 	 	(5,192	)	 	 	 	(4,540	)	 	 	14	 	
Less: Intangible amortization	 	 	(250	)	 	 	 	(53	)	 	 	372	 	
Economic expenses	 	$	18,891	 	 	 	$	13,324	 	 	 	42	%	
 	 	 	 	 	 	 	 	 	 	 	 	 	 	
As supplemental information, we are providing non-GAAP performance measures that we refer to as Economic Earnings, Economic Earnings per share (or Economic EPS), and Economic Expenses. We provide these measures in addition to, not as a substitute for, net income, earnings per share and total expenses, which are reported on a GAAP basis. Management and our Board of Directors review Economic Earnings, Economic EPS and Economic Expenses to evaluate Westwood’s ongoing performance, allocate resources and review dividend policy. We believe that these non-GAAP performance measures, while not substitutes for GAAP net income, earnings per share and total expenses, are useful for both management and investors when evaluating Westwood’s underlying operating and financial performance and its available resources. We do not advocate that investors consider these non-GAAP measures without considering financial information prepared in accordance with GAAP.

We define Economic Earnings as net income plus non-cash equity-based compensation expense, amortization of intangible assets and deferred taxes related to goodwill. We define Economic Expenses as total expenses less non-cash equity-based compensation expense and amortization of intangible assets. Although depreciation on fixed assets is a non-cash expense, we do not add it back when calculating Economic Earnings or deduct it when calculating Economic Expenses because depreciation charges represent a decline in the value of the related assets that will ultimately require replacement. In addition, we do not adjust Economic Earnings for tax deductions related to restricted stock expense or amortization of intangible assets. Economic EPS represents Economic Earnings divided by diluted weighted average shares outstanding.

(WHG-G)

CONTACT:
Westwood Holdings Group, Inc.
Bill Hardcastle,  214-756-6900