UNITED STATES
                       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):

                                  July 29, 2003

                           ALLIED CAPITAL CORPORATION
             (Exact name of registrant as specified in its charter)


         Maryland                     0-22832                 52-1081052
(State or other jurisdiction   (Commission File Number)    (I.R.S. Employer
     of incorporation)                                     Identification No.)


                         1919 Pennsylvania Avenue, N.W.
                              Washington D.C. 20006
              (Address of principal executive offices and zip code)

       Registrant's telephone number, including area code: (202) 331-1112





Item 7.   Financial Statements and Exhibits.

         (a) Not applicable.

         (b) Not applicable.

         (c) Exhibits.


         Exhibit No.                        Description
         -----------                        -----------

         99.1                               Press release dated July 29, 2003


Item 12.  Results of Operations and Financial Condition.

On July 29, 2003, Allied Capital Corporation issued a press release announcing
its financial results for the quarter ended June 30, 2003. The text of the press
release is included as an exhibit to this Form 8-K. Pursuant to the rules and
regulations of the Securities and Exchange Commission, such exhibit and the
information set forth therein and herein is deemed to be furnished and shall not
be deemed to be filed.





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 29, 2003                               ALLIED CAPITAL CORPORATION



                                                By: /s/ Penni F. Roll
                                                   ----------------------------
                                                    Penni F. Roll
                                                    Chief Financial Officer











                                  EXHIBIT INDEX

Exhibit No.                Description
-----------                -----------

  99.1                     Press release dated July 29, 2003