<PAGE>
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 [FEE REQUIRED]
For the fiscal year ended December 31, 1995
-------------------------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [NO FEE REQUIRED]
For the transitional period from to
---------- ----------
Commission file number 1-7850
-----------------------
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
SOUTHWEST GAS CORPORATION EMPLOYEES' INVESTMENT PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
SOUTHWEST GAS CORPORATION
5241 Spring Mountain Road, Post Office Box 98510
Las Vegas, Nevada 89193-8510
(702) 364-3104
==============================================================================
1<PAGE>
<PAGE>
FINANCIAL STATEMENTS AND EXHIBITS.
Listed below are all financial statements and exhibits filed as part of this
annual report:
(a) Financial statements, including statements of net assets available
for benefits as of December 31, 1995 and 1994, and the related
statement of changes in net assets available for benefits for the
year ended December 31, 1995 and notes to financial statements, together
with the report thereon of Arthur Andersen LLP, independent public
accountants (Pages 4-13).
(b) Consent of Arthur Andersen LLP, independent public accountants.
Pursuant to the requirements of the Securities Exchange Act of 1934, the
members of the Southwest Gas Corporation Employees' Investment Plan Committee
have duly caused this annual report to be signed by the undersigned thereunto
duly authorized.
SOUTHWEST GAS CORPORATION
EMPLOYEES' INVESTMENT PLAN
By MICHAEL O. MAFFIE
-------------------------
Michael O. Maffie
Director, President and
Chief Executive Officer
Southwest Gas Corporation
Dated: June 25, 1996
2<PAGE>
<PAGE>
SOUTHWEST GAS CORPORATION
EMPLOYEES' INVESTMENT PLAN
FINANCIAL STATEMENTS
AS OF DECEMBER 31, 1995 AND 1994 AND
FOR THE YEAR ENDED DECEMBER 31, 1995
TOGETHER WITH AUDITORS' REPORT
3<PAGE>
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Employees' Investment Plan Committee,
Southwest Gas Corporation:
We have audited the accompanying statements of net assets available for
benefits of the SOUTHWEST GAS CORPORATION EMPLOYEES' INVESTMENT PLAN (the
Plan) as of December 31, 1995 and 1994, and the related statement of changes
in net assets available for benefits for the year ended December 31, 1995.
These financial statements and the schedules referred to below are the
responsibility of the Plan Committee. Our responsibility is to express an
opinion on these financial statements and schedules based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. 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 the Plan Committee, 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 net assets available for benefits of the Plan as of
December 31, 1995 and 1994, and the changes in net assets available for
benefits for the year ended December 31, 1995, in conformity with generally
accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets
held for investment purposes at December 31, 1995, and reportable transactions
for the year ended December 31, 1995, are presented for purposes of additional
analysis and are not a required part of the basic financial statements but are
supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. The individual fund information presented in the
statements of net assets available for benefits and the statement of changes
in net assets available for benefits is also presented for purposes of
additional analysis and is not a required part of the basic financial
statements. The supplemental schedules and fund information have been
subjected to the auditing procedures applied in our audits of the basic
financial statements and, in our opinion, are fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
ARTHUR ANDERSEN LLP
Las Vegas, Nevada
June 25, 1996
4<PAGE>
<PAGE>
<TABLE>
SOUTHWEST GAS CORPORATION
EMPLOYEES' INVESTMENT PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
YEAR ENDED DECEMBER 31, 1995
<CAPTION>
FUND INFORMATION
------------------------------------------------------------------------
FUND A FUND B FUND C FUND D FUND E
------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C>
ASSETS
Investments, at market value (Notes 2 and 3):
Southwest Gas Corporation-Common stock $ 45,882,211 $ -- $ -- $ -- $ --
Mutual fund -- 13,496,633 -- -- --
Money market fund -- -- 3,047,883 -- --
Fixed income fund -- -- -- 2,136,813 --
Window guaranteed return contract -- -- -- -- 403,443
Aggressive balanced fund -- -- -- -- --
Moderate balanced fund -- -- -- -- --
Conservative balanced fund -- -- -- -- --
Temporary cash investments 15,026 445,480 643 431 1,645
Loans to participants (Note 4) -- -- -- -- --
------------ ------------ ------------ ------------ ------------
45,897,237 13,942,113 3,048,526 2,137,244 405,088
Dividends and interest receivable 1,455 411 528 49 20
Contributions receivable:
Southwest Gas Corporation 82,736 -- 217 -- --
Participants 88,637 71,393 13,340 10,731 --
------------ ------------ ------------ ------------ ------------
NET ASSETS AVAILABLE FOR BENEFITS $ 46,070,065 $ 14,013,917 $ 3,062,611 $ 2,148,024 $ 405,108
============ ============ ============ ============ ============
FUND INFORMATION
------------------------------------------ PARTICIPANT
FUND F FUND G FUND H LOANS TOTAL
------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C>
ASSETS
Investments, at market value (Notes 2 and 3):
Southwest Gas Corporation-Common stock $ -- $ -- $ -- $ -- $ 45,882,211
Mutual fund -- -- -- -- 13,496,633
Money market fund -- -- -- -- 3,047,883
Fixed income fund -- -- -- -- 2,136,813
Window guaranteed return contract -- -- -- -- 403,443
Aggressive balanced fund 4,160,896 -- -- -- 4,160,896
Moderate balanced fund -- 2,411,628 -- -- 2,411,628
Conservative balanced fund -- -- 695,155 -- 695,155
Temporary cash investments 141,524 126,063 23,330 20,363 774,505
Loans to participants (Note 4) -- -- -- 3,925,561 3,925,561
------------ ------------ ------------ ------------ ------------
4,302,420 2,537,691 718,485 3,945,924 76,934,728
Dividends and interest receivable 151 111 2,405 154 5,284
Contributions receivable:
Southwest Gas Corporation -- -- -- -- 82,953
Participants 34,227 17,896 4,858 -- 241,082
------------ ------------ ------------ ------------ ------------
NET ASSETS AVAILABLE FOR BENEFITS $ 4,336,798 $ 2,555,698 $ 725,748 $ 3,946,078 $ 77,264,047
============ ============ ============ ============ ============
The accompanying notes are an integral part of this statement.
</TABLE>
5<PAGE>
<PAGE>
<TABLE>
SOUTHWEST GAS CORPORATION
EMPLOYEES' INVESTMENT PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
DECEMBER 31, 1994
<CAPTION>
FUND INFORMATION
------------------------------------------------------------------------
FUND A FUND B FUND C FUND D FUND E
------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C>
ASSETS
Investments, at market value (Notes 2 and 3):
Southwest Gas Corporation-Common stock $ 31,751,121 $ -- $ -- $ -- $ --
Mutual fund -- 9,037,542 -- -- --
Money market fund -- -- 1,838,625 -- --
Fixed income fund -- -- -- 1,747,709 --
Window guaranteed return contract -- -- -- -- 856,724
Aggressive balanced fund -- -- -- -- --
Moderate balanced fund -- -- -- -- --
Conservative balanced fund -- -- -- -- --
Temporary cash investments 548 555 532 598 354
Loans to participants (Note 4) -- -- -- -- --
------------ ------------ ------------ ------------ ------------
31,751,669 9,038,097 1,839,157 1,748,307 857,078
Dividends and interest receivable 1,116 79 8,288 10,537 2
Contributions receivable:
Southwest Gas Corporation 244,187 -- -- -- --
Participants 285,892 194,399 42,275 34,508 --
LIABILITIES (21,171) -- (8,271) (10,523) --
------------ ------------ ------------ ------------ ------------
NET ASSETS AVAILABLE FOR BENEFITS $ 32,261,693 $ 9,232,575 $ 1,881,449 $ 1,782,829 $ 857,080
============ ============ ============ ============ ============
FUND INFORMATION
------------------------------------------ PARTICIPANT
FUND F FUND G FUND H LOANS TOTAL
------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C>
ASSETS
Investments, at market value (Notes 2 and 3):
Southwest Gas Corporation-Common stock $ -- $ -- $ -- $ -- $ 31,751,121
Mutual fund -- -- -- -- 9,037,542
Money market fund -- -- -- -- 1,838,625
Fixed income fund -- -- -- -- 1,747,709
Window guaranteed return contract -- -- -- -- 856,724
Aggressive balanced fund 2,707,745 -- -- -- 2,707,745
Moderate balanced fund -- 1,715,460 -- -- 1,715,460
Conservative balanced fund -- -- 479,408 -- 479,408
Temporary cash investments 570 515 570 53,448 57,690
Loans to participants (Note 4) -- -- -- 3,581,695 3,581,695
------------ ------------ ------------ ------------ ------------
2,708,315 1,715,975 479,978 3,635,143 53,773,719
Dividends and interest receivable 42 23 8 253 20,348
Contributions receivable:
Southwest Gas Corporation -- -- -- -- 244,187
Participants 95,383 57,126 14,932 -- 724,515
LIABILITIES -- -- -- -- (39,965)
------------ ------------ ------------ ------------ ------------
NET ASSETS AVAILABLE FOR BENEFITS $ 2,803,740 $ 1,773,124 $ 494,918 $ 3,635,396 $ 54,722,804
============ ============ ============ ============ ============
The accompanying notes are an integral part of this statement.
</TABLE>
6<PAGE>
<PAGE>
<TABLE>
SOUTHWEST GAS CORPORATION
EMPLOYEES' INVESTMENT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
YEAR ENDED DECEMBER 31, 1995
<CAPTION>
FUND INFORMATION
------------------------------------------------------------------------
FUND A FUND B FUND C FUND D FUND E
------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C>
Net investment income:
Dividends $ 2,009,031 $ 1,053,157 $ 139,193 $ 134,043 $ --
Interest 11,191 2,441 1,025 345 33,161
------------ ------------ ------------ ------------ ------------
2,020,222 1,055,598 140,218 134,388 33,161
------------ ------------ ------------ ------------ ------------
Realized gain (loss) on investments (397,654) 24,660 -- 4,598 --
------------ ------------ ------------ ------------ ------------
Unrealized appreciation
of investments during year 8,699,016 2,268,240 -- 138,486 --
------------ ------------ ------------ ------------ ------------
Contributions:
Southwest Gas Corporation 2,211,200 -- 7,498 -- 29
Participants 2,624,692 1,804,334 359,500 310,238 --
------------ ------------ ------------ ------------ ------------
4,835,892 1,804,334 366,998 310,238 29
------------ ------------ ------------ ------------ ------------
Distributions to participants
and beneficiaries (Note 5) (935,285) (410,315) (113,391) (116,623) (31,811)
------------ ------------ ------------ ------------ ------------
Transfers between funds (413,819) 38,825 787,337 (105,892) (453,351)
------------ ------------ ------------ ------------ ------------
Net increase (decrease) 13,808,372 4,781,342 1,181,162 365,195 (451,972)
Net assets available for benefits:
Beginning of year 32,261,693 9,232,575 1,881,449 1,782,829 857,080
------------ ------------ ------------ ------------ ------------
End of year $ 46,070,065 $ 14,013,917 $ 3,062,611 $ 2,148,024 $ 405,108
============ ============ ============ ============ ============
FUND INFORMATION
------------------------------------------ PARTICIPANT
FUND F FUND G FUND H LOANS TOTAL
------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C>
Net investment income:
Dividends $ 62,136 $ 65,142 $ 32,331 $ -- $ 3,495,033
Interest 1,281 863 331 248,399 299,037
------------ ------------ ------------ ------------ ------------
63,417 66,005 32,662 248,399 3,794,070
------------ ------------ ------------ ------------ ------------
Realized gain (loss) on investments 8,466 9,643 9,106 -- (341,181)
------------ ------------ ------------ ------------ ------------
Unrealized appreciation
of investments during year 551,941 272,247 55,148 -- 11,985,078
------------ ------------ ------------ ------------ ------------
Contributions:
Southwest Gas Corporation -- -- -- -- 2,218,727
Participants 930,249 556,598 147,380 -- 6,732,991
------------ ------------ ------------ ------------ ------------
930,249 556,598 147,380 -- 8,951,718
------------ ------------ ------------ ------------ ------------
Distributions to participants
and beneficiaries (Note 5) (92,519) (102,959) (25,404) (20,135) (1,848,442)
------------ ------------ ------------ ------------ ------------
Transfers between funds 71,504 (18,960) 11,938 82,418 --
------------ ------------ ------------ ------------ ------------
Net increase (decrease) 1,533,058 782,574 230,830 310,682 22,541,243
Net assets available for benefits:
Beginning of year 2,803,740 1,773,124 494,918 3,635,396 54,722,804
------------ ------------ ------------ ------------ ------------
End of year $ 4,336,798 $ 2,555,698 $ 725,748 $ 3,946,078 $ 77,264,047
============ ============ ============ ============ ============
The accompanying notes are an integral part of this statement.
</TABLE>
7<PAGE>
<PAGE>
SOUTHWEST GAS CORPORATION
EMPLOYEES' INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
(1) DESCRIPTION OF PLAN
The following description of the Southwest Gas Corporation Employees'
Investment Plan (the Plan), as amended, provides general information.
Participants should refer to the Plan document for a more complete description
of the Plan's provisions.
GENERAL
The Plan is a voluntary defined contribution plan covering all employees of
Southwest Gas Corporation (the Company). It is subject to the provisions
of the Employee Retirement Income Security Act of 1974 (ERISA).
CONTRIBUTIONS
Participants may contribute from 2 to 16 percent of their annual wages
before bonuses and overtime. However, contributions may not exceed amounts
promulgated in Internal Revenue Code Section 402(g). The Company
contributes to the Plan an amount equal to 50 percent of a participant's
contribution, not to exceed 3 percent of a participant's annual
compensation before bonuses and overtime.
The Company contributions are invested in Fund A. Upon attaining age 50,
participants may transfer 100 percent of the amount representing Company
contributions from Fund A to Fund C. All subsequent Company matching
contributions for those participants also will be invested in Fund C.
VESTING
Participants are immediately vested in their voluntary contributions plus
actual earnings thereon. Vesting in the contributions made by the Company
and in the earnings thereon is based on years of continuous service as
follows:
VESTED
YEARS OF SERVICE PERCENTAGE
------------------------ ----------
One but less than two . . . . . . . . 20
Two but less than three . . . . . . . 40
Three but less than four. . . . . . . 60
Four but less than five . . . . . . . 80
Five and over . . . . . . . . . . . .100
In the event of death, retirement or total disability of a participant,
Company contributions become fully vested irrespective of the years of
service at the date of termination.
PAYMENT OF BENEFITS
If a participant terminates employment with the Company as a result of
retirement, death or permanent and total disability, such participant will
be entitled to receive an amount equal to the value of his account at the
end of the month immediately following termination of employment.
Distributions from Fund A will be made in the Company's common stock plus
cash in lieu of fractional shares. A participant may apply to the Plan
8<PAGE>
<PAGE>
SOUTHWEST GAS CORPORATION
EMPLOYEES' INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
Committee to request a single lump sum payment in cash of the value of the
Company's common stock otherwise distributable to the participant.
Distributions from other funds will be made in a single lump sum cash
payment.
Distributions under the Plan will begin as soon as practicable, but not
later than 60 days following the end of the Plan year in which the
participant attains age 65 or terminates employment, if later. No
distribution in excess of $3,500 will be made to employees who have not
reached age 65 at the time of termination of employment without the
participant's consent. A participant who is terminated and does not elect
to take a distribution will continue to receive his share of investment
income on all vested portions of his accounts until reaching the earlier of
age 65 or electing to receive distributions from the Plan.
A participant may in certain circumstances elect to defer receipt of
distributions to a date not later than the end of the taxable year in which
the participant attains age 70-1/2. All distributions to beneficiaries of a
participant must be made within five years after the participant's death.
PLAN EXPENSES
Plan-related expenses and any other costs of administering the Plan will be
paid with funds from the Plan unless paid by the Company at its discretion.
All Plan expenses were paid by the Company for the year ended December 31,
1995.
PLAN ADMINISTRATION
Bank of America acts as the trustee and SunGard Employee Benefits Systems
performs all recordkeeping activities of the Plan.
(2) VALUATION OF INVESTMENTS
All investments of the Plan, except those held in Fund E, are stated at quoted
market value as of the date of the statement. Insurance contracts in Fund E
are stated at contract value which approximates fair value. Loans to
participants are valued at their outstanding principal amount. Realized
gains/losses on investments sold and the unrealized gains/losses on investments
held during the year are determined on a revalued cost basis.
(3) FUND DESCRIPTIONS
Employees can currently invest their contributions in any combination of seven
investment options (Funds A through D and F through H) in 10 percent
increments. Participants can change the allocation of their ongoing
contributions, and can transfer amounts they previously contributed to other
funds, on a monthly basis in increments of 10 percent. Contributions can no
longer be made to Fund E. Descriptions of the Plan funds are as follows:
FUND A - COMMON STOCK
Contributions are invested in Southwest Gas Corporation common stock.
FUND B - MUTUAL FUND
Contributions are invested in the Fidelity Contrafund which seeks capital
growth by investing primarily in securities which the management of the fund
considers to have better than average prospects for appreciation in value
due to the undervalued or out of favor position of the securities.
9<PAGE>
<PAGE>
SOUTHWEST GAS CORPORATION
EMPLOYEES' INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
FUND C - MONEY MARKET FUND
Contributions are invested in the Fidelity Retirement Money Market Portfolio
Fund which seeks as high a level of current income as is consistent with the
preservation of capital and liquidity by investing in high-quality, U.S.
dollar-denominated money market investments of U.S. and foreign issues.
FUND D - FIXED INCOME FUND
Contributions are invested in the Fidelity Investment-Grade Bond Fund which
invests in a broad range of fixed-income securities, primarily investment-
grade debt securities and preferred stocks.
FUND E - WINDOW GUARANTEED RETURN CONTRACT
Contributions are no longer being made to Fund E. Amounts held in Fund E
are invested in three-year guaranteed insurance contracts.
FUND F - AGGRESSIVE BALANCED FUND
Contributions are invested in the Fidelity Asset Manager: Growth Fund which
seeks to maximize total return over the long term by allocating its assets
among stocks, bonds, and short-term investments with an emphasis on stocks.
FUND G - MODERATE BALANCED FUND
Contributions are invested in the Fidelity Asset Manager Fund which seeks a
high total return with reduced risk over the long term by using a balanced
mix of stocks, bonds, and short-term investments.
FUND H - CONSERVATIVE BALANCED FUND
Contributions are invested in the Fidelity Asset Manager: Income Fund which
seeks a high level of current income by maintaining a diversified portfolio
of stocks, bonds, and short-term investments with an emphasis on short-term
investments.
PARTICIPANT LOANS
These funds are the result of loans to participants in the Plan (see
Note 4).
(4) PARTICIPANT LOANS
The Plan provides that participants may borrow against the balances in their
accounts, subject to certain limitations specified in the Plan. Funds for
loans are obtained through the liquidation of participants' investment
accounts. Payments on the loans include interest at a rate that approximates
the prime rate, plus two percent. Principal and interest payments on a
Participant's loan will be credited to the Participant's investment accounts
in the same ratio as ongoing contributions.
(5) FORFEITURES
The nonvested balances forfeited by participants who withdrew from the Plan
during the year ended December 31, 1995 was $10,573. The market value of the
nonvested portion of a withdrawing participant account is reallocated to the
remaining participants in the Plan.
10<PAGE>
<PAGE>
SOUTHWEST GAS CORPORATION
EMPLOYEES' INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
(6) PLAN EQUITY
Plan equity at December 31, 1995 and 1994 includes requests for withdrawal from
terminated participants with aggregate market values of $142,716 and $625,510,
respectively. These amounts were paid subsequent to year end.
At December 31, 1995, the Trustee held for the Plan the following:
<TABLE>
<CAPTION>
FUND
---------------------------------------------------------------------------------------------
A B C D E F G H
--------- --------- --------- --------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Shares or units
held by Trustee 2,603,246 354,988 3,047,883 289,541 403,443 274,285 152,153 59,927
========= ========= ========= ========= ========= ========= ========= =========
Market value
per unit $ 17.63 $ 38.02 $ 1.00 $ 7.38 $ 1.00 $ 15.17 $ 15.85 $ 11.60
========= ========= ========= ========= ========= ========= ========= =========
</TABLE>
(7) PLAN TERMINATION
Although the Company expects to continue the Plan indefinitely, it reserves
the right to amend or terminate the Plan at any time. Upon termination,
partial termination or complete discontinuance of contributions to the Plan,
Company contributions will become fully vested.
(8) FEDERAL INCOME TAXES
In March 1996, the Company received a favorable determination letter from the
Internal Revenue Service stating that the Plan, amended and restated effective
December 1, 1994, qualifies for deferred tax treatment of contributions under
Section 401(k) of the Internal Revenue Code. This determination also includes
the plan amendments discussed in Note 9. It is the opinion of the Employees'
Investment Plan Committee (the Plan Committee) that the Plan, as amended and
as currently operating, is tax exempt and in compliance with all applicable
provisions of the Internal Revenue Code.
(9) PLAN AMENDMENTS
The Plan Committee approved certain technical corrections to the Plan in
February 1996. These technical corrections clarified Plan language to better
match the actual administration of the Plan. Additionally, in May 1996, the
Plan Committee approved an amendment reflecting changes to certain definitions
included in the Plan document.
11<PAGE>
<PAGE>
<TABLE>
SOUTHWEST GAS CORPORATION SCHEDULE I
EMPLOYEES' INVESTMENT PLAN
ITEM 27a-SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AT DECEMBER 31, 1995
<CAPTION>
Number of Fair Market
Shares Cost Value
--------- ------------ ------------
<S> <C> <C> <C>
Common Stock
Southwest Gas Corporation [1] 2,603,246 $ 39,647,446 $ 45,882,211
Equity Mutual Fund
Fidelity Contrafund 354,988 10,938,587 13,496,633
Money Market Fund
Fidelity Retirement Money
Market Fund 3,047,883 3,047,883 3,047,883
Fixed Income Fund
Fidelity Investment Grade Bond Fund 289,541 2,044,097 2,136,813
Window Guaranteed Return Contract
Hartford Insurance Annuity
Contract-93 258,385 258,385 258,385
Hartford Insurance Annuity
Contract-94 145,058 145,058 145,058
Aggressive Balanced Fund
Fidelity Asset Manager: Growth Fund 274,285 3,835,030 4,160,896
Moderate Balanced Fund
Fidelity Asset Manager Fund 152,153 2,246,187 2,411,628
Conservative Balanced Fund
Fidelity Asset Manager: Income Fund 59,927 651,754 695,155
Temporary Cash Investments
Dreyfus Treasury Cash Management Fund 774,505 774,505 774,505
------------ ------------
63,588,932 73,009,167
Participant Loans 3,925,561 3,925,561
------------ ------------
$ 67,514,493 $ 76,934,728
============ ============
[1] Party in interest
</TABLE>
12<PAGE>
<PAGE>
<TABLE>
SOUTHWEST GAS CORPORATION SCHEDULE II
EMPLOYEES' INVESTMENT PLAN
ITEM 27d-SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1995
<CAPTION>
Purchases Sales
--------------------------- ---------------------------------------------------------
Number of Number of Original
Description Transactions Cost Transactions Proceeds Cost Gain
- ---------------------------------------- ------------ ------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C> <C>
Dreyfus Treasury Cash Management Fund 478 $ 17,370,895 288 $ 17,751,289 $ 17,751,289 $ -
Southwest Gas Corporation Common Stock * 25 6,481,191 3 651,464 634,273 17,191
Fidelity Contrafund 24 2,670,204 7 504,014 463,715 40,299
</TABLE>
* The Southwest Gas Corporation Common Stock shares which are distributed to
terminated or withdrawing participants are not included in this schedule;
however, a realized gain (loss) is recognized on the statement of changes in net
assets available for plan benefits.
13
<PAGE>
EXHIBIT 23
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation of
our report dated June 25, 1996, included in this Form 11-K, into Southwest Gas
Corporation's previously filed registration statement (File No. 33-58135).
ARTHUR ANDERSEN LLP
Las Vegas, Nevada
June 25, 1996
