EMPLOYEES' INVESTMENT PLAN
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549
FORM 11-K
|
|
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
For the fiscal year ended December 31, 2002
|
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 principle
executive office: |
SOUTHWEST GAS
CORPORATION
5241 Spring Mountain
Road, Post Office Box 98510 Las Vegas, Nevada 89193-8510 (702) 876-7237
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, 2002 and 2001, and the related statement of changes
in net assets available for benefits for the year ended December 31, 2002
and notes to financial statements, together with the report thereon of
PricewaterhouseCoopers LLP, independent auditors. |
|
(b) |
Supplemental Schedule: Schedule of Assets (Held at End of Year). All other
schedules required by Section 2520.103-10 of the Department of Labors
Rules and Regulations for Reporting and Disclosure under the Employee Retirement
Income Security Act of 1974 and not included herein have been omitted because
they are not applicable. |
|
(c) |
Consent of PricewaterhouseCoopers LLP, independent accountants. |
Pursuant to the requirements of the
Securities Exchange Act of 1934, the members of the Southwest Gas Corporation Benefit
Committee have duly caused this annual report to be signed by the undersigned thereunto
duly authorized.
|
SOUTHWEST GAS
CORPORATION EMPLOYEES' INVESTMENT PLAN
|
|
By /s/ George C. Biehl
George C. Biehl
Executive Vice President,
Chief Financial Officer and
Corporate Secretary
Southwest Gas Corporation
|
SOUTHWEST GAS
CORPORATION
EMPLOYEES
INVESTMENT PLAN
FINANCIAL STATEMENTS
AND SUPPLEMENTAL SCHEDULES
AS OF DECEMBER 31,
2002 AND 2001 AND FOR THE YEAR ENDED DECEMBER
31, 2002
3
Report of Independent
Auditors
To the Participants and
Administrator of Southwest Gas Corporation Employees Investment Plan:
In our opinion, the accompanying
statements of net assets available for benefits and the related statement of changes in
net assets available for benefits present fairly, in all material respects, the net assets
available for benefits of Southwest Gas Corporation Employees Investment Plan (the
Plan) at December 31, 2002 and December 31, 2001, and the changes in net
assets available for benefits for the year ended December 31, 2002 in conformity with
accounting principles generally accepted in the United States of America. These financial
statements are the responsibility of the Plans management; our responsibility is to
express an opinion on these financial statements based on our audits. We conducted our
audits of these statements in accordance with auditing standards generally accepted in the
United States of America, which 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, assessing the accounting principles
used and significant estimates made by management, and evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis for our
opinion.
Our audits were conducted for the
purpose of forming an opinion on the basic financial statements taken as a whole. The
supplemental Schedule of Assets (Held at End of Year) as of December 31, 2002 is
presented for the purpose of additional analysis and is not a required part of the basic
financial statements but is supplementary information required by the Department of
Labors Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. This supplemental schedule is the responsibility
of the Plans management. The supplemental schedule has been subjected to the
auditing procedures applied in our audits of the basic financial statements and, in our
opinion, is fairly stated in all material respects in relation to the basic financial
statements taken as a whole.
PricewaterhouseCoopers LLP
Los Angeles, California June 27, 2003
4
SOUTHWEST GAS
CORPORATION EMPLOYEES' INVESTMENT PLAN
Statements of Net
Assets Available for Benefits
|
|
December 31,
|
|
2002
|
2001
|
Assets: |
|
|
| |
|
| |
|
Investments (see Note 2) | | |
$ | 161,808,467 |
|
$ | 161,752,156 |
|
| |
| |
| |
Total assets | | |
| 161,808,467 |
|
| 161,752,156 |
|
| |
| |
| |
Net assets available for benefits | | |
$ | 161,808,467 |
|
$ | 161,752,156 |
|
|
| |
| |
The accompanying notes
are an integral part of these statements.
5
SOUTHWEST GAS
CORPORATION EMPLOYEES' INVESTMENT PLAN
Statement of Changes in
Net Assets Available for Benefits
|
|
Year Ended
December 31,
2002
|
|
|
Additions: |
|
|
| |
|
Additions to net assets attributed to: | | |
Investment income (loss) | | |
Net depreciation in fair value of investments (see Note 2) | | |
$ | (8,418,509 |
) |
Interest and dividends | | |
| 3,990,035 |
|
|
|
| | |
| (4,428,474 |
) |
Less investment expenses | | |
| 23,787 |
|
|
|
| | |
| (4,452,261 |
) |
|
|
Contributions: | | |
Participant | | |
| 9,983,377 |
|
Employer | | |
| 3,070,032 |
|
|
|
| | |
| 13,053,409 |
|
|
|
Net additions | | |
| 8,601,148 |
|
| | |
| |
|
Deductions: | | |
Deductions from net assets attributed to: | | |
Benefits paid to participants | | |
| 8,544,837 |
|
|
|
Net deductions | | |
| 8,544,837 |
|
|
|
Net increase | | |
| 56,311 |
|
| | |
| |
|
Net assets available for benefits: | | |
Beginning of year | | |
| 161,752,156 |
|
|
|
End of year | | |
$ | 161,808,467 |
|
|
|
|
|
The accompanying notes
are an integral part of these statements.
6
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 Plans 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). Effective January 1, 2002, the Plans
assets invested in Company stock (consisting of (i) Company matching contributions and
(ii) participant deferrals) was designated as an Employee Stock Ownership Plan (ESOP). |
|
The
ESOP is designed to invest primarily in qualifying employer securities. It is the
intention of the Company that (i) the non-ESOP portion of the Plan shall be a
profit-sharing plan that is qualified under Code Sections 401(a) and 401(k); (ii) the ESOP
portion of the Plan shall be both a stock bonus plan and an employee stock ownership plan
that is qualified under Code Sections 401(a) and 4975(e)(7) and described in ERISA Section
407(d)(6); (iii) that the profit-sharing plan and the ESOP together shall constitute a
single plan under Treasury Regulation Section 1.414(1)-1(b)(1); (iv) that the Plan shall
satisfy the requirements of ERISA; and (v) that the trust fund maintained under the Plan
shall be tax-exempt under Code Section 501(a). |
|
The
amendment of the Plan to include the ESOP shall not affect any beneficiary designation or
other applicable agreements, elections, or consents that participants, spouses, or
beneficiaries validly executed under the terms of the Plan before the
January 1, 2002 effective date of the ESOP, and such designations, elections,
and consents shall be applied under the ESOP in the same manner as they applied under the
Plan before the addition of the ESOP. |
Basis
of Accounting
The
financial statements of the Plan are prepared under the accrual method of accounting.
Use
of Estimates
|
The
preparation of financial statements in conformity with generally accepted accounting
principles in the United States requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements and the reported amounts of
revenues and expenses during the reporting period. Actual results could differ from those
estimates. |
Contributions
|
Participants
may contribute up to 60 percent of their annual wages before bonuses and overtime.
However, contributions may not exceed amounts promulgated by the Internal Revenue Code.
The Company contributes to the Plan an amount equal to 50 percent of a
participants contribution. The Companys maximum contribution is three percent
of a participants annual compensation before bonuses and overtime. |
Participants
Accounts
|
Each
participant account is credited with the participants contribution and the portion
contributed by the Company. The portion contributed by the participant is invested in the
various funds according to the direction of the participant. The Company contributions are
invested in the Southwest Gas Stock Fund. Upon attaining age 50, participants may elect
the investment funds in which the present balance of Company contributions, as well as
future Company matching contributions, will be invested. |
7
SOUTHWEST GAS
CORPORATION EMPLOYEES INVESTMENT
PLAN NOTES TO FINANCIAL
STATEMENTS
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: |
Years of Service |
Vested
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. Forfeitures as a result of a participants termination prior to vesting
are reallocated to the remaining participants on a quarterly basis based on the employer
contribution ratio. For the year ended December 31, 2002, forfeitures reallocated to
participants were approximately $24,000. |
Payment
of Benefits
|
If
a participant terminates employment with the Company as a result of retirement, death, or
permanent and total disability, such participant or designated beneficiary in the case of
death, 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 the
Southwest Gas Stock Fund will be made in the Companys common stock plus cash in lieu
of fractional shares. A participant may apply to the Plan Committee to request a single
lump sum payment in cash of the value of the Companys 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 April 1
following the end of the Plan year in which the participant attains age 70-1/2 or
terminates employment, if later. No distribution in excess of $5,000 will be made to
employees at the time of termination of employment without the participants 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
electing to receive distributions from the Plan. All distributions to beneficiaries of a
participant must be made within five years after the participants 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. The Company paid all Plan expenses,
except loan origination and maintenance fees for loans initiated after July 1, 1996, for
the year ended December 31, 2002. Loan origination and maintenance fees paid by Plan
participants for the year ended December 31, 2002 were $23,787. |
Plan
Administration
|
Fidelity
Management Trust Company acts as the trustee and Fidelity Institutional Retirement
Services Company performs all recordkeeping of the Plan. |
8
SOUTHWEST GAS
CORPORATION EMPLOYEES INVESTMENT
PLAN NOTES TO FINANCIAL
STATEMENTS
(2) Investments
All investments of the Plan are
stated at quoted market value as of the date of the statement. The Plan provides for
investments in various investment securities. Investment securities, in general, are
exposed to various risks, such as interest rate, credit, and overall market volatility
risks. Due to the level of risk associated with certain investment securities, it is
reasonably possible that changes in the values of investment securities will occur in the
near term and such changes could materially affect the amounts reported in the statements
of net assets available for benefits. Loans to participants are valued at their
outstanding principal amount.
Investments representing
five percent or more of Plan net assets are:
|
|
December 31,
|
|
2002
|
2001
|
Southwest Gas Corporation Common Stock |
|
|
| |
|
| |
|
(2,645,167 and 2,684,574 shares, respectively) | | |
$ | 62,029,166 |
|
$ | 60,000,229 |
|
Fidelity Contrafund | | |
(932,718 and 966,650 shares, respectively) | | |
| 36,002,928 |
|
| 41,343,631 |
|
Fidelity Retirement Money Market Fund | | |
(11,701,761 and 11,047,056 shares, respectively) | | |
| 11,701,761 |
|
| 11,047,056 |
|
Fidelity Growth & Income Fund |
|
|
(285,935 and 274,468 shares, respectively) | | |
| 8,666,684 |
|
| 10,259,614 |
|
Fidelity Asset Manager: Growth Fund |
|
|
(690,633 shares) | | |
| -- |
|
| 9,903,672 |
|
Vanguard 500 Index Fund | | |
(93,492 shares) | | |
| -- |
|
| 9,899,891 |
|
During 2002, Plan investments
(including gains and losses on investments bought and sold as well as held during the
year) depreciated in value by $(8,418,509) as follows:
|
|
|
|
|
Common stock |
|
|
$ | 3,152,295 |
|
Mutual funds | | |
| (11,570,804 |
) |
|
|
| | |
$ | (8,418,509 |
) |
|
|
Purchases and sales of securities are
recorded on a trade-date basis. Dividends are recorded on the ex-dividend date.
9
SOUTHWEST GAS
CORPORATION EMPLOYEES INVESTMENT
PLAN NOTES TO FINANCIAL
STATEMENTS
(3)
Nonparticipant-Directed Investments
Information about the net assets and
the significant components of the changes in net assets relating to the
nonparticipant-directed investments is as follows:
|
|
December 31,
|
|
2002
|
2001
|
Net Assets: |
|
|
|
|
|
|
|
|
Common stock | | |
$ |
33,867,458 |
|
$ |
31,780,641 |
|
|
| |
| |
|
|
|
$ |
33,867,458 |
|
$ |
31,780,641 |
|
|
| |
| |
|
December 31, |
|
|
2002
|
|
Changes in Net Assets: |
|
|
|
|
|
|
|
|
Contributions | | |
$ | 2,738,659 |
|
|
|
|
Dividends | | |
|
1,158,895 |
|
|
|
|
Net appreciation | | |
| 1,280,165 |
|
|
|
|
Benefits paid to participants | | |
| (1,755,746 |
) |
|
|
|
Transfers to participant-directed investments | | |
| (1,335,156 |
) |
|
|
|
|
|
|
| | |
$ | 2,086,817 |
|
|
|
|
|
|
|
(4) Fund Descriptions
Employees can invest their
contributions in any combination of the available investment options in whole percentage
increments starting at one percent. Participants can change the allocation of their
ongoing contributions as often as they like in whole percentage increments starting at one
percent and can transfer amounts they previously contributed to other funds. Descriptions
of the Plan funds are as follows:
Southwest
Gas Stock Fund
|
|
Contributions are invested in Southwest Gas Corporation common stock. |
|
Contributions
are invested in the Vanguard Index Trust-500 Portfolio which invests in all or
substantially all 500 stocks in the Standard & Poors 500 Stock Composite Index
(S&P 500) in approximately the same proportion as they are represented in the S&P
500. |
Vanguard
International Growth Fund
|
|
Contributions
are invested in the Vanguard International Growth Portfolio which invests in a broadly
diversified array of non-U.S. equity securities, primarily common stocks of seasoned
companies. |
|
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. |
Fidelity
Growth & Income Fund
|
|
Contributions
are invested in the Fidelity Growth & Income Fund which seeks a high total return
through a combination of current income and capital appreciation by investing mainly in
equity securities of companies that pay current dividends and offer potential growth of
earnings. |
10
SOUTHWEST GAS
CORPORATION EMPLOYEES INVESTMENT
PLAN NOTES TO FINANCIAL
STATEMENTS
Fidelity
Asset Manager: Growth 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
instruments and other investments. |
Fidelity
Low-Priced Stock Fund
|
|
Contributions
are invested in the Fidelity Low-Priced Stock Fund which seeks long-term capital
appreciation by investing primarily in low-priced stocks in small and medium-sized
companies which may be undervalued and offer the potential for growth. |
Fidelity
Retirement 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 issuers and repurchase agreements. |
Fidelity
Freedom 2000 Fund
|
|
Contributions
are invested approximately 22% in Fidelity stock mutual funds, 43% in Fidelity bond mutual
funds, and 35% in Fidelity money market mutual funds with the goal of providing high total
returns for those planning to retire in the very near or immediate future. |
Fidelity
Freedom 2010 Fund
|
|
Contributions
are invested approximately 45% in Fidelity stock mutual funds, 45% in Fidelity bond mutual
funds, and 10% in Fidelity money market mutual funds with the goal of providing high total
returns for those planning to retire around 2010. The mix of underlying funds will
gradually become more conservative over time. |
Fidelity
Freedom 2020 Fund
|
|
Contributions
are invested approximately 70% in Fidelity stock mutual funds and 30% in Fidelity bond
mutual funds with the goal of providing high total returns for those planning to retire
around 2020. The mix of underlying funds will gradually become more conservative over
time. |
Fidelity
Freedom 2030 Fund
|
|
Contributions
are invested approximately 82% in Fidelity stock mutual funds and 18% in Fidelity bond
mutual funds with the goal of providing high total returns for those planning to retire
around 2030. The mix of underlying funds will gradually become more conservative over
time. |
Fidelity
Freedom 2040 Fund
|
|
Contributions
are invested approximately 90% in Fidelity stock mutual funds and 10% in Fidelity bond
mutual funds with the goal of providing high total returns for those planning to retire
around 2040. The mix of underlying funds will gradually become more conservative over
time. |
Fidelity
Freedom Income Fund
|
|
Contributions
are invested approximately 20% in Fidelity stock mutual funds, 40% in Fidelity bond mutual
funds, and 40% in Fidelity money market mutual funds with the goal of providing high
current income and, as a secondary objective, some capital appreciation for those already
in retirement. |
Fidelity
U.S. Bond Index Fund
|
|
Contributions
are normally at least 80% invested in bonds included in the Lehman Brothers
Aggregate Bond Index (Lehman) with the goal of providing investment results that
correspond to the total return of the bonds in Lehman. |
Brown Capital
Management Small Company Fund
|
|
Contributions are
invested primarily in the equity securities of those companies with total
operating revenues of $250 million or less at the time of initial investment with
the goal of providing long-term capital growth. |
|
These funds are the result of loans to participants in the Plan (see Note 5). |
11
SOUTHWEST GAS
CORPORATION EMPLOYEES INVESTMENT
PLAN NOTES TO FINANCIAL
STATEMENTS
(5) 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. At December 31, 2002, outstanding
loans had annual interest rates ranging from 6.75 percent to 11.50 percent. Principal and
interest payments on a participants loan will be credited to the participants
investment accounts in the same ratio as ongoing contributions. The maximum repayment
period for participant loans is five years.
(6) Related-Party
Transactions
Investments in the Southwest Gas
Stock Fund consist of Company common stock and are considered party-in-interest.
Investments in Fidelity funds (e.g.; Contrafund, Growth & Income, Low-Priced Stock,
etc.) are managed by Fidelity, the Plan trustee, and are also considered
party-in-interest.
(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 April 2003, the Company
received a favorable determination letter from the IRS stating that the Plan, amended and
restated effective October 1, 2001, qualifies for deferred tax treatment of
contributions under Section 401(k) of the Internal Revenue Code (IRC). Although the Plan
has been amended since October 1, 2001, the Plan administrator and the Plans
tax counsel believe that the Plan is designed and is currently being operated in
compliance with the applicable requirements of the IRC.
12
SCHEDULE I
SOUTHWEST GAS
CORPORATION EMPLOYEES INVESTMENT PLAN
E.I.N. 88-0085720
ITEM 27a SCHEDULE OF
ASSETS (HELD AT END OF YEAR) AT DECEMBER 31, 2002
|
|
Number of
Shares
|
Cost
|
Fair Market
Value
|
|
|
|
|
Southwest Gas Corporation Common Stock* |
|
|
|
2,645,167 |
|
$ |
51,301,115 |
|
$ |
62,029,166 |
|
|
|
|
|
|
|
|
|
|
Brown Capital Management Small Company Fund |
|
|
|
60,070 |
|
|
|
|
|
1,260,265 |
|
|
|
|
|
|
|
|
|
|
Fidelity Asset Manager: Growth Fund* | | |
|
666,490 |
|
|
|
|
|
7,977,889 |
|
|
|
|
|
|
|
|
|
|
Fidelity Contrafund* | | |
|
932,718 |
|
|
|
|
|
36,002,928 |
|
|
|
|
|
|
|
|
|
|
Fidelity Freedom 2000 Fund* | | |
|
44,189 |
|
|
|
|
|
486,526 |
|
|
|
|
|
|
|
|
|
|
Fidelity Freedom 2010 Fund* | | |
|
125,667 |
|
|
|
|
|
1,437,635 |
|
|
|
|
|
|
|
|
|
|
Fidelity Freedom 2020 Fund* | | |
|
46,436 |
|
|
|
|
|
494,075 |
|
|
|
|
|
|
|
|
|
|
Fidelity Freedom 2030 Fund* | | |
|
8,497 |
|
|
|
|
|
87,012 |
|
|
|
|
|
|
|
|
|
|
Fidelity Freedom 2040 Fund* | | |
|
10,997 |
|
|
|
|
|
64,440 |
|
|
|
|
|
|
|
|
|
|
Fidelity Freedom Income Fund* | | |
|
8,568 |
|
|
|
|
|
90,823 |
|
|
|
|
|
|
|
|
|
|
Fidelity Growth & Income Fund* | | |
|
285,935 |
|
|
|
|
|
8,666,684 |
|
|
|
|
|
|
|
|
|
|
Fidelity Low-Priced Stock Fund* | | |
|
321,061 |
|
|
|
|
|
8,081,104 |
|
|
|
|
|
|
|
|
|
|
Fidelity Retirement Money Market Fund* | | |
|
11,701,761 |
|
|
|
|
|
11,701,761 |
|
|
|
|
|
|
|
|
|
|
Fidelity U.S. Bond Index Fund* | | |
|
668,911 |
|
|
|
|
|
7,518,563 |
|
|
|
|
|
|
|
|
|
|
Fidelity U.S. Government Reserve* | | |
|
659 |
|
|
|
|
|
659 |
|
|
|
|
|
|
|
|
|
|
Vanguard 500 Index Fund | | |
|
99,342 |
|
|
|
|
|
8,061,615 |
|
|
|
|
|
|
|
|
|
|
Vanguard International Growth Fund | | |
|
32,961 |
|
|
|
|
|
1,274,261 |
|
|
|
|
|
|
|
|
|
|
Temporary Cash Investments* | | |
|
435,110 |
|
|
|
|
|
435,110 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
155,670,516 |
|
|
|
|
|
|
|
|
|
|
Participant Loans (with interest ranging from 6.75% to 11.50%) |
|
|
|
|
|
|
|
|
|
6,137,951 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
161,808,467 |
|
|
|
|
|
|
|
|
|
* A party-in-interest
for which a statutory exemption exists.
13
EXHIBIT 23
Consent of Independent
Accountants
We hereby consent to the
incorporation by reference in the Registration Statement on Form S-8 (No. 333-98729) of
Southwest Gas Corporation of our report dated June 27, 2003 relating to the financial
statements of Southwest Gas Corporation Employees Investment Plan, which appears in
this Form 11-K.
PricewaterhouseCoopers LLP
Los Angeles, California June 27, 2003
|