UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

Form 10-Q

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

For the quarterly period ended June 30, 2004

Commission File Number 1-7850

SOUTHWEST GAS CORPORATION
(Exact name of registrant as specified in its charter)

California
(State or other jurisdiction of
incorporation or organization)

5241 Spring Mountain Road
Post Office Box 98510
Las Vegas, Nevada
(Address of principal executive offices)

88-0085720
(I.R.S. Employer
Identification No.)

89193-8510
(Zip Code)

Registrant's telephone number, including area code: (702) 876-7237

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 |_|

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).

Yes |X| No |_|

Indicate the number of shares outstanding of each of the issuer's classes of common stock as of the latest practicable date.

Common Stock, $1 Par Value, 35,293,916 shares as of August 2, 2004.

PART I — FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

SOUTHWEST GAS CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Thousands of dollars, except par value)

	JUNE 30, 2004			DECEMBER 31, 2003
ASSETS		(Unaudited)
Utility plant:
Gas plant	$	3,142,805		$	3,035,969
Less: accumulated depreciation		(941,670	)		(896,309	)
Acquisition adjustments, net		2,443			2,533
Construction work in progress		29,814			33,543

Net utility plant		2,233,392			2,175,736

Other property and investments		93,016			87,443

Current assets:
Cash and cash equivalents		10,800			17,183
Accounts receivable, net of allowances		95,532			126,783
Accrued utility revenue		30,300			66,700
Deferred income taxes		--			6,914
Deferred purchased gas costs		51,268			9,151
Prepaids and other current assets		52,420			54,356

Total current assets		240,320			281,087

Deferred charges and other assets		63,252			63,840

Total assets	$	2,629,980		$	2,608,106

CAPITALIZATION AND LIABILITIES
Capitalization:
Common stock, $1 par (authorized - 45,000,000 shares; issued
and outstanding - 35,151,420 and 34,232,098 shares)	$	36,781		$	35,862
Additional paid-in capital		527,949			510,521
Retained earnings		102,401			84,084

Total equity		667,131			630,467
Subordinated debentures due to Southwest Gas Capital II		100,000			100,000
Long-term debt, less current maturities		1,125,767			1,121,164

Total capitalization		1,892,898			1,851,631

Current liabilities:
Current maturities of long-term debt		6,977			6,435
Short-term debt		54,000			52,000
Accounts payable		63,882			110,114
Customer deposits		46,968			44,290
Accrued general taxes		32,860			32,466
Accrued interest		19,321			19,665
Deferred income taxes		2,892			--
Other current liabilities		45,476			45,442

Total current liabilities		272,376			310,412

Deferred income taxes and other credits:
Deferred income taxes and investment tax credits		285,592			277,332
Taxes payable		6,895			6,661
Accumulated removal costs		77,000			68,000
Other deferred credits		95,219			94,070

Total deferred income taxes and other credits		464,706			446,063

Total capitalization and liabilities	$	2,629,980		$	2,608,106

The accompanying notes are an integral part of these statements.

SOUTHWEST GAS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share amounts)
(Unaudited)

	THREE MONTHS ENDED JUNE 30,						SIX MONTHS ENDED JUNE 30,						TWELVE MONTHS ENDED JUNE 30,
	2004			2003			2004			2003			2004			2003
Operating revenues:
Gas operating revenues	$	226,756		$	205,382		$	660,540		$	565,365		$	1,129,528		$	1,013,635
Construction revenues		51,941			50,470			91,557			93,772			194,436			205,787

Total operating revenues		278,697			255,852			752,097			659,137			1,323,964			1,219,422

Operating expenses:
Net cost of gas sold		111,114			93,038			347,712			286,510			543,705			470,604
Operations and maintenance		70,687			64,433			140,668			130,490			277,040			264,343
Depreciation and amortization		36,058			33,526			72,142			66,838			141,743			134,011
Taxes other than income taxes		9,589			9,155			19,498			18,455			36,953			35,211
Construction expenses		45,295			43,911			80,321			82,741			171,765			182,012

Total operating expenses		272,743			244,063			660,341			585,034			1,171,206			1,086,181

Operating income		5,954			11,789			91,756			74,103			152,758			133,241

Other income and (expenses):
Net interest deductions		(18,799	)		(19,537	)		(37,543	)		(39,774	)		(74,875	)		(79,819	)
Net interest deductions on subordinated debentures		(1,931	)		--			(3,861	)		--			(6,541	)		--
Preferred securities distributions		--			(1,369	)		--			(2,738	)		(1,442	)		(5,475	)
Other income (deductions)		1,032			1,614			1,176			1,597			3,824			13,981

Total other income and (expenses)		(19,698	)		(19,292	)		(40,228	)		(40,915	)		(79,034	)		(71,313	)

Income (loss) before income taxes		(13,744	)		(7,503	)		51,528			33,188			73,724			61,928
Income tax expense (benefit)		(5,382	)		(3,399	)		18,846			11,753			23,975			18,814

Net income (loss)	$	(8,362	)	$	(4,104	)	$	32,682		$	21,435		$	49,749		$	43,114

Basic earnings (loss) per share	$	(0.24	)	$	(0.12	)	$	0.95		$	0.64		$	1.45		$	1.29

Diluted earnings (loss) per share	$	(0.24	)	$	(0.12	)	$	0.94		$	0.63		$	1.44		$	1.28

Dividends paid per share	$	0.205		$	0.205		$	0.41		$	0.41		$	0.82		$	0.82

Average number of common shares outstanding		34,741			33,665			34,576			33,552			34,269			33,346
Average shares outstanding (assuming dilution)		--			--			34,825			33,789			34,556			33,612

The accompanying notes are an integral part of these statements.

SOUTHWEST GAS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Thousands of dollars)
(Unaudited)

	SIX MONTHS ENDED JUNE 30,						TWELVE MONTHS ENDED JUNE 30,
	2004			2003			2004			2003
CASH FLOW FROM OPERATING ACTIVITIES:
Net income	$	32,682		$	21,435		$	49,749		$	43,114
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization		72,142			66,838			141,743			134,011
Deferred income taxes		18,066			9,311			52,899			18,290
Changes in current assets and liabilities:
Accounts receivable, net of allowances		31,251			44,343			(8,676	)		9,407
Accrued utility revenue		36,400			36,173			(1,400	)		(926	)
Deferred purchased gas costs		(42,117	)		7,219			(85,317	)		14,158
Accounts payable		(46,232	)		(36,250	)		11,604			(863	)
Accrued taxes		628			1,426			(1,184	)		2,020
Other current assets and liabilities		4,001			9,504			(3,811	)		(2,628	)
Other		(777	)		(6,828	)		5,042			(12,108	)

Net cash provided by operating activities		106,044			153,171			160,649			204,475

CASH FLOW FROM INVESTING ACTIVITIES:
Construction expenditures and property additions		(126,227	)		(100,893	)		(266,005	)		(260,974	)
Other		2,823			3,307			(18,699	)		14,775

Net cash used in investing activities		(123,404	)		(97,586	)		(284,704	)		(246,199	)

CASH FLOW FROM FINANCING ACTIVITIES:
Issuance of common stock, net		18,347			9,245			30,392			17,265
Dividends paid		(14,176	)		(13,759	)		(28,102	)		(27,346	)
Issuance of subordinated debentures, net		--			--			96,312			--
Issuance of long-term debt, net