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): ~~August 20~~February 26, ~~2003~~2010

SOUTHWEST GAS CORPORATION SOUTHWEST GAS CAPITAL II (Exact names of registrant and co-registrant as specified in their charters)

(Exact names of registrant and co-registrant as specified in their charters)


California		Delaware
(State of incorporation or organization)		(State of incorporation or organization)

1-7850		1-31776
(Commission File Number)		(Commission File Number)

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

California		Delaware
(State of incorporation or organization)		(State of incorporation or organization)
1-7850		1-7850
(Commission File Number)		(Commission File Number)
88-0085720		Applied for
(I.R.S. Employer Identification No.)		(I.R.S. Employer Identification No.)

c/o Southwest Gas Corporation

5241 Spring Mountain Road

Las Vegas, Nevada 89150

(Address and zip code of principal executive offices)

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

~~ITEM~~Check ~~5. Other~~the appropriate ~~Events~~box ~~and~~below ~~Regulation~~if FDthe ~~Disclosure.~~Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

On¨ ~~August~~Written ~~20,~~communications ~~2003,~~pursuant ~~Southwest~~to ~~Gas~~Rule ~~Corporation~~425 ~~(the~~under ~~“Company”) and Southwest Gas Capital II (~~the ~~“Trust”) completed the pricing for an offering of the Trust’s 4,000,000 7.70% Preferred Trust~~ Securities ~~(liquidation~~Act ~~amount $25 per Preferred Trust Security)~~ (~~the~~17 ~~“Preferred~~CFR ~~Trust Securities”) with respect to the Registration Statement on Form S-3 (File Nos~~230. ~~333-106419 and 333-106419-03~~425)~~. The following exhibits are filed in connection therewith.~~

~~ITEM~~¨ ~~7. Financial~~Soliciting ~~Statements~~material ~~and~~pursuant ~~Exhibits.~~to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

1.01		Underwriting Agreement dated August 20, 2003, by and among the Company, the Trust, and the underwriters named therein.
4.09		Form of Amended and Restated Trust Agreement dated as of August 25, 2003 of the Trust.
4.13		Form of Guarantee Agreement dated as of August 25, 2003 with respect to the Preferred Trust Securities.
4.14		Form of Indenture dated as of August 25, 2003 with respect to the 7.70% Junior Subordinated Debentures of the Company.
4.16		Form of Preferred Trust Security (included in Exhibit 4.09 hereto).
4.17		Form of 7.70% Junior Subordinated Debenture (included in Exhibit 4.14 hereto).
5.01		Opinion of O’Melveny & Myers LLP with respect to the validity of the 7.70% Junior Subordinated Debentures and the Guarantee Agreement with respect to the Preferred Trust Securities.
5.02		Opinion of Richards, Layton & Finger, P.A. with respect to the validity of the Preferred Trust Securities.
8.01		Opinion of O’Melveny & Myers LLP with respect to certain tax matters for the Preferred Trust Securities.
23.02		Consent of O’Melveny & Myers (included in Exhibit 5.01).
23.03		Consent of Richards, Layton & Finger, P.A. (included in Exhibit 5.02).
23.04		Consent of O’Melveny & Myers LLP (included in Exhibit 8.01).

¨	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 1.02 Termination of a Material Definitive Agreement.

On February 26, 2010, Southwest Gas Corporation (“the Company”), as sponsor of Southwest Gas Capital II (the “Trust”), announced that the Trust will redeem all of its outstanding 7.70% Preferred Trust Securities (“Trust Preferred Securities”) on March 29, 2010 (the “Redemption Date”). This redemption is in connection with the redemption by the Company of all of its outstanding 7.70% Junior Subordinated Debentures, due 2043 to the Trust (at par value of $25 per Subordinated Debenture plus accrued interest).

Pursuant to the redemption provisions of the Amended and Restated Trust Agreement for Southwest Gas Capital II dated as of August 25, 2003 by and among Southwest Gas Corporation, as Sponsor, The Bank of New York Mellon Trust Company, N.A., as Property Trustee, and BNY Mellon Trust of Delaware, as Delaware Trustee, the Trust Preferred Securities will be redeemed at the redemption price of $25 per Trust Preferred Security plus accumulated and unpaid distributions, if any, up to but excluding the Redemption Date. A copy of the Company’s press release is attached hereto as Exhibit 99.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the ~~registrants~~registrant ~~have~~has duly caused this report to be signed on ~~their~~its behalf by the undersigned hereunto duly authorized.

SOUTHWEST GAS CORPORATION as Sponsor of the Registrant /s/ EDWARD A. JANOV Edward A. Janov Vice President/Finance SOUTHWEST GAS CAPITAL II /s/ ROBERT M. JOHNSON Robert M. Johnson, Trustee


		SOUTHWEST GAS CORPORATION

Date: February 26, 2010		/s/ ROY R. CENTRELLA
		Roy R. Centrella
		Vice President/Controller and
		Chief Accounting Officer

Date: August 22, 2003

EXHIBIT INDEX

ExhibitNo.		Description
1.01		Underwriting Agreement dated August 20, 2003, by and among the Company, the Trust, and the underwriters named therein.
99		Press Release of preferred securities redemption dated February 26, 2010.
4.09		Form of Amended and Restated Trust Agreement dated as of August 25, 2003 of the Trust.
4.13		Form of Guarantee Agreement dated as of August 25, 2003 with respect to the Preferred Trust Securities.
4.14		Form of Indenture dated as of August 25, 2003 with respect to the 7.70% Junior Subordinated Debentures of the Company.
4.16		Form of Preferred Trust Security (included in Exhibit 4.09 hereto).
4.17		Form of 7.70% Junior Subordinated Debenture (included in Exhibit 4.14 hereto).
5.01		Opinion of O’Melveny & Myers LLP with respect to the validity of the 7.70% Junior Subordinated Debentures and the Guarantee Agreement with respect to the Preferred Trust Securities.
5.02		Opinion of Richards, Layton & Finger, P.A. with respect to the validity of the Preferred Trust Securities.
8.01		Opinion of O’Melveny & Myers LLP with respect to certain tax matters for the Preferred Trust Securities.
23.02		Consent of O’Melveny & Myers (included in Exhibit 5.01).
23.03		Consent of Richards, Layton & Finger, P.A. (included in Exhibit 5.02).
23.04		Consent of O’Melveny & Myers LLP (included in Exhibit 8.01).

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