Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 7, 2009, shareholders of Southwest Gas Corporation (the "Company")
approved the continuance of the Amended and Restated Management Incentive Plan
at the Company's Annual Meeting of Shareholders. The terms and conditions of the
plan, together with the incentive award opportunities for the named executive
officers, were disclosed in the 2009 Proxy Statement.
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