PINNACLE WEST CAPITAL CORP — Director's Dealing 2011

Feb 23, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PINNACLE WEST CAPITAL CORP (PNW)
CIK: 0000764622
Period of Report: 2011-02-18

Reporting Person: Edington Randall K (EVP Nuclear and CNO, APS)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-18	Common Stock	M	1525	—	Acquired	10136	Direct
2011-02-18	Common Stock	D	1525	$41.88	Disposed	8611	Direct
2011-02-18	Common Stock	M	2000	—	Acquired	10611	Direct
2011-02-18	Common Stock	D	2000	$41.88	Disposed	8611	Direct
2011-02-18	Common Stock	M	2000	—	Acquired	10611	Direct
2011-02-18	Common Stock	D	2000	$41.88	Disposed	8611	Direct
2011-02-18	Common Stock	M	1665	—	Acquired	10276	Direct
2011-02-18	Common Stock	F	592	$41.88	Disposed	9684	Direct
2011-02-18	Common Stock	A	108	—	Acquired	9792	Direct
2011-02-18	Common Stock	F	45	$41.88	Disposed	9747	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-02-18	Restricted Stock Units	$	M	1525	Disposed		Common Stock (1525)	Direct
2011-02-18	Restricted Stock Units	$	M	2000	Disposed		Common Stock (2000)	Direct
2011-02-18	Restricted Stock Units	$	M	2000	Disposed		Common Stock (2000)	Direct
2011-02-18	Restricted Stock Units	$	M	1665	Disposed		Common Stock (1665)	Direct

Footnotes

F1: Each Restricted Stock Unit represents a contingent right to receive one share of the Company's common stock or the cash equivalent.

F2: Each Restricted Stock Unit represents a contingent right to receive common stock or 50% cash and 50% common stock.

F3: The minimum number of shares was retained by the Company solely for the purpose of meeting tax withholding requirements. The recipient retained all other shares.

F4: Represents shares of common stock received by the recipient in settlement of dividend rights payable in common stock and granted in connection with the Restricted Stock Units granted in 2010.

F5: The Restricted Stock Units award was granted in February 2007, effective in May 2007, and vests in four equal, annual installments beginning on February 20, 2008. Since February 20, 2011 was a Sunday, the Restricted Stock Units were released on February 18, 2011.

F6: The Restricted Stock Units award was granted and effective in February 2008, and vests in four equal, annual installments beginning on February 20, 2009. Since February 20, 2011 was a Sunday, the Restricted Stock Units were released February 18, 2011.

F7: The Restricted Stock Units award was granted and effective in February 2009, and vests in four equal, annual installments beginning on February 20, 2010. Since February 20, 2011 was a Sunday, the Restricted Stock Units were released on February 18, 2011.

F8: The Restricted Stock Units award was granted and effective in January 2010, and vests in four equal, annual installments beginning on February 20, 2011. Since February 20, 2011 was a Sunday, the Restricted Stock Units were released on February 18, 2011.