Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
FLORES ARMANDO B
   2. Issuer Name and Ticker or Trading Symbol
PINNACLE WEST CAPITAL CORP [PNW] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
Executive V.P., APS
(Last)
(First)
(Middle)
400 N. 5TH ST.		 3. Date of Earliest Transaction (Month/Day/Year)
08/05/2005
(Street)

PHOENIX, AZ 85004		 4. If Amendment, Date Original Filed(Month/Day/Year)
08/09/2005		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/05/2005   M   5,500 A $ 39.75 19,500 (1) D  
Common Stock 08/05/2005   S(2)   5,145 D $ 45.29 14,355 D  
Common Stock 08/05/2005   M   11,500 A $ 44.03 25,855 D  
Common Stock 08/05/2005   S(2)   11,477 D $ 45.29 14,378 D  
Common Stock 08/05/2005   M   11,500 A $ 42.55 25,878 D  
Common Stock 08/05/2005   S(2)   11,133 D $ 45.29 14,745 D  
Common Stock 08/05/2005   M   13,750 A $ 38.37 28,495 D  
Common Stock 08/05/2005   S(2)   12,642 D $ 45.29 15,853 D  
Common Stock 08/05/2005   M   5,041 A $ 32.29 20,894 D  
Common Stock 08/05/2005   S(2)   4,339 D $ 45.29 16,555 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
FLORES ARMANDO B
400 N. 5TH ST.
PHOENIX, AZ 85004		       Executive V.P., APS

Signatures

 /s/ Armando B. Flores   11/22/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The original Form 4 inadvertently included 8,475 "performance shares" in the number of securities beneficially owned by Mr. Flores. This amended Form 4 is identical to the original Form 4 except for changes in Column 5 to reflect the exclusion of the performance shares.
(2) The minimum number of shares were sold solely for the purpose of meeting tax withholding and option price exercise requirements and to satisfy broker commissions. Mr. Flores retained all other shares received upon the noted option exercises.

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