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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1. Name and Address of Reporting Person * LEVINE JAMES M   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) 08/02/2005 (Street) PHOENIX, AZ 85004 4. If Amendment, Date Original Filed(Month/Day/Year) 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 08/02/2005   M   10,000 A $ 34.66 52,292 (1) D   Common Stock 08/02/2005   S(2)   8,621 D $ 46.32 43,671 D   Common Stock 08/02/2005   M   11,500 A $ 32.29 55,171 D   Common Stock 08/02/2005   S(2)   9,628 D $ 46.32 45,543 D   Common Stock               4,284 I by 401(k)

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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

Employee Stock Option (Right to Buy)

$ 34.66

08/02/2005

M

10,000

(3)

11/16/2009

Common Stock

10,000

$ 34.66

0

D

Employee Stock Option (Right to Buy)

$ 32.29

08/02/2005

M

11,500

(4)

03/17/2013

Common Stock

11,500

$ 32.29

5,750

D

Reporting Owners

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

Signatures

/s/ James M. Levine		08/04/2005
**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)	Includes 12,675 "performance shares" reflected at the target level, granted in 2003 and 2004. These shares are subject to the achievement of specified performance levels. This direct ownership amount also clarifies calculations of prior "performance share" holdings.
(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. Levine retained all other shares received upon the noted option exercises.
(3)	Option became exercisable 1/3 of the grant per year commencing on 11/17/2000.
(4)	Option became exercisable 1/3 of the grant per year commencing on 03/18/2004.

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