8-K

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): September 30, 2009

	Exact Name of Registrant as Specified in
	Charter; State of Incorporation;	IRS Employer
Commission File Number	Address and Telephone Number	Identification Number
1-8962	Pinnacle West Capital Corporation	86-0512431
	(an Arizona corporation)
	400 North Fifth Street, P.O. Box 53999
	Phoenix, AZ 85072-3999
	(602) 250-1000
1-4473	Arizona Public Service Company	86-0011170
	(an Arizona corporation)
	400 North Fifth Street, P.O. Box 53999
	Phoenix, AZ 85072-3999
	(602) 250-1000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

This combined Form 8-K is separately filed by Pinnacle West Capital Corporation and Arizona Public Service Company. Each registrant is filing on its own behalf all of the information contained in this Form 8-K that relates to such registrant and, where required, its subsidiaries. Except as stated in the preceding sentence, neither registrant is filing any information that does not relate to such registrant, and therefore makes no representation as to any such information.

Item 2.02. Results of Operations and Financial Condition

On October 29, 2009, Pinnacle West Capital Corporation (the “Company”) issued a press release regarding its financial results for the fiscal quarter ended September 30, 2009 and its earnings outlook for 2009 and 2010. A copy of the press release is attached hereto as Exhibit 99.1.

The information referenced in Item 7.01 below contains Company operating results for the fiscal quarter ended September 30, 2009. This information is attached hereto as Exhibits 99.2 and 99.3.

Item 7.01. Regulation FD Disclosure

The Company is providing a quarterly consolidated statistical summary, a copy of the slide presentation made in connection with the quarterly earnings conference call on October 29, 2009, and key factors and assumptions affecting consolidated earnings outlook for 2009 to help interested parties better understand its business (see Exhibits 99.2, 99.3 and 99.4). This information is concurrently being posted to the Company’s website at www.pinnaclewest.com, which also contains a glossary of relevant terms.

2

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

Exhibit
No.		Registrant(s)	Description
	99.1	Pinnacle West APS	Earnings News Release issued on October 29, 2009.
	99.2	Pinnacle West APS	Pinnacle West Capital Corporation quarterly consolidated statistical summary for the three-month and nine-month periods ended September 30, 2009 and 2008.
	99.3	Pinnacle West APS	Pinnacle West Capital Corporation Third Quarter 2009 slide presentation accompanying October 29, 2009 conference call.
	99.4	Pinnacle West APS	2009 Earnings Outlook Key Factors and Assumptions

3

SIGNATURES

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

	PINNACLE WEST CAPITAL CORPORATION (Registrant)
Dated: October 29, 2009	By:	/s/ James R. Hatfield
		James R. Hatfield
		Senior Vice President, Chief Financial Officer and Treasurer
	ARIZONA PUBLIC SERVICE COMPANY (Registrant)
Dated: October 29, 2009	By:	/s/ James R. Hatfield
		James R. Hatfield
		Senior Vice President, Chief Financial Officer and Treasurer

4

Exhibit Index

Exhibit
No.		Registrant(s)	Description
	99.1	Pinnacle West APS	Earnings News Release issued on October 29, 2009.
	99.2	Pinnacle West APS	Pinnacle West Capital Corporation quarterly consolidated statistical summary for the three-month and nine-month periods ended September 30, 2009 and 2008.
	99.3	Pinnacle West APS	Pinnacle West Capital Corporation Third Quarter 2009 slide presentation accompanying October 29, 2009 conference call.
	99.4	Pinnacle West APS	2009 Earnings Outlook Key Factors and Assumptions

5

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE		October 29, 2009
Media Contact:	Alan Bunnell, (602) 250-3376	Page 1 of 5
Analyst Contact:	Rebecca Hickman, (602) 250-5668
Web site:	www.pinnaclewest.com

PINNACLE WEST REPORTS IMPROVED THIRD-QUARTER RESULTS

• Quarterly on-going earnings improve

• Company remains focused on regulatory settlement for benefit of customers and other stakeholders

PHOENIX — Pinnacle West Capital Corp. (NYSE: PNW) today reported consolidated net income attributable to common shareholders of $186.7 million, or $1.84 per diluted share of common stock, for the quarter ended September 30, 2009. This result compares with $151.6 million, or $1.50 per diluted share, for the same period in 2008.

The Company’s on-going consolidated earnings in the 2009 third quarter were $199.1 million, or $1.96 per share, compared with $161.1million, or $1.59 per share, in the comparable 2008 quarter. On-going earnings for both quarters exclude results for the Company’s real estate segment, which is being restructured through the sale of a substantial majority of its properties. A reconciliation of our reported earnings to on-going earnings is provided at the end of this release.

The 2009 third-quarter on-going results were positively impacted by the following factors:

• Improved mark-to-market valuations of fuel contracts as a result of favorable changes in commodity market prices contributed $0.22 per share to the quarterly earnings comparison.

• Higher revenues resulting from retail rate increases implemented in 2009 improved earnings by $0.17 per share. Of this amount, $0.13 is related to interim retail rates implemented in January. The balance is attributable to a retail transmission rate increase implemented in early August.

• Operations and maintenance expenses were lower by $0.08 per share, primarily due to cost savings and efficiency efforts.

• Warmer weather — which included the hottest month ever recorded in Arizona — improved the Company’s earnings by $0.05 per share. The average temperature for July was 98.4 degrees, which includes the morning lows and afternoon highs. The previous record was 97.6 degrees, set in July 2003. Further, in the 2009 third quarter, there were 2,721 cooling degree-days (a proxy for the effects of weather) — 5.2 percent more than normal and 7.4 percent more than the year-ago quarter.

PINNACLE WEST 2009 THIRD QUARTER RESULTS October 29, 2009
Page 2 of 5

These positive factors were offset in part by the following items:

• Costs related to various infrastructure additions and upgrades to APS’ distribution and transmission facilities, as well as existing fossil and nuclear generating plants, decreased earnings by $0.14 a share. The cost increases included interest expense, net of capitalized financing costs, of $0.09 per share; property taxes of $0.03 a share; and depreciation and amortization expenses of $0.02 per share.

•

A net decrease in kilowatt-hour sales, excluding the effects of weather, reduced earnings by $0.04 per share. The decrease was primarily related to reduced consumption by commercial and industrial customers as a result of the current economic slowdown and the Company’s energy efficiency programs. Total retail electricity sales, on a weather-normalized basis, decreased 1.3 percent in the third quarter of 2009 compared to the 2008 period. Excluding the effects of weather, the average APS business customer used 2.5 percent less electricity during the period than the same period a year ago, while the average residential customer consumed about 1.4 percent less.

The net decrease in kilowatt-hour sales, however, was offset partially by customer growth in both the residential and business customer sectors. The average number of residential and business electric customers increased by 0.5 percent and 0.8 percent, respectively, in the 2009 third quarter compared with the year-earlier quarter.

Looking forward, the Company expects customer growth to average about 1 percent annually through 2011. Additionally, weather-normalized sales are expected to remain relatively flat through 2011 on a year-over-year comparison, due to the effects of APS’ energy efficiency programs, and cyclical business conditions related to Arizona’s housing market and the national economy.

“I am pleased with the third-quarter results from an operational perspective,” said Pinnacle West Chairman Don Brandt. “In these challenging economic times, we remain keenly focused on controlling costs to help keep customer rates as low as possible, while providing clean, reliable and cost-effective electricity to power the State’s energy needs.

“Additionally, we and our customers benefited from strong performance at the Palo Verde Nuclear Generating Station, which operated at full capacity throughout the quarter and generated its highest-ever summer production of about 11.5 million megawatt-hours of electricity.”

PINNACLE WEST 2009 THIRD QUARTER RESULTS October 29, 2009
Page 3 of 5

Brandt added that Arizona Public Service Co. (APS) continues to develop programs that ensure clean energy sources and help customers use electricity more efficiently. “The ability to carry these programs forward and pay for them depends on positive outcomes in our proposed retail regulatory settlement,” he said. “If approved as proposed, the settlement will increase our electricity prices by less than 1 percent over current rates for an average residential customer, and will provide significant benefits to customers, shareholders and other stakeholders, alike.” The net price increase would reflect an early reset under the power supply adjustment mechanism, decreasing rates for fuel and purchased power.

For the third quarter of 2009, APS reported net income of $197.1 million, compared with net income of $159.8 million for the same period a year ago.

Real Estate Segment
Pinnacle West’s real estate segment reported a net loss of $12.4 million for the third quarter of 2009, compared with a net loss of $6.0 million in the prior-year period. The loss was related to additional real estate impairment charges totaling $22.6 million in the 2009 period, partially offset by the sale of certain real estate assets. The Company’s real estate subsidiary, SunCor Development Co., continues to pursue the sale of its remaining assets.

2009 and 2010 On-going Earnings Outlooks Unchanged
The Company continues to estimate its on-going consolidated earnings for 2009 will be within a reasonable range around $2.30 per share, excluding the results of its real estate segment.

For 2010, the Company continues to estimate its on-going consolidated earnings will be within a reasonable range around $3.00 per share, excluding the impacts of its real estate segment.

The Company’s earnings forecasts are subject to numerous risks, including those described under “Forward-Looking Statements” below and under “Risk Factors” in Part I, Item 1A of our Annual Report on Form 10-K for the fiscal year ended December 31, 2008.

Conference Call and Web Cast
Pinnacle West invites interested parties to listen to the live web cast of management’s conference call to discuss the Company’s 2009 third-quarter earnings and recent developments at 12 noon (ET) today, October 29. The web cast can be accessed at www.pinnaclewest.com/presentations and will be available for replay on the web site for 30 days. To access the live conference call by telephone, dial (877) 356-3961 and enter Conference ID 16246283. A replay of the call also will be available until 11:55 p.m. (ET), Friday, November 6, 2009, by calling (800) 642-1687 in the U.S. and Canada or (706) 645-9291 internationally and entering the same Conference ID number as above.

PINNACLE WEST 2009 THIRD QUARTER RESULTS October 29, 2009
Page 4 of 5

General Information
Pinnacle West is a Phoenix-based company with consolidated assets of about $11.8 billion. Through its subsidiaries, the Company generates, sells and delivers electricity and sells energy-related products and services to retail and wholesale customers in the western United States.

Dollar amounts in this news release are after income taxes. Earnings per share amounts are based on average diluted common shares outstanding. For more information on Pinnacle West’s operating statistics and earnings, please visit www.pinnaclewest.com/investors.

PINNACLE WEST CAPITAL CORPORATION
ARIZONA PUBLIC SERVICE COMPANY

NON-GAAP FINANCIAL MEASURE RECONCILIATION
NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS
(GAAP MEASURE) TO ON-GOING EARNINGS (NON-GAAP FINANCIAL MEASURE)

	Three Months Ended				Three Months Ended
	September 30, 2009				September 30, 2008
	$ in		Diluted		$ in		Diluted
	Millions		EPS		Millions		EPS
PINNACLE WEST CAPITAL CORPORATION
Net Income attributable to common shareholders	$	186.7	$	1.84	$	151.6	$	1.50
Adjustments:
Real estate segment		12.4		0.12		6.0		0.06
Severance costs		—		—		3.5		0.03
On-going Earnings	$	199.1	$	1.96	$	161.1	$	1.59
ARIZONA PUBLIC SERVICE COMPANY
Net Income	$	197.1			$	159.8
Adjustment:
Severance costs		—				3.5
On-going Earnings	$	197.1			$	163.3

NON-GAAP FINANCIAL INFORMATION

In this press release, we refer to “on-going earnings.” On-going earnings is a “non-GAAP financial measure,” as defined in accordance with SEC rules. We believe on-going earnings provide investors with a useful indicator of our results that is comparable among periods because it excludes the effects of unusual items that may occur on an irregular basis. Investors should note that these non-GAAP financial measures involve judgments by management, including whether an item is classified as an unusual item. We use on-going earnings, or similar concepts, to measure our performance internally in reports for management.

PINNACLE WEST 2009 THIRD QUARTER RESULTS October 29, 2009
Page 5 of 5

FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements regarding our 2009 and 2010 earnings outlook, and neither Pinnacle West nor APS assumes any obligation to update these statements, even if our internal estimates change, unless otherwise required by applicable securities laws. These forward-looking statements are often identified by words such as “estimate,” “predict,” “may,” “believe,” “plan,” “expect,” “require,” “intend,” “assume” and similar words. Because actual results may differ materially from expectations, we caution readers not to place undue reliance on these statements. A number of factors could cause future results to differ materially from historical results, or from outcomes currently expected or sought by Pinnacle West or APS. In addition to the Risk Factors described in Item 1A of the Pinnacle West/APS Annual Report on Form 10-K for the fiscal year ended December 31, 2008, these factors include, but are not limited to:

• regulatory and judicial decisions, developments and proceedings, including the outcome and timing of APS’ pending retail rate case;

• our ability to achieve timely and adequate rate recovery of our costs;

• our ability to reduce capital expenditures and other costs while maintaining reliability and customer service levels;

• variations in demand for electricity, including those due to weather, the general economy, customer and sales growth (or decline), and the effects of energy conservation measures;

• power plant performance and outages;

• volatile fuel and purchased power costs;

• fuel and water supply availability;

• new federal legislation or regulation relating to greenhouse gas emissions, renewable energy mandates and energy efficiency standards;

• our ability to meet renewable energy requirements and recover related costs;

• risks inherent in the operation of nuclear facilities, including spent fuel disposal uncertainty;

• competition in retail and wholesale power markets;

• the duration and severity of the economic decline in Arizona and current credit, financial and real estate market conditions;

• the cost of debt and equity capital and the ability to access capital markets when required;

• restrictions on dividends or other burdensome provisions in our credit agreements and ACC orders;

• our ability, or the ability of our subsidiaries, to meet debt service obligations;

• changes to our credit ratings;

• the investment performance of the assets of our nuclear decommissioning trust, pension, and other postretirement benefit plans and the resulting impact on future funding requirements;

• liquidity of wholesale power markets and the use of derivative contracts in our business;

• potential shortfalls in insurance coverage;

• new accounting requirements or new interpretations of existing requirements;

• transmission and distribution system conditions and operating costs;

• the ability to meet the anticipated future need for additional baseload generation and associated transmission facilities in our region;

• the ability of our counterparties and power plant participants to meet contractual or other obligations;

• technological developments in the electric industry; and

• economic and other conditions affecting the real estate and credit markets in SunCor Development Company’s market areas, which include Arizona, Idaho, New Mexico and Utah.

# # #

PINNACLE WEST CAPITAL CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(unaudited)
(dollars and shares in thousands, except per share amounts)

	THREE MONTHS ENDED						NINE MONTHS ENDED
	SEPTEMBER 30,						SEPTEMBER 30,
	2009			2008			2009			2008
Operating Revenues
Regulated electricity segment	$	1,083,750		$	1,040,348		$	2,498,838		$	2,492,627
Real estate segment		48,474			16,152			80,333			62,165
Marketing and trading		—			4,663			—			57,623
Other revenues		10,853			8,925			30,084			26,824
Total		1,143,077			1,070,088			2,609,255			2,639,239
Operating Expenses
Regulated electricity segment fuel and purchased power		381,543			419,979			920,630			1,016,918
Real estate segment operations		26,863			26,129			76,893			83,822
Real estate impairment charge		36,993			—			247,509			—
Marketing and trading fuel and purchased power		—			1,456			—			44,129
Operations and maintenance		208,769			211,332			642,545			598,055
Depreciation and amortization		102,273			98,556			302,255			291,915
Taxes other than income taxes		34,111			28,423			101,126			94,826
Other expenses		8,014			8,321			22,214			21,081
Total		798,566			794,196			2,313,172			2,150,746
Operating Income		344,511			275,892			296,083			488,493
Other
Allowance for equity funds used during construction		2,197			4,673			11,919			16,211
Other income		4,488			1,786			4,452			9,489
Other expense		(1,934	)		(7,102	)		(8,887	)		(22,053	)
Total		4,751			(643	)		7,484			3,647
Interest Expense
Interest charges		60,244			51,165			174,985			157,371
Capitalized interest		(1,423	)		(3,976	)		(8,568	)		(14,593	)
Total		58,821			47,189			166,417			142,778
Income From Continuing Operations Before Income Taxes		290,441			228,060			137,150			349,362
Income Taxes		103,061			76,592			45,307			91,154
Income From Continuing Operations		187,380			151,468			91,843			258,208
Income (Loss) From Discontinued Operations
Net of Income Taxes		(1,310	)		118			(8,298	)		22,767
Net Income		186,070			151,586			83,545			280,975
Less: Net income (loss) attributable to noncontrolling interests		(582	)		—			(14,944	)		—
Net Income Attributable To Common Shareholders	$	186,652		$	151,586		$	98,489		$	280,975
Weighted-Average Common Shares Outstanding — Basic		101,223			100,750			101,107			100,642
Weighted-Average Common Shares Outstanding — Diluted		101,385			101,018			101,184			100,911
Earnings Per Weighted-Average Common Share Outstanding
Income from continuing operations attributable to common shareholders — basic	$	1.86		$	1.50		$	1.06		$	2.57
Net income attributable to common shareholders — basic	$	1.84		$	1.50		$	0.97		$	2.79
Income from continuing operations attributable to common shareholders — diluted	$	1.85		$	1.50		$	1.06		$	2.56
Net income attributable to common shareholders — diluted	$	1.84		$	1.50		$	0.97		$	2.78
Amounts Attributable To Common Shareholders
Income from continuing operations, net of tax	$	187,962		$	151,468		$	106,787		$	258,208
Discontinued operations, net of tax		(1,310	)		118			(8,298	)		22,767
Net income attributable to common shareholders	$	186,652		$	151,586		$	98,489		$	280,975

EX-99.2

Exhibit 99.2

Last Updated 10/29/2009

Pinnacle West Capital Corporation

Quarterly Consolidated Statistical Summary
Periods Ended September 30, 2009 and 2008

		3 Months Ended September									9 Months Ended September
Line		2009			2008			Incr (Decr)			2009			2008			Incr (Decr)
	EARNINGS CONTRIBUTION BY SUBSIDIARY ($ Millions)
1	Arizona Public Service	$	197		$	160		$	37		$	260		$	279		$	(19	)
2	APS Energy Services		—			—			—			(1	)		—			(1	)
3	SunCor		(19	)		(7	)		(12	)		(255	)		(17	)		(238	)
4	El Dorado		—			(1	)		1			(6	)		(7	)		1
5	Parent Company		9			—			9			94			3			91
6	Income From Continuing Operations		187			152			35			92			258			(166	)
	Income (Loss) From Discontinued Operations — Net of Tax
7	SunCor		(2	)		1			(3	)		(14	)		25			(39	)
8	Other		1			(1	)		2			5			(2	)		7
9	Total		(1	)		—			(1	)		(9	)		23			(32	)
10	Net Income		186			152			34			83			281			(198	)
11	Less: Net Income (Loss) Attributable to Noncontrolling Interests		(1	)		—			(1	)		(15	)		—			(15	)
12	Net Income Attributable to Common Shareholders	$	187		$	152		$	35		$	98		$	281		$	(183	)
	EARNINGS PER SHARE BY SUBSIDIARY — DILUTED
13	Arizona Public Service	$	1.94		$	1.58		$	0.36		$	2.57		$	2.76		$	(0.19	)
14	APS Energy Services		—			—			—			(0.01	)		0.01			(0.02	)
15	SunCor		(0.19	)		(0.07	)		(0.12	)		(2.52	)		(0.16	)		(2.36	)
16	El Dorado		—			(0.01	)		0.01			(0.06	)		(0.08	)		0.02
17	Parent Company		0.09						0.09			0.93			0.03			0.90
18	Income From Continuing Operations		1.84			1.50			0.34			0.91			2.56			(1.65	)
	Income (Loss) From Discontinued Operations — Net of Tax
19	SunCor		(0.02	)		0.01			(0.03	)		(0.14	)		0.24			(0.38	)
20	Other		0.01			(0.01	)		0.02			0.05			(0.02	)		0.07
21	Total		(0.01	)		—			(0.01	)		(0.09	)		0.22			(0.31	)
22	Net Income		1.83			1.50			0.33			0.82			2.78			(1.96	)
23	Less: Net Income (Loss) Attributable to Noncontrolling Interests		(0.01	)		—			(0.01	)		(0.15	)		—			(0.15	)
24	Net Income Attributable to Common Shareholders	$	1.84		$	1.50		$	0.34		$	0.97		$	2.78		$	(1.81	)
25	BOOK VALUE PER SHARE	$	33.54		$	35.84		$	(2.30	)	$	33.54		$	35.84		$	(2.30	)
	COMMON SHARES OUTSTANDING (Thousands)
26	Average — Diluted		101,385			101,018			367			101,184			100,911			273
27	End of Period		101,275			100,799			476			101,275			100,799			476

See Glossary of Terms.

Page 1 of 4

Last Updated 10/29/2009

Pinnacle West Capital Corporation

Quarterly Consolidated Statistical Summary
Periods Ended September 30, 2009 and 2008

		3 Months Ended September									9 Months Ended September
Line		2009			2008			Incr (Decr)			2009			2008			Incr (Decr)
	ELECTRIC OPERATING REVENUES (Dollars in Millions)
	REGULATED ELECTRICITY SEGMENT
	Retail
28	Residential	$	588		$	555		$	33		$	1,220		$	1,191		$	29
29	Business		446			427			19			1,134			1,123			11
30	Total retail		1,034			982			52			2,354			2,314			40
	Wholesale revenue on delivered electricity
31	Traditional contracts		21			23			(2	)		49			58			(9	)
32	Off-system sales		8			14			(6	)		42			68			(26	)
33	Transmission for others		10			11			(1	)		26			25			1
34	Other miscellaneous services		11			10			1			28			28			—
35	Total regulated operating electricity revenues		1,084			1,040			44			2,499			2,493			6
	MARKETING AND TRADING
36	Electricity and other commodity sales		—			5			(5	)		—			57			(57	)
37	Total operating electric revenues	$	1,084		$	1,045		$	39		$	2,499		$	2,550		$	(51	)
	ELECTRIC SALES (GWH)
	REGULATED ELECTRICITY SEGMENT
	Retail sales
38	Residential		4,948			4,876			72			10,627			10,762			(135	)
39	Business		4,373			4,447			(74	)		11,476			11,775			(299	)
40	Total retail		9,321			9,323			(2	)		22,103			22,537			(434	)
	Wholesale electricity delivered
41	Traditional contracts		295			335			(40	)		691			876			(185	)
42	Off-system sales		374			525			(151	)		1,792			1,551			241
43	Retail load hedge management		541			486			55			917			807			110
44	Total regulated electricity		10,531			10,669			(138	)		25,503			25,771			(268	)
	MARKETING AND TRADING
45	Wholesale sales of electricity		—			320			(320	)		—			2,134			(2,134	)
46	Total electric sales		10,531			10,989			(458	)		25,503			27,905			(2,402	)
	POWER SUPPLY ADJUSTOR (“PSA”) — REGULATED ELECTRICITY SEGMENT (Dollars in Millions)
47	Deferred fuel and purchased power regulatory asset — beginning balance	$	(71	)	$	23		$	(94	)	$	8		$	111		$	(103	)
48	Deferred fuel and purchased power costs — current period		60			79			(19	)		47			103			(56	)
49	Interest on deferred fuel		—			—			—			—			2			(2	)
50	Amounts recovered through revenues		(49	)		(44	)		(5	)		(115	)		(158	)		43
51	Deferred fuel and purchased power regulatory asset — ending balance	$	(60	)	$	58		$	(118	)	$	(60	)	$	58		$	(118	)

See Glossary of Terms.

Page 2 of 4

Last Updated 10/29/2009

Pinnacle West Capital Corporation

Quarterly Consolidated Statistical Summary
Periods Ended September 30, 2009 and 2008

		3 Months Ended September									9 Months Ended September
Line		2009			2008			Incr (Decr)			2009			2008			Incr (Decr)
	AVERAGE ELECTRIC CUSTOMERS
	Retail customers
52	Residential		978,657			973,455			5,202			983,027			977,169			5,858
53	Business		125,291			124,329			962			125,216			123,655			1,561
54	Total		1,103,948			1,097,784			6,164			1,108,243			1,100,824			7,419
55	Wholesale customers		46			51			(5	)		47			52			(5	)
56	Total customers		1,103,994			1,097,835			6,159			1,108,290			1,100,876			7,414
57	Customer growth (% over prior year)		0.6	%		1.2	%		(0.6	)%		0.7	%		1.6	%		(0.9	)%
	RETAIL SALES (GWH) — WEATHER NORMALIZED
58	Residential		4,852			4,893			(41	)		10,660			10,834			(174	)
59	Business		4,369			4,448			(79	)		11,473			11,782			(309	)
60	Total		9,221			9,341			(120	)		22,133			22,616			(483	)
	RETAIL USAGE (KWh/Average Customer)
61	Residential		5,056			5,009			47			10,810			11,013			(203	)
62	Business		34,905			35,768			(863	)		91,642			95,225			(3,583	)
	RETAIL USAGE — WEATHER NORMALIZED (KWh/Average Customer)
63	Residential		4,958			5,027			(69	)		10,844			11,087			(243	)
64	Business		34,870			35,777			(907	)		91,622			95,279			(3,657	)
	ELECTRICITY DEMAND (MW)
65	Native load peak demand		7,218			7,026			192			7,218			7,026			192
	WEATHER INDICATORS
	Actual
66	Cooling degree-days		2,721			2,533			188			4,408			4,178			230
67	Heating degree-days		—			—			—			407			583			(176	)
68	Average humidity		25	%		33	%		(8	)%		26	%		30	%		(4	)%
	10-Year Averages
69	Cooling degree-days		2,586			2,544			42			4,207			4,194			13
70	Heating degree-days		—			—			—			596			545			51
71	Average humidity		30	%		32	%		(2	)%		31	%		32	%		(2	)%

See Glossary of Terms.

Page 3 of 4

Last Updated 10/29/2009

Pinnacle West Capital Corporation

Quarterly Consolidated Statistical Summary
Periods Ended September 30, 2009 and 2008

		3 Months Ended September									9 Months Ended September
Line		2009			2008			Incr (Decr)			2009			2008			Incr (Decr)
	ENERGY SOURCES (GWH)
	Generation production
72	Nuclear		2,544			2,455			89			7,050			6,626			424
73	Coal		3,388			3,611			(223	)		9,195			9,744			(549	)
74	Gas, oil and other		2,284			2,358			(74	)		4,595			5,022			(427	)
75	Total generation production		8,216			8,424			(208	)		20,840			21,392			(552	)
	Purchased power
76	Firm load		2,230			2,047			183			4,628			4,390			238
77	Marketing and trading		753			1,217			(464	)		1,738			3,919			(2,181	)
78	Total purchased power		2,983			3,264			(281	)		6,366			8,309			(1,943	)
79	Total energy sources		11,199			11,688			(489	)		27,206			29,701			(2,495	)
	POWER PLANT PERFORMANCE
	Capacity Factors
80	Nuclear		101	%		97	%		4	%		94	%		88	%		6	%
81	Coal		88	%		94	%		(6	)%		81	%		85	%		(4	)%
82	Gas, oil and other		31	%		32	%		(1	)%		21	%		23	%		(2	)%
83	System average		59	%		61	%		(2	)%		51	%		52	%		(1	)%
	ECONOMIC INDICATORS
	Building Permits — Metro Phoenix (a)(c)
84	Single-family		1,407			1,976			(569	)		4,221			8,699			(4,478	)
85	Multi-family		27			1,441			(1,414	)		930			5,592			(4,662	)
86	Total		1,434			3,417			(1,983	)		5,151			14,291			(9,140	)
	Arizona Job Growth (b)(c)
87	Payroll job growth (% over prior year)		(7.5	)%		(2.1	)%		(5.4	)%		(6.9	)%		(0.9	)%		(6.0	)%
88	Unemployment rate (%, seasonally adjusted)		9.2	%		5.8	%		3.4	%		8.1	%		5.1	%		3.0	%

Sources:
(a)	Arizona Real Estate Center, Arizona State University W.P. Carey College of Business
(b)	Arizona Department of Economic Security
(c)	Economic indicators reflect periods ended August 31, 2009 and August 31, 2008

See Glossary of Terms.

Page 4 of 4 

EX-99.3

Exhibit 99.3

3rd Quarter 2009 Results

Forward-Looking Statements This presentation contains forward-looking statements based on current expectations, and neither Pinnacle West Capital Corporation ("Pinnacle West") nor Arizona Public Service Company ("APS") assumes any obligation to update these statements, even if our internal estimates change, unless otherwise required by applicable securities laws. These forward-looking statements are often identified by words such as "estimate," "predict," "may," "believe," "plan," "expect," "require," "intend," "assume" and similar words. Because actual results may differ materially from expectations, we caution readers not to place undue reliance on these statements. A number of factors could cause future results to differ materially from historical results, or from outcomes currently expected or sought by Pinnacle West or APS. In addition to the Risk Factors described in Item 1A of the Pinnacle West/APS Annual Report on Form 10-K for the fiscal year ended December 31, 2008, these factors include, but are not limited to: regulatory and judicial decisions, developments and proceedings, including the outcome and timing of APS' pending retail rate case; our ability to achieve timely and adequate rate recovery of our costs; our ability to reduce capital expenditures and other costs while maintaining reliability and customer service levels; variations in demand for electricity, including those due to weather, the general economy, customer and sales growth (or decline), and the effects of energy conservation measures; power plant performance and outages; volatile fuel and purchased power costs; fuel and water supply availability; new federal legislation or regulation relating to greenhouse gas emissions, renewable energy mandates and energy efficiency standards; our ability to meet renewable energy requirements and recover related costs; risks inherent in the operation of nuclear facilities, including spent fuel disposal uncertainty; competition in retail and wholesale power markets; the duration and severity of the economic decline in Arizona and current credit, financial and real estate market conditions; the cost of debt and equity capital and the ability to access capital markets when required; restrictions on dividends or other burdensome provisions in our credit agreements and Arizona Corporation Commission orders; our ability, or the ability of our subsidiaries, to meet debt service obligations; changes to our credit ratings; the investment performance of the assets of our nuclear decommissioning trust, pension, and other postretirement benefit plans and the resulting impact on future funding requirements; liquidity of wholesale power markets and the use of derivative contracts in our business; potential shortfalls in insurance coverage; new accounting requirements or new interpretations of existing requirements; transmission and distribution system conditions and operating costs; the ability to meet the anticipated future need for additional baseload generation and associated transmission facilities in our region; the ability of our counterparties and power plant participants to meet contractual or other obligations; technological developments in the electric industry; and economic and other conditions affecting the real estate and credit markets in SunCor Development Company's market areas, which include Arizona, Idaho, New Mexico and Utah.

In this presentation, we present "regulated electricity segment gross margin" per diluted share of common stock. Regulated electricity segment gross margin refers to regulated electricity segment revenues less regulated electricity segment fuel and purchased power expenses. Regulated electricity segment gross margin is a "non-GAAP financial measure," as defined in accordance with SEC rules. Slide 19 reconciles this non-GAAP financial measure to the referenced revenue and expense line items on our Condensed Consolidated Statements of Income, which are the most directly comparable financial measures calculated and presented in accordance with GAAP. We view regulated electricity segment gross margin as an important performance measure of the core profitability of our operations. We refer to "on-going earnings" in this presentation, which is also a non-GAAP financial measure. We believe on-going earnings provide investors with a useful indicator of our results that is comparable among periods because it excludes the effects of unusual items that may occur on an irregular basis. Slide 5 provides a reconciliation of on-going earnings to our reported earnings. Investors should note that these non-GAAP financial measures may involve judgments by management, including whether an item is classified as an unusual item. These measures are key components of our internal financial reporting and are used by our management in analyzing the operations of our business. We believe that investors benefit from having access to the same financial measures that management uses. Non-GAAP Financial Measures

CFO Agenda 3rd Quarter Results Arizona Economic Outlook Earnings Guidance Liquidity and Financing

Non-GAAP EPS Reconciliation 3rd Quarter 2009 vs. 3rd Quarter 2008 EPS per diluted share as reported $ 1.84 $ 1.50 $ 0.34 Adjustments: Real estate segment 0.12 0.06 0.06 Severance costs - 0.03 (0.03) On-going earnings per share $ 1.96 $ 1.59 $ 0.37 3rd Qtr 2009 Change 3rd Qtr 2008

3rd Quarter 2008 Regulated gross margin O&M Other items, net infrastructure 3rd Quarter 2009 1.59 1.59 1.98 2.06 1.96 1.96 0.39 0.08 0.04 0.14 3rd Qtr. 2008 3rd Qtr. 2009 Regulated electricity gross margin* O&M* Infrastructure- related costs $1.59 $0.39 $0.08 $(0.14) $1.96 On-going earnings increased $0.37 per share. Summary of On-Going EPS Variances 3rd Quarter 2009 vs. 3rd Quarter 2008 * Excluding renewable energy and demand-side management revenue increases and offsetting O&M increases, respectively. See non-GAAP reconciliation for regulated electricity gross margin in the Appendix. Other items, net $0.04

Regulated Electricity Gross Margin Drivers* 3rd Quarter 2009 vs. 3rd Quarter 2008 Interim rates Transmission Rates weather customer usage MTM Other items, net 0.13 0.04 0.05 -0.04 0.22 -0.01 Transmission rate increase Lower kWh sales Weather effects Higher hedge mark-to-market Regulated electricity gross margin variances increased earnings $0.39 per share. Interim retail rate increase Other items, net * Excluding renewable energy and demand-side management revenue increases due to offsetting O&M increases. See non-GAAP reconciliation in the Appendix.

Guidance Estimates* 2009 2010 Consolidated on-going EPS $ 2.30 $ 3.00 Key Assumptions 2009 Full-year interim base rates No additional base rate increases APS - reasonable range around $2.35 per share 2010 Rate settlement as proposed effective entire year APS - reasonable range around $3.00 per share 2009 - 2010 On-Going Earnings Guidance As of October 29, 2009 * Within a reasonable range around specified amount Excluding any SunCor impact

CEO Agenda Regulatory Settlement Status Renewable Resources Operations Update SunCor Restructuring Status Looking Ahead

Appendix

Renewable Energy and Demand-Side Management Surcharges* Q1 2 Q2 2 Q3 4 Q4 3 Q1 2 Q2 7 Q3 8 Q4 7 Q1 18 Q2 23 Q3 25 * Revenues associated with these surcharges were offset by comparable amounts of O&M expense. 2007 2008 2009 Pretax $ Millions

Q1 7 Q2 -3 Q3 -1 Q4 3 Q1 14 Q2 14 Q3 -29 Q4 -9 Q1 -5 Q2 5 Q3 8 Quarterly Mark-to-Market on Hedge Contracts* Pretax $ Millions * APS 10% share under Power Supply Adjustor (PSA), net of related deferrals. 2007 2008 2009

Retail Rate and Financial Stability Plan Proposed Settlement Primary Benefits Strengthens APS' financial condition and supports common dividend Provides greater level of cost recovery and return on investment Demonstrates cooperation among APS, ACC Staff, RUCO and other intervenors Allows opportunity to help shape Arizona's energy future outside continual rate cases

Base Retail Rates - Annualized revenue increases ($ millions): Non-fuel $ 196 Net fuel-related 11 Net increase $ 207 Allowed ROE (%) 11 Equity ratio (%) 54 Rate base ($ billions) $5.6 Base fuel rate (¢ per kWh) 3.76 Effective date 1/1/2010 Line Extension Fees - 2010-2012 payments received to be recorded as revenues instead of contributions in aid of construction (CIAC) (pretax estimates): 2010 $23 million 2011 $25 million 2012 $49 million Proposed Settlement Retail Rate and Financial Stability Plan Proposed Settlement

Retail Rate and Financial Stability Plan Proposed Settlement Key Financial Provisions - Other Than Base Rates Expense Reduction Commitment $30 million average expense reduction each year in 2010 through 2014 Pension and OPEB Deferrals - 2011-2012 defer for future rate recovery differences between actual pension and OPEB costs and 2007 test year ($24 million) as follows (pretax): 2011 deferral not to exceed lower of $13.5 million or 50% of cost above 2007 level 2012 deferral not to exceed $29 million (continued)

Retail Rate and Financial Stability Plan Proposed Settlement Key Financial Provisions - Other Than Base Rates Palo Verde License Extension Extension of operating licenses to 60 years from 40 years requested December 2008 Process expected to take about two years Effective later of NRC approval, or January 1, 2012: Adjust Palo Verde depreciation rates to reflect license extension Estimated pretax annual depreciation decrease $34 million Reduce retail revenues to reflect any reduction of decommissioning trust funding obligations related to extension Rate adjustment will be earnings neutral to APS Equity Infusions APS to obtain at least $700 million of equity infusions through 2014 (continued)

Retail Rate and Financial Stability Plan Proposed Settlement Future Rate Case Process and Other Key Provisions Future rate case process Settling parties intend to process future cases within 12 months of sufficiency findings APS to file general base rate cases on or after June 1, 2011 and June 1, 2013 Base rate increase from APS' next rate case to be effective on or after July 1, 2012 Other key provisions Provides rate stability for APS customers Significantly increases energy efficiency programs Expands renewable energy requirements and programs

Retail Rate and Financial Stability Plan Proposed Settlement Expected Procedural Schedule Term sheet filed May 4, 2009 Definitive settlement agreement filed June 12, 2009 Hearing conducted August 19, 2009 - September 18, 2009 ALJ recommended order expected November 2009 Commissioner consideration expected December 2009 Rate increase to be effective January 1, 2010

Reconciliation of Regulated Electricity Segment Gross Margin Regulated electricity segment revenue* $1,084 $1,040 Regulated electricity segment fuel and purchased power expenses* 382 420 Regulated electricity segment gross margin including RES and DSM revenues** 702 620 Less: RES and DSM revenues 25 8 Regulated electricity segment gross margin excluding RES and DSM revenues $ 677 $ 612 Three Months Ended September 30, EPS Change 2009 2008 $ millions, except per share amounts $ 0.49 0.10 $ 0.39 Non-GAAP Measure Reconciliation - Regulated Electricity Segment Gross Margin * Line items from Condensed Consolidated Statements of Income ** RES, Renewable Energy Standard; DSM, Demand-Side Management

EX-99.4

Exhibit 99.4

Pinnacle West Capital Corporation

Consolidated On-Going Earnings Outlook
Year Ending December 31, 2009

Key Factors and Assumptions

Key factors and assumptions affecting the consolidated on-going earnings outlook for 2009 include the following expectations:

• Total electricity gross margin (operating revenues, net of fuel and purchased power expenses, excluding Renewable Energy Surcharge and similar rate adjustors¹) of approximately $1.865 billion to $1.885 billion assuming normal weather patterns for the remainder of the year;

• Operating expenses (operations and maintenance, excluding costs for Renewable Energy Standard and similar regulatory programs; depreciation and amortization; and taxes other than income taxes) of approximately $1.29 billion to $1.31 billion;

• Interest expense, net of capitalized interest and allowance for equity funds used during construction, of approximately $200 million to $205 million;

• Miscellaneous other items, net, of a negative $5 million to $10 million;

• An effective income tax rate of approximately 38%; and

• Exclusion of real estate segment results due to SunCor restructuring plan through which the Company plans to sell a substantial majority of the real estate assets.

Forward-Looking Statements
This document contains forward-looking statements regarding our 2009 earnings outlook, and Pinnacle West Capital Corporation assumes no obligation to update these statements, even if our internal estimates change, unless otherwise required by applicable securities laws. Please refer to the “Forward-Looking Statements” and the MD&A sections contained in our 3rd quarter 2009 Form 10-Q, as well as the “Risk Factors” section of our 2008 Form 10-K, all of which identify important factors that could cause actual results to differ materially from historical results or our current expectations.

¹ Revenues and operating costs related to Renewable Energy Standard and similar regulatory programs estimated to be $94 million.