FORM 3
        	UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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                      	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	                      	

1. Name and Address of Reporting Person *

Denman John R.	2. Date of Event Requiring Statement (MM/DD/YYYY)
11/1/2007 
	3. Issuer Name and Ticker or Trading Symbol

PINNACLE WEST CAPITAL CORP [PNW]	
(Last)        (First)        (Middle)

400 N. 5TH STREET	4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
Senior VP, Fossil Operations /	
(Street)

PHOENIX, AZ 85004       

(City)              (State)              (Zip)	5. If Amendment, Date Original Filed (MM/DD/YYYY)

	6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person	

Table I - Non-Derivative Securities Beneficially Owned	
1.Title of Security
(Instr. 4)	2. Amount of Securities Beneficially Owned
(Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)	4. Nature of Indirect Beneficial Ownership
(Instr. 5)	
Common Stock  	25197  	D  	 	
Common Stock  	3277  	I  	by 401(k)  	

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)	
1. Title of Derivate Security
(Instr. 4)	2. Date Exercisable and Expiration Date
(MM/DD/YYYY)	3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)	6. Nature of Indirect Beneficial Ownership
(Instr. 5)	
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares				
Retention Units  	  (2)	  (2)	Common Stock  	2254  	  (1)	D  	 	
Restricted Stock Units  	  (4)	  (4)	Common Stock  	2138  	  (3)	D  	 	
Employee Stock Options (Right to Buy)  	  (5)	11/17/2008  	Common Stock  	4500  	$46.78  	D  	 	
Employee Stock Options (Right to Buy)  	  (6)	11/14/2010  	Common Stock  	9000  	$44.03  	D  	 	
Employee Stock Options (Right to Buy)  	  (7)	11/13/2011  	Common Stock  	9000  	$42.55  	D  	 	

Explanation of Responses:	
(  1) 	Each retention unit represents a right to receive cash in an amount equal to the fair market value of one share of common stock on the date the retention unit vests.	
(  2) 	The retention units vest and will be settled in three remaining annual installments on the first business day of 2008, 2009 and 2010, provided that the recipient continues to be employed by the Company or any of its subsidiaries on the date of the vesting or in the event of the receipient's death, disability or retirement.	
(  3) 	Each restricted stock unit represents a contingent right to receive one share of the Company's common stock or the cash equivalent. The recipient elected whether to receive common stock or the cash equivalent at the time the restricted stock unit was granted.	
(  4) 	The restricted stock units vest in four equal annual installments beginning on February 20, 2008.	
(  5) 	The options became exercisable one-third of the grant per year commencing on November 18, 1999.	
(  6) 	The options became exercisable one-third of the grant per year commencing on November 15, 2001.	
(  7) 	The options became exercisable one-third of the grant per year commencing on November 14, 2002.	

Reporting Owners	
Reporting Owner Name / Address	Relationships	
	Director	10% Owner	Officer	Other	
Denman John R.
400 N. 5TH STREET
PHOENIX, AZ 85004			Senior VP, Fossil Operations		

Signatures		
/s/ John R. Denman		11/8/2007	
** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.	
*	If the form is filed by more than one reporting person, see Instruction 5(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).	
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.	
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.