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 *
BEMENT ROBERT S
   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)
SVP, Site Ops PVNGS, APS
(Last)
(First)
(Middle)
400 NORTH FIFTH STREET, MS 8602		 3. Date of Earliest Transaction (Month/Day/Year)
02/20/2014
(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 02/20/2014   M   666 A $ 0 (1) 666 D  
Common Stock 02/20/2014   F(2)   291 D $ 55.1 375 D  
Common Stock 02/20/2014   M   675 A $ 0 (1) 1,050 D  
Common Stock 02/20/2014   F(2)   295 D $ 55.1 755 D  
Common Stock 02/20/2014   M   356 A $ 0 (1) 1,111 D  
Common Stock 02/20/2014   D   356 D $ 55.1 755 D  
Common Stock 02/20/2014   M   356 A $ 0 (1) 1,111 D  
Common Stock 02/20/2014   F(2)   156 D $ 55.1 955 D  
Common Stock 02/20/2014   M   307 A $ 0 (1) 1,262 D  
Common Stock 02/20/2014   D   307 D $ 55.1 955 D  
Common Stock 02/20/2014   M   307 A $ 0 (1) 1,262 D  
Common Stock 02/20/2014   F(2)   135 D $ 55.1 1,127 D  
Common Stock 02/20/2014   A   248 A $ 0 (3) 1,375 D  
Common Stock 02/20/2014   F(2)   110 D $ 55.1 1,265 D  
Common Stock 02/20/2014   G(4)   1,265 D $ 0 0 I by trust
Common Stock 02/20/2014   G(4)   1,265 A $ 0 8,866 I by trust

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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
Restricted Stock Units (1) 02/20/2014   M     666   (5)   (5) Common Stock 666 (1) 0 D  
Restricted Stock Units (1) 02/20/2014   M     675   (6)   (6) Common Stock 675 (1) 675 D  
Restricted Stock Units (1) 02/20/2014   M     712   (7)   (7) Common Stock 712 (1) 1,424 D  
Restricted Stock Units (1) 02/20/2014   M     614   (8)   (8) Common Stock 614 (1) 1,842 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
BEMENT ROBERT S
400 NORTH FIFTH STREET
MS 8602
PHOENIX, AZ 85004		       SVP, Site Ops PVNGS, APS

Signatures

 /s/ Diane Wood, Attorney-in-Fact   02/24/2014
**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) Each Restricted Stock Unit represents a contingent right to receive the economic equivalent of one share of the Company's common stock. The Restricted Stock Units will be settled, at the reporting person's election, in shares of common stock or 50% in common stock and 50% in cash.
(2) Shares retained by the Company for the purpose of meeting tax withholding requirements. The recipient retained all other shares.
(3) Represents shares of common stock received by the individual in settlement of dividend rights granted in connection with the 2010, 2011, 2012 and 2013 Restricted Stock Unit grants.
(4) The reporting person gifted the shares received on February 20, 2014 to a revocable family trust.
(5) The Restricted Stock Units award was granted and was effective in February 2010, and vests in four equal, annual installments beginning on February 20, 2011.
(6) The Restricted Stock Units award was granted and was effective in February 2011, and vests in four equal, annual installments beginning on February 20, 2012.
(7) The Restricted Stock Units award was granted and was effective in February 2012, and vests in four equal, annual installments beginning on February 20, 2013.
(8) The Restricted Stock Units award was granted and was effective in February 2013, and vests in four equal, annual installments beginning on February 20, 2014.

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