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): March 21, 2001


                        PINNACLE WEST CAPITAL CORPORATION
             (Exact name of registrant as specified in its charter)


          Arizona                     1-8962                    86-0512431
(State or other jurisdiction        (Commission               (IRS Employer
      of incorporation)             File Number)          Identification Number)


400 North Fifth Street, P.O. Box 53999, Phoenix, Arizona        85072-3999
       (Address of principal executive offices)                 (Zip Code)


                                 (602) 250-1000
              (Registrant's telephone number, including area code)

                                      NONE
          (Former name or former address, if changed since last report)

ITEM 7. FINANCIAL STATEMENT, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

     (c)  Exhibits.

     The  Registrant  hereby files the  following  Exhibits to its  Registration
Statement on Form S-3 (No.  333-52476)  which was declared  effective on January
11, 2001.

Exhibit No.    Description
-----------    -----------
1.1            Underwriting  Agreement  and  related Terms Agreement, each dated
               March  21,  2001, in connection with the offering of $300,000,000
               of 6.40% Senior Notes due 2006.

4.1            First Supplemental Indenture dated as of March 15, 2001, relating
               to the issuance of $300,000,000 of 6.40% Senior Notes due 2006.

4.2            Specimen of Note of 6.40% Senior Notes due 2006.

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                                   SIGNATURES

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


                                        PINNACLE WEST CAPITAL CORPORATION
                                                   (Registrant)


Dated: March 26, 2001                   By: Barbara M. Gomez
                                            ------------------------------------
                                            Barbara M. Gomez
                                            Treasurer

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