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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
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 31, 2006
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Exact Name of Registrant as Specified |
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in Charter; State of Incorporation; |
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IRS Employer |
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Address and Telephone Number |
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Identification Number |
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1-8962
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Pinnacle West Capital Corporation
(an Arizona corporation)
400 North Fifth Street, P.O. Box 53999
Phoenix, AZ 85072-3999
(602) 250-1000
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86-0512431 |
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1-4473
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Arizona Public Service Company
(an Arizona corporation)
400 North Fifth Street, P.O. Box 53999
Phoenix, AZ 85072-3999
(602) 250-1000
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86-0011170 |
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 (17CFR 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
Certain of the Information referenced in Item 7.01 below relates to Pinnacle West Capital
Corporation’s (“Pinnacle West” or the “Company”) results of operations for its fiscal quarter ended
March 31, 2006. This Information is attached hereto as Exhibits 99.2, 99.3, and 99.8.
On May 9, 2006, the Company issued a press release regarding its financial results for its
fiscal quarter ended March 31, 2006. A copy of the press release
is attached hereto as Exhibit 99.8.
The information being furnished pursuant to this Item 2.02 and in Exhibits 99.2, 99.3,
and 99.8 of this report relating to the Company’s financial results for its fiscal quarter ended
March 31, 2006 shall not be deemed to be “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of
that Section, and shall not be incorporated by reference into any registration statement or other
document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall
be expressly set forth by specific reference in such filing.
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Item 7.01. Regulation FD Disclosure
Financial and Business Information
The
Company is providing quarterly consolidated statistical summaries and a glossary of relevant terms (collectively, “Information”) to help interested
parties better understand its business (see Exhibits 99.1, 99.2, 99.3, 99.4, 99.5, 99.6 and 99.7).
This Information is concurrently being posted to the Company’s website at
www.pinnaclewest.com. The Information may not represent all of the factors that could
affect the Company’s operating or financial results for various periods. Some of the Information
is preliminary in nature and could be subject to significant adjustment. Some of the Information
is based on information received from third parties and may contain inaccuracies. The Company is
not responsible for any such inaccuracies. Although the Company may update or correct the
Information if it is aware that such Information has been revised or is inaccurate, the Company
assumes no obligation to update or correct the Information and reserves the right to discontinue
the provision of all or any portion of the Information at any time or to change the type of
Information provided.
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Item 9.01. Financial Statements and Exhibits
(c) Exhibits.
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| Exhibit |
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Registrant(s) |
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Description |
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99.1
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Pinnacle West
Arizona Public
Service Company
(“APS”)
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Pinnacle West Capital Corporation quarterly
consolidated statistical summary (cover
page and list of contents). |
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99.2
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Pinnacle West
APS
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Pinnacle West Capital Corporation quarterly
consolidated statistical summary for the
three-month periods ended March 31, 2006 and 2005. |
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99.3
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Pinnacle West
APS
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Pinnacle West Capital Corporation
consolidated statistics by quarter for
2006. |
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99.4
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Pinnacle West
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Pinnacle West Capital Corporation
consolidated statistics by quarter for
2005. |
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99.5
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Pinnacle West
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Pinnacle West Capital Corporation
consolidated statistics by quarter for
2004. |
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99.6
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Pinnacle West
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Pinnacle West Capital Corporation
consolidated statistics by quarter for
2003. |
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99.7
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Pinnacle West
APS
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Glossary of Terms. |
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99.8
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Pinnacle West
APS
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Earnings News Release issued on May 9, 2006. |
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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.
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PINNACLE WEST CAPITAL CORPORATION
(Registrant) |
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Dated: May 9, 2006
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By:
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/s/ Barbara M. Gomez |
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Barbara M. Gomez |
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Vice President and Treasurer |
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ARIZONA PUBLIC SERVICE COMPANY
(Registrant) |
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Dated: May 9, 2006
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By:
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/s/ Barbara M. Gomez |
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Barbara M. Gomez |
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Vice President and Treasurer |
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