UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                     FORM 15

CERTIFICATION  AND NOTICE OF TERMINATION OF REGISTRATION  UNDER SECTION 12(G) OF
THE SECURITIES  EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER
SECTIONS 13 AND 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934.

                        Commission File Number: 333-36964


                         Mountain States Capital, Inc.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


         1407 East Thomas Road, Phoenix, Arizona 85014, (602) 954-4000
   ---------------------------------------------------------------------------
   (Address, including zip code, and telephone number, including area code, of
                    registrant's principal executive offices)


                    18% 12-Month Unsecured Promissory Notes
            --------------------------------------------------------
            (Title of each class of securities covered by this Form)


                                      None
  -----------------------------------------------------------------------------
         (Titles of all other classes of securities for which a duty to
               file reports under Section 13(a) or 15(d) remains)


     Please  place  an X in  the  box(es)  to  designate  the  appropriate  rule
provision(s) relied upon to terminate or suspend the duty to file reports:

         Rule 12g-4(a)(1)(i)     [ ]        Rule 12h-3(b)(1)(i)       [X]
         Rule 12g-4(a)(1)(ii)    [ ]        Rule 12h-3(b)(1)(ii)      [ ]
         Rule 12g-4(a)(2)(i)     [ ]        Rule 12h-3(b)(2)(i)       [ ]
         Rule 12g-4(a)(2)(ii)    [ ]        Rule 12h-3(b)(2)(ii)      [ ]
                                            Rule 15d-6                [ ]

     Approximate  number of holders of record as of the  certification or notice
date: 150

     Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,
Arizona Public Service Company has caused this certification/notice to be signed
on its behalf by the undersigned duly authorized person.

Date: 02/26/02                     By: /s/ Louie A. Mukai
      --------                         ------------------------------------
                                       Louie A. Mukai, Interim Chapter 11
                                       Trustee of Mountain States Capital, Inc.