The Bill Williams River area of west-central Arizona includes not only the Rawhide-Buckskin metamorphic core complex, which is part of the lower Colorado River highly extended terrane (HET), but also the boundary between the extended terranes of the Basin and Range Province and the less deformed Arizona Transition Zone/Colorado Plateau. This provides important constraints on models that address the mechanisms for the mid- to late Tertiary deformation. Three phases of extension are present. The oldest is the extension associated with core-complex tectonism, which characteristically shows a lower plate composed of lineated mylonitic gneiss overlain by a detachment fault that is regionally nearly horizontal but undulates at the local scale. The fault in turn is overlain by an upper plate that includes Precambrian basement rocks, recrystallized Paleozoic sedimentary rocks, Mesozoic(?) metasedimentary and metavolcanic rocks of greenschist facies, and unaltered to hydrothermally altered syntectonic sedimentary and volcanic rocks of Miocene age. The upper plate is cut by closely spaced faults of modest structural relief that strike northwest and strongly rotate intervening blocks to face southwest. Most of these faults do not penetrate below the detachment fault. Fault spacing increases, and rotation decreases, to the northeast, away from the trace of the detachment. The second phase consists of "classic" Basin-Range high-angle normal faults that strike about north and have wide spacing, high structural relief, and modest rotation of blocks. These faults have no consistent direction of displacement and so produced horst and graben that form the ranges and basins visible today. This phase is locally superposed on Phase I, and also extends in more subdued form into the Transition Zone/Colorado Plateau. The third phase consists of tectonic quiescence and is present everywhere except parts of the Transition Zone that are still active seismically. The first phase occurred in the early and middle Miocene and was accompanied by deposition of syntectonic fluviolacustrine rocks (Suite I); the second (middle to late Miocene) was marked by interior-basin deposits (Suite II); the third (latest Miocene through Quaternary) is characterized by deposits related to through-flowing drainage. The phases grade into each other and thus are likely to be genetically related. Tectonic models must take into account not only the geographic distribution of deformation at any one time but also the time-dependent succession of deformation at any one place. A model proposed in this paper attempts to do this. The model is thermotectonic. A heating event in the lower crust, (basaltic intrusion, asthenospheric upwelling) combined with stretching, causes a sharp thermal front to rise within the crust. Embedded within the front is an "isotherm" that marks the brittle-ductile transition. As the front rises, it leaves behind a trail of shear zones, each marking a locus of preferred failure defined by mechanical or physical properties, or combinations thereof. The highest shear zone, now preserved in fossil form as the "detachment", occurs where the front impinges on the meteoric groundwater, a few km below the topographic surface. The water steepens the thermal gradient at the front, which it stabilizes. A convective hydrothermal circulation system is established, causing alteration and mineralization above the ductile-brittle transition, as well as pore overpressure that results in hydrofracturing (producing monolithologic breccias) and the sliding of gravity-glide sheets. During these events, extension is taking place by brittle failure in the upper plate and ductile deformation below the detachment. Simultaneously, the hottest areas (core complexes) are updomed, promoting drainage reversals and the sliding of breccias and glide sheets. All this occurred only in the hottest areas or "blisters", now marked by the core complexes. Distal areas showed less or no deformati