Item 8.01. Other Events.
In connection with a review of its executive compensation practices, Pinnacle
West Capital Corporation (the "Company") has determined that, on a going forward
basis, it will no longer provide excise tax gross-up payments in new and
materially amended agreements with its named executive officers. In unusual
circumstances where the Company believes that accommodations have to be made to
recruit a new executive to the Company, limited reimbursement for taxes payable
may be included in executives' contracts; but even in those circumstances, the
excise tax gross-ups will be limited to payments triggered by both a change in
control and termination of employment and will be subject to a three-year sunset
provision.