Derivative Instruments

Types of Derivative Instruments and Volumetric Information

Commodity Instruments — We are exposed to changes in prices for the purchase and sale of power, natural gas, environmental products and other energy commodities. We use derivatives, which include physical commodity contracts and financial commodity instruments such as OTC and exchange traded swaps, futures, options, forward agreements and instruments that settle on the power price to natural gas price relationships (Heat Rate swaps and options) or instruments that settle on power price relationships between delivery points for the purchase and sale of power and natural gas to attempt to maximize the risk-adjusted returns by economically hedging a portion of the commodity price risk associated with our assets. By entering into these transactions, we are able to economically hedge a portion of our Spark Spread at estimated generation and prevailing price levels.

We also engage in limited trading activities, as authorized by our Board of Directors and monitored by our Chief Risk Officer and Risk Management Committee of senior management, related to our commodity derivative portfolio which exposes us to certain market risks that are segregated from the market risks of our underlying asset portfolio. These transactions are executed primarily for the purpose of providing improved price and price volatility discovery, greater market access, and profiting from our market knowledge, all of which benefit our asset hedging activities. Our trading gains and losses were not material for the three and six months ended June 30, 2014 and 2013.

Interest Rate Swaps — A portion of our debt is indexed to base rates, primarily LIBOR. We have historically used interest rate swaps to adjust the mix between fixed and floating rate debt to hedge our interest rate risk for potential adverse changes in interest rates. As of June 30, 2014, the maximum length of time over which we were hedging using interest rate derivative instruments designated as cash flow hedges was 9 years.

As of June 30, 2014 and December 31, 2013, the net forward notional buy (sell) position of our outstanding commodity and interest rate swap contracts that did not qualify or were not designated under the normal purchase normal sale exemption were as follows (in millions):



Derivative Instruments	Notional Amounts
Derivative Instruments	June 30, 2014			December 31, 2013
Power (MWh)	(49		)	(29		)
Natural gas (MMBtu)	316			448
Environmental credits (Tonnes)	2			—
Interest rate swaps	$	1,510		$	1,527

Certain of our derivative instruments contain credit risk-related contingent provisions that require us to maintain collateral balances consistent with our credit ratings. If our credit rating were to be downgraded, it could require us to post additional collateral or could potentially allow our counterparty to request immediate, full settlement on certain derivative instruments in liability positions. Currently, we do not believe that it is probable that any additional collateral posted as a result of a one credit notch downgrade from its current level would be material. The aggregate fair value of our derivative liabilities with credit risk-related contingent provisions as of June 30, 2014, was $14 million for which we have posted collateral of $13 million by posting margin deposits or granting additional first priority liens on the assets currently subject to first priority liens under our First Lien Notes, First Lien Term Loans and Corporate Revolving Facility. However, if our credit rating were downgraded by one notch from its current level, we estimate that no additional collateral would be required and that no counterparty could request immediate, full settlement.

Accounting for Derivative Instruments

We recognize all derivative instruments that qualify for derivative accounting treatment as either assets or liabilities and measure those instruments at fair value unless they qualify for, and we elect, the normal purchase normal sale exemption. For transactions in which we elect the normal purchase normal sale exemption, gains and losses are not reflected on our Consolidated Condensed Statements of Operations until the period of delivery. Revenues and fuel costs derived from instruments that qualified for hedge accounting or represent an economic hedge are recorded in the same financial statement line item as the item being hedged. Hedge accounting requires us to formally document, designate and assess the effectiveness of transactions that receive hedge accounting. We present the cash flows from our derivatives in the same category as the item being hedged (or economically hedged) within operating activities or investing activities on our Consolidated Condensed Statements of Cash Flows unless they contain an other-than-insignificant financing element in which case their cash flows are classified within financing activities.

Cash Flow Hedges — We report the effective portion of the mark-to-market gain or loss on a derivative instrument designated and qualifying as a cash flow hedging instrument as a component of OCI and reclassify such gains and losses into earnings in the same period during which the hedged forecasted transaction affects earnings. During the three and six months ended June 30, 2014 and 2013, we did not have any commodity derivative instruments designated as cash flow hedges. Gains and losses due to ineffectiveness on interest rate hedging instruments are recognized currently in earnings as a component of interest expense. If it is determined that the forecasted transaction is no longer probable of occurring, then hedge accounting will be discontinued prospectively and future changes in fair value are recorded in earnings. If the hedging instrument is terminated or de-designated prior to the occurrence of the hedged forecasted transaction, the net accumulated gain or loss associated with the changes in fair value of the hedge instrument remains deferred in AOCI until such time as the forecasted transaction impacts earnings or until it is determined that the forecasted transaction is probable of not occurring.

Derivatives Not Designated as Hedging Instruments — We enter into power, natural gas, interest rate and environmental product transactions that primarily act as economic hedges to our asset and interest rate portfolio, but either do not qualify as hedges under the hedge accounting guidelines or qualify under the hedge accounting guidelines and the hedge accounting designation has not been elected. Changes in fair value of commodity derivatives not designated as hedging instruments are recognized currently in earnings and are separately stated on our Consolidated Condensed Statements of Operations in mark-to-market gain/loss as a component of operating revenues (for power and environmental product contracts and Heat Rate swaps and options) and fuel and purchased energy expense (for natural gas contracts, swaps and options). Changes in fair value of interest rate derivatives not designated as hedging instruments are recognized currently in earnings as interest expense.

Derivatives Included on Our Consolidated Condensed Balance Sheets

The following tables present the fair values of our derivative instruments recorded on our Consolidated Condensed Balance Sheets by location and hedge type at June 30, 2014 and December 31, 2013 (in millions):



	June 30, 2014
	Commodity Instruments		Interest Rate Swaps			Total Derivative Instruments
Balance Sheet Presentation
Current derivative assets	$	746	$	—		$	746
Long-term derivative assets	231		5			236
Total derivative assets	$	977	$	5		$	982

Current derivative liabilities	$	659	$	47		$	706
Long-term derivative liabilities	165		83			248
Total derivative liabilities	$	824	$	130		$	954
Net derivative asset (liabilities)	$	153	$	(125	)	$	28



	December 31, 2013
	Commodity Instruments			Interest Rate Swaps			Total Derivative Instruments
Balance Sheet Presentation
Current derivative assets	$	445		$	—		$	445
Long-term derivative assets	96			9			105
Total derivative assets	$	541		$	9		$	550

Current derivative liabilities	$	404		$	47		$	451
Long-term derivative liabilities	161			82			243
Total derivative liabilities	$	565		$	129		$	694
Net derivative asset (liabilities)	$	(24	)	$	(120	)	$	(144	)



	June 30, 2014				December 31, 2013
	Fair Value of Derivative Assets		Fair Value of Derivative Liabilities		Fair Value of Derivative Assets		Fair Value of Derivative Liabilities
Derivatives designated as cash flow hedging instruments:
Interest rate swaps	$	5	$	119	$	9	$	115
Total derivatives designated as cash flow hedging instruments	$	5	$	119	$	9	$	115

Derivatives not designated as hedging instruments:
Commodity instruments	$	977	$	824	$	541	$	565
Interest rate swaps	—		11		—		14
Total derivatives not designated as hedging instruments	$	977	$	835	$	541	$	579
Total derivatives	$	982	$	954	$	550	$	694

We elected not to offset fair value amounts recognized as derivative instruments on our Consolidated Condensed Balance Sheets that are executed with the same counterparty under master netting arrangements or other contractual netting provisions negotiated with the counterparty. Our netting arrangements include a right to set off or net together purchases and sales of similar products in the margining or settlement process. In some instances, we have also negotiated cross commodity netting rights which allow for the net presentation of activity with a given counterparty regardless of product purchased or sold. We also post cash collateral in support of our derivative instruments which may also be subject to a master netting arrangement with the same counterparty. The tables below set forth our net exposure to derivative instruments after offsetting amounts subject to a master netting arrangement with the same counterparty at June 30, 2014 and December 31, 2013 (in millions):



	June 30, 2014
	Gross Amounts Not Offset on the Consolidated Condensed Balance Sheets
	Gross Amounts Presented on our Consolidated Condensed Balance Sheets			Derivative Asset (Liability) not Offset on the Consolidated Condensed Balance Sheets			Margin/Cash (Received) Posted⁽¹⁾			Net Amount
Derivative assets:
Commodity exchange traded futures and swaps contracts	$	681		$	(590	)	$	(91	)	$	—
Commodity forward contracts	296			(159		)	(42		)	95
Interest rate swaps	5			—			—			5
Total derivative assets	$	982		$	(749	)	$	(133	)	$	100
Derivative (liabilities):
Commodity exchange traded futures and swaps contracts	$	(640	)	$	590		$	50		$	—
Commodity forward contracts	(184		)	159			11			(14		)
Interest rate swaps	(130		)	—			—			(130		)
Total derivative (liabilities)	$	(954	)	$	749		$	61		$	(144	)
Net derivative assets (liabilities)	$	28		$	—		$	(72	)	$	(44	)



	December 31, 2013
	Gross Amounts Not Offset on the Consolidated Condensed Balance Sheets
	Gross Amounts Presented on our Consolidated Condensed Balance Sheets			Derivative Asset (Liability) not Offset on the Consolidated Condensed Balance Sheets			Margin/Cash (Received) Posted⁽¹⁾			Net Amount
Derivative assets:
Commodity exchange traded futures and swaps contracts	$	434		$	(420	)	$	(14	)	$	—
Commodity forward contracts	107			(60		)	—			47
Interest rate swaps	9			—			—			9
Total derivative assets	$	550		$	(480	)	$	(14	)	$	56
Derivative (liabilities):
Commodity exchange traded futures and swaps contracts	$	(495	)	$	420		$	75		$	—
Commodity forward contracts	(70		)	60			1			(9		)
Interest rate swaps	(129		)	—			—			(129		)
Total derivative (liabilities)	$	(694	)	$	480		$	76		$	(138	)
Net derivative assets (liabilities)	$	(144	)	$	—		$	62		$	(82	)

____________

(1)

Negative balances represent margin deposits posted with us by our counterparties related to our derivative activities that are subject to a master netting arrangement. Positive balances reflect margin deposits and natural gas and power prepayments posted by us with our counterparties related to our derivative activities that are subject to a master netting arrangement. See Note 7 for a further discussion of our collateral.

Derivatives Included on Our Consolidated Condensed Statements of Operations

Changes in the fair values of our derivative instruments (both assets and liabilities) are reflected either in cash for option premiums paid or collected, in OCI, net of tax, for the effective portion of derivative instruments which qualify for and we have elected cash flow hedge accounting treatment, or on our Consolidated Condensed Statements of Operations as a component of mark-to-market activity within our earnings.

The following tables detail the components of our total activity for both the net realized gain (loss) and the net mark-to-market gain (loss) recognized from our derivative instruments in earnings and where these components were recorded on our Consolidated Condensed Statements of Operations for the periods indicated (in millions):



	Three Months Ended June 30,				Six Months Ended June 30,
	2014		2013		2014			2013
Realized gain (loss)⁽¹⁾
Commodity derivative instruments	$	18	$	5	$	(21	)	$	33
Total realized gain (loss)	$	18	$	5	$	(21	)	$	33

Mark-to-market gain (loss)⁽²⁾
Commodity derivative instruments	$	141	$	29	$	68		$	(28	)
Interest rate swaps	1		2		2			4
Total mark-to-market gain (loss)	$	142	$	31	$	70		$	(24	)
Total activity, net	$	160	$	36	$	49		$	9

___________


(1)	Does not include the realized value associated with derivative instruments that settle through physical delivery.


(2)	In addition to changes in market value on derivatives not designated as hedges, changes in mark-to-market gain (loss) also includes de-designation of interest rate swap cash flow hedges and related reclassification from AOCI into earnings, hedge ineffectiveness and adjustments to reflect changes in credit default risk exposure.



	Three Months Ended June 30,				Six Months Ended June 30,
	2014		2013		2014			2013
Realized and mark-to-market gain (loss)
Derivatives contracts included in operating revenues	$	158	$	15	$	(79	)	$	(59	)
Derivatives contracts included in fuel and purchased energy expense	1		19		126			64
Interest rate swaps included in interest expense	1		2		2			4
Total activity, net	$	160	$	36	$	49		$	9

Derivatives Included in OCI and AOCI

We do not have any commodity derivative instruments that were designated as cash flow hedges during the three and six months ended June 30, 2014 and 2013. The following table details the effect of our net derivative instruments that qualified for hedge accounting treatment and are included in OCI and AOCI for the periods indicated (in millions):



	Three Months Ended June 30,					Three Months Ended June 30,
	Gain (Loss) Recognized in OCI (Effective Portion)					Gain (Loss) Reclassified from AOCI into Income (Effective Portion)⁽³⁾
	2014			2013		2014				2013			Affected Line Item on the Consolidated Condensed Statements of Operations
Interest rate swaps⁽¹⁾	$	(9	)	$	48	$	(13	)	⁽⁴⁾	$	(10	)	Interest expense
Total⁽²⁾	$	(9	)	$	48	$	(13	)		$	(10	)



	Six Months Ended June 30,					Six Months Ended June 30,
	Gain (Loss) Recognized in OCI (Effective Portion)					Gain (Loss) Reclassified from AOCI into Income (Effective Portion)⁽³⁾
	2014			2013		2014				2013			Affected Line Item on the Consolidated Condensed Statements of Operations
Interest rate swaps⁽¹⁾	$	(9	)	$	61	$	(26	)	⁽⁴⁾	$	(19	)	Interest expense
Total⁽²⁾	$	(9	)	$	61	$	(26	)		$	(19	)

____________


(1)	We did not record any gain (loss) on hedge ineffectiveness related to our interest rate swaps designated as cash flow hedges during the three and six months ended June 30, 2014 and 2013.


(2)	We recorded an income tax benefit of nil for each of the three and six months ended June 30, 2014, and income tax benefit of $2 million and $3 million for the three and six months ended June 30, 2013, respectively, in AOCI related to our cash flow hedging activities.


(3)	Cumulative cash flow hedge losses attributable to Calpine, net of tax, remaining in AOCI were $156 million and $148 million at June 30, 2014 and December 31, 2013, respectively. Cumulative cash flow hedge losses attributable to the noncontrolling interest, net of tax, remaining in AOCI were $12 million and $11 million at June 30, 2014 and December 31, 2013, respectively.


(4)	Includes a loss of $5 million and $10 million that was reclassified from AOCI to interest expense for the three and six months ended June 30, 2014, respectively, where the hedged transactions are no longer expected to occur.

We estimate that pre-tax net losses of $43 million would be reclassified from AOCI into interest expense during the next 12 months as the hedged transactions settle; however, the actual amounts that will be reclassified will likely vary based on changes in interest rates. Therefore, we are unable to predict what the actual reclassification from AOCI into earnings (positive or negative) will be for the next 12 months.