SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* CLARK CHARLES BRANCH JR (Last) (First) (Middle) CALPINE CORPORATION 717 TEXAS AVE (Street) HOUSTON TX 77002 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol CALPINE CORP [ CPN ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) CAO, SVP & Controller
	3. Date of Earliest Transaction (Month/Day/Year) 01/31/2008
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.001 per share	01/31/2008		J(1)		27,666	D	(1)	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrant to Purchase Common Stock	$23.88	01/31/2008		J(1)		2,799		01/31/2008	08/25/2008	Common Stock, par value $0.001 per share	2,799	(1)	2,799	D
Non-Qualified Stock Options (Right to Buy)(2)	$16.9	01/31/2008		A		27,000		07/31/2010	01/31/2018	Common Stock, par value $0.001 per share	27,000	$0	27,000	D

Explanation of Responses:

1. Pursuant to the Issuer's Sixth Amended Joint Plan of Reorganization, which was approved by the United States Bankruptcy Court for the Southern District of New York, each share of Issuer common stock outstanding prior to the Issuer's emergence from bankruptcy was canceled on January 31, 2008, and the holders thereof became entitled to receive, on a pro rata basis with the other then-existing holders of the Issuer's outstanding common stock, warrants to purchase shares of the Issuer's new common stock, at an exercise price of $23.88 per share.

2. Grant of option pursuant to the Issuer's 2008 Equity Incentive Plan. The option becomes exercisable in two equal installments over three years. 50% of the award vests 18 months after the grant date and 100% of the balance of the award vests 36 months after the grant date.

Remarks:

	/s/ Gregory L. Doody by Power of Attorney	02/04/2008
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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