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* MILLER W. THADDEUS (Last) (First) (Middle) CALPINE CORPORATION 717 TEXAS AVENUE, SUITE 1000 (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) EVP, Chief Legal Officer & Sec
	3. Date of Earliest Transaction (Month/Day/Year) 05/07/2013
	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	05/07/2013		G	V	4,705(1)	D	$0.00	0	I	By grantor retained annuity trust
Common Stock, par value $0.001 per share								37,327(1)	I	As trustee for Son(2)
Common Stock, par value $0.001 per share								37,327(1)	I	As trustee for Son(2)
Common Stock, par value $0.001 per share								24,875(1)	I	As trustee for Son(2)
Common Stock, pr value $0.001 per share								17,610(4)(1)	I	By grantor retained annuity trust(3)
Common Stock, par value $0.001 per share								7,762	I	By grantor retained annuity trust(4)
Common Stock, par value $0.001 per share								8,484	I	By grantor retained annuity trust(5)
Common Stock, par value $0.001 per share								17,397	I	By grantor retained annuity trust(6)
Common Stock, par value $0.001 per share								127,280	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

Explanation of Responses:

1. On May 7, 2013, 12,539 shares of Calpine Corporation ("Company") common stock were automatically transferred to the Reporting Person's direct ownership account in satisfaction of the annuity payment obligations pursuant to the terms of the March 2011 grantor retained annuity trust ("GRAT"), the GRAT terminated pursuant to its terms and 1,764, 1,764 and 1,177 shares of Company common stock were automatically transferred to three trusts as described in footnote (2). The Reporting Person was the sole recipient of the annuity payments made by the GRAT and served as the trustee of the GRAT. As described in footnote (3), the 12,539 shares were immediately transferred to fund the May 2013 GRAT.

2. Includes shares of Company common stock automatically transferred to three trusts upon termination of the GRATs established by the Reporting Person in 2009, 2010 and 2011. The Reporting Person's children are respective beneficiaries of the trusts, and the Reporting Person and his spouse serve as trustees. The Reporting Person may be deemed to be an indirect beneficial owner of the shares acquired by each trust and these shares continue to be reported on this Form 4 as indirectly owned.

3. On May 7, 2013, the Reporting Person contributed 17,610 shares of Company common stock to a GRAT. The Reporting Person is the sole recipient of the annuity payments made by this GRAT and serves as the trustee of this GRAT.

4. The Reporting Person funded the GRAT on April 4, 2012, is the sole recipient of the annuity payments made by this GRAT and serves as the trustee of this GRAT. On May 7, 2013, 5,071 shares of Company common stock were automatically transferred to the Reporting Person's direct ownership account in satisfaction of the annuity payment obligation pursuant to the terms of the April 4, 2012 GRAT. Immediately upon such transfer, these shares were transferred to fund the May 2013 GRAT, as described in footnote (3).

5. The Reporting Person funded this GRAT on October 18, 2011, is the sole recipient of the annuity payments made by this GRAT and serves as the trustee of this GRAT.

6. The Reporting Person funded this GRAT on November 6, 2012, is the sole recipient of the annuity payments made by this GRAT and serves as the trustee of this GRAT.

Remarks:

	/s/ W. Thaddeus Miller	05/09/2013
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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