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) 11/13/2013
	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	11/13/2013		G	V	3,164(5)(1)	D	$0	0	I	By grantor retained annuity trust
Common Stock, par value $0.001 per share								38,513(1)	I	As trustee for Son(2)
Common Stock, par value $0.001 per share								38,513(1)	I	As trustee for Son(2)
Common Stock, par value $0.001 per share								25,667(1)	I	As trustee for Son(2)
Common Stock, par value $0.001 per share								10,052	I	By grantor retained annuity trust(3)
Common Stock, par value $0.001 per share								12,660	I	By grantor retained annuity trust(4)
Comon Stock, par value $0.001 peer share								210,431	D(5)(1)
Common Stock, par value $0.001 per share								7,762	I	By grantor retained annuity trust(6)
Common Stock, par value $0.001 per share								17,610	I	By grantor retained annuity trust(7)

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 November 11, 2013, 5,315 shares of Calpine Corporation (the "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 October 2011 grantor retained annuity trust ("GRAT"). On November 13, 2013, the GRAT terminated pursuant to its terms and 1,186, 1,186 and 792 shares of Company common stock were automatically transferred to three separate trusts as described in footnote (2). The Reporting Person was the sole recipient of the annuity payments made by the October 2011 GRAT and served as the trustee of the GRAT.

2. Includes shares of Company common stock automatically transferred to three trusts upon termination of the October 2011 GRAT. 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 November 11, 2013, 7,345 shares of 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 November 2012 GRAT. The Reporting Person is the sole recipient of the annuity payments made by the November 2012 GRAT and serves as the trustee of the GRAT.

4. On November 11, 2013, the Reporting Person contributed 7,345 and 5,315 shares of Company common stock from his direct ownership account to fund a new GRAT. The Reporting Person is the sole recipient of the annuity payments made by this GRAT and serves as the trustee of this GRAT.

5. The October 2011 GRAT transferred five (5) shares of Company common stock back to the Reporting Person's direct ownership account and the Reporting Person contributed $95.90 to the October 2011 GRAT on November 13, 2013, during an open trading window and in accordance with the terms of the GRAT (at $19.18 per share, the average of the high and low prices of Company common stock on November 13, 2013, as reported on the New York Stock Exchange). This transfer was completed to effect "to the penny" distributions by the October 2011 GRAT in accordance with the terms of the GRAT and is exempt pursuant to Rule 16a-13 under the Securities and Exchange Act of 1934 as a change in the form of beneficial ownership. The Reporting Person was the sole recipient of the annuity payments made by the October 2011 GRAT and served as the trustee of the GRAT.

6. 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.

7. The Reporting Person funded this GRAT on May 7, 2013, 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	11/15/2013
	** 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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