<SUBMISSION>
<ACCESSION-NUMBER>0000891618-01-502723
<TYPE>8-K
<PUBLIC-DOCUMENT-COUNT>5
<PERIOD>20011114
<ITEMS>5
<ITEMS>7
<FILING-DATE>20011220
<FILER>
<COMPANY-DATA>
<CONFORMED-NAME>CALPINE CORP
<CIK>0000916457
<ASSIGNED-SIC>4911
<IRS-NUMBER>770212977
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>1231
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>8-K
<ACT>34
<FILE-NUMBER>001-12079
<FILM-NUMBER>1819665
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>50 WEST SAN FERNANDO ST
<CITY>SAN JOSE
<STATE>CA
<ZIP>95113
<PHONE>4089955115
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>50 W SAN FERNANDO
<STREET2>SUITE 500
<CITY>SAN JOSE
<STATE>CA
<ZIP>95113
</MAIL-ADDRESS>
</FILER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>f78021e8-k.txt
<DESCRIPTION>FORM 8-K
<TEXT>
<PAGE>
                                                                         0121701

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                       PURSUANT TO SECTION 13 OR 15(d) OF

                      THE SECURITIES EXCHANGE ACT OF 1934

      DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): NOVEMBER 14, 2001

                              CALPINE CORPORATION

                            (A DELAWARE CORPORATION)

                       COMMISSION FILE NUMBER: 001-12079

                 I.R.S. EMPLOYER IDENTIFICATION NO. 77-0212977

                          50 WEST SAN FERNANDO STREET

                           SAN JOSE, CALIFORNIA 95113

                           TELEPHONE: (408) 995-5115

ITEM 5.   OTHER EVENTS

     In the Company's Form 10-Q for the quarterly period ended September 30,
2001, the entry in the supplemental information portion of the consolidated
condensed statements of cash flows for cash paid for taxes for the nine months
ended September 30, 2001 was reported as $584.1 million. This amount should be
$114.7 million.

     On December 11, 2001, the Company confirmed that it was scheduled to meet
with California Energy officials regarding the company's long-term contracts
with the California Department of Water Resources.

     On December 17, 2001, the Company reaffirmed that its operations are not
significantly affected by the recent change of Moody's Investors Service
rating to Ba1 from its Baa3 rating.

     On December 19, 2001, the Company announced that it intended to sell up to
$500 million in aggregate principal amount of convertible senior notes in an
offering under Rule 144A under the Securities Act of 1933.

     On December 19, 2001, the Company announced that it had priced the
offering of $1.2 billion of 4% Convertible Senior Notes due 2006 (including a
$200 million option granted to the initial purchaser).

ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS

(a)       Not applicable.

(b)       Not applicable.

(c)       Exhibits.

          99.0      Press release dated December 11, 2001.

          99.1      Press release dated December 17, 2001.

          99.2      Press release dated December 19, 2001.

          99.3      Press release dated December 19, 2001.


                                     Page 1

<PAGE>
                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                      CALPINE CORPORATION

                                       By:  /s/ Charles B. Clark, Jr.
                                            -------------------------
                                            Charles B. Clark, Jr.
                                            Senior Vice President and Controller
                                            Chief Accounting Officer

Date:     December 20, 2001


                                     Page 2

<PAGE>
                                 Exhibit Index

     EXHIBIT NO.      DESCRIPTION
     -----------      -----------

            99.0      Press release dated December 11, 2001.

            99.1      Press release dated December 17, 2001.

            99.2      Press release dated December 19, 2001.

            99.3      Press release dated December 19, 2001.


                                     Page 3


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.0
<SEQUENCE>3
<FILENAME>f78021ex99-0.txt
<DESCRIPTION>EXHIBIT 99.0
<TEXT>
<PAGE>
                                                                    Exhibit 99.0

NEWS RELEASE                                              CONTACTS: 408/995-5115
                                        Media Relations: Katherine Potter, X1168
                                         Investor Relations: Rick Barraza, X1125


                CALPINE TO MEET WITH CALIFORNIA ENERGY OFFICIALS

                Company to Host Conference Call at 11:00am PST


     (SAN JOSE, CALIF.) December 11, 2001 -- Calpine Corporation [NYSE:CPN], the
San Jose, Calif.-based independent power company, today confirmed that it is
scheduled to meet with state officials later this week regarding the company's
long-term contracts with the California Department of Water Resources (DWR).

     James Macias, Calpine's senior vice president and lead negotiator for the
DWR contracts, stated, "Calpine believes in a strong working relationship with
our customers, and we are willing to consider different opportunities to better
meet their needs. Calpine has strong contracts in place with DWR, which have
gone a long way to stabilize California's power market. Calpine and the state
stand behind their respective contractual obligations; however, we are open to
working with DWR to explore options that can add value for both parties."

     Calpine was the first to respond to the state's call for long-term
contracts to stabilize price volatility in the electric power and natural gas
markets. Earlier this year, Calpine entered into long-term power sales
agreements with DWR to help alleviate California's energy crisis. Under the
terms of two 10-year fixed priced contracts, Calpine is providing to DWR up to
2,000 megawatts of energy from its fleet of new and existing energy centers.
Calpine will also supply up to 735 megawatts of peaking capacity from 15 new
peaking turbines through two separate agreements.

     To strengthen California's energy supply, Calpine has launched the largest
energy initiative ever undertaken in the state. Calpine brought on line three
new plants this year -- the first major generating facilities in more than a
decade -- adding 1,600 megawatts of needed generation in time to help meet
California's peak summer demand. Calpine's current portfolio serving California
includes approximately 3,000 megawatts in operation, 2,400 megawatts under
construction and another 5,100 megawatts in announced development.

     Calpine will host a conference call today at 11:00am PST to discuss the
status of the DWR contracts and to follow-up and answer questions from
yesterday's conference call. The call is available in a listen-only mode by
calling 1-800-322-9079 prior to the start of the conference call. International
callers should dial 1-973-628-6885. Calpine will simulcast the conference call
live via the Internet. The web cast can be accessed and will be available for 30
days on the Investor Relations page of Calpine's website at www.calpine.com.


                                    - more -
<PAGE>
CALPINE TO MEET WITH CALIFORNIA ENERGY OFFICIALS
Page 2
December 11, 2001


     Based in San Jose, Calif., Calpine Corporation is dedicated to providing
customers with reliable and competitively priced electricity. Calpine is focused
on clean, efficient, natural gas-fired generation and is the world's largest
producer of renewable geothermal energy. Calpine has launched the largest power
development program in North America. The company currently has approximately
9,200 megawatts of base load and 1,900 megawatts of peaking capacity in
operation, 17,100 megawatts under construction and 18,400 megawatts in announced
development. Calpine's projects are located in 29 states in the United States,
three provinces in Canada and in the United Kingdom. The company was founded in
1984 and is publicly traded on the New York Stock Exchange under the symbol CPN.
For more information about Calpine, visit its website at www.calpine.com.

     This news release discusses certain matters that may be considered
"forward-looking" statements within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended, including statements regarding the intent, belief or current
expectations of Calpine Corporation ("the Company") and its management.
Prospective investors are cautioned that any such forward-looking statements are
not guarantees of future performance and involve a number of risks and
uncertainties that could materially affect actual results such as, but not
limited to, (i) changes in government regulations, including pending changes in
California, and anticipated deregulation of the electric energy industry, (ii)
commercial operations of new plants that may be delayed or prevented because of
various development and construction risks, such as a failure to obtain
financing and the necessary permits to operate or the failure of third-party
contractors to perform their contractual obligations, (iii) the assurance that
the Company will develop additional plants, (iv) a competitor's development of a
lower-cost generating gas-fired power plant, and (v) the risks  associated with
marketing and selling power from power plants in the newly competitive energy
market, including volatility of commodity prices. Prospective investors are also
referred to the other risks identified from time to time in the Company's
reports and registration statements filed with the Securities and Exchange
Commission.


                                      ###



</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>4
<FILENAME>f78021ex99-1.txt
<DESCRIPTION>EXHIBIT 99.1
<TEXT>
<PAGE>
                                                                    Exhibit 99.1

NEWS RELEASE                                               CONTACT: 408/995-5115
                                        Media Relations: Katherine Potter, X1168
                                         Investor Relations: Rick Barraza, X1125

                     CALPINE RESPONDS TO MOODY'S DOWNGRADE

     (SAN JOSE, CALIF.) December 17, 2001 -- Calpine Corporation [NYSE:CPN]
reaffirmed that its operations are not significantly affected by the recent
change of Moody's Investors Service rating to Bal from its Baa3 rating.

     The Moody's downgrade does not trigger any defaults under the company's
credit agreements and will have no material impact on credit requirements in its
power sales agreements. The company continues to conduct its business with its
usual creditworthy counterparties.

     "Calpine is committed to restoring its investment grade rating, which it
first received from Moody's two months ago," stated Bob Kelly, president of
Calpine Finance Company. "We are also committed to taking the steps necessary to
address today's challenging financial and power markets, and to bring on line
highly efficient generating facilities -- adding strong, sustainable cash
flows."

     Calpine is a fully integrated power company that owns and operates
electricity generating facilities and natural gas reserves. Unlike traditional
power marketing companies, Calpine focuses its marketing and trading activities
on securing long-term power contracts and adding value to its portfolio. Calpine
has in-depth expertise in every aspect of power generation from development
through design, engineering and construction management, into operations, fuel
supply and power marketing.

     This news release discusses certain matters that may be considered
"forward-looking" statements within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended, including statements regarding the intent, belief or current
expectations of Calpine Corporation ("the Company") and its management.
Prospective investors are cautioned that any such forward-looking statements are
not guarantees of future performance and involve a number of risks and
uncertainties that could materially affect actual results such as, but not
limited to, (i) changes in government regulations, including pending changes in
California, and anticipated deregulation of the electric energy industry, (ii)
commercial operations of new plants that may be delayed or prevented because of
various development and construction risks, such as a failure to obtain
financing and the necessary permits to operate or the failure of third-party
contractors to perform their contractual obligations, (iii) the assurance that
the Company will develop additional plants, (iv) a competitor's development of a
lower-cost generating gas-fired power plant, and (v) the risks associated with
marketing and selling power from power plants in the newly competitive energy
market, including volatility of commodity prices. Prospective investors are also
referred to the other risks identified from time to time in the Company's
reports and registration statements filed with the Securities and Exchange
Commission.

                                      ###


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.2
<SEQUENCE>5
<FILENAME>f78021ex99-2.txt
<DESCRIPTION>EXHIBIT 99.2
<TEXT>
<PAGE>
                                                                    Exhibit 99.2

NEWS RELEASE                                              CONTACTS: 408/995-5115
                                        Media Relations: Katherine Potter, X1168
                                         Investor Relations: Rick Barraza, X1125



            CALPINE ANNOUNCES INTENT TO SELL CONVERTIBLE DEBENTURES

   PROCEEDS TO RETIRE PORTION OF ZERO-COUPON CONVERTIBLE DEBENTURES DUE 2021


SAN JOSE, CALIF., DECEMBER 19, 2001 -- Calpine Corporation [NYSE: CPN] announced
today its intent to sell $400 million of convertible debentures due 2006 in a
private placement under Rule 144A. These securities will be convertible into
shares of Calpine common stock at a fixed conversion ratio to be determined, and
will bear interest at a rate to be determined. In addition, the company has
granted the underwriter an option to purchase an additional $100 million of the
convertible debentures.

Proceeds from the offering will be used to repurchase a portion of the company's
zero-coupon convertible debentures due 2021, either in open-market purchases,
negotiated transactions or upon exercise by holders of a put option in April
2002.

The convertible debentures have not been registered under the Securities Act of
1933 and may not be offered in the United States absent registration or an
applicable exemption from registration requirements.

                                     # # #


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.3
<SEQUENCE>6
<FILENAME>f78021ex99-3.txt
<DESCRIPTION>EXHIBIT 99.3
<TEXT>
<PAGE>
                                                                    Exhibit 99.3

NEWS RELEASE                                              CONTACTS: 408/995-5115
                                        Media Relations: Katherine Potter, X1168
                                         Investor Relations: Rick Barraza, X1125




          CALPINE ANNOUNCES SALE OF CONVERTIBLE SENIOR NOTES DUE 2006

         PROCEEDS TO RETIRE ZERO-COUPON CONVERTIBLE DEBENTURES DUE 2021



     SAN JOSE, Calif., December 19, 2001 - Calpine Corporation [NYSE: CPN]
announced today that it has sold $1 billion of 4% convertible senior notes due
2006 in a private placement under Rule 144A. These securities will be
convertible into shares of Calpine common stock at a price of $18.07, which
represents a 23% conversion premium on the December 19, 2001 New York Stock
Exchange closing price of $14.69 per Calpine common share. In addition, the
company has granted the initial purchaser an option to purchase an additional
$200 million of the convertible senior notes.


     Proceeds from the offering will be used to retire the company's zero-coupon
convertible debentures due 2021, either in open-market purchases, negotiated
transactions or upon exercise by holders of a put option in April 2002, and for
general corporate purposes.

     The convertible senior notes have not been registered under the Securities
Act of 1933 and may not be offered in the United States absent registration or
an applicable exemption from registration requirements.


                                      ###

</TEXT>
</DOCUMENT>
</SUBMISSION>
