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<TEXT>
                       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): April 22, 2002


                               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


<PAGE>


ITEM 5.  OTHER EVENTS

     On April 22, 2002, Calpine  Corporation  announced that it has successfully
restructured  its long-term  power  contracts with the California  Department of
Water  Resources  (CDWR).  The Office of the  Governor,  the  California  Public
Utilities  Commission  (CPUC),  the  Electricity  Oversight  Board (EOB) and the
California  Attorney  General (AG) endorse these contracts and agree to drop all
challenges,  including  withdrawing the Section 206 complaint  recently filed by
the CPUC and EOB at FERC.

     On April 23, 2002, Calpine Corporation announced that it intends to sell up
to 60 million  newly-issued  shares of its common  stock.  In addition,  Calpine
expects to grant an over-allotment  option to the underwriters for an additional
9 million shares of its common stock, which may be exercised for up to 30 days.

     We also announced  that we expect fully diluted  earnings per share for the
quarter  ended  March 31,  2002 will be  approximately  $0.10 per share,  before
deduction of non-recurring  equipment cancellation costs of approximately $168.5
million,  or $0.35 per share and before  extraordinary  items.  After  equipment
cancellation costs and before  extraordinary items, we expect a net loss for the
quarter of  approximately  $0.25 per fully diluted share. We also estimate fully
diluted earnings per share before non-recurring equipment cancellation costs and
extraordinary  items for the year ending December 31, 2002 will be approximately
$1.50 to $1.60  per  fully  diluted  share,  which  includes  dilution  from the
proposed offering.  The current year-end estimate reflects continued uncertainty
over the  timing of a domestic  economic  recovery  and a return to more  normal
weather, and a gradual improvement in pricing. We continue to evaluate the North
American power market and intend to refine our year-end  outlook when market and
other conditions provide greater visibility into 2002 results.

     On April 24, 2002, we hosted a conference  call in which we confirmed  that
we expect  EBITDA,  as adjusted,  for the year ending  December 31, 2002 will be
approximately  $1.9 billion to $2.0 billion.  In addition,  we announced that we
expect to be  making  certain  changes  to the  provisions  of the term loan and
revolving credit facilities under our $1.6 billion credit agreement and our $400
million  revolving  credit  facility,  including  the  provision  of  additional
security  in the form of pledges  of the  capital  stock of all of our  domestic
subsidiaries  (other than Calpine Energy  Services,  LP). We have also agreed to
increase  the  margins on base rate and LIBO rate loans  under the term loan and
revolving credit  facilities under our $1.6 billion credit agreement and to make
changes  to certain  other  provisions  allowing  us to use a portion of the net
proceeds of an equity offering to repay indebtedness.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

(a)      Not applicable.

(b)      Not applicable.

(c)      Exhibits.

          99.0 Press release dated April 22, 2002 - Restructured DWR Contracts

          99.1 Press release dated April 23, 2002 - Issuance of Common Stock


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:  April 24, 2002


<PAGE>

EXHIBIT 99.0

NEWS RELEASE                                             Contacts:  408/995-5115
                                        Media Relations:  Bill Highlander, X1244
                                        Investor Relations:  Rick Barraza, X1125


                       CALPINE COMPLETES RESTRUCTURING OF
                           CALIFORNIA POWER CONTRACTS

      New Contracts To Provide Long-Term Benefit for California and Calpine


     SAN JOSE,  CALIF.) April 22, 2002 - Calpine  Corporation  [NYSE: CPN] today
announced that it has  successfully  restructured  its long-term power contracts
with the  California  Department of Water  Resources  (CDWR).  The Office of the
Governor,  the California Public Utilities  Commission  (CPUC),  the Electricity
Oversight  Board (EOB) and the  California  Attorney  General (AG) endorse these
contracts and agree to drop all  challenges,  including  withdrawing the Section
206 complaint recently filed by the CPUC and EOB at FERC.

     "Calpine  is very  pleased  with this  outcome.  Both sides  worked hard to
create  solutions that benefit all parties - California  energy  consumers,  the
state of California  and Calpine,"  said Jim Macias,  Calpine's  executive  vice
president,  chief operating  officer and lead negotiator for the CDWR contracts.
"These restructured agreements resolve questions and uncertainty surrounding our
contracts.  The  state is  assured  electricity  will be  available  under  more
flexible  terms when supplies will be critically  needed.  Calpine  continues to
benefit from solid,  long-term  power  contracts and increased  revenue and cash
flow in the early years."

     To help the CDWR reduce their long-term purchase  obligations,  Calpine has
agreed to shorten the duration of the two ten-year, baseload energy contracts by
two years,  and the  20-year  peaker  contract  by ten years.  "Calpine  remains
bullish on the long-term  California power market,"  continued Macias.  "Calpine
believes  the  growing  need  for new  power  in  California  is  significant  -
particularly  as the  economy  recovers,  weather  normalizes  and  older,  less
efficient  generating assets need to be replaced.  We are confident that we will
be able to sell this capacity in the future."

     Calpine  also agreed to reduce the energy  price on one  ten-year  baseload
contract from $61.00 to $59.60 per megawatt-hour, and convert the energy portion
of its peaker  contract to gas index  pricing  from fixed  energy  pricing.  The
company also agreed to deliver up to 12.2 million  megawatt-hours  of additional
energy in 2002 and 2003.  "This will help fix CDWR's cost of  electricity in the
near-term,  while  providing  the  state  with the  needed  flexibility  to meet
uncertain energy demands," added Macias.

Restructuring Highlights

Overview

o    Restructured  contracts  are  endorsed by The Office of the  Governor,  the
     CPUC, AG, EOB and CDWR
o    The CPUC and EOB will withdraw their Federal Energy  Regulatory  Commission
     (FERC) 206  complaints;  EOB and CPUC agree to no longer seek  refunds from
     Calpine through FERC refund proceedings
o    The Office of the Governor, the CPUC, AG, EOB and CDWR agree that they will
     not  challenge  the  validity or the  justness  and  reasonableness  of the
     restructured contracts
o    Calpine  agreed to pay $6 million over three years to the AG to resolve any
     and all claims against Calpine; $1.5 million of this amount will be used to
     fund solar or other alternative energy retrofits of schools,  hospitals and
     public buildings in California
o    Calpine to provide  additional,  flexible  energy sales to CDWR in 2002 and
     2003
o    Calpine  adjusted  its gas hedges to reflect  new terms and  conditions  of
     restructured contracts

Contract 1

o    Baseload power  deliveries  remain unchanged at 350 megawatts for 2002, 600
     megawatts for 2003, and 1,000 megawatts for 2004 and beyond
o    Fixed energy price remains at $58.60 per megawatt-hour
o    Calpine to provide up to 2.7  million  and 4.8  million  megawatt  hours of
     additional, flexible energy in 2002 and 2003, respectively;  energy pricing
     indexed to gas;  two-year fixed capacity  revenue of  approximately  $127.5
     million
o    Term of contract reduced to eight years from ten years
o    Approximately  $3.7 billion of total  revenue is expected to be earned from
     baseload and peaking capacity between 2002 and 2009

Contract 2

o    Baseload power  deliveries  remain unchanged at 200 megawatts for the first
     half of 2002 and 1,000 megawatts from July 1, 2002 forward
o    Fixed energy price reduced to $59.60 per megawatt-hour from $61.00

o    Calpine to provide up to 1.7  million  and 3.0  million  megawatt-hours  of
     additional, flexible energy in 2002 and 2003, respectively;  energy pricing
     indexed to gas;  two-year fixed  capacity  revenue of  approximately  $88.8
     million
o    Term of contract reduced to eight years from ten years
o    CDWR has the right to complete four Calpine projects planned for California
     if Calpine does not build these four new energy centers;  contract  prices,
     terms and  conditions  are not impacted;  CDWR  reimburses  Calpine for all
     construction costs and certain other costs incurred to date
o    Approximately  $4.1 billion of total  revenue is expected to be earned from
     baseload and peaking capacity between 2002 and 2009

Contract 3

o    Calpine  continues  to provide  CDWR with an option of 2,000  hours for 495
     megawatts of peak power
o    Fixed annual capacity  payments remain at $90 million for years one through
     five and $80 million  per year  thereafter;  energy  pricing now indexed to
     gas, versus fixed at $73.00 per megawatt-hour
o    Term of the contract reduced to ten years from 20 years
o    Approximately  $800  million of revenue  expected to be earned from peaking
     capacity between 2002 and 2011

Contract 4


o    Calpine to provide up to 225 megawatts of new peaking capacity
o    Three-year term, beginning with commercial operation
o    Fixed annual average  capacity  payments  remain at $46.8 million per year;
     energy  pricing  remains  indexed to gas o  Approximately  $140  million of
     revenue expected to be earned from capacity between 2003 and 2005

Commitment to California Market

     Calpine has long recognized the need for new sources of clean generation in
California.  In 1996, the company launched the largest power development program
in California.  In 2001,  Calpine brought on line 1,100 megawatts and expects to
add another 1,375 megawatts in 2002--representing  approximately 2,500 megawatts
of clean, reliable electricity for California consumers.

     The demand for electricity is expected to continue to grow in California. A
recent FERC study has warned  that the state  could  still face a  shortfall  of
energy  supply  and that more  electric  generating  facilities  will be needed.
Recent  slowdowns  and  cancellations  of power  projects in California by other
power generators have added to this potential shortfall.

     Calpine  will remain a vital part of the solution to  California's  current
and future energy needs. As the state's leading independent power producer,  the
company  elected  to work  cooperatively  with the  state  to  reach a  mutually
beneficial and timely resolution. These agreements also will help improve market
stability  and  regulatory  certainty - a  fundamental  requisite  for Calpine's
commitment to the state's  power  market.  The company will continue to generate
and  deliver  clean,   reliable   electricity  to  help  stem  potential  energy
shortfalls.

Conference Call

     Calpine will host a conference  call on Wednesday,  April 24, 2002, at 8:00
am PDT to further  discuss the new CDWR  contracts.  The call is  available in a
listen-only  mode by calling  1-888-603-6685  at least ten minutes  prior to the
start of the conference  call.  International  callers may dial  1-706-634-1265.
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.

About Calpine

     Based in San Jose,  Calif.,  Calpine  Corporation is an  independent  power
company that is dedicated to providing customers with clean, efficient,  natural
gas-fired power  generation.  It generates and markets power,  through plants it
develops,  owns and operates, in 29 states in the United States, three provinces
in Canada and the United  Kingdom.  Calpine is the world's  largest  producer of
renewable  geothermal energy, and it owns and markets 1.3 trillion cubic feet of
proved  natural gas  reserves in Canada and the United  States.  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 cou-ld  materially  affect  actual  results such as, but not
limited to, (i) the timing and extent of  deregulation of energy markets and the
rules and regulations  adopted on a transitional basis with respect thereto (ii)
the timing and extent of changes in  commodity  prices for energy,  particularly
natural gas and electricity  (iii) commercial  operations of new plants that may
be delayed or prevented because of various  development and construction  risks,
such as a failure  to obtain  the  necessary  permits  to  operate,  failure  of
third-party  contractors to perform their contractual  obligations or failure to
obtain  financing on acceptable  terms (iv)  unseasonable  weather patterns that
produce  reduced  demand for power (v) systemic  economic  slowdowns,  which can
adversely  affect  consumption  of power by businesses  and consumers  (vi) cost
estimates are  preliminary and actual costs may be higher than estimated (vii) a
competitor's  development of lower-cost generating gas-fired power plants (viii)
risks  associated  with  marketing  and selling  power from power  plants in the
newly-competitive  energy market (ix) the successful  exploitation  of an oil or
gas resource that ultimately depends upon the geology of the resource, the total
amount and costs to develop recoverable reserves and operations factors relating
to the  extraction  of natural  gas, (x) the effects on the  Company's  business
resulting  from tighten  liquidity in the trading and power  industry,  (xi) the
Company's ability to access the capital markets on attractive  terms,  (xii) the
direct or indirect effects on the Company's business of a lowering of its credit
rating (or actions it may take in response to changing credit ratings criteria),
including,  increased collateral requirements,  refusal by the Company's current
or  potential  counter  parties  to  enter  into  transactions  with  it and its
inability to obtain credit or capital in desired amounts or on favorable  terms,
and  (xiii)  other  risks  identified  from  time  to time  in our  reports  and
registration   statements  filed  with  the  SEC,  including  the  risk  factors
identified  in our Annual  Report on Form 10-K for the year ended  December  31,
2000, as restated in our Current Report on Form 8-K filed on September 10, 2001,
and our  Quarterly  Reports on Form 10-Q for the quarters  ended March 31, 2001,
June 30, 2001 and  September 30, which can be found on the Company's web site at
www.calpine.com.  All  information  set  forth in this  press  release  is as of
today's date, and the Company undertakes no duty to update this information.


<PAGE>

EXHIBIT 99.1

NEWS RELEASE                                             Contacts:  408/995-5115
                                        Media Relations:  Bill Highlander, X1244
                                        Investor Relations:  Rick Barraza, X1125


                          CALPINE TO ISSUE COMMON STOCK

                   Company Comments On 2002 Earnings Guidance

     (SAN  JOSE,  CALIF.)  April  23,  2002  -  Calpine  Corporation  [NYSE:CPN]
announced today that it intends to sell up to 60 million  newly-issued shares of
its common stock. In addition, Calpine expects to grant an over-allotment option
to the  underwriters  for an  additional 9 million  shares of its common  stock,
which may be exercised for up to 30 days.

     A registration  statement relating to the common stock and other securities
has been filed with the  Securities  and Exchange  Commission,  and was declared
effective  on April 10,  2002.  The net  proceeds of the sale are expected to be
used to repay debt and for general corporate purposes.

     This  press  release  shall  not   constitute  an  offer  to  sell  or  the
solicitation of an offer to buy, nor shall there be any sale of these securities
in any State in which such offer,  solicitation  or sale would be unlawful prior
to registration or qualification under the securities laws of any such State.

     The company also announced that it expects fully diluted earnings per share
for the  quarter  ended March 31,  2002 will be  approximately  $0.10 per share,
before deduction of non-recurring  equipment cancellation costs of approximately
$168.5  million,  or $0.35 per  share  and  before  extraordinary  items.  After
equipment cancellation costs and before extraordinary items, the company expects
a net loss for the quarter of  approximately  $0.25 per fully diluted share. The
company also stated that it estimates  fully  diluted  earnings per share before
non-recurring  equipment cancellation costs and extraordinary items for the year
ending December 31, 2002 will be approximately  $1.50 to $1.60 per fully diluted
share, which includes dilution from the above-mentioned equity offering.

     Calpine's current year-end estimate reflects continued uncertainty over the
timing of a domestic economic recovery and a return to more normal weather,  and
a gradual  improvement in pricing.  The company  continues to evaluate the North
American power market and intends to refine its year-end outlook when market and
other conditions provide greater visibility into 2002 results.

     Based in San Jose,  Calif.,  Calpine  Corporation is an  independent  power
company that is dedicated to providing customers with clean, efficient,  natural
gas-fired power  generation.  It generates and markets power,  through plants it
develops,  owns and operates, in 29 states in the United States, three provinces
in Canada and the United  Kingdom.  Calpine is the world's  largest  producer of
renewable  geothermal energy, and it owns and markets 1.3 trillion cubic feet of
proved  natural gas  reserves in Canada and the United  States.  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)  unseasonable  weather patterns that reduce demand for power and
natural gas,  (ii)  systemic  economic  slowdowns,  which can  adversely  affect
consumption of power by businesses and consumers, (iii) the timing and extent of
deregulation  of  energy  markets  and the rules and  regulations  adopted  on a
transitional  basis with respect thereto,  (iv) the timing and extent of changes
in commodity prices for energy,  particularly  natural gas and electricity,  (v)
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,  (vi) cost estimates are
preliminary and actual costs may be higher than estimated,  (vii) a competitor's
development  of a lower-cost  generating  gas-fired  power  plant,  (viii) risks
associated   with   marketing  and  selling  power  from  power  plants  in  the
newly-competitive  energy market, (ix) the successful  exploitation of an oil or
gas resource that ultimately depends upon the geology of the resource, the total
amount and cost to develop recoverable reserves and operational factors relating
to the  extraction of natural gas, and (x) other risks  identified  from time to
time in our reports and registration  statements  filed with the SEC,  including
the risk factors identified in our Annual Report on Form 10-K for the year ended
December  31,  2001,   which  can  be  found  on  the   Company's  web  site  at
www.calpine.com.  All  information  set  forth in this  press  release  is as of
today's date, and the Company undertakes no duty to update this information.


</TEXT>
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