CALPINE CORP
8-K, 2000-02-09
COGENERATION SERVICES & SMALL POWER PRODUCERS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                                 Current Report
                       Pursuant to Section 13 or 15(d) of
                           The Securities Act of 1934



       Date of Report (Date of earliest event reported): January 26, 2000



                               CALPINE CORPORATION

                            (A Delaware Corporation)
                        Commission File Number: 033-73160
                  I.R.S. Employer Identification No. 77-0212977




                           50 West San Fernando Street
                           San Jose, California 95113
                            Telephone: (408) 995-5115




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ITEM 5.  OTHER EVENTS

     On January 26, 2000, Calpine Corporation, a Delaware corporation, announced
the offering of approximately $360 million of convertible  preferred  securities
in a private  placement,  priced to yield 5 1/2%,  with a conversion  premium of
approximately 27%.


(C)      Exhibits.

99.0     Press release dated January 26, 2000 announcing preferred security
           offering.




SIGNATURES

Pursuant to the  requirements  of the  Securities  and 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.
                                        Vice President and Controller
                                           Chief Accounting Officer
February 8, 2000









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EXHIBIT 99.0

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


               Calpine Announces Pricing of Up to $360 Million of
                        Convertible Preferred Securities


     SAN  JOSE,  Calif.--(BUSINESS  WIRE)--Jan.  26,  2000--Calpine  Corporation
(NYSE:CPN - news), the San Jose-based power company, announced today that it has
agreed to issue up to $360  million of  convertible  preferred  securities  in a
private  placement,  priced  to  yield  5 1/2%,  with a  conversion  premium  of
approximately 27%.

     Proceeds  from the  offering  will be used to finance the  company's  power
plant development and construction program.

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

     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.







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