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Filing Details

Accession Number:: 0001181431-14-008174
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-02-20 19:37:58
Reporting Period:: 2014-02-18

Filing Date:: 2014-02-20
Accepted Time:: 2014-02-20 19:37:58
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
916457	Calpine Corp	CPN	Electric Services (4911)	770212977

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1425020	Stuart J. Ryan	591 Redwood Highway, Suite 3215 Mill Valley CA 94941		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2014-02-18	20,000,000	$20.10	12,101,660	No	4	S	Indirect	See Footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See Footnotes

Footnotes

Represents shares sold by SPO Partners II, L.P. ("SPO Partners"), which sold 18,480,500 shares, SPO Partners II Co-Investment Partnership, L.P. ("SPO Co-Invest"), which sold 1,091,200 shares, and San Francisco Partners, L.P. ("SF Partners"), which sold 428,300 shares. The price for the sales on 2/18/14, reported in Line 1 above, was $20.10. These shares may have been deemed to be indirectly beneficially owned by J. Stuart Ryan ("JSR") and his investment vehicle, Rydout LLC ("Rydout"), solely in his advisory capacity to SPO Corp., with respect to investments by SPO Partners, SF Partners, and SPO Co-Invest in securities of Calpine Corporation.
5,029 shares of common stock and 38,623 restricted stock units are owned by JSR. Additionally, 10,709,212 shares of the Issuer's common stock are owned directly by SPO Partners, and may be deemed to be indirectly beneficially owned by (i) SPO Advisory Partners, L.P. ("SPO Advisory"), the sole general partner of SPO Partners, (ii) SPO Advisory Corp. ("SPO Corp."), the sole general partner of SPO Advisory, and (iii) John H. Scully ("JHS"), Edward H. McDermott ("EHM") and Eli J. Weinberg ("EJW"), the three controlling persons of SPO Corp. Additionally, 687,796 shares of the Issuer's common stock are owned directly by SF Partners, and may be deemed to be indirectly beneficially owned by (i) SF Advisory Partners, L.P. ("SF Advisory"), the sole general partner of SF Partners, (ii) SPO Corp., the sole general partner of SF Advisory, and (iii) JHS, EHM and EJW, the three controlling persons of SPO Corp.
Additionally, 661,000 shares of the Issuer's common stock are owned directly by SPO Co-Invest, and may be deemed to be indirectly beneficially owned by (i) SPO Advisory, the sole general partner of SPO Co-Invest, (ii) SPO Corp., the sole general partner of SPO Advisory, and (iii) JHS, EHM and EJW, the three controlling persons of SPO Corp.
Additionally, these shares may be deemed to be indirectly beneficially owned by JSR and his investment vehicle, Rydout, solely in his advisory capacity to SPO Corp., with respect to investments by SPO Partners, SF Partners, and SPO Co-Invest in securities of Calpine Corporation.