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EXHIBIT 4.8
CORRECTED CERTIFICATE
OF
THE CERTIFICATE OF TRUST
OF
CALPINE CAPITAL TRUST
THIS Corrected Certificate of the Certificate of Trust of
Calpine Capital Trust (the "Trust"), is being duly executed and filed on behalf
of the Trust by the undersigned, as trustees, to correct the Certificate of
Trust of the Trust, which was filed on October 4, 1999 (the "Certificate of
Trust"), with the Secretary of State of the State of Delaware under the Delaware
Business Trust Act (12 Del. C. Section 3801 et seq.) (the "Act").
1. As permitted under the Act (12 Del. C. Section 3810(e)), the
Certificate of Trust is hereby corrected to cause the Certificate of Trust,
which was not executed by all of the trustees of the Trust as required by the
Act (12 Del. C. Section 3811(a)(1)), to be executed by all of the trustees of
the Trust.
2. The Certificate of Trust is hereby corrected in its entirety
as follows:
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CERTIFICATE OF TRUST
OF
CALPINE CAPITAL TRUST
This Certificate of Trust is being executed as of September 29,
1999 for the purpose of creating a business trust pursuant to the Delaware
Business Trust Act, 12 Del. C. Section 3801, et seq. (the "Act").
The undersigned hereby certify as follows:
1. Name. The name of the business trust formed hereby is Calpine
Capital Trust (the "Trust").
2. Delaware Trustee. The name and business address of the
Delaware trustee of the Trust meeting the requirements of Section 3807 of the
Act are as follows:
The Bank of New York (Delaware)
White Clay Center, Route 273
Newark, Delaware 19711
3. Effective Date. This Certificate of Trust shall be effective
immediately upon filing in the Office of the Secretary of State of the State of
Delaware.
4. Counterparts. This Certificate of Trust may be executed in
one or more counterparts.
IN WITNESS WHEREOF, the undersigned, being all of the trustees
of the Trust, have duly executed this Certificate of Trust as of the day and
year first above written.
[Signature page to follow]
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THE BANK OF NEW YORK, not in its
individual capacity but solely as
trustee
By: /s/ Thomas C. Knight
---------------------------------
Name: Thomas C. Knight
Title: Assistant Vice President
THE BANK OF NEW YORK
(DELAWARE), not in its individual
capacity but solely as trustee
By: /s/ Walter N. Gitlin
---------------------------------
Name: Walter N. Gitlin
Title: Authorized Signatory
PETER CARTWRIGHT, not in his
individual capacity, but solely as
trustee
/s/ Peter Cartwright
------------------------------------
ANN B. CURTIS, not in her individual
capacity, but solely as trustee
/s/ Ann B. Curtis
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THOMAS R. MASON, not in his
individual capacity, but solely as
trustee
/s/ Thomas R. Mason
------------------------------------