Calpine Power Income Fund
TSX : CF.UN

Calpine Power Income Fund

January 31, 2007 20:56 ET

Calpine Files Notice of Change to Trustees' Circular Recommending Acceptance of Revised Harbinger Offer

CALGARY, ALBERTA--(CCNMatthews - Jan. 31, 2007) - The Board of Trustees of Calpine Commercial Trust, on behalf of Calpine Power Income Fund (TSX:CF.UN), today announced that it has filed a Notice of Change to its Trustees' Circular in response to the formal amendment by HCP Acquisition Inc. ("Harbinger") of its take-over bid for the Trust Units of the Fund.

In the Notice of Change to the Trustees Circular the Trustees unanimously recommend that unitholders accept the revised Harbinger offer of $13.00 per Trust Unit and tender their Trust Units to the revised Harbinger offer. The offer expires at 9:00 pm (Calgary time) on February 12, 2007, unless further extended.

The Notice of Change to the Trustees' Circular will be mailed to unitholders together with Harbinger's Notice of Variation and Extension that sets out the terms and conditions of Harbinger's amended offer. Copies of these documents are also available on the System for Electronic Document Analysis and Retrieval at www.sedar.com.

About Calpine Power Income Fund

Calpine Power Income Fund is an unincorporated open-ended trust that invests in electrical power assets. The Fund indirectly owns interests in power generating facilities in British Columbia, Alberta and California. In addition, the Fund owns a participating loan interest in a power plant in Ontario and has made a loan to Calpine Canada Power Ltd. The Fund is managed by Calpine Canada Power Ltd., which is headquartered in Calgary, Alberta. The Fund has 61,742,288 Trust Units outstanding.

The Calpine Power Income Fund units are listed on the Toronto Stock Exchange under the symbol CF.UN. For further information on the Fund, please visit its website at www.calpinepif.com.

Forward-Looking Information Disclaimer

This news release may contain forward-looking information or forward-looking statements as defined under applicable securities laws. Such information and statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information or statements. Such forward-looking information and statements are based on the Fund's current internal expectations, estimates, projections, assumptions and beliefs and the Fund believes the expectations reflected in such forward-looking information and statements are reasonable. However, no assurance can be given that these expectations will prove to be correct and the forward-looking information or statements included in this news release should not be unduly relied upon. Such forward-looking information and statements speak only as of the date of this news release and none of the Fund, the trustees of Calpine Commercial Trust or CCPL undertakes any obligation to publicly update or revise any forward looking information or statements contained in this news release, except as required by applicable laws.

In particular, among other matters, this news release may contain forward-looking information and statements with respect to certain conditions that must be satisfied as a condition of Harbinger making or completing the amended offer. The actual results and outcomes of such matters could differ materially from those anticipated in the forward-looking information and statements contained in this news release as a result of both known and unknown risks, including risks that the required court, regulatory and third party approvals necessary to complete the amended Harbinger offer may not be obtained or that the other conditions to Harbinger's offer may not be satisfied.

Additional risk factors regarding the forward-looking information set forth above, the business and affairs of the Fund and its subsidiaries and an investment in the Trust Units are contained in the Fund's Trustees' Circular dated January 4, 2007, the Fund's annual information form dated April 19, 2006, the Fund's management's discussion and analysis for both the year ended December 31, 2005 and the fiscal quarters ended March 31, 2006, June 30, 2006 and September 30, 2006, and the material change report of the Fund dated November 14, 2006, copies of which are available through the internet on the Fund's SEDAR profile at www.sedar.com. Readers are also referred to the risk factors contained in other documents the Fund files from time to time with securities regulatory authorities, copies of which are also available through the internet on the Fund's SEDAR profile at www.sedar.com.

The forward-looking information contained herein is expressly qualified in its entirety by this cautionary statement.

Contact Information

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