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) August 24, 2007

                          CAPSTONE TURBINE CORPORATION
             (Exact name of registrant as specified in its charter)

       Delaware                     001-15957                   95-4180883
   (State or other          (Commission file number)         (I.R.S. Employer
    jurisdiction                                            Identification No.)
  of incorporation)

               21211 Nordhoff Street, Chatsworth, California 91311
                    (Address of principal executive offices)


                                 (818) 734-5300
              (Registrant's telephone number, including area code)

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

|_|  Written  communications  pursuant to Rule 425 under the  Securities Act (17
     CFR 230.425)

|_|  Soliciting  material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
     240.14a-12)

|_|  Precommencement communications pursuant to Rule 14d-2(b) under the Exchange
     Act (17 CFR 240.14d-2(b))

|_|  Precommencement communications pursuant to Rule 13e-4(c) under the Exchange
     Act (17 CFR 240.13e-4(c))




Section 1 -- Registrant's Business and Operations

Item 1.01 Entry Into a Material Definitive Agreement.

Amendment  and  Restatement  of  Capstone's  Amended  and  Restated  2000 Equity
Incentive Plan

On August 24, 2007,  the Board of Directors  (the  "Board") of Capstone  Turbine
Corporation,  a Delaware  corporation  (the "Company")  unanimously  approved an
amendment and restatement of the Amended and Restated 2000 Equity Incentive Plan
(the "Plan").

The material changes to the Plan include (i)  incorporation of prior amendments,
(ii) the modification of administrative  provisions regarding the calculation of
shares approved under the Plan that are withheld for taxes and similar  purposes
and stock redemption,  (iii) the requirement of an appropriate adjustment by the
committee  designated by the Board to administer the Plan of outstanding  awards
and the  shares  available  under  the  Plan  in the  event  of a  stock  split,
recapitalization  or similar  transaction,  and (iv) the requirement  that stock
options be issued with a purchase  price that is no less than 100% of the market
value of the Company's common stock on the grant date.

The foregoing is a summary  description  of the amended terms and  conditions of
the Plan and is  qualified  in the  entirety by the text of the Plan,  a copy of
which will be filed with the Securities and Exchange Commission as an exhibit to
the Company's  Quarterly  Report on Form 10-Q for the Quarter ended on September
30, 2007.




                                    SIGNATURE
     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.


                                               CAPSTONE TURBINE CORPORATION
                                               (Registrant)

Date: August 28, 2007                          By:  /s/ Walter J. McBride
                                                    ----------------------------
                                                    Executive Vice President and
                                                    Chief Financial Officer