SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
Form 8-A
REGISTRATION OF SECURITIES OF CERTAIN SUCCESSOR ISSUERS
FILED PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
MIDAMERICAN ENERGY FINANCING I
(Exact name of registrant as specified in its Certificate of Trust)
DELAWARE Applied For
(State of incorporation (I.R.S. Employer
or Organization Identification No.)
c/o MidAmerican Energy Company
666 Grand Avenue, P. O. Box 657
Des Moines, Iowa 50303-0657
(Address of principal executive offices) (Zip Code)
MIDAMERICAN ENERGY COMPANY
(Exact name of registrant as specified in its
Restated Articles of Incorporation, as amended)
IOWA 42-1425214
(State of Incorporation (I.R.S. Employer
or Organization) Identification No.)
666 Grand Avenue, P. O. Box 657
Des Moines, Iowa 50303-0657
(Address of principal executive offices) (Zip Code)
If this Form relates to the registration of a class of debt securities and is
effective upon filing pursuant to General Instruction A(c)(1), please check the
following box. / /
If this Form relates to the registration of a class of debt securities and is to
become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A(c)(2), please check the following box. / /
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class to be registered
--------------------- ----------------------------------
MidAmerican Energy Financing I ---% The New York Stock Exchange, Inc.
Preferred Securities (and the Guarantee
with respect thereto)
Securities to be registered pursuant to Section 12(g) of the Act:
NONE
(Title of Class)
<PAGE>
INFORMATION REQUIRED IN REGISTRATION STATEMENT
DESCRIPTION OF SECURITIES
ITEM 1. DESCRIPTION OF REGISTRANTS' SECURITIES TO BE REGISTERED
The securities to be registered hereby are ---% Preferred Securities (the
'Preferred Securities'), of MidAmerican Energy Financing I, a Delaware business
trust. The Preferred Securities represent undivided beneficial interests in the
assets of MidAmerican Energy Financing I and are guaranteed by MidAmerican
Energy Company ('MidAmerican Energy'), an Iowa corporation, to the extent set
forth in the form of the Guarantee Agreement by MidAmerican Energy to The First
National Bank of Chicago, as Guarantee Trustee (the 'Guarantee'). The Guarantee
is included as Exhibit 4(i) to the Registration Statement on Form S-3 (the
'Registration Statement') of MidAmerican Energy Financing I and MidAmerican
Energy (Registration Nos. 333-15387 and 333-15387-01) filed with the Securities
and Exchange Commission on November 1, 1996. The particular terms of the
Preferred Securities and the Guarantee are described in the Prospectus which
forms a part of the Registration Statement. The Prospectus and the form of
Guarantee are incorporated by reference herein as set forth in Item 2 below.
EXHIBITS SCHEDULES
ITEM 2. EXHIBITS
The Preferred Securities described herein are to be registered on the New York
Stock Exchange, on which no other securities of MidAmerican Energy Financing I
are registered. Accordingly, the following Exhibits required in accordance with
Part II to the Instructions as to Exhibits to Form 8-A have been duly filed with
the New York Stock Exchange. Each Exhibit was previously filed as indicated with
the Securities and Exchange Commission and is incorporated herein by reference.
EXHIBIT
NUMBER
1(a) The Prospectus Supplement and the Prospectus pertaining to the offer and
sale of the Preferred Securities
4(c) Trust Agreement for MidAmerican Energy Financing I
4(e) Form of Amended and Restated Trust Agreement for MidAmerican Energy
Financing I
4(f) Form of Indenture between MidAmerican Energy Company and The First National
Bank of Chicago, as Trustee
4(g) Form of Supplemental Indenture to Indenture to be used in connection with
the issuance of Subordinated Debentures and Preferred Securities
4(h) Form of Subordinated Debenture (contained in the Form of Supplemental
Indenture)
4(i) Form of Guarantee Agreement with respect to the Preferred Securities
4(j) Form of Agreement as to Expenses and Liabilities (included in Exhibit 4(e))
4(k) Form of Preferred Securities (included in Exhibit 4(e))
<PAGE>
EXHIBIT
NUMBER DESCRIPTION AND METHOD OF FILING
1(a) Filed as part of the Registration Statement of MidAmerican Energy Company
and MidAmerican Energy Financing I (Reg. Nos. 333-15387 and 333-15387-01).
4(c) Filed as Exhibit 4(c) to the Registration Statement of MidAmerican Energy
Company and MidAmerican Energy Financing I (Reg. Nos. 333-15387 and
333-15387-01).
4(e) Filed as Exhibit 4(e) to the Registration Statement of MidAmerican Energy
Company and MidAmerican Energy Financing I (Reg. Nos. 333-15387 and
333-15387-01).
4(f) Filed as Exhibit 4(f) to the Registration Statement of MidAmerican Energy
Company and MidAmerican Energy Financing I (Reg. Nos. 333-15387 and
333-15387-01).
4(g) Filed as Exhibit 4(g) to the Registration Statement of MidAmerican Energy
Company and MidAmerican Energy Financing I (Reg. Nos. 333-15387 and
333-15387-01).
4(h) Filed as Exhibit 4(h) to the Registration Statement of MidAmerican Energy
Company and MidAmerican Energy Financing I (Reg. Nos. 333-15387 and
333-15387-01).
4(i) Filed as Exhibit 4(i) to the Registration Statement of MidAmerican Energy
Company and MidAmerican Energy Financing I (Reg. Nos. 333-15387 and
333-15387-01).
4(j) Filed as Exhibit 4(j) to the Registration Statement of MidAmerican Energy
Company and MidAmerican Energy Financing I (Reg. Nos. 333-15387 and
333-15387-01).
4(k) Filed as Exhibit 4(k) to the Registration Statement of MidAmerican Energy
Company and MidAmerican Energy Financing I (Reg. Nos. 333-15387 and
333-15387-01).
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, each of the Registrants has caused this registration statement to be
signed on its behalf by the undersigned thereto duly authorized.
MIDAMERICAN ENERGY FINANCING I
By: MidAmerican Energy Company as Sponsor
and Guarantor of Guarantee
By /s/ J. Sue Rozema
Name: J. Sue Rozema
Title: Vice President and Treasurer
MIDAMERICAN ENERGY COMPANY
By /s/ Paul J. Leighton
Name: Paul J. Leighton
Title: Vice President and Corporate Secretary
