CALENERGY CO INC
8-K, 1998-12-17
COGENERATION SERVICES & SMALL POWER PRODUCERS
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                Securities and Exchange Commission
                                 
                       Washington, DC  20549
                                 
                             Form 8-K
                                 
                          Current Report
                                 
              Pursuant to Section 13 or 15(d) of the
                   Securities Exchange Act 1934
                                 
                                 
                 Date of Report December 16, 1998
                 (Date of earliest event reported)
                                 
                                 
                                 
                      CalEnergy Company, Inc.
      (Exact name of registrant as specified in its charter)
                                 


    Delaware                     1-9874             94-2213782
(State of other          (Commission File         (IRS Employer
 jurisdiction of                Number)         Identification No.)
 incorporation)



 302 South 36th Street, Suite 400, Omaha, NE     68131
   (Address of principal executive offices)     Zip Code

Registrant's Telephone Number, including area code:    (402) 341-4500




                              N/A
 (Former name or former address, if changed since last report)
<PAGE>
Item 5.  Other Events

      On  December 16, 1998, the Registrant and MidAmerican  Energy
Holdings  Company  announced  that the  Federal  Energy  Regulatory
Commission  ("FERC")  has  issued an order  approving  the  planned
merger  between  the two companies.  At the same  time,  FERC  also
issued  an  order which has the effect of requiring 50% divestiture
of  a  number of CalEnergy's various qualifying facilities  ("QFs")
prior  to  consummating  the  merger.   Separately,  the  companies
announced  that  MidAmerican  Energy  Holdings  Company  board   of
directors  has  approved  an  extension  of  the  company's   share
repurchase program through the closing date of this transaction and
that  the  dollar  value for the program has  increased  from  $200
million to $300 million.

      Certain information included in this report contains forward-
looking   statements  made  pursuant  to  the  Private   Securities
Litigation Reform Act of 1995 ("Reform Act").  Such statements  are
based  on  current expectations and involve a number of  known  and
unknown risks and uncertainties that could cause the actual results
and  performance  of the Registrant to differ materially  from  any
expected  future results or performance, expressed or  implied,  by
the forward-looking statements including expectations regarding the
future  results of operations of Registrant and MidAmerican  Energy
Holdings  Company and the combined company, the intended  financing
of  the  merger and receipt of regulatory approvals.  In connection
with  the  safe harbor provisions of the Reform Act, the Registrant
has identified important factors that could cause actual results to
differ  materially  from such expectations,  including  development
uncertainty,   operating   uncertainty,  acquisition   uncertainty,
uncertainties  relating to doing business  outside  of  the  United
States,    uncertainties   relating   to   geothermal    resources,
uncertainties  relating  to  domestic  and  international  (and  in
particular,  Indonesian)  economic  and  political  conditions  and
uncertainties  regarding  the impact  of  regulations,  changes  in
government   policy,   industry   deregulation   and   competition.
Reference is made to all of the Registrant's SEC Filings, including
the  Proxy Statement and the Registrant's Report on Form 8-K  dated
March  6, 1998, incorporated herein by reference, for a description
of  such factors.  The Company assumes no responsibility to  update
forward-looking information contained herein.


Item 7.  Financial Statements and Exhibits

Exhibit 1 - Joint Press Release dated December 16, 1998
<PAGE>


                           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.

                                   CalEnergy Company, Inc.




                                By: \s\ Douglas L. Anderson
                                        Douglas L. Anderson
                                        Assistant Secretary and
                                        Assistant General Counsel




Dated: December 16, 1998

<PAGE>
                             EXHIBIT 1


FOR IMMEDIATE RELEASE
CalEnergy and MidAmerican Merger Approved by the Federal Energy
Regulatory Commission

     OMAHA, NEBRASKA and DES MOINES, IOWA, December 16, 1998 ---
CalEnergy Company, Inc. (NYSE: CE; PCX and London) and MidAmerican
Energy Holdings Company (NYSE: MEC) today announced that the
Federal Energy Regulatory Commission ("FERC") has issued an order
approving the planned merger between the two companies.  At the
same time, FERC also issued an order which has the effect of
requiring 50% divestiture of a number of CalEnergy's various
qualifying facilities ("QFs") prior to consummating the merger.

     "We are pleased with the decision by FERC to promptly approve
CalEnergy's merger with MidAmerican.  While the FERC ruling on QF
divestiture was more expansive than expected, we will make every
effort to close the transaction by the end of the first quarter,"
said David L. Sokol, Chairman and Chief Executive Officer of
CalEnergy.

     During October 1998, in excess of 90 percent of both
companies' shareholders approved the merger.  The companies have
also obtained clearance from the Department of Justice under the
Hart-Scott-Rodino Act of 1976.  The parties now anticipate that
remaining regulatory approvals will be obtained in the first
quarter of 1999.

     Separately, the companies announced that the MidAmerican
Energy Holdings Company board of directors has approved an
extension of the company's share repurchase program through the
closing date of this transaction.  It also announced that the
dollar value for the program has increased from $200 million to
$300 million.

     CalEnergy is a global energy company that manages and owns
interests in over 5,000 net megawatts of power generation
facilities in operation, construction and development worldwide.
Through its U.K. subsidiary, CalEnergy supplies and distributes
electricity and gas to approximately 2.2 million customers in the
United Kingdom. CalEnergy produces and develops energy from
diversified fuel sources including geothermal, natural gas and
hydroelectric.  CalEnergy conducts business in the U.S., U.K., the
Philippines, Indonesia, Poland and Australia, and employs more than
4,300 people worldwide.  In the year ended December 31, 1997,
CalEnergy generated revenues of over $2.2 billion and had assets of
approximately $7.5 billion.  CalEnergy's headquarters are based in
Omaha, Nebraska.  Information about CalEnergy is available on the
Internet at http://www.calenergy.com.

     MidAmerican, Iowa's largest energy company, provides electric
service to 648,000 customers and natural gas service to 619,000
customers in Iowa, Illinois, Nebraska and South Dakota.  Company
headquarters are in Des Moines, Iowa.  In the year ended December
31, 1997, MidAmerican generated revenues of over $1.9 billion and
had assets of approximately $4.3 billion.  Information about
MidAmerican is available on the Internet at http://www.midamerican.com.
<PAGE>

     This press release contains forward-looking statements which
are based on current expectations and involve a number of
uncertainties.  Reference is made to all of each company's SEC
filings including CalEnergy's Report on Form 8-K dated March 6,
1998, incorporated herein by reference, for a description of such
uncertainties.

Press Contacts:
MidAmerican Energy Holdings Company               CalEnergy Company,Inc.
Kevin Waetke, Manager, Media Relations,     Craig Hammett, Senior Vice President
    (515) 281-2785                              & CFO,  (402) 341-4500
Ron Giaier, Treasurer, (515) 242-4303       Patti McAtee,Director, Corp. 
                                                Communications, (402) 341-4500
                                            Kate Inverarity, Brunswick, 
                                                (212) 333-3810
                         
                         #  #  #

<PAGE>


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