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): May 12, 2003



                   CE Casecnan Water and Energy Company, Inc.

             (Exact name of registrant as specified in its charter)




                       Philippines 1-12995 Not Applicable
 ------------------------------------------------------------------------------
                    (State or other jurisdiction (Commission
                         (IRS Employer of incorporation)
                        File Number) Identification No.)




                24th Floor, 6750 Building, Ayala Avenue, Makati,
                     Metro Manila Philippines Not Applicable
               (Address of principal executive offices) (Zip Code)


       Registrant's telephone number, including area code: (632) 892-0276


                                       N/A
                   (Former name or former address, if changed
                              since last report.)



ITEM 5.  OTHER EVENTS.

On May 8, 2003, Moody's Investor Services placed the Ba2 senior secured notes
rating of CE Casecnan on review for possible downgrade, noting NIA's
Supplemental Counterclaim seeking to have the Project Agreement declared void. A
copy of the Moody's Investor Services press release is attached hereto as
Exhibit 99.1.

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, CE Casecnan, 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 the Registrant. 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 and construction uncertainty, operating uncertainty, acquisition
uncertainty, litigation and arbitration uncertainties, uncertainties relating to
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,
incorporated herein by reference, for a description of such factors. The
Registrant assumes no responsibility to update forward-looking information
contained herein.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         Exhibit 99.1 - Moody's Investor Services Press Release dated May 8,
2003.



<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 thereunto duly authorized.


                                   CE Casecnan Water and Energy Company, Inc.



Date:  May 12, 2003                By:    /s/  Paul J. Leighton
                                       ----------------------------------------
                                               Paul J. Leighton
                                               Assistant Secretary



<PAGE>


                                 EXHIBITS INDEX

Exhibit
Number   Exhibit

99.1     Moody's Investor Services Press Release dated May 8, 2003


<PAGE>


                                                     Exhibit 99.1

                                                     Global Credit Research
                                                     Rating Action
                                                     8 MAY 2003




    Rating Action: CE Casecnan Water and Energy Company, Inc.

     MOODY'S PUTS Ba2 RATING OF CE CASECNAN ON REVIEW FOR POSSIBLE DOWNGRADE




    Approximately $288 Million of Debt Securities Affected

    Sydney, May 08, 2003 -- Moody's Investors Service says today it has placed
    the Ba2 senior secured notes rating of CE Casecnan Water and Energy Company,
    Inc. (CE) on review for possible downgrade. The rating is on review for
    possible downgrade after NIA filed an Answer and Counterclaim (on 31 March
    2003) and subsequently a Supplemental Counterclaim (on 23 April 2003) to
    existing arbitration proceedings with CE, seeking to declare the project
    agreement void. CE initiated arbitration against NIA in August 2002
    concerning the non-reimbursement by NIA of taxes paid by CE during
    construction of the project. Further, in the absence of the project
    agreement being declared void, NIA is seeking to have the agreement
    reformed.
    The review will focus on the increasing political risk in the electricity
    sector in the Philippines, the risk that in consequence the entire sector is
    exposed to significant ongoing volatility and the likelihood of success of
    NIA in its counterclaims. Moody's is increasingly concerned that the
    unpredictability of actions by government related agencies and consequent
    instability of contractual arrangements in this sector is becoming
    inconsistent with a rating approach that attaches significant benefit to
    offtake arrangements with those government supported entities. CE Casecnan
    is a privately-held Philippines corporation formed in 1994 to develop, own
    and operate a multipurpose irrigation and hydroelectric power facility
    (150MW) located on the island of Luzon in the Philippines. The company is a
    subsidiary of MidAmerican Energy Holdings Company headquartered in Des
    Moines, Iowa.
    Sydney
    David Howell
    Analyst
    Corporate Finance Group
    Moody's Investors Service Pty Ltd
    612 9270 8100
    Sydney
    Brian Cahill
    Managing Director
    Corporate Finance Group
    Moody's Investors Service Pty Ltd
    612 9270 8100




    Copyright 2003, Moody's Investors Service, Inc. and/or its licensors
    including Moody's Assurance Company,(C)nc. (together, MOODY'S). All rights
    reserved.

    ALL INFORMATION CONTAINED HEREIN IS PROTECTED BY COPYRIGHT LAW AND NONE OF
    SUCH INFORMATION MAY BE COPIED OR OTHERWISE REPRODUCED, REPACKAGED, FURTHER
    TRANSMITTED, TRANSFERRED, DISSEMINATED, REDISTRIBUTED OR RESOLD, OR STORED
    FOR SUBSEQUENT USE FOR ANY SUCH PURPOSE, IN WHOLE OR IN PART, IN ANY FORM OR
    MANNER OR BY ANY MEANS WHATSOEVER, BY ANY PERSON WITHOUT MOODY'S PRIOR
    WRITTEN CONSENT. All information contained herein is obtained by MOODY'S
    from sources believed by it to be accurate and reliable. Because of the
    possibility of human or mechanical error as well as other factors, however,
    such information is provided "as is" without warranty of any kind and
    MOODY'S, in particular, makes no representation or warranty, express or
    implied, as to the accuracy, timeliness, completeness, merchantability or
    fitness for any particular purpose of any such information. Under no
    circumstances shall MOODY'S have any liability to any person or entity for
    (a) any loss or damage in whole or in part caused by, resulting from, or
    relating to, any error (negligent or otherwise) or other circumstance or
    contingency within or outside the control of MOODY'S or any of its
    directors, officers, employees or agents in connection with the procurement,
    collection, compilation, analysis, interpretation, communication,
    publication or delivery of any such information, or (b) any direct,
    indirect, special, consequential, compensatory or incidental damages
    whatsoever (including without limitation, lost profits), even if MOODY'S is
    advised in advance of the possibility of such damages, resulting from the
    use of or inability to use, any such information. The credit ratings, if
    any, constituting part of the information contained herein are, and must be
    construed solely as, statements of opinion and not statements of fact or
    recommendations to purchase, sell or hold any securities. NO WARRANTY,
    EXPRESS OR IMPLIED, AS TO THE ACCURACY, TIMELINESS, COMPLETENESS,
    MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF ANY SUCH RATING OR
    OTHER OPINION OR INFORMATION IS GIVEN OR MADE BY MOODY'S IN ANY FORM OR
    MANNER WHATSOEVER. Each rating or other opinion must be weighed solely as
    one factor in any investment decision made by or on behalf of any user of
    the information contained herein, and each such user must accordingly make
    its own study and evaluation of each security and of each issuer and
    guarantor of, and each provider of credit support for, each security that it
    may consider purchasing, holding or selling. Pursuant to Section 17(b) of
    the Securities Act of 1933, MOODY'S hereby discloses that most issuers of
    debt securities (including corporate and municipal bonds, debentures, notes
    and commercial paper) and preferred stock rated by MOODY'S have, prior to
    assignment of any rating, agreed to pay to MOODY'S for appraisal and rating
    services rendered by it fees ranging from $1,500 to $1,500,000.
[{"type": "8-K", "sequence": "1", "filename": "cegen8k51203.txt", "description": "CE CASECNAN 5-12-03", "secsgml_size_bytes": 9469}]
{"company-data": {"conformed-name": "CE CASECNAN WATER & ENERGY CO INC", "cik": "0001006402", "assigned-sic": "4911", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-12995", "film-number": "03692131"}, "business-address": {"street1": "24TH FLOOR", "street2": "6750 BUILDING, AYALA AVENUE", "city": "MAKATI, METRO MANILA", "state": "R6", "zip": "68107", "phone": "632-892-0276"}, "mail-address": {"street1": "MIDAMERICAN ENERGY HOLDINGS CO.", "street2": "666  GRAND AVENUE, PO BOX 657", "city": "DES MOINES", "state": "IA", "zip": "50303-0657"}}
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): May 12, 2003

                   CE Casecnan Water and Energy Company, Inc.

             (Exact name of registrant as specified in its charter)

                       Philippines 1-12995 Not Applicable
 ------------------------------------------------------------------------------
                    (State or other jurisdiction (Commission
                         (IRS Employer of incorporation)
                        File Number) Identification No.)

                24th Floor, 6750 Building, Ayala Avenue, Makati,
                     Metro Manila Philippines Not Applicable
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (632) 892-0276

                                       N/A
                   (Former name or former address, if changed
                              since last report.)

ITEM 5.  OTHER EVENTS.

On May 8, 2003, Moody's Investor Services placed the Ba2 senior secured notes
rating of CE Casecnan on review for possible downgrade, noting NIA's
Supplemental Counterclaim seeking to have the Project Agreement declared void. A
copy of the Moody's Investor Services press release is attached hereto as
Exhibit 99.1.

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, CE Casecnan, 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 the Registrant. 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 and construction uncertainty, operating uncertainty, acquisition
uncertainty, litigation and arbitration uncertainties, uncertainties relating to
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,
incorporated herein by reference, for a description of such factors. The
Registrant assumes no responsibility to update forward-looking information
contained herein.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         Exhibit 99.1 - Moody's Investor Services Press Release dated May 8,
2003.
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 thereunto duly authorized.

                                   CE Casecnan Water and Energy Company, Inc.

Date:  May 12, 2003                By:    /s/  Paul J. Leighton
                                       ----------------------------------------
                                               Paul J. Leighton
                                               Assistant Secretary
EXHIBITS INDEX

Exhibit
Number   Exhibit

99.1     Moody's Investor Services Press Release dated May 8, 2003
Exhibit 99.1

                                                     Global Credit Research
                                                     Rating Action
                                                     8 MAY 2003

    Rating Action: CE Casecnan Water and Energy Company, Inc.

     MOODY'S PUTS Ba2 RATING OF CE CASECNAN ON REVIEW FOR POSSIBLE DOWNGRADE

    Approximately $288 Million of Debt Securities Affected

    Sydney, May 08, 2003 -- Moody's Investors Service says today it has placed
    the Ba2 senior secured notes rating of CE Casecnan Water and Energy Company,
    Inc. (CE) on review for possible downgrade. The rating is on review for
    possible downgrade after NIA filed an Answer and Counterclaim (on 31 March
    2003) and subsequently a Supplemental Counterclaim (on 23 April 2003) to
    existing arbitration proceedings with CE, seeking to declare the project
    agreement void. CE initiated arbitration against NIA in August 2002
    concerning the non-reimbursement by NIA of taxes paid by CE during
    construction of the project. Further, in the absence of the project
    agreement being declared void, NIA is seeking to have the agreement
    reformed.
    The review will focus on the increasing political risk in the electricity
    sector in the Philippines, the risk that in consequence the entire sector is
    exposed to significant ongoing volatility and the likelihood of success of
    NIA in its counterclaims. Moody's is increasingly concerned that the
    unpredictability of actions by government related agencies and consequent
    instability of contractual arrangements in this sector is becoming
    inconsistent with a rating approach that attaches significant benefit to
    offtake arrangements with those government supported entities. CE Casecnan
    is a privately-held Philippines corporation formed in 1994 to develop, own
    and operate a multipurpose irrigation and hydroelectric power facility
    (150MW) located on the island of Luzon in the Philippines. The company is a
    subsidiary of MidAmerican Energy Holdings Company headquartered in Des
    Moines, Iowa.
    Sydney
    David Howell
    Analyst
    Corporate Finance Group
    Moody's Investors Service Pty Ltd
    612 9270 8100
    Sydney
    Brian Cahill
    Managing Director
    Corporate Finance Group
    Moody's Investors Service Pty Ltd
    612 9270 8100

    Copyright 2003, Moody's Investors Service, Inc. and/or its licensors
    including Moody's Assurance Company,(C)nc. (together, MOODY'S). All rights
    reserved.

    ALL INFORMATION CONTAINED HEREIN IS PROTECTED BY COPYRIGHT LAW AND NONE OF
    SUCH INFORMATION MAY BE COPIED OR OTHERWISE REPRODUCED, REPACKAGED, FURTHER
    TRANSMITTED, TRANSFERRED, DISSEMINATED, REDISTRIBUTED OR RESOLD, OR STORED
    FOR SUBSEQUENT USE FOR ANY SUCH PURPOSE, IN WHOLE OR IN PART, IN ANY FORM OR
    MANNER OR BY ANY MEANS WHATSOEVER, BY ANY PERSON WITHOUT MOODY'S PRIOR
    WRITTEN CONSENT. All information contained herein is obtained by MOODY'S
    from sources believed by it to be accurate and reliable. Because of the
    possibility of human or mechanical error as well as other factors, however,
    such information is provided "as is" without warranty of any kind and
    MOODY'S, in particular, makes no representation or warranty, express or
    implied, as to the accuracy, timeliness, completeness, merchantability or
    fitness for any particular purpose of any such information. Under no
    circumstances shall MOODY'S have any liability to any person or entity for
    (a) any loss or damage in whole or in part caused by, resulting from, or
    relating to, any error (negligent or otherwise) or other circumstance or
    contingency within or outside the control of MOODY'S or any of its
    directors, officers, employees or agents in connection with the procurement,
    collection, compilation, analysis, interpretation, communication,
    publication or delivery of any such information, or (b) any direct,
    indirect, special, consequential, compensatory or incidental damages
    whatsoever (including without limitation, lost profits), even if MOODY'S is
    advised in advance of the possibility of such damages, resulting from the
    use of or inability to use, any such information. The credit ratings, if
    any, constituting part of the information contained herein are, and must be
    construed solely as, statements of opinion and not statements of fact or
    recommendations to purchase, sell or hold any securities. NO WARRANTY,
    EXPRESS OR IMPLIED, AS TO THE ACCURACY, TIMELINESS, COMPLETENESS,
    MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF ANY SUCH RATING OR
    OTHER OPINION OR INFORMATION IS GIVEN OR MADE BY MOODY'S IN ANY FORM OR
    MANNER WHATSOEVER. Each rating or other opinion must be weighed solely as
    one factor in any investment decision made by or on behalf of any user of
    the information contained herein, and each such user must accordingly make
    its own study and evaluation of each security and of each issuer and
    guarantor of, and each provider of credit support for, each security that it
    may consider purchasing, holding or selling. Pursuant to Section 17(b) of
    the Securities Act of 1933, MOODY'S hereby discloses that most issuers of
    debt securities (including corporate and municipal bonds, debentures, notes
    and commercial paper) and preferred stock rated by MOODY'S have, prior to
    assignment of any rating, agreed to pay to MOODY'S for appraisal and rating
    services rendered by it fees ranging from $1,500 to $1,500,000.