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): April 30, 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.

     The Philippine  National  Irrigation  Administration  ("NIA") has filed its
Answer and  Counterclaim  and a Supplemental  Counterclaim in the  international
arbitration  commenced  by CE  Casecnan  Water and  Energy  Company,  Inc.  ("CE
Casecnan") last year seeking to compel NIA to perform its contractual obligation
to  reimburse  certain  taxes paid by CE  Casecnan  during  construction  of the
Casecnan  Multipurpose  Irrigation Project  ("Project").  Under the terms of the
project agreement with CE Casecnan,  NIA has the option of timely reimbursing CE
Casecnan  directly for certain  taxes CE Casecnan  has paid.  If NIA does not so
reimburse  CE Casecnan,  the taxes paid by CE Casecnan  result in an increase in
the Water  Delivery  Fee.  The  payment of certain  other  taxes by CE  Casecnan
results  automatically  in an increase in the Water  Delivery Fee. NIA agreed to
compensate  CE  Casecnan  for the taxes it paid the  government  during the five
years of construction and for certain taxes it will pay during  operations.  NIA
is required to  compensate  CE Casecnan  for its  investment  in respect of such
taxes as part of the tariff  structure.  As  previously  disclosed,  CE Casecnan
commenced the arbitration in August 2002 as a result of non-payment of the
portion of the Water Delivery Fee  attributable  to the taxes falling within the
scope of such provisions of the project agreement.

     On March 31, 2003, NIA filed its Answer and Counterclaim to CE Casecnan's
arbitration claim, denying liability for any tax reimbursement and seeking
payment of $7.1 million in liquidated damages that NIA alleges are payable by CE
Casecnan for alleged late completion of the Project. On April 23, 2003, NIA
filed a Supplemental Counterclaim alleging that the project agreement is
contrary to Philippine law and public policy and, requesting the arbitral
tribunal to declare the project agreement void ab initio or voidable.
Alternatively, if not declared void ab initio or voidable, NIA requests that the
arbitral tribunal reform the terms of the project agreement to remedy the
alleged defects in its terms.

     Separately, on April 24, 2003, Standard & Poor's downgraded the credit
rating of the Casecnan Project to "BB" from "BB+". The downgrade was a result of
the downgrade of the Philippine sovereign debt by Standard & Poor's and does not
reflect the filing of NIA's supplemental counterclaim. A copy of the Standard &
Poor's press release is attached hereto as Exhibit 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 - Standard & Poor's Press Release dated April 24, 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:  April 30, 2003                 By:    /s/  Paul J. Leighton
                                                  Paul J. Leighton
                                                  Assistant Secretary



<PAGE>


                                                            EXHIBITS INDEX

Exhibit
Number       Exhibit

99.1         Standard & Poor's Press Release dated April 24, 2003


<PAGE>

         For Immediate Release
         April 24, 2003

         Contact:
         Nerys Williams (Media), Hong Kong (852) 2533 3515
         Ada Fong (Media), Hong Kong (852) 2533 3527
         Mary Ellen Olson, Hong Kong (852) 2533 3539
         Raymond Woo, Hong Kong (852) 2533 3526
         Ee-Lin Tan, Singapore (65) 6239 6394

              Philippine Corporates Lowered Following Sovereign Action

       HONG KONG --Standard & Poor's Ratings Services said today that it had
       lowered its local currency rating on Philippine electricity generation
       and transmission company National Power Corp. (Napocor) to 'BBB-' and its
       foreign currency rating on the company to 'BB' following a recent change
       in the ratings on the Republic of the Philippines (local currency rating,
       BBB/Stable/A-3; foreign currency rating, BB/Stable/B).

       At the same time, Standard & Poor's lowered its foreign currency ratings
       on two independent power producers, Bauang Private Power Corp. (Bauang)
       and CE Casecnan Water and Energy Co. Inc. (Casecnan) to 'BB' from 'BB+'.

       The outlooks on the ratings on Napocor, Bauang, and Casecnan have all
       been revised to stable from negative, in line with that on the sovereign.

       In addition, Standard & Poor's has revised its outlook on the foreign
       currency rating on Globe Telecom Inc., one of two leading providers of
       wireless communications services in the Philippines, to stable from
       positive, in line with that on the foreign currency rating on the
       sovereign. The 'BB' corporate credit rating on Globe Telecom and the
       positive outlook on its local currency rating, however, remain unchanged.

       The rating change on the sovereign reflects the government's growing debt
       burden and fiscal rigidity. The stable outlook on the rating reflects
       Standard & Poor's expectation that the Philippine government will slowly
       stabilize the erosion of public finances witnessed over the past few
       years.


         About Standard & Poor's
       Standard & Poor's is a leader in providing widely recognised financial
       data, analytical research and investment and credit opinions to the
       global capital markets. With more than 5,000 employees located in 19
       countries, Standard & Poor's is an integral part of the world's financial
       architecture. In Asia, we have been voted the most influential rating
       agency of 2001 and 2002 by FinanceAsia, and Rating Agency of the Year by
       INSTO, for the third year running. Additional information is available at
       www.standardandpoors.com.
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{"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": "03674288"}, "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): April 30, 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.

     The Philippine  National  Irrigation  Administration  ("NIA") has filed its
Answer and  Counterclaim  and a Supplemental  Counterclaim in the  international
arbitration  commenced  by CE  Casecnan  Water and  Energy  Company,  Inc.  ("CE
Casecnan") last year seeking to compel NIA to perform its contractual obligation
to  reimburse  certain  taxes paid by CE  Casecnan  during  construction  of the
Casecnan  Multipurpose  Irrigation Project  ("Project").  Under the terms of the
project agreement with CE Casecnan,  NIA has the option of timely reimbursing CE
Casecnan  directly for certain  taxes CE Casecnan  has paid.  If NIA does not so
reimburse  CE Casecnan,  the taxes paid by CE Casecnan  result in an increase in
the Water  Delivery  Fee.  The  payment of certain  other  taxes by CE  Casecnan
results  automatically  in an increase in the Water  Delivery Fee. NIA agreed to
compensate  CE  Casecnan  for the taxes it paid the  government  during the five
years of construction and for certain taxes it will pay during  operations.  NIA
is required to  compensate  CE Casecnan  for its  investment  in respect of such
taxes as part of the tariff  structure.  As  previously  disclosed,  CE Casecnan
commenced the arbitration in August 2002 as a result of non-payment of the
portion of the Water Delivery Fee  attributable  to the taxes falling within the
scope of such provisions of the project agreement.

     On March 31, 2003, NIA filed its Answer and Counterclaim to CE Casecnan's
arbitration claim, denying liability for any tax reimbursement and seeking
payment of $7.1 million in liquidated damages that NIA alleges are payable by CE
Casecnan for alleged late completion of the Project. On April 23, 2003, NIA
filed a Supplemental Counterclaim alleging that the project agreement is
contrary to Philippine law and public policy and, requesting the arbitral
tribunal to declare the project agreement void ab initio or voidable.
Alternatively, if not declared void ab initio or voidable, NIA requests that the
arbitral tribunal reform the terms of the project agreement to remedy the
alleged defects in its terms.

     Separately, on April 24, 2003, Standard & Poor's downgraded the credit
rating of the Casecnan Project to "BB" from "BB+". The downgrade was a result of
the downgrade of the Philippine sovereign debt by Standard & Poor's and does not
reflect the filing of NIA's supplemental counterclaim. A copy of the Standard &
Poor's press release is attached hereto as Exhibit 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 - Standard & Poor's Press Release dated April 24, 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:  April 30, 2003                 By:    /s/  Paul J. Leighton
                                                  Paul J. Leighton
                                                  Assistant Secretary
EXHIBITS INDEX

Exhibit
Number       Exhibit

99.1         Standard & Poor's Press Release dated April 24, 2003
For Immediate Release
         April 24, 2003

         Contact:
         Nerys Williams (Media), Hong Kong (852) 2533 3515
         Ada Fong (Media), Hong Kong (852) 2533 3527
         Mary Ellen Olson, Hong Kong (852) 2533 3539
         Raymond Woo, Hong Kong (852) 2533 3526
         Ee-Lin Tan, Singapore (65) 6239 6394

              Philippine Corporates Lowered Following Sovereign Action

       HONG KONG --Standard & Poor's Ratings Services said today that it had
       lowered its local currency rating on Philippine electricity generation
       and transmission company National Power Corp. (Napocor) to 'BBB-' and its
       foreign currency rating on the company to 'BB' following a recent change
       in the ratings on the Republic of the Philippines (local currency rating,
       BBB/Stable/A-3; foreign currency rating, BB/Stable/B).

       At the same time, Standard & Poor's lowered its foreign currency ratings
       on two independent power producers, Bauang Private Power Corp. (Bauang)
       and CE Casecnan Water and Energy Co. Inc. (Casecnan) to 'BB' from 'BB+'.

       The outlooks on the ratings on Napocor, Bauang, and Casecnan have all
       been revised to stable from negative, in line with that on the sovereign.

       In addition, Standard & Poor's has revised its outlook on the foreign
       currency rating on Globe Telecom Inc., one of two leading providers of
       wireless communications services in the Philippines, to stable from
       positive, in line with that on the foreign currency rating on the
       sovereign. The 'BB' corporate credit rating on Globe Telecom and the
       positive outlook on its local currency rating, however, remain unchanged.

       The rating change on the sovereign reflects the government's growing debt
       burden and fiscal rigidity. The stable outlook on the rating reflects
       Standard & Poor's expectation that the Philippine government will slowly
       stabilize the erosion of public finances witnessed over the past few
       years.

         About Standard & Poor's
       Standard & Poor's is a leader in providing widely recognised financial
       data, analytical research and investment and credit opinions to the
       global capital markets. With more than 5,000 employees located in 19
       countries, Standard & Poor's is an integral part of the world's financial
       architecture. In Asia, we have been voted the most influential rating
       agency of 2001 and 2002 by FinanceAsia, and Rating Agency of the Year by
       INSTO, for the third year running. Additional information is available at
       www.standardandpoors.com.