content: 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 October 30, 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)
  Item 5.  Other Events
  
        In separate meetings held on October 30, 1998, shareholders
  of  CalEnergy  Company,  Inc.  and  MidAmerican  Energy  Holdings
  Company approved the proposed merger of the companies.    At  the
  CalEnergy  meeting, shareholders approved the reincorporation  of
  CalEnergy as an Iowa Corporation, effectively voting in favor  of
  the  proposed merger.  As a result of the reincorporation and the
  merger,  MidAmerican  will become a wholly  owned  subsidiary  of
  CalEnergy  and  following its reincorporation in Iowa,  CalEnergy
  will  be  renamed  MidAmerican Energy Holdings Company  and  will
  retain MidAmerican's corporate headquarters in Des Moines, Iowa.
  
       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 October 30, 1998
  
  
  
                             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: October 30, 1998
  
                              EXHIBIT 1
  
  FOR IMMEDIATE RELEASE
  
   CalEnergy and MidAmerican Shareholders Approve Proposed Merger
  
       OMAHA, NEBRASKA and DES MOINES, IOWA, October 30, 1998 ---
  In separate meetings held today, shareholders of CalEnergy
  Company, Inc. ("CalEnergy"  NYSE: CE; PCX and LSE) and
  MidAmerican Energy Holdings Company ("MidAmerican"  NYSE: MEC)
  approved the proposed merger of the companies.
  
       At the CalEnergy meeting in Omaha, Nebraska, shareholders
  approved the reincorporation of CalEnergy as an Iowa corporation,
  effectively voting in favor of the proposed merger.  The
  reincorporation is necessary in order to accomplish the merger.
  In Des Moines, Iowa, MidAmerican shareholders approved the
  proposed merger.  As a result of the reincorporation and the
  merger, MidAmerican will become a wholly owned subsidiary of
  CalEnergy and following its reincorporation in Iowa, CalEnergy
  will be renamed MidAmerican Energy Holdings Company and will
  retain MidAmerican's corporate headquarters in Des Moines, Iowa.
       
       Current CalEnergy shareholders will automatically own shares
  in the combined company.
  Of the CalEnergy shareholder votes cast, over 99% were in favor
  of the merger.
       
       At the MidAmerican meeting in Des Moines, Iowa, shareholders
  approved the merger of MidAmerican with CalEnergy, whereby
  MidAmerican will become a subsidiary of the new company.
  MidAmerican shareholders will be entitled to receive $27.15 in
  cash for each share of MidAmerican stock they own at the close of
  the merger.  Of the MidAmerican shareholder votes cast, over 90%
  were in favor of the merger.  A majority of the outstanding
  shares of each company were required to be voted in favor of the
  merger.
       
       Commenting on today's vote, David L. Sokol, Chairman and
  Chief Executive Officer of CalEnergy and the new company, stated:
  "Our shareholders recognize the significant value of this merger
  to our future growth and earnings.  This vote is an important
  step toward completion of the merger and we look forward to
  obtaining the remaining regulatory approvals necessary to
  finalize the merger."
  
       Stanley J. Bright, current President, Chairman and Chief
  Executive Officer of MidAmerican and Vice Chairman of the Board
  of the new company and member of its Executive Committee, added:
  "In addition to a significant increase in shareholder value, we
  believe the  merger will be a great enhancement for the economies
  and communities of the Midwest.   We appreciate the loyalty and
  support of our shareholders over the years.  At the same time, we
  are excited about becoming part of a dynamic global energy
  company."
       
                               -more-
                                  
  CalEnergy/MidAmerican
  October 30, 1998
  Page -2-
  
  
       On October 13, 1998, the companies announced that the
  waiting period under the Hart-Scott-Rodino Antitrust Improvements
  Act of 1976 expired and that federal antitrust clearance had been
  obtained.  The proposed merger, first announced on August 12,
  1998, remains subject to approval from the Federal Energy
  Regulatory Commission, the Nuclear Regulatory Commission and the
  Iowa Utilities Board.  The proposed merger is expected to close
  during the first quarter of 1999.
       
       The new company is expected to have total assets of
  approximately $13 billion, total annual revenues of more than $5
  billion and will serve over 3.3 million retail customers.  Once
  the merger is approved, the company's new board will include four
  of MidAmerican's current directors:  Stanley J. Bright, Chairman,
  President and CEO of MidAmerican; Frank Cottrell, Senior Vice
  President, General Counsel and Secretary of Deere & Company; Jack
  W. Eugster, Chairman, President and CEO of The Musicland Group,
  Inc.; and Robert L. Peterson, Chairman, President and CEO of IBP,
  Inc.
       
       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 2.0 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 4,200 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 currently based in Omaha, Nebraska.  Information about
  CalEnergy is available on the Internet at 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
  www.midamerican.com.
  
  Press Contacts:
  
  MidAmerican Energy Holdings Company
   Kevin Waetke, Manager, Media Relations            (515) 281-2785
   Jene Spurgin, Manager, Investor Relations         (515) 281-2204
  
  CalEnergy Company, Inc.
   Patti McAtee, Director, Corporate Communications  (402) 231-1519
   Craig Allen, Manager, Investor Relations          (402) 231-1673
   Diana Nelson, Brunswick                           (212) 333-3810
  
                                #  #
metadata_documents: [{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 10034}]
metadata_filer: {"company-data": {"conformed-name": "CALENERGY CO INC", "cik": "0000720556", "assigned-sic": "4991", "irs-number": "942213782", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-09874", "film-number": "98734318"}, "business-address": {"street1": "302 S 36TH ST", "street2": "STE 400", "city": "OMAHA", "state": "NE", "zip": "68131", "phone": "4023414500"}, "mail-address": {"street1": "302 SOUTH 36TH STREET", "street2": "SUITE 400-A", "city": "OMAHA", "state": "NE", "zip": "68131"}, "former-company": {"former-conformed-name": "CALIFORNIA ENERGY CO INC", "date-changed": "19920703"}}
text: 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 October 30, 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)
  Item 5.  Other Events
  
        In separate meetings held on October 30, 1998, shareholders
  of  CalEnergy  Company,  Inc.  and  MidAmerican  Energy  Holdings
  Company approved the proposed merger of the companies.    At  the
  CalEnergy  meeting, shareholders approved the reincorporation  of
  CalEnergy as an Iowa Corporation, effectively voting in favor  of
  the  proposed merger.  As a result of the reincorporation and the
  merger,  MidAmerican  will become a wholly  owned  subsidiary  of
  CalEnergy  and  following its reincorporation in Iowa,  CalEnergy
  will  be  renamed  MidAmerican Energy Holdings Company  and  will
  retain MidAmerican's corporate headquarters in Des Moines, Iowa.
  
       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 October 30, 1998
  
                             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: October 30, 1998
  
                              EXHIBIT 1
  
  FOR IMMEDIATE RELEASE
  
   CalEnergy and MidAmerican Shareholders Approve Proposed Merger
  
       OMAHA, NEBRASKA and DES MOINES, IOWA, October 30, 1998 ---
  In separate meetings held today, shareholders of CalEnergy
  Company, Inc. ("CalEnergy"  NYSE: CE; PCX and LSE) and
  MidAmerican Energy Holdings Company ("MidAmerican"  NYSE: MEC)
  approved the proposed merger of the companies.
  
       At the CalEnergy meeting in Omaha, Nebraska, shareholders
  approved the reincorporation of CalEnergy as an Iowa corporation,
  effectively voting in favor of the proposed merger.  The
  reincorporation is necessary in order to accomplish the merger.
  In Des Moines, Iowa, MidAmerican shareholders approved the
  proposed merger.  As a result of the reincorporation and the
  merger, MidAmerican will become a wholly owned subsidiary of
  CalEnergy and following its reincorporation in Iowa, CalEnergy
  will be renamed MidAmerican Energy Holdings Company and will
  retain MidAmerican's corporate headquarters in Des Moines, Iowa.
       
       Current CalEnergy shareholders will automatically own shares
  in the combined company.
  Of the CalEnergy shareholder votes cast, over 99% were in favor
  of the merger.
       
       At the MidAmerican meeting in Des Moines, Iowa, shareholders
  approved the merger of MidAmerican with CalEnergy, whereby
  MidAmerican will become a subsidiary of the new company.
  MidAmerican shareholders will be entitled to receive $27.15 in
  cash for each share of MidAmerican stock they own at the close of
  the merger.  Of the MidAmerican shareholder votes cast, over 90%
  were in favor of the merger.  A majority of the outstanding
  shares of each company were required to be voted in favor of the
  merger.
       
       Commenting on today's vote, David L. Sokol, Chairman and
  Chief Executive Officer of CalEnergy and the new company, stated:
  "Our shareholders recognize the significant value of this merger
  to our future growth and earnings.  This vote is an important
  step toward completion of the merger and we look forward to
  obtaining the remaining regulatory approvals necessary to
  finalize the merger."
  
       Stanley J. Bright, current President, Chairman and Chief
  Executive Officer of MidAmerican and Vice Chairman of the Board
  of the new company and member of its Executive Committee, added:
  "In addition to a significant increase in shareholder value, we
  believe the  merger will be a great enhancement for the economies
  and communities of the Midwest.   We appreciate the loyalty and
  support of our shareholders over the years.  At the same time, we
  are excited about becoming part of a dynamic global energy
  company."
       
                               -more-
                                  
  CalEnergy/MidAmerican
  October 30, 1998
  Page -2-
  
       On October 13, 1998, the companies announced that the
  waiting period under the Hart-Scott-Rodino Antitrust Improvements
  Act of 1976 expired and that federal antitrust clearance had been
  obtained.  The proposed merger, first announced on August 12,
  1998, remains subject to approval from the Federal Energy
  Regulatory Commission, the Nuclear Regulatory Commission and the
  Iowa Utilities Board.  The proposed merger is expected to close
  during the first quarter of 1999.
       
       The new company is expected to have total assets of
  approximately $13 billion, total annual revenues of more than $5
  billion and will serve over 3.3 million retail customers.  Once
  the merger is approved, the company's new board will include four
  of MidAmerican's current directors:  Stanley J. Bright, Chairman,
  President and CEO of MidAmerican; Frank Cottrell, Senior Vice
  President, General Counsel and Secretary of Deere & Company; Jack
  W. Eugster, Chairman, President and CEO of The Musicland Group,
  Inc.; and Robert L. Peterson, Chairman, President and CEO of IBP,
  Inc.
       
       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 2.0 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 4,200 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 currently based in Omaha, Nebraska.  Information about
  CalEnergy is available on the Internet at 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
  www.midamerican.com.
  
  Press Contacts:
  
  MidAmerican Energy Holdings Company
   Kevin Waetke, Manager, Media Relations            (515) 281-2785
   Jene Spurgin, Manager, Investor Relations         (515) 281-2204
  
  CalEnergy Company, Inc.
   Patti McAtee, Director, Corporate Communications  (402) 231-1519
   Craig Allen, Manager, Investor Relations          (402) 231-1673
   Diana Nelson, Brunswick                           (212) 333-3810
  
                                #  #