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 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>
metadata_documents: [{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 8480}]
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": "98770882"}, "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 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)
  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
  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
  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.
  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
                           
                           #  #  #