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 February 25, 1999
                 (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  February 25, 1999, the Registrant announced that it has
  established  the  final pricing for the  tender  of  its  9  7/8%
  Limited  Recourse Senior Notes due 2003, in connection  with  its
  previously  announced cash tender offer and consent  solicitation
  for  such Notes.  A copy of the press release issued by CalEnergy
  is  attached  hereto as Exhibit 1 and is incorporated  herein  by
  reference.
  
        On  March  1, 1999, the Registrant announced  that  it  has
  received  tenders  from holders of an aggregate  of  $195,765,000
  principal  amount of its 9 7/8% Limited Recourse  Senior  Secured
  Notes  due,  in  connection  with its previously  announced  cash
  tender offer and consent solicitation for such Notes.  A copy  of
  the  press  release  issued by CalEnergy is  attached  hereto  as
  Exhibit 2 and is incorporated herein by reference.
  
       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 - Press Release dated February 25, 1999.
       Exhibit 2 - Press Release dated March 1, 1999.
  
  <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: March 1, 1999
  <PAGE>
  
  EXHIBIT 1
  
  FOR IMMEDIATE RELEASE
  
  Craig Hammett - Senior Vice President, Chief Financial Officer 402-341-4500
  Patti McAtee - Director, Corporate Communications              402-341-4500
  Diana Nelson - Brunswick                                       212-333-3810
  
       CalEnergy Tenders for 9 7/8% Bonds - Final Pricing Set
                                  
       OMAHA, NEBRASKA, February 25, 1999 -- CalEnergy Company,
  Inc. CalEnergy or the Company) (NYSE: CE; PCX; London) announced
  today that the Company has established the final pricing for the
  tender of its 9 7/8% Limited Recourse Senior Notes due 2003 (the
  Notes) (CUSIP No. 130190AD3), in connection with its previously
  announced cash tender offer and consent solicitation for such
  Notes.  The yield on the Reference Security was fixed at  5.053%
  and the Total Consideration Yield is 5.553%.  Accordingly, the
  Total Consideration to be paid to holders who tendered prior to
  5:00 p.m. on February 11, 1999 is $1,100.25 per $1,000 principal
  amount of Notes, and the Tender Offer Consideration for those not
  tendering on or before such time but before the Expiration Date
  of February 26, 1999 is $1,080.25.  The Company expects to make
  such payments, together with accrued and unpaid interest, on
  March 3, 1999.
       
       This announcement is not an offer to purchase, a
  solicitation of an offer to purchase or a solicitation of
  consents with respect to the Notes.  The offer and consent
  solicitation are being made solely by the Offer to Purchase and
  Consent Solicitation Statement dated January 29, 1999 and the
  related Consent and Letter of Transmittal, as the same may be
  amended from time to time.
  
       CalEnergy Company, Inc. is a global energy company that
  manages and owns interests in approximately 5,000 net megawatts
  of power generation facilities in operation, construction and
  development worldwide.  The Company develops and produces energy
  from diversified fuel sources including geothermal, natural gas
  and hydroelectric.  Through its subsidiary Northern Electric,
  CalEnergy supplies and distributes electricity and gas to
  approximately 2.0 million customers in the United Kingdom.
  CalEnergy conducts business in the U.S., U.K., the Philippines,
  Indonesia, Poland and Australia and employs more than 4,400
  people worldwide.  For the year ended December 31, 1998,
  CalEnergy generated revenues of nearly $2.7 billion and at
  December 31, 1998 had assets of approximately $9.1 billion.
                          www.calenergy.com
                                  
  <PAGE>                                
  EXHIBIT 2
  
  FOR IMMEDIATE RELEASE
  
  Craig Hammett - Senior Vice President, Chief Financial Officer 402-341-4500
  Patti McAtee - Director, Corporate Communications              402-341-4500
  Diana Nelson - Brunswick                                       212-333-3810
  
              CalEnergy Announces Closing of Tender For
        9 7/8% Limited Recourse Senior Secured Notes Due 2003
  
       OMAHA, NEBRASKA, March 1, 1999:  CalEnergy Company, Inc.
  ("CalEnergy" or the "Company") (NYSE:  CE; PCX and London)
  announced today that it has received tenders from holders of an
  aggregate of $195,765,000 principal amount of its 9 7/8% Limited
  Recourse Senior Secured Notes due 2003 (the "Notes") (CUSIP No.
  130190AD3), in connection with its previously announced cash
  tender offer and consent solicitation for such Notes.  The tender
  offer expired on February 26, 1999, and, following payment for
  the tendered shares on March 3, 1999,  $4,235,000 principal
  amount of the Notes remain outstanding.
  
       This announcement is not an offer to purchase, a
  solicitation of an offer to purchase or a solicitation of
  consents with respect to the Notes.  The offer and consent
  solicitation are being made solely by the Offer to Purchase and
  Consent Solicitation Statement dated January 29, 1999 and the
  related Consent and Letter of Transmittal, as the same may be
  amended from time to time.
  
       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.
  The Company develops and produces energy from diversified fuel
  sources including geothermal, natural gas and hydroelectric.
  Through its subsidiary Northern Electric, CalEnergy supplies and
  distributes electricity and gas to approximately 2.0 million
  customers in the United Kingdom.  CalEnergy conducts business in
  the U.S., U.K., the Philippines, Indonesia, Poland and Australia,
  and employs more than 4,400 people worldwide.  For the year ended
  December 31, 1998, CalEnergy generated revenues of nearly $2.7
  billion and at December 31, 1998 had assets of approximately $9.1
  billion.
  
  
                          www.calenergy.com
                                  
                                # # #
metadata_documents: [{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 9122}]
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": "99554200"}, "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 February 25, 1999
                 (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  February 25, 1999, the Registrant announced that it has
  established  the  final pricing for the  tender  of  its  9  7/8%
  Limited  Recourse Senior Notes due 2003, in connection  with  its
  previously  announced cash tender offer and consent  solicitation
  for  such Notes.  A copy of the press release issued by CalEnergy
  is  attached  hereto as Exhibit 1 and is incorporated  herein  by
  reference.
  
        On  March  1, 1999, the Registrant announced  that  it  has
  received  tenders  from holders of an aggregate  of  $195,765,000
  principal  amount of its 9 7/8% Limited Recourse  Senior  Secured
  Notes  due,  in  connection  with its previously  announced  cash
  tender offer and consent solicitation for such Notes.  A copy  of
  the  press  release  issued by CalEnergy is  attached  hereto  as
  Exhibit 2 and is incorporated herein by reference.
  
       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 - Press Release dated February 25, 1999.
       Exhibit 2 - Press Release dated March 1, 1999.
  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: March 1, 1999
  EXHIBIT 1
  
  FOR IMMEDIATE RELEASE
  
  Craig Hammett - Senior Vice President, Chief Financial Officer 402-341-4500
  Patti McAtee - Director, Corporate Communications              402-341-4500
  Diana Nelson - Brunswick                                       212-333-3810
  
       CalEnergy Tenders for 9 7/8% Bonds - Final Pricing Set
                                  
       OMAHA, NEBRASKA, February 25, 1999 -- CalEnergy Company,
  Inc. CalEnergy or the Company) (NYSE: CE; PCX; London) announced
  today that the Company has established the final pricing for the
  tender of its 9 7/8% Limited Recourse Senior Notes due 2003 (the
  Notes) (CUSIP No. 130190AD3), in connection with its previously
  announced cash tender offer and consent solicitation for such
  Notes.  The yield on the Reference Security was fixed at  5.053%
  and the Total Consideration Yield is 5.553%.  Accordingly, the
  Total Consideration to be paid to holders who tendered prior to
  5:00 p.m. on February 11, 1999 is $1,100.25 per $1,000 principal
  amount of Notes, and the Tender Offer Consideration for those not
  tendering on or before such time but before the Expiration Date
  of February 26, 1999 is $1,080.25.  The Company expects to make
  such payments, together with accrued and unpaid interest, on
  March 3, 1999.
       
       This announcement is not an offer to purchase, a
  solicitation of an offer to purchase or a solicitation of
  consents with respect to the Notes.  The offer and consent
  solicitation are being made solely by the Offer to Purchase and
  Consent Solicitation Statement dated January 29, 1999 and the
  related Consent and Letter of Transmittal, as the same may be
  amended from time to time.
  
       CalEnergy Company, Inc. is a global energy company that
  manages and owns interests in approximately 5,000 net megawatts
  of power generation facilities in operation, construction and
  development worldwide.  The Company develops and produces energy
  from diversified fuel sources including geothermal, natural gas
  and hydroelectric.  Through its subsidiary Northern Electric,
  CalEnergy supplies and distributes electricity and gas to
  approximately 2.0 million customers in the United Kingdom.
  CalEnergy conducts business in the U.S., U.K., the Philippines,
  Indonesia, Poland and Australia and employs more than 4,400
  people worldwide.  For the year ended December 31, 1998,
  CalEnergy generated revenues of nearly $2.7 billion and at
  December 31, 1998 had assets of approximately $9.1 billion.
                          www.calenergy.com
  EXHIBIT 2
  
  FOR IMMEDIATE RELEASE
  
  Craig Hammett - Senior Vice President, Chief Financial Officer 402-341-4500
  Patti McAtee - Director, Corporate Communications              402-341-4500
  Diana Nelson - Brunswick                                       212-333-3810
  
              CalEnergy Announces Closing of Tender For
        9 7/8% Limited Recourse Senior Secured Notes Due 2003
  
       OMAHA, NEBRASKA, March 1, 1999:  CalEnergy Company, Inc.
  ("CalEnergy" or the "Company") (NYSE:  CE; PCX and London)
  announced today that it has received tenders from holders of an
  aggregate of $195,765,000 principal amount of its 9 7/8% Limited
  Recourse Senior Secured Notes due 2003 (the "Notes") (CUSIP No.
  130190AD3), in connection with its previously announced cash
  tender offer and consent solicitation for such Notes.  The tender
  offer expired on February 26, 1999, and, following payment for
  the tendered shares on March 3, 1999,  $4,235,000 principal
  amount of the Notes remain outstanding.
  
       This announcement is not an offer to purchase, a
  solicitation of an offer to purchase or a solicitation of
  consents with respect to the Notes.  The offer and consent
  solicitation are being made solely by the Offer to Purchase and
  Consent Solicitation Statement dated January 29, 1999 and the
  related Consent and Letter of Transmittal, as the same may be
  amended from time to time.
  
       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.
  The Company develops and produces energy from diversified fuel
  sources including geothermal, natural gas and hydroelectric.
  Through its subsidiary Northern Electric, CalEnergy supplies and
  distributes electricity and gas to approximately 2.0 million
  customers in the United Kingdom.  CalEnergy conducts business in
  the U.S., U.K., the Philippines, Indonesia, Poland and Australia,
  and employs more than 4,400 people worldwide.  For the year ended
  December 31, 1998, CalEnergy generated revenues of nearly $2.7
  billion and at December 31, 1998 had assets of approximately $9.1
  billion.
  
                          www.calenergy.com
                                  
                                # # #