<PAGE>

        As Filed with the Securities and Exchange Commission on April 24, 1996
                                                            Registration No.

- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------





                          SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C. 20549


                                       FORM S-8
                                REGISTRATION STATEMENT
                                        Under
                              THE SECURITIES ACT OF 1933
                                ----------------------


                              MIDAMERICAN ENERGY COMPANY
                (Exact name of registrant as specified in its charter)

            Iowa                                              42-1425214
   (State or other jurisdiction                            (I.R.S. Employer
of incorporation or organization)                         Identification No.)


                            666 Grand Avenue, P.O. Box 657
                              Des Moines, Iowa 50303-657
                                    (515) 242-4300
      (Address, including zip code, and telephone number, including area code,
                     of registrant's principal executive offices)



               MidAmerican Energy Company 1995 Long-Term Incentive Plan
                               (Full title of the Plan)



                                   Paul J. Leighton
                           666 Grand Avenue, P. O. Box 657
                             Des Moines, Iowa  50303-657
                                    (515) 242-4300
              (Name, address, including zip code, and telephone number,
                      including area code, of agent for service)

                                ----------------------



- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------

<PAGE>


<TABLE>
<CAPTION>

                                         CALCULATION OF REGISTRATION FEE
- ------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------
                                                                 Proposed             Proposed
                                                                 Maximum              Maximum
        Title of Each Class of             Amount to be        Offering Price        Aggregate           Amount of
     Securities to be Registered             Registered          Per Share         Offering Price     Registration Fee
- ------------------------------------------------------------------------------------------------------------------------
<S>                                         <C>                <C>                 <C>                <C>

   Common Stock, no par value .......        4,000,000(1)        $16.3047(2)       $65,218,750(2)         $22,490
- ------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------

</TABLE>

(1) This Registration Statement also covers an additional and indeterminate
    number of shares as may become issuable because of the provisions in the
    Plan relating to adjustments for changes resulting from stock dividends,
    stock splits and similar changes.

(2) Estimated solely for the purpose of calculating the registration fee and,
    pursuant to Rule 457(h) of the Securities Act, based upon (i) as to options
    to purchase 700,000 shares of common stock, a $ 14.50 purchase price per 
    share and (ii) as to 3,300,000 shares of common stock, the average of the
    reported high and low sales prices of the common stock of the Registrant on
    the New York Stock Exchange, Inc. ("NYSE") Composite Tape on April 17,
    1996.

<PAGE>

                                       PART II

                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

    The following documents, previously filed with the Securities and Exchange
Commission ("Commission") pursuant to the Securities Exchange Act of 1934, as
amended, ("Exchange Act"), are hereby incorporated by reference herein and shall
be deemed a part hereof:

         1.  The Company's Annual Report on Form 10-K for the year ended
    December 31, 1995 (File No. 1-11505).

         2.  The description of the Company's common stock, no par value
    ("Common Stock"), which is contained in the Registration Statement on Form
    8-B filed with the Commission on June 23, 1995 under the Exchange Act,
    including any subsequent amendment or any report filed for the purpose of
    updating such description.

    All documents, filed by or on behalf of the Company with the Commission
pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, after the
date of this Registration Statement and prior to the filing of a post-effective
amendment to this Registration Statement which indicates that all securities
offered have been sold or which deregisters all securities then remaining
unsold, shall be deemed to be incorporated by reference in this Registration
Statement and made a part hereof from their respective dates of filing (such
documents and the documents enumerated above being hereinafter referred to as
"Incorporated Documents"); provided, however, that the documents enumerated
above or subsequently filed by or on behalf of the Company pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange Act in each year during which the
offering made by this Registration Statement is in effect prior to the filing
with the Commission of the Company's Annual Report on Form 10-K covering such
year shall not be Incorporated Documents or be incorporated by reference in this
Registration Statement or be a part hereof from and after the filing of such
Annual Report on Form 10-K.

    Any statement contained in an Incorporated Document shall be deemed to be
modified or superseded for purposes of this Registration Statement to the extent
that a statement contained herein or in any other subsequently filed
Incorporated Document modifies or supersedes such statement. Any such statement
so modified or superseded shall not be deemed, except as so modified or
superseded, to constitute a part of this Registration Statement.

ITEM 4.  DESCRIPTION OF SECURITIES

         Not applicable


                                         II-1

<PAGE>

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

         Not applicable


ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

    Sections 490.850 through 490.857 of the Iowa Business Corporation Act
("IBCA") permit corporations organized thereunder to indemnify directors,
officers and  employees against liability under certain circumstances. Each of
the Restated Articles of Incorporation, as amended, and the Restated Bylaws of
the Company provide for indemnification of directors, officers and employees to
the full extent provided by the IBCA.  Each of the Restated Articles of
Incorporation, as amended, and the Restated Bylaws state that the
indemnification provided therein shall not be deemed exclusive. The Company may
purchase and maintain insurance on behalf of any person who is or was a
director, officer or employee of the Company or another corporation,
partnership, joint venture, trust or other enterprise against any expense,
liability or loss, whether or not the Company would have the power to indemnify
such person against such expense, liability or loss under the IBCA. Pursuant to
Section 490.857 of the IBCA, the Restated Articles of Incorporation, as amended,
and the Restated Bylaws, the Company maintains directors' and officers'
liability insurance coverage.  The Company has also entered into indemnification
agreements with certain directors and officers, and expects to enter into
similar agreements with future directors and officers, to further assure such
persons indemnification as permitted by Iowa law.

    As permitted by Section 490.832 of the IBCA, the Restated Articles of
Incorporation of the Company, as amended, provide that no director shall be
personally liable to the Company or its shareholders for monetary damages for
breach of fiduciary duty as a director, except for liability (i) for any breach
of the director's duty of loyalty to the Company or its shareholders, (ii) for
acts or omissions not in good faith or which involve intentional misconduct or a
knowing violation of law, (iii) for any transaction from which the director
derived an improper personal benefit or (iv) under Section 490.833 of the IBCA
(relating to certain unlawful distributions to shareholders).


ITEM 7.  EXEMPTION FROM REGISTRATION

         Not applicable



ITEM 8.  EXHIBITS

           4(1)    Restated Articles of Incorporation of the Company, as
                   amended (filed as Exhibit 3 to the Company's
                   Registration Statement on Form 8-B, File No. 1-11505)*


                                         II-2

<PAGE>

           4(2)    Restated Bylaws of the Company (filed as Exhibit 4 to
                   the Company's Registration Statement on Form 8-B, File
                   No. 1-11505 )*

           4(3)    MidAmerican Energy Company 1995 Long-Term Incentive
                   Plan (filed as Exhibit 10(a) to the MidAmerican Energy
                   Holdings Company Registration Statement on Form S-4, File
                   No. 333-01645)*

           5       Opinion of John A. Rasmussen, Jr., Esq.

           23(1)   Consent of Arthur Andersen LLP

           23(2)   Consent of Deloitte & Touche LLP

           23(3)   Consent of John A. Rasmussen, Jr. (included in Exhibit 5)
  ------------------------
         * Incorporated herein by reference, as indicated.


ITEM 9.  UNDERTAKINGS

    The undersigned registrant hereby undertakes:

    (1)  To file, during any period in which offers or sales are being made, a
post-effective amendment to this Registration Statement:  (i) To include any
prospectus required by Section 10(a)(3) of the Securities Act of 1933; (ii) To
reflect in the prospectus any facts or events arising after the effective date
of the Registration Statement (or the most recent post-effective amendment
thereof) which, individually or in the aggregate, represent a fundamental change
in the information set forth in the Registration Statement; (iii) To include any
material information with respect to the plan of distribution not previously
disclosed in the Registration Statement or any material change to such
information in the Registration Statement; Provided, however, that the
registrant need not file a post-effective amendment to include the information
required to be included by subsection (i) or (ii) if such information is
contained in periodic reports filed by the registrant pursuant to Section 13 or
Section 15(d) of the Securities Exchange Act of 1934, which are incorporated by
reference in the Registration Statement.

    (2)  That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

    (3)  To remove from registration by means of a post-effective amendment any
of the securities being registered which remain unsold at the termination of the
offering.


                                         II-3

<PAGE>

    (4)  That, for purposes of determining any liability under the Securities
Act of 1933, each filing of the registrant's annual report pursuant to Section
13(a) or Section 15(d) of the Securities Exchange Act of 1934 that is
incorporated by reference in this Registration Statement shall be deemed to be a
new registration statement relating to the securities offered herein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

    (5)  That, insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or otherwise,
the registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Securities Act of 1933 and is, therefore, unenforceable.  In the event
that a claim for indemnification against such liabilities (other than the
payment by the registrant of expenses incurred or paid by a director, officer or
controlling person of the registrant in the successful defense of any action,
suit or proceeding) is asserted by such director, officer or controlling person
in connection with the securities being registered, the registrant will, unless
in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the
Securities Act of 1933 and will be governed by the final adjudication of such
issue.


                                         II-4

<PAGE>

                                      SIGNATURES

THE REGISTRANT.  Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Des Moines, and State of Iowa on this 24th day of
April, 1996.

                             MIDAMERICAN ENERGY COMPANY



                             By   /s/ Russell E. Christiansen
                                ---------------------------------------------
                                  Russell E. Christiansen
                                  Chairman and Chairman, Office of the
                                  Chief Executive Officer

    Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed below by the following persons in the
capacities indicated on this 24th day of April, 1996.

        Signature                                     Title
        ---------                                     -----

/s/ Russell E. Christiansen            Chairman of the Board, Chairman,
- -----------------------------------    Office of the Chief Executive
Russell E. Christiansen                Officer, and Director (Principal
                                       Executive Officer)

/s/ Stanley J. Bright                  President and President, Office of the
- -----------------------------------    Chief Executive Officer, and
Stanley J. Bright                      Director (Principal Executive Officer)

/s/ Lance E. Cooper                    Group Vice President, Finance and
- -----------------------------------    Accounting (Principal Financial Officer
Lance E. Cooper                        and Principal Accounting Officer)

/s/ John W. Aalfs                      Director
- -----------------------------------
John W. Aalfs

/s/ Betty T. Asher                     Director
- -----------------------------------
Betty T. Asher


                                         II-5

<PAGE>


/s/ Robert A. Burnett                  Director
- -----------------------------------
Robert A. Burnett

/s/ Ross D. Christensen                Director
- -----------------------------------
Ross D. Christensen

/s/ John W. Colloton                   Director
- -----------------------------------
John W. Colloton

/s/ Frank S. Cottrell                  Director
- -----------------------------------
Frank S. Cottrell

/s/ Jack W. Eugster                    Director
- -----------------------------------
Jack W. Eugster

/s/ Mel Foster, Jr.                    Director
- -----------------------------------
Mel Foster, Jr.

/s/ Nolden Gentry                      Director
- -----------------------------------
Nolden Gentry

/s/ James M. Hoak, Jr.                 Director
- -----------------------------------
James M. Hoak, Jr.

/s/ Richard L. Lawson                  Director
- -----------------------------------
Richard L. Lawson

/s/ Robert L. Peterson                 Director
- -----------------------------------
Robert L. Peterson

/s/ Nancy L. Seifert                   Director
- -----------------------------------
Nancy L. Seifert

/s/ W. Scott Tinsman                   Director
- -----------------------------------
W.  Scott Tinsman

/s/ Leonard L. Woodruff                Director
- -----------------------------------
Leonard L. Woodruff


                                         II-6

<PAGE>

                                     EXHIBIT LIST


  Exhibit
    No                       Description
  -------                    -----------

   4(1)       Restated Articles of Incorporation of the Company, as amended
              (filed as Exhibit 3 to the Company's Registration Statement on
              Form 8-B, File No. 1-11505)*

   4(2)       Restated Bylaws of the Company (filed as Exhibit 4 to the
              Company's Registration Statement on Form 8-B, File No. 1-11505 )*


   4(3)       MidAmerican Energy Company 1995 Long-Term Incentive Plan (filed
              as Exhibit 10(a) to the MidAmerican Energy Holding Company
              Registration Statement on Form S-4, File No. 333-01645)*

   5          Opinion of John A. Rasmussen, Jr., Esq.

   23(1)      Consent of Arthur Andersen LLP

   23(2)      Consent of Deloitte & Touche LLP

   23(3)      Consent of John A. Rasmussen, Jr. (included in Exhibit 5)

   ------------------------

    * Incorporated herein by reference, as indicated.
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 18293}]
{"company-data": {"conformed-name": "MIDAMERICAN ENERGY HOLDINGS CO", "cik": "0001009526", "assigned-sic": "4900", "irs-number": "421451822", "state-of-incorporation": "IA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-02803", "film-number": "96550332"}, "business-address": {"street1": "666 GRAND AVE", "street2": "PO BOX 657", "city": "DES MOINES", "state": "IA", "zip": "50303-0657", "phone": "5152424300"}, "mail-address": {"street1": "PO BOX 657", "street2": "666 GRAND AVE", "city": "DES MOINES", "state": "IA", "zip": "50303-0657"}}
As Filed with the Securities and Exchange Commission on April 24, 1996
                                                            Registration No.

- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------

                          SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C. 20549

                                       FORM S-8
                                REGISTRATION STATEMENT
                                        Under
                              THE SECURITIES ACT OF 1933
                                ----------------------

                              MIDAMERICAN ENERGY COMPANY
                (Exact name of registrant as specified in its charter)

            Iowa                                              42-1425214
   (State or other jurisdiction                            (I.R.S. Employer
of incorporation or organization)                         Identification No.)

                            666 Grand Avenue, P.O. Box 657
                              Des Moines, Iowa 50303-657
                                    (515) 242-4300
      (Address, including zip code, and telephone number, including area code,
                     of registrant's principal executive offices)

               MidAmerican Energy Company 1995 Long-Term Incentive Plan
                               (Full title of the Plan)

                                   Paul J. Leighton
                           666 Grand Avenue, P. O. Box 657
                             Des Moines, Iowa  50303-657
                                    (515) 242-4300
              (Name, address, including zip code, and telephone number,
                      including area code, of agent for service)

                                ----------------------

- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
CALCULATION OF REGISTRATION FEE
- ------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------
                                                                 Proposed             Proposed
                                                                 Maximum              Maximum
        Title of Each Class of             Amount to be        Offering Price        Aggregate           Amount of
     Securities to be Registered             Registered          Per Share         Offering Price     Registration Fee
- ------------------------------------------------------------------------------------------------------------------------
Common Stock, no par value .......        4,000,000(1)        $16.3047(2)       $65,218,750(2)         $22,490
- ------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------
(1) This Registration Statement also covers an additional and indeterminate
    number of shares as may become issuable because of the provisions in the
    Plan relating to adjustments for changes resulting from stock dividends,
    stock splits and similar changes.

(2) Estimated solely for the purpose of calculating the registration fee and,
    pursuant to Rule 457(h) of the Securities Act, based upon (i) as to options
    to purchase 700,000 shares of common stock, a $ 14.50 purchase price per 
    share and (ii) as to 3,300,000 shares of common stock, the average of the
    reported high and low sales prices of the common stock of the Registrant on
    the New York Stock Exchange, Inc. ("NYSE") Composite Tape on April 17,
    1996.
PART II

                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

    The following documents, previously filed with the Securities and Exchange
Commission ("Commission") pursuant to the Securities Exchange Act of 1934, as
amended, ("Exchange Act"), are hereby incorporated by reference herein and shall
be deemed a part hereof:

         1.  The Company's Annual Report on Form 10-K for the year ended
    December 31, 1995 (File No. 1-11505).

         2.  The description of the Company's common stock, no par value
    ("Common Stock"), which is contained in the Registration Statement on Form
    8-B filed with the Commission on June 23, 1995 under the Exchange Act,
    including any subsequent amendment or any report filed for the purpose of
    updating such description.

    All documents, filed by or on behalf of the Company with the Commission
pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, after the
date of this Registration Statement and prior to the filing of a post-effective
amendment to this Registration Statement which indicates that all securities
offered have been sold or which deregisters all securities then remaining
unsold, shall be deemed to be incorporated by reference in this Registration
Statement and made a part hereof from their respective dates of filing (such
documents and the documents enumerated above being hereinafter referred to as
"Incorporated Documents"); provided, however, that the documents enumerated
above or subsequently filed by or on behalf of the Company pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange Act in each year during which the
offering made by this Registration Statement is in effect prior to the filing
with the Commission of the Company's Annual Report on Form 10-K covering such
year shall not be Incorporated Documents or be incorporated by reference in this
Registration Statement or be a part hereof from and after the filing of such
Annual Report on Form 10-K.

    Any statement contained in an Incorporated Document shall be deemed to be
modified or superseded for purposes of this Registration Statement to the extent
that a statement contained herein or in any other subsequently filed
Incorporated Document modifies or supersedes such statement. Any such statement
so modified or superseded shall not be deemed, except as so modified or
superseded, to constitute a part of this Registration Statement.

ITEM 4.  DESCRIPTION OF SECURITIES

         Not applicable

                                         II-1
ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

         Not applicable

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

    Sections 490.850 through 490.857 of the Iowa Business Corporation Act
("IBCA") permit corporations organized thereunder to indemnify directors,
officers and  employees against liability under certain circumstances. Each of
the Restated Articles of Incorporation, as amended, and the Restated Bylaws of
the Company provide for indemnification of directors, officers and employees to
the full extent provided by the IBCA.  Each of the Restated Articles of
Incorporation, as amended, and the Restated Bylaws state that the
indemnification provided therein shall not be deemed exclusive. The Company may
purchase and maintain insurance on behalf of any person who is or was a
director, officer or employee of the Company or another corporation,
partnership, joint venture, trust or other enterprise against any expense,
liability or loss, whether or not the Company would have the power to indemnify
such person against such expense, liability or loss under the IBCA. Pursuant to
Section 490.857 of the IBCA, the Restated Articles of Incorporation, as amended,
and the Restated Bylaws, the Company maintains directors' and officers'
liability insurance coverage.  The Company has also entered into indemnification
agreements with certain directors and officers, and expects to enter into
similar agreements with future directors and officers, to further assure such
persons indemnification as permitted by Iowa law.

    As permitted by Section 490.832 of the IBCA, the Restated Articles of
Incorporation of the Company, as amended, provide that no director shall be
personally liable to the Company or its shareholders for monetary damages for
breach of fiduciary duty as a director, except for liability (i) for any breach
of the director's duty of loyalty to the Company or its shareholders, (ii) for
acts or omissions not in good faith or which involve intentional misconduct or a
knowing violation of law, (iii) for any transaction from which the director
derived an improper personal benefit or (iv) under Section 490.833 of the IBCA
(relating to certain unlawful distributions to shareholders).

ITEM 7.  EXEMPTION FROM REGISTRATION

         Not applicable

ITEM 8.  EXHIBITS

           4(1)    Restated Articles of Incorporation of the Company, as
                   amended (filed as Exhibit 3 to the Company's
                   Registration Statement on Form 8-B, File No. 1-11505)*

                                         II-2
4(2)    Restated Bylaws of the Company (filed as Exhibit 4 to
                   the Company's Registration Statement on Form 8-B, File
                   No. 1-11505 )*

           4(3)    MidAmerican Energy Company 1995 Long-Term Incentive
                   Plan (filed as Exhibit 10(a) to the MidAmerican Energy
                   Holdings Company Registration Statement on Form S-4, File
                   No. 333-01645)*

           5       Opinion of John A. Rasmussen, Jr., Esq.

           23(1)   Consent of Arthur Andersen LLP

           23(2)   Consent of Deloitte & Touche LLP

           23(3)   Consent of John A. Rasmussen, Jr. (included in Exhibit 5)
  ------------------------
         * Incorporated herein by reference, as indicated.

ITEM 9.  UNDERTAKINGS

    The undersigned registrant hereby undertakes:

    (1)  To file, during any period in which offers or sales are being made, a
post-effective amendment to this Registration Statement:  (i) To include any
prospectus required by Section 10(a)(3) of the Securities Act of 1933; (ii) To
reflect in the prospectus any facts or events arising after the effective date
of the Registration Statement (or the most recent post-effective amendment
thereof) which, individually or in the aggregate, represent a fundamental change
in the information set forth in the Registration Statement; (iii) To include any
material information with respect to the plan of distribution not previously
disclosed in the Registration Statement or any material change to such
information in the Registration Statement; Provided, however, that the
registrant need not file a post-effective amendment to include the information
required to be included by subsection (i) or (ii) if such information is
contained in periodic reports filed by the registrant pursuant to Section 13 or
Section 15(d) of the Securities Exchange Act of 1934, which are incorporated by
reference in the Registration Statement.

    (2)  That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

    (3)  To remove from registration by means of a post-effective amendment any
of the securities being registered which remain unsold at the termination of the
offering.

                                         II-3
(4)  That, for purposes of determining any liability under the Securities
Act of 1933, each filing of the registrant's annual report pursuant to Section
13(a) or Section 15(d) of the Securities Exchange Act of 1934 that is
incorporated by reference in this Registration Statement shall be deemed to be a
new registration statement relating to the securities offered herein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

    (5)  That, insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or otherwise,
the registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Securities Act of 1933 and is, therefore, unenforceable.  In the event
that a claim for indemnification against such liabilities (other than the
payment by the registrant of expenses incurred or paid by a director, officer or
controlling person of the registrant in the successful defense of any action,
suit or proceeding) is asserted by such director, officer or controlling person
in connection with the securities being registered, the registrant will, unless
in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the
Securities Act of 1933 and will be governed by the final adjudication of such
issue.

                                         II-4
SIGNATURES

THE REGISTRANT.  Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Des Moines, and State of Iowa on this 24th day of
April, 1996.

                             MIDAMERICAN ENERGY COMPANY

                             By   /s/ Russell E. Christiansen
                                ---------------------------------------------
                                  Russell E. Christiansen
                                  Chairman and Chairman, Office of the
                                  Chief Executive Officer

    Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed below by the following persons in the
capacities indicated on this 24th day of April, 1996.

        Signature                                     Title
        ---------                                     -----

/s/ Russell E. Christiansen            Chairman of the Board, Chairman,
- -----------------------------------    Office of the Chief Executive
Russell E. Christiansen                Officer, and Director (Principal
                                       Executive Officer)

/s/ Stanley J. Bright                  President and President, Office of the
- -----------------------------------    Chief Executive Officer, and
Stanley J. Bright                      Director (Principal Executive Officer)

/s/ Lance E. Cooper                    Group Vice President, Finance and
- -----------------------------------    Accounting (Principal Financial Officer
Lance E. Cooper                        and Principal Accounting Officer)

/s/ John W. Aalfs                      Director
- -----------------------------------
John W. Aalfs

/s/ Betty T. Asher                     Director
- -----------------------------------
Betty T. Asher

                                         II-5
/s/ Robert A. Burnett                  Director
- -----------------------------------
Robert A. Burnett

/s/ Ross D. Christensen                Director
- -----------------------------------
Ross D. Christensen

/s/ John W. Colloton                   Director
- -----------------------------------
John W. Colloton

/s/ Frank S. Cottrell                  Director
- -----------------------------------
Frank S. Cottrell

/s/ Jack W. Eugster                    Director
- -----------------------------------
Jack W. Eugster

/s/ Mel Foster, Jr.                    Director
- -----------------------------------
Mel Foster, Jr.

/s/ Nolden Gentry                      Director
- -----------------------------------
Nolden Gentry

/s/ James M. Hoak, Jr.                 Director
- -----------------------------------
James M. Hoak, Jr.

/s/ Richard L. Lawson                  Director
- -----------------------------------
Richard L. Lawson

/s/ Robert L. Peterson                 Director
- -----------------------------------
Robert L. Peterson

/s/ Nancy L. Seifert                   Director
- -----------------------------------
Nancy L. Seifert

/s/ W. Scott Tinsman                   Director
- -----------------------------------
W.  Scott Tinsman

/s/ Leonard L. Woodruff                Director
- -----------------------------------
Leonard L. Woodruff

                                         II-6
EXHIBIT LIST

  Exhibit
    No                       Description
  -------                    -----------

   4(1)       Restated Articles of Incorporation of the Company, as amended
              (filed as Exhibit 3 to the Company's Registration Statement on
              Form 8-B, File No. 1-11505)*

   4(2)       Restated Bylaws of the Company (filed as Exhibit 4 to the
              Company's Registration Statement on Form 8-B, File No. 1-11505 )*

   4(3)       MidAmerican Energy Company 1995 Long-Term Incentive Plan (filed
              as Exhibit 10(a) to the MidAmerican Energy Holding Company
              Registration Statement on Form S-4, File No. 333-01645)*

   5          Opinion of John A. Rasmussen, Jr., Esq.

   23(1)      Consent of Arthur Andersen LLP

   23(2)      Consent of Deloitte & Touche LLP

   23(3)      Consent of John A. Rasmussen, Jr. (included in Exhibit 5)

   ------------------------

    * Incorporated herein by reference, as indicated.