<PAGE>



                               MIDAMERICAN ENERGY
                                HOLDINGS COMPANY
                             2000 Stock Option Plan

                      NON-QUALIFIED STOCK OPTION AGREEMENT



MIDAMERICAN ENERGY HOLDINGS COMPANY, an Iowa Corporation (the "Company")
pursuant to and for the purposes set forth in its 2000 Stock Option Plan (the
"Plan"), hereby grants to the following named person (the "Optionee"), a
non-qualified option ("Option") to purchase the number of shares of the
Company's common stock, no par value ("Common Stock"), at the price per share
specified below, subject to the terms and conditions hereinafter set forth:

1.   The "Optionee" is David L. Sokol.

2.   Number of Shares. 18,750 Shares of Common Stock are granted to the
     Optionee subject to the Vesting Schedule set forth in Section 5.

3.   The "Option Exercise Price" is $18.50 per share.

4.   The "Option Period" begins on March 14, 2000 ("Date of Grant") and ends
     on March 14, 2008 (eight years from the Date of Grant) (the "Termination
     Date"), unless sooner terminated as provided herein.

5.   Vesting Schedule for Exercise. The Optionee's right to purchase during
     the Option Period the total number of shares of Common Stock granted
     hereby shall be fully vested and exercisable as of the Date of Grant.

6.   Manner of Exercise. Optionee may from time to time exercise this Option
     (to the extent vested), in whole or in part, by completion of all of the
     requirements set forth in the Plan. As a condition of receiving this
     Option, the Optionee hereby agrees that any Shares of Common Stock
     acquired pursuant to this Option shall be subject to the Shareholders
     Agreement.

7.   Option Period After Termination of Employment. All vested Options held by
     Optionee upon termination of employment with the Company shall remain
     exercisable until the Termination Date, subject to the provisions of the
     Shareholders Agreement.

8.   Incorporation of Plan by Reference. Except as modified or amplified by
     the specific terms of this Agreement, all of the terms and provisions of
     the Plan are incorporated by reference in this document. A copy of the
     Plan is attached hereto as Exhibit A.



<PAGE>


Executed as of the Date of Grant.

                               MIDAMERICAN ENERGY
                               HOLDINGS COMPANY


                               BY: /s/  Gregory E. Abel
                                  --------------------
                                   Name:  Gregory E. Abel
                                   Title: President and Chief Operating Officer


OPTIONEE'S Acknowledgment and Agreement:

Optionee hereby acknowledges he or she has received a copy of the Plan and
Shareholders Agreement, and further acknowledges that Optionee has read the
terms and conditions thereof. In order for this Agreement of Grant to be
effective, as of the Date of Grant, Optionee accepts and agrees to be bound by
all of the terms and conditions of the Plan, this Agreement and Shareholders
Agreement.

Acknowledged and Agreed:

OPTIONEE



/s/  David L. Sokol
-------------------
(Signature)


David L. Sokol
--------------
(Print Name)

Lists of Exhibits:         Exhibit A:       2000 Stock Option Plan

Attachment



                                     -2-
<PAGE>


                               MIDAMERICAN ENERGY
                                HOLDINGS COMPANY
                             2000 Stock Option Plan

                      NON-QUALIFIED STOCK OPTION AGREEMENT



MIDAMERICAN ENERGY HOLDINGS COMPANY, an Iowa Corporation (the "Company")
pursuant to and for the purposes set forth in its 2000 Stock Option Plan (the
"Plan"), hereby grants to the following named person (the "Optionee"), a
non-qualified option ("Option") to purchase the number of shares of the
Company's common stock, no par value ("Common Stock"), at the price per share
specified below, subject to the terms and conditions hereinafter set forth:

1.   The "Optionee" is David L. Sokol.

2.   Number of Shares. 31,250 Shares of Common Stock are granted to the
     Optionee subject to the Vesting Schedule set forth in Section 5.

3.   The "Option Exercise Price" is $19.00 per share.

4.   The "Option Period" begins onMarch 14, 2000 ("Date of Grant") and ends on
     March 14, 2008 (eight years from the Date of Grant) (the "Termination
     Date"), unless sooner terminated as provided herein.

5.   Vesting Schedule for Exercise. The Optionee's right to purchase during
     the Option Period the total number of shares of Common Stock granted
     hereby shall be fully vested and exercisable as of the Date of Grant.

6.   Manner of Exercise. Optionee may from time to time exercise this Option
     (to the extent vested), in whole or in part, by completion of all of the
     requirements set forth in the Plan. As a condition of receiving this
     Option, the Optionee hereby agrees that any Shares of Common Stock
     acquired pursuant to this Option shall be subject to the Shareholders
     Agreement between the Optionee and the Company, dated March 14, 2000.

7.   Option Period After Termination of Employment. All vested Options held by
     Optionee upon termination of employment with the Company shall remain
     exercisable until the Termination Date, subject to the provisions of the
     Shareholders Agreement.

8.   Incorporation of Plan by Reference. Except as modified or amplified by
     the specific terms of this Agreement, all of the terms and provisions of
     the Plan are incorporated by reference in this document. A copy of the
     Plan is attached hereto as Exhibit A.



<PAGE>


Executed as of the Date of Grant.

                              MIDAMERICAN ENERGY
                              HOLDINGS COMPANY


                              BY: /s/ Gregory E. Abel
                                  -------------------
                                  Name:  Gregory E. Abel
                                  Title:  President and Chief Operating Officer


OPTIONEE'S Acknowledgment and Agreement:

Optionee hereby acknowledges he or she has received a copy of the Plan and
Shareholders Agreement, and further acknowledges that Optionee has read the
terms and conditions thereof. In order for this Agreement of Grant to be
effective, as of the Date of Grant, Optionee accepts and agrees to be bound by
all of the terms and conditions of the Plan, this Agreement and Shareholders
Agreement.

Acknowledged and Agreed:

OPTIONEE



/s/ David L. Sokol
------------------
(Signature)



David L. Sokol
--------------
(Print Name)

Lists of Exhibits:         Exhibit A:       2000 Stock Option Plan

Attachment


                                     -2-

<PAGE>


                               MIDAMERICAN ENERGY
                                HOLDINGS COMPANY
                             2000 Stock Option Plan

                      NON-QUALIFIED STOCK OPTION AGREEMENT



MIDAMERICAN ENERGY HOLDINGS COMPANY, an Iowa Corporation (the "Company")
pursuant to and for the purposes set forth in its 2000 Stock Option Plan (the
"Plan"), hereby grants to the following named person (the "Optionee"), a
non-qualified option ("Option") to purchase the number of shares of the
Company's common stock, no par value ("Common Stock"), at the price per share
specified below, subject to the terms and conditions hereinafter set forth:

1.   The "Optionee" is David L. Sokol.

2.   Number of Shares. 200,000 Shares of Common Stock are granted to the
     Optionee subject to the Vesting Schedule set forth in Section 5.

3.   The "Option Exercise Price" is $24.7031 per share.

4.   The "Option Period" begins on March 14, 2000 ("Date of Grant") and ends
     on March 14, 2008 (eight years from the Date of Grant) (the "Termination
     Date"), unless sooner terminated as provided herein.

5.   Vesting Schedule for Exercise. The Optionee's right to purchase during
     the Option Period the total number of shares of Common Stock granted
     hereby shall be fully vested and exercisable as of the Date of Grant.

6.   Manner of Exercise. Optionee may from time to time exercise this Option
     (to the extent vested), in whole or in part, by completion of all of the
     requirements set forth in the Plan. As a condition of receiving this
     Option, the Optionee hereby agrees that any Shares of Common Stock
     acquired pursuant to this Option shall be subject to the Shareholders
     Agreement between the Optionee and the Company, dated March 14, 2000.

7.   Option Period After Termination of Employment. All vested Options held by
     Optionee upon termination of employment with the Company shall remain
     exercisable until the Termination Date, subject to the provisions of the
     Shareholders Agreement.

8.   Incorporation of Plan by Reference. Except as modified or amplified by
     the specific terms of this Agreement, all of the terms and provisions of
     the Plan are incorporated by reference in this document. A copy of the
     Plan is attached hereto as Exhibit A.



<PAGE>




Executed as of the Date of Grant.

                              MIDAMERICAN ENERGY
                              HOLDINGS COMPANY


                              BY: /s/ Gregory E. Abel
                                  -------------------
                                  Name: Gregory E. Abel
                                  Title:  President and Chief Operating Officer


OPTIONEE'S Acknowledgment and Agreement:

Optionee hereby acknowledges he or she has received a copy of the Plan and
Shareholders Agreement, and further acknowledges that Optionee has read the
terms and conditions thereof. In order for this Agreement of Grant to be
effective, as of the Date of Grant, Optionee accepts and agrees to be bound by
all of the terms and conditions of the Plan, this Agreement and Shareholders
Agreement.

Acknowledged and Agreed:

OPTIONEE



/s/ David L. Sokol
------------------
(Signature)



David L. Sokol
--------------
(Print Name)

Lists of Exhibits:         Exhibit A:       2000 Stock Option Plan

Attachment


                                     -2-

<PAGE>


                               MIDAMERICAN ENERGY
                                HOLDINGS COMPANY
                             2000 Stock Option Plan

                      NON-QUALIFIED STOCK OPTION AGREEMENT



MIDAMERICAN ENERGY HOLDINGS COMPANY, an Iowa Corporation (the "Company")
pursuant to and for the purposes set forth in its 2000 Stock Option Plan (the
"Plan"), hereby grants to the following named person (the "Optionee"), a
non-qualified option ("Option") to purchase the number of shares of the
Company's common stock, no par value ("Common Stock"), at the price per share
specified below, subject to the terms and conditions hereinafter set forth:

1.   The "Optionee" is David L. Sokol.

2.   Number of Shares. 200,000 Shares of Common Stock are granted to the
     Optionee subject to the Vesting Schedule set forth in Section 5.

3.   The "Option Exercise Price" is $24.22 per share.

4.   The "Option Period" begins on March 14, 2000 ("Date of Grant") and ends
     on October 18, 2008 (the "Termination Date"), unless sooner terminated as
     provided herein.

5.   Vesting Schedule for Exercise. The Optionee's right to purchase during
     the Option Period the total number of shares of Common Stock granted
     hereby shall be fully vested and exercisable as of the Date of Grant.

6.   Manner of Exercise. Optionee may from time to time exercise this Option
     (to the extent vested), in whole or in part, by completion of all of the
     requirements set forth in the Plan. As a condition of receiving this
     Option, the Optionee hereby agrees that any Shares of Common Stock
     acquired pursuant to this Option shall be subject to the Shareholders
     Agreement between the Optionee and the Company, dated March 14, 2000.

7.   Option Period After Termination of Employment. All vested Options held by
     Optionee upon termination of employment with the Company shall remain
     exercisable until the Termination Date, subject to the provisions of the
     Shareholders Agreement.

8.   Incorporation of Plan by Reference. Except as modified or amplified by
     the specific terms of this Agreement, all of the terms and provisions of
     the Plan are incorporated by reference in this document. A copy of the
     Plan is attached hereto as Exhibit A.


<PAGE>




Executed as of the Date of Grant.

                              MIDAMERICAN ENERGY
                              HOLDINGS COMPANY


                              BY: /s/ Gregory E. Abel
                                  -------------------
                                  Name: Gregory E. Abel
                                  Title:  President and Chief Operating Officer


OPTIONEE'S Acknowledgment and Agreement:

Optionee hereby acknowledges he or she has received a copy of the Plan and
Shareholders Agreement, and further acknowledges that Optionee has read the
terms and conditions thereof. In order for this Agreement of Grant to be
effective, as of the Date of Grant, Optionee accepts and agrees to be bound by
all of the terms and conditions of the Plan, this Agreement and Shareholders
Agreement.

Acknowledged and Agreed:

OPTIONEE



/s/ David L. Sokol
------------------
(Signature)



David L. Sokol
--------------
(Print Name)

Lists of Exhibits:         Exhibit A:       2000 Stock Option Plan

Attachment


                                     -2-

<PAGE>


                               MIDAMERICAN ENERGY
                                HOLDINGS COMPANY
                             2000 Stock Option Plan

                      NON-QUALIFIED STOCK OPTION AGREEMENT



MIDAMERICAN ENERGY HOLDINGS COMPANY, an Iowa Corporation (the "Company")
pursuant to and for the purposes set forth in its 2000 Stock Option Plan (the
"Plan"), hereby grants to the following named person (the "Optionee"), a
non-qualified option ("Option") to purchase the number of shares of the
Company's common stock, no par value ("Common Stock"), at the price per share
specified below, subject to the terms and conditions hereinafter set forth:

1.   The "Optionee" is David L. Sokol.

2.   Number of Shares. 800,000 Shares of Common Stock are granted to the
     Optionee subject to the Vesting Schedule set forth in Section 5.

3.   The "Option Exercise Price" is $29.0063 per share.

4.   The "Option Period" begins on March 14, 2000 ("Date of Grant") and ends
     on March 14, 2008 (eight years from the Date of Grant) (the "Termination
     Date"), unless sooner terminated as provided herein.

5.   Vesting Schedule for Exercise. The Optionee's right to purchase during
     the Option Period the total number of shares of Common Stock granted
     hereby shall be fully vested and exercisable as of the Date of Grant.

6.   Manner of Exercise. Optionee may from time to time exercise this Option
     (to the extent vested), in whole or in part, by completion of all of the
     requirements set forth in the Plan. As a condition of receiving this
     Option, the Optionee hereby agrees that any Shares of Common Stock
     acquired pursuant to this Option shall be subject to the Shareholders
     Agreement between the Optionee and the Company, dated March 14, 2000.

7.   Option Period After Termination of Employment. All vested Options held by
     Optionee upon termination of employment with the Company shall remain
     exercisable until the Termination Date, subject to the provisions of the
     Shareholders Agreement.

8.   Incorporation of Plan by Reference. Except as modified or amplified by
     the specific terms of this Agreement, all of the terms and provisions of
     the Plan are incorporated by reference in this document. A copy of the
     Plan is attached hereto as Exhibit A.



<PAGE>




Executed as of the Date of Grant.

                              MIDAMERICAN ENERGY
                              HOLDINGS COMPANY


                              BY: /s/ Gregory E. Abel
                                  -------------------
                                  Name:  Gregory E. Abel
                                  Title:  President and Chief Operating Officer


OPTIONEE'S Acknowledgment and Agreement:

Optionee hereby acknowledges he or she has received a copy of the Plan and
Shareholders Agreement, and further acknowledges that Optionee has read the
terms and conditions thereof. In order for this Agreement of Grant to be
effective, as of the Date of Grant, Optionee accepts and agrees to be bound by
all of the terms and conditions of the Plan, this Agreement and Shareholders
Agreement.

Acknowledged and Agreed:

OPTIONEE



/s/ David L. Sokol
------------------
(Signature)



David L. Sokol
--------------
(Print Name)

Lists of Exhibits:         Exhibit A:       2000 Stock Option Plan

Attachment


                                      -2-

<PAGE>


                               MIDAMERICAN ENERGY
                                HOLDINGS COMPANY
                             2000 Stock Option Plan

                      NON-QUALIFIED STOCK OPTION AGREEMENT



MIDAMERICAN ENERGY HOLDINGS COMPANY, an Iowa Corporation (the "Company")
pursuant to and for the purposes set forth in its 2000 Stock Option Plan (the
"Plan"), hereby grants to the following named person (the "Optionee"), a
non-qualified option ("Option") to purchase the number of shares of the
Company's common stock, no par value ("Common Stock"), at the price per share
specified below, subject to the terms and conditions hereinafter set forth:

1.   The "Optionee" is David L. Sokol.

2.   Number of Shares. 200,000 Shares of Common Stock are granted to the
     Optionee subject to the Vesting Schedule set forth in Section 5.

3.   The "Option Exercise Price" is $34.6906 per share.

4.   The "Option Period" begins on March 14, 2000 ("Date of Grant") and ends
     on March 14, 2008 (eight years from the Date of Grant) (the "Termination
     Date"), unless sooner terminated as provided herein.

5.   Vesting Schedule for Exercise. The Optionee's right to purchase during
     the Option Period the total number of shares of Common Stock granted
     hereby shall be fully vested and exercisable as of the Date of Grant.

6.   Manner of Exercise. Optionee may from time to time exercise this Option
     (to the extent vested), in whole or in part, by completion of all of the
     requirements set forth in the Plan. As a condition of receiving this
     Option, the Optionee hereby agrees that any Shares of Common Stock
     acquired pursuant to this Option shall be subject to the Shareholders
     Agreement between the Optionee and the Company, dated March 14, 2000.

7.   Option Period After Termination of Employment. All vested Options held by
     Optionee upon termination of employment with the Company shall remain
     exercisable until the Termination Date, subject to the provisions of the
     Shareholders Agreement.

8.   Incorporation of Plan by Reference. Except as modified or amplified by
     the specific terms of this Agreement, all of the terms and provisions of
     the Plan are incorporated by reference in this document. A copy of the
     Plan is attached hereto as Exhibit A.



<PAGE>




Executed as of the Date of Grant.

                              MIDAMERICAN ENERGY
                              HOLDINGS COMPANY


                              BY: /s/ Gregory E. Abel
                                  -------------------
                                  Name:  Gregory E. Abel
                                  Title:  President and Chief Operating Officer


OPTIONEE'S Acknowledgment and Agreement:

Optionee hereby acknowledges he or she has received a copy of the Plan and
Shareholders Agreement, and further acknowledges that Optionee has read the
terms and conditions thereof. In order for this Agreement of Grant to be
effective, as of the Date of Grant, Optionee accepts and agrees to be bound by
all of the terms and conditions of the Plan, this Agreement and Shareholders
Agreement.

Acknowledged and Agreed:

OPTIONEE



/s/ David L. Sokol
------------------
(Signature)



David L. Sokol
--------------
(Print Name)

Lists of Exhibits:         Exhibit A:       2000 Stock Option Plan

Attachment



                                     -2-

<PAGE>


                               MIDAMERICAN ENERGY
                                HOLDINGS COMPANY
                             2000 Stock Option Plan

                      NON-QUALIFIED STOCK OPTION AGREEMENT



MIDAMERICAN ENERGY HOLDINGS COMPANY, an Iowa Corporation (the "Company")
pursuant to and for the purposes set forth in its 2000 Stock Option Plan (the
"Plan"), hereby grants to the following named person (the "Optionee"), a
non-qualified option ("Option") to purchase the number of shares of the
Company's common stock, no par value ("Common Stock"), at the price per share
specified below, subject to the terms and conditions hereinafter set forth:

1.   The "Optionee" is David L. Sokol.

2.   Number of Shares. 200,000 Shares of Common Stock are granted to the
     Optionee subject to the Vesting Schedule set forth in Section 5.

3.   The "Option Exercise Price" is $29.0063 per share.

4.   The "Option Period" begins on March 14, 2000 ("Date of Grant") and ends
     on March 14, 2008 (eight years from the Date of Grant) (the "Termination
     Date"), unless sooner terminated as provided herein.

5.   Vesting Schedule for Exercise. The Optionee's right to purchase during
     the Option Period the total number of shares of Common Stock granted
     hereby shall be fully vested and exercisable as of the Date of Grant.

6.   Manner of Exercise. Optionee may from time to time exercise this Option
     (to the extent vested), in whole or in part, by completion of all of the
     requirements set forth in the Plan. As a condition of receiving this
     Option, the Optionee hereby agrees that any Shares of Common Stock
     acquired pursuant to this Option shall be subject to the Shareholders
     Agreement between the Optionee and the Company, dated March 14, 2000.

7.   Option Period After Termination of Employment. All vested Options held by
     Optionee upon termination of employment with the Company shall remain
     exercisable until the Termination Date, subject to the provisions of the
     Shareholders Agreement.

8.   Incorporation of Plan by Reference. Except as modified or amplified by
     the specific terms of this Agreement, all of the terms and provisions of
     the Plan are incorporated by reference in this document. A copy of the
     Plan is attached hereto as Exhibit A.



<PAGE>




Executed as of the Date of Grant.

                              MIDAMERICAN ENERGY
                              HOLDINGS COMPANY


                              BY: /s/ Gregory E. Abel
                                  -------------------
                                  Name:  Gregory E. Abel
                                  Title:  President and Chief Operating Officer


OPTIONEE'S Acknowledgment and Agreement:

Optionee hereby acknowledges he or she has received a copy of the Plan and
Shareholders Agreement, and further acknowledges that Optionee has read the
terms and conditions thereof. In order for this Agreement of Grant to be
effective, as of the Date of Grant, Optionee accepts and agrees to be bound by
all of the terms and conditions of the Plan, this Agreement and Shareholders
Agreement.

Acknowledged and Agreed:

OPTIONEE



/s/ David L. Sokol
------------------
(Signature)



David L. Sokol
--------------
(Print Name)

Lists of Exhibits:         Exhibit A:       2000 Stock Option Plan

Attachment


                                     -2-

<PAGE>


                               MIDAMERICAN ENERGY
                                HOLDINGS COMPANY
                             2000 Stock Option Plan

                      NON-QUALIFIED STOCK OPTION AGREEMENT



MIDAMERICAN ENERGY HOLDINGS COMPANY, an Iowa Corporation (the "Company")
pursuant to and for the purposes set forth in its 2000 Stock Option Plan (the
"Plan"), hereby grants to the following named person (the "Optionee"), a
non-qualified option ("Option") to purchase the number of shares of the
Company's common stock, no par value ("Common Stock"), at the price per share
specified below, subject to the terms and conditions hereinafter set forth:

1.   The "Optionee" is David L. Sokol.

2.   Number of Shares. 549,277 Shares of Common Stock are granted to the
     Optionee subject to the Vesting Schedule set forth in Section 5.

3.   The "Option Exercise Price" is $35.05 per share.

4.   The "Option Period" begins on March 14, 2000 ("Date of Grant") and ends
     on March 14, 2010 (ten years from the Date of Grant) (the "Termination
     Date"), unless sooner terminated as provided herein.

5.   Vesting Schedule for Exercise. The Optionee's right to purchase during
     the Option Period the total number of shares of Common Stock granted
     hereby shall vest and become exercisable as follows:

              (a) One thirty-sixth (1/36th) of the shares shall vest on each
     monthly anniversary of the Date of Grant; provided, however, that the
     Optionee is still in the Service (as defined in the Plan) of the Company
     on such date.

              (b) In the event the Optionee is terminated from employment by
     Company without "Cause" ( as defined in the Amended and Restated
     Employment Agreement dated as of May 10, 1999 by and between the Company
     and the Optionee, as amended (the "Employment Agreement")), by
     resignation by the Executive pursuant to Section 7(a)(iv) of the
     Employment Agreement, or by reason of death or disability, any unvested
     Options shall become fully vested and exercisable upon the date of such
     termination, subject to Section 7 hereof.

              (c) In addition, all outstanding Options shall, without any
     further action, immediately become fully vested and exercisable (i) upon
     approval by the Company's stockholders of (A) the dissolution of the
     Company, (B) a merger or consolidation of the Company where the Company
     is not the surviving corporation, except for a transaction the principal
     purpose of which is to change the state in which the Company is
     incorporated, (C) a reverse merger in which the Company survives as an
     entity but in which securities possessing more than


<PAGE>


     50 percent of the total combined voting power of the Company's securities
     are transferred to a person or persons different from those who hold such
     securities immediately prior to the merger or (D) the sale or other
     disposition of all or substantially all of the Company's assets, (ii) the
     direct or indirect acquisition by any person or related group of persons
     (other than an acquisition from or by the Company or by a
     Company-sponsored employee benefit plan or by a person that directly or
     indirectly controls, is controlled by, or is under common control with,
     the Company) of beneficial ownership (within the meaning of Rule 13d-3 of
     the Securities Exchange Act of 1934, as amended) of securities possessing
     more than 50 percent of the total combined voting power of the Company's
     outstanding voting securities; or (iii) a change in the composition of
     the Board of Directors over a period of thirty-six (36) months or less
     such that a majority of the Board members cease, by reason of one or more
     contested elections for Board membership or by one or more actions by
     written consent of stockholders, to be comprised of individuals who
     either (A) have been Board members continuously since the beginning of
     such period or (B) have been elected or nominated for election as Board
     members during such period by at least a majority of the Board members
     described in clause (A) who were still in office at the time such
     election or nomination was approved by the Board.

6.   Manner of Exercise. Optionee may from time to time exercise this Option
     (to the extent vested), in whole or in part, by completion of all of the
     requirements set forth in the Plan. As a condition of receiving this
     Option, the Optionee hereby agrees that any Shares of Common Stock
     acquired pursuant to this Option shall be subject to the Shareholders
     Agreement between the Optionee and the Company, dated March 14, 2000.

7.   Option Period After Termination of Employment. All vested Options held by
     the Optionee upon termination of employment with the Company shall remain
     exercisable until the Termination Date, subject to the provisions of the
     Shareholders Agreement. All unvested Options shall expire on the date of
     termination.

8.   Incorporation of Plan by Reference. Except as modified or amplified by
     the specific terms of this Agreement, all of the terms and provisions of
     the Plan are incorporated by reference in this document. A copy of the
     Plan is attached hereto as Exhibit A.


                                     -2-

<PAGE>




Executed as of the Date of Grant.

                              MIDAMERICAN ENERGY
                              HOLDINGS COMPANY


                              BY: /s/ Gregory E. Abel
                                  -------------------
                                  Name:  Gregory E. Abel
                                  Title:  President and Chief Operating Officer


OPTIONEE'S Acknowledgment and Agreement:

Optionee hereby acknowledges he or she has received a copy of the Plan and
Shareholders Agreement, and further acknowledges that Optionee has read the
terms and conditions thereof. In order for this Agreement of Grant to be
effective, as of the Date of Grant, Optionee accepts and agrees to be bound by
all of the terms and conditions of the Plan, this Agreement and Shareholders
Agreement.

Acknowledged and Agreed:

OPTIONEE



/s/ David L. Sokol
------------------
(Signature)



David L. Sokol
--------------
(Print Name)

Lists of Exhibits:         Exhibit A:       2000 Stock Option Plan

Attachment



                                     -3-