SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON D.C. 20549
                             ----------------------

                                    FORM 10-Q

               Quarterly Report Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

                         For the quarterly period ended

                                  JUNE 30, 2001

                           COMMISSION FILE NO. 333-608

                   CE CASECNAN WATER AND ENERGY COMPANY, INC.
                   ------------------------------------------
             (Exact name of registrant as specified in its charter)

                       PHILIPPINES                Not Applicable
          (State or other jurisdiction of      (I.R.S. Employer
           incorporation or organization)       Identification No.)

          24th Floor, 6750 Building, Ayala Avenue
          Makati, Metro Manila Philippines                 Not Applicable
          -----------------------------------------     --------------------
          (Address of principal executive offices)            (Zip Code)

       Registrant's telephone number, including area code (632) 892-0276
                                                          ---------------

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

          Yes    X                                    No
             ---------                                  ----------

Former  name,  former  address and former  fiscal  year,  if changed  since last
report. Not Applicable

767,162 shares of Common Stock, $0.038 par value were outstanding as of June 30,
2001.

<PAGE>



                   CE CASECNAN WATER AND ENERGY COMPANY, INC.

                                    Form 10-Q

                                  June 30, 2001
                                  -------------

                                 C O N T E N T S

PART I:  FINANCIAL INFORMATION                                             Page
------------------------------

Item 1.   Financial Statements

Report of Independent Public Accountants                                     3

Balance Sheets, June 30, 2001 and December 31, 2000                          4

Statements of Operations for the Three and Six Months Ended June 30, 2001
and 2000 and for the period from the date of inception (September 21, 1994)
to June 30, 2001                                                             5

Statements of Cash Flows for the Six Months Ended June 30, 2001 and 2000
and for the period from the date of inception (September 21, 1994) to
June 30, 2001                                                                6

Notes to Financial Statements                                                7

Item 2.   Management's Discussion and Analysis of Financial Condition and
-------   Results of Operations                                              11

PART II:  OTHER INFORMATION

Item 1.         Legal Proceedings                                            15
-------
Item 2.         Changes in Securities                                        15
-------
Item 3.         Defaults on Senior Securities                                15
-------
Item 4.         Submission of Matters to a Vote of Security Holders          15
-------
Item 5.         Other Information                                            15
-------
Item 6.         Exhibits and Reports on Form 8-K                             15
-------

Signatures                                                                   16

<PAGE>


Report of Independent Accountants

To the Board of Directors and Stockholders of CE Casecnan Water and Energy
Company, Inc.



We have reviewed the accompanying  balance sheet of CE Casecnan Water and Energy
Company,  Inc. (a company in the development stage) as of June 30, 2001, and the
related  statements  of  operations  for the six and three months ended June 30,
2001 and of cash flows for the six months ended June 30, 2001.  These  financial
statements are the responsibility of the Company's  management.  The comparative
amounts for the quarter ended June 30, 2000 were  reviewed by other  independent
accountants.

A review of interim financial  information  consists principally of obtaining an
understanding   of  the  system  for  the   preparation  of  interim   financial
information,  applying  analytical  review  procedures to the financial data and
making inquiries of persons responsible for financial and accounting matters. It
is  substantially  less in scope than an audit made in accordance with generally
accepted  auditing  standards in the United States of America,  the objective of
which is the expression of an opinion  regarding the financial  statements taken
as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material  modifications that should
be  made  to the  financial  statements  referred  to  above  for  them to be in
conformity with accounting principles generally accepted in the United States of
America.


JOAQUIN CUNANAN & CO.
A PricewaterhouseCoopers Member Firm



Makati City, Philippines
July 25, 2001


<PAGE>



                   CE CASECNAN WATER AND ENERGY COMPANY, INC.

                                  BALANCE SHEET
                       (Amounts in thousands U.S. Dollars,
                 except number of shares and per share amounts)


=========================================================== ==================
                                                 June 30,         December 31,
                                                   2001               2000
----------------------------------------------------------- ------------------

                                  A S S E T S

Cash                                            $   1,053   $             703
Restricted cash and short-term investments              -                   1
Accrued interest receivable                                               573
                                                       41
Restricted investments                              2,574              47,922
Bond issue costs, net                               7,513               8,315
Development and construction costs                456,402             419,163
Deferred income tax asset                           5,598               5,696
----------------------------------------------------------- ------------------
                                               $  473,181      $      482,373
=========================================================== ==================

LIABILITIES AND STOCKHOLDERS' EQUITY

Accounts payable and accrued expenses           $   5,966    $          6,525
Payable to affiliates                              24,652              19,000
Notes and bonds payable                           338,125             352,750
----------------------------------------------------------- ------------------
                                                  368,743             378,275
----------------------------------------------------------- ------------------
Commitments and contingencies (Note 2)
Capital stock
   Authorized - 2,148,000 shares at
   $0.038 par value per share
   Issued and outstanding - 767,162 shares             29                  29
Additional paid-in capital                        123,807             123,807
Accumulated deficit                               (19,398)            (19,738)
----------------------------------------------------------- ------------------
                                                  104,438             104,098
----------------------------------------------------------- ------------------
                                               $  473,181      $      482,373
=========================================================== ==================


   (The accompanying notes are an integral part of these financial statements)



<PAGE>


                   CE CASECNAN WATER AND ENERGY COMPANY, INC.

                            STATEMENTS OF OPERATIONS
                       (Amounts in thousands U.S. Dollars,
                 except number of shares and per share amounts)

<TABLE>
<CAPTION>
============================================= ================================= =============================== =================
                                                                                                                  From the date
                                                                                                                   of inception
                                                                                                                    (September
                                                          Three months ended                Six months ended        21,1994) to
                                                                June 30,                         June 30,             June 30,
                                               -----------------------------------------------------------------
                                                         2001             2000            2001            2000            2001
---------------------------------------------- ----------------- --------------- --------------- --------------- -----------------
OTHER INCOME
<S>                                                    <C>            <C>         <C>             <C>                  <C>
    Interest                                           $   131        $  2,195    $       869     $      4,509         $  87,553
---------------------------------------------- ----------------- --------------- --------------- --------------- -----------------
                                                           131           2,195            869            4,509            87,553
---------------------------------------------- ----------------- --------------- --------------- --------------- -----------------
COST AND EXPENSES:
    Interest                                            10,823          11,337         21,850           23,097           253,969
    Amortization of bond issue costs                       401             366            802              733             7,652
    Capitalized interest and bond issue costs          (11,224)        (11,574)       (22,652)         (22,937)         (149,954)
    Miscellaneous                                          215               -            431                -               882
---------------------------------------------- ----------------- --------------- --------------- --------------- -----------------
                                                           215             129            431              893           112,549
---------------------------------------------- ----------------- --------------- --------------- --------------- -----------------

INCOME (LOSS) BEFORE
     INCOME TAX                                            (84)          2,066            438            3,616           (24,996)
BENEFIT FROM  (PROVISION FOR)
     DEFERRED INCOME TAX                                    19            (463)           (98)            (810)            5,598
---------------------------------------------- ----------------- --------------- --------------- --------------- -----------------
NET INCOME (LOSS)                                      $   (65)       $  1,603    $       340     $      2,806         $ (19,398)
============================================== ================= =============== =============== =============== =================
NET INCOME (LOSS) PER SHARE                            $ (0.09)       $   2.09    $      0.44     $       3.66         $  (26.57)
============================================== ================= =============== =============== =============== =================
AVERAGE NUMBER OF
     SHARES OUTSTANDING                                767,162         767,162        767,162          767,162           730,093
============================================== ================= =============== =============== =============== =================
</TABLE>

   (The accompanying notes are an integral part of these financial statements)



<PAGE>


                   CE CASECNAN WATER AND ENERGY COMPANY, INC.

                            STATEMENTS OF CASH FLOWS
                       (Amounts in thousands U.S. Dollars)
<TABLE>
<CAPTION>
=================================================================== ===================================== ====================
                                                                                                             From the date
                                                                                                             of inception
                                                                                                            (September 21,
                                                                              Six months ended                 1994) to
                                                                                  June 30,                     June 30,
                                                                    ------------------ ------------------
                                                                          2001               2000                2001
------------------------------------------------------------------- ------------------ ------------------ --------------------
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                                                     <C>               <C>                 <C>
     Net income (loss)                                                  $        340      $       2,806       $      (19,398)

     Adjustments to reconcile net income (loss) to net cash
        provided by (used in) operating activities:
     Provision for (benefit from) deferred income tax                             98                810               (5,598)
     Amortization of bond issue costs                                            802                733                7,652
     Decrease (increase) in accrued interest
        and other receivables                                                    532                946                  (41)
     Increase (decrease) in accounts payable
        and accrued expenses                                                    (183)               328                  127
------------------------------------------------------------------- ------------------ ------------------ --------------------
     Net cash provided by (used in) operating activities                       1,589              5,623              (17,258)
------------------------------------------------------------------- ------------------ ------------------ --------------------
CASH FLOWS FROM INVESTING ACTIVITIES
     Additions to development and construction costs                         (37,239)           (35,020)            (456,402)
     Decrease in restricted cash and short-term investments                        1             42,064                    -
     Decrease (increase) in restricted investments                            45,348             10,229               (2,574)
     Increase (decrease) in accounts payable
        and accrued expenses related to development
        and  construction activities                                            (376)           (26,552)               5,839
------------------------------------------------------------------- ------------------ ------------------ --------------------
     Net cash provided by (used in) investing activities                       7,734             (9,279)            (453,137)
------------------------------------------------------------------- ------------------ ------------------ --------------------
CASH FLOWS FROM FINANCING ACTIVITIES
     Increase in advances from affiliates                                      5,652              4,217               24,652
     Issuance of bonds payable                                                     -                  -              371,500
     Repayment of bonds payable                                              (14,625)                 -              (33,375)
     Proceeds from issuance of capital stock                                       -                  -              123,836
     Bond issue costs                                                              -                  -              (15,165)
------------------------------------------------------------------- ------------------ ------------------ --------------------
     Net cash provided by (used in) financing activities                      (8,973)             4,217              471,448
------------------------------------------------------------------- ------------------ ------------------ --------------------
     Net increase in cash and cash equivalents                                   350                561                1,053
     Cash and cash equivalents at beginning of period                            703              2,318                    -
------------------------------------------------------------------- ------------------ ------------------ --------------------

     Cash and cash equivalents at end of period                         $      1,053      $       2,879       $        1,053
=================================================================== ================== ================== ====================

SUPPLEMENTAL DISCLOSURE OF CASH
   FLOWS INFORMATION:
INTEREST PAID (NET OF AMOUNT
   CAPITALIZED)                                                         $       (598)     $          34       $       98,652
=================================================================== ================== ================== ====================
</TABLE>

   (The accompanying notes are an integral part of these financial statements)

<PAGE>


CE CASECNAN WATER AND ENERGY COMPANY, INC.

NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2001
(Amounts in thousands U.S. dollars)


Note 1 - General

In the opinion of management of CE Casecnan Water and Energy Company,  Inc. ("CE
Casecnan" or the "Company"),  the accompanying  unaudited  financial  statements
contain all adjustments (consisting only of normal recurring accruals) necessary
to present fairly the financial  position of the Company as of June 30, 2001 and
the results of its  operations  for the three and six months ended June 30, 2001
and 2000 and for the period from the date of inception  (September  21, 1994) to
June 30,  2001,  and its cash flows for the six months  ended June 30,  2001 and
2000 and for the period from the date of inception  (September 21, 1994) to June
30, 2001.

The results of  operations  for the three and six months ended June 30, 2001 and
2000 are not  necessarily  indicative of the results to be expected for the full
year.

Note 2 - Commitments and Contingencies

In November 1995, the Company closed the financing and commenced construction of
the Casecnan Project, a combined irrigation and 150 megawatt hydroelectric power
generation  project  located in the  central  part of the island of Luzon in the
Republic of the Philippines.

The Casecnan Project was initially being constructed  pursuant to a fixed-price,
date-certain,  turnkey  construction  contract (the "Hanbo Contract") on a joint
and several  basis by Hanbo  Corporation  ("Hanbo")  and Hanbo  Engineering  and
Construction Co., Ltd. ("HECC"), both of which are South Korean corporations. As
of May 7, 1997,  the Company  terminated  the Hanbo  Contract due to defaults by
Hanbo and HECC including the insolvency of each such company.  On the same date,
the Company entered into a new fixed-price,  date certain,  turnkey engineering,
procurement  and  construction  contract to  complete  the  construction  of the
Casecnan Project (the  "Replacement  Contract").  The work under the Replacement
Contract is being conducted by a consortium  consisting of Cooperativa  Muratori
Cementisti  CMC di Ravenna and Impresa  Pizzarotti & C. Spa.,  working  together
with  Siemens  A.G.,  Sulzer  Hydro  Ltd.,  Black &  Veatch  and  Colenco  Power
Engineering Ltd. (collectively, the "Contractor").
<PAGE>

After a series of litigations between the contracting parties in connection with
the termination of the Hanbo Contract, the Company received $90,000 as an out of
court settlement.  The amount received was shown as accounts payable and accrued
expenses in the balance  sheet and was  released  periodically  to offset  costs
which were incurred over the  construction  period.  The amounts  offset against
construction  costs for 2000,  1999 and 1998 were $30,000,  $44,000 and $16,000,
respectively.

On  November  20,  1999,  the  Replacement  Contract  was  amended to extend the
Guaranteed  Substantial  Completion  Date for the Casecnan  Project to March 31,
2001. This amendment was approved by the lender's independent engineer under the
Casecnan  Indenture.  In January 2001, the Company  received a working  schedule
from  the  Contractor  that  showed  a  completion  date  of  August  31,  2001.
Furthermore,  in July 2001, the Company  received new schedule  information from
the Contractor  which extends the expected  Substantial  Completion Date for the
Casecnan Project from August 31, 2001 to September 30, 2001.

The receipt of the working  schedule does not change the Guaranteed  Substantial
Completion  Date under the  Replacement  Contract,  and the  Contractor is still
contractually  obligated  either to complete the Project by March 31, 2001 or to
pay delay liquidated damages.  As a result of receipt of the schedule,  however,
the Company has sought and obtained from the independent engineer approval for a
revised construction  schedule under the Casecnan Indenture.  In connection with
the revised schedule,  the ultimate parent company of CE Casecnan agreed to make
available up to $11,600 of additional funds under certain conditions pursuant to
a Shareholder  Support Letter dated February 8, 2001 (the  "Shareholder  Support
Letter").  As agreed in the Shareholder Support Letter and assuming payments are
received under the bank guaranty  supporting the Contractor's  obligation to pay
delay liquidated  damages prior to September 30, 2001, CE Casecnan believes that
the funds  available to it are reasonably  expected to be sufficient to fund the
costs of reaching completion of the Casecnan Project.  However, due to the delay
in completion of the project, CE Casecnan does not presently expect that it will
receive  significant  operating  revenues  from the  Casecnan  Project  prior to
November 15, 2001. As a result, CE Casecnan  presently expects that it will have
insufficient  funds  available  to it for purposes of making the  principal  and
interest  payments  which  will  become  due on  November  15,  2001 on the debt
securities  issued by CE  Casecnan  in  November  1995 (the "Debt  Securities"),
unless its ultimate parent agrees to fund the expected shortfall amount which is
currently estimated to be approximately $24,600.

CE Casecnan presently expects,  but cannot assure, that its ultimate parent will
provide it with funds in an amount  sufficient to permit CE Casecnan to make the
full principal and interest  payments due on the Debt Securities on November 15,
2001. CE Casecnan has been advised that the  willingness of its ultimate  parent
to fund such  November  15,  2001  shortfall  will  principally  depend upon the
progress  of the  pending  arbitration  proceedings  involving  the  Contractor,
including any orders issued in the future by the arbitration  panel;  completion
of the Casecnan Project in substantial  compliance with the revised construction
schedule; and performance by the National Irrigation Administration (NIA) of its
obligations under the Project Agreement.  Subject to these same assumptions,  CE
Casecnan does not presently expect that any additional  funding will be required
to be  provided  to it by its  ultimate  parent in order for CE Casecnan to make
future  principal  and interest  payments on the Debt  Securities  following the
November 15, 2001 payments.
<PAGE>

On February 12, 2001, the Contractor  filed a Request for  Arbitration  with the
International  Chamber  of  Commerce  seeking  an  extension  of the  Guaranteed
Substantial  Completion Date by up to 153 days through August 31, 2001 resulting
from various alleged force majeure  events,  including the collapse of the surge
shaft. In a March 20, 2001 Supplement to Request for Arbitration, the Contractor
also seeks compensation for alleged additional costs of approximately  $4,000 it
incurred  from the claimed  force  majeure  events to the extent it is unable to
recover from its  insurer.  On April 20, 2001,  the  Contractor  filed a further
supplement  seeking an  additional  approximately  $62,000  in  damages  for the
alleged force majeure event (and geologic conditions) related to the collapse of
the surge shaft.  CE Casecnan  believes such  allegations and claims are without
merit and is vigorously  defending the Contractor's  claims.  The arbitration is
being  conducted  applying  New  York  law  and  pursuant  to the  rules  of the
International Chamber of Commerce with venue in London, England.

On June 25, 2001, the arbitration tribunal temporarily enjoined CE Casecnan from
making  calls on the demand  guaranty  posted by Banca di Roma in support of the
Contractor's  obligations to CE Casecnan for delay liquidated damages.  Hearings
on the force  majeure  claims were held in London from July 2 to July 14,  2001,
and CE Casecnan  expects the arbitration  tribunal to issue a final order on the
demand  guarantee  injunction  and the force majeure claims no later than August
31, 2001.  Further hearings on the Contractor's  claims for additional costs and
damages,  separate from the force majeure claims,  will be held in September and
October 2001.

Under the Project Agreement, if NIA is able to accept delivery of water into the
Pantabangan  Reservoir and NPC has completed the Project's related  transmission
line,  the  Company  is liable to pay NIA $13.5 per day for each day of delay in
completion  of the Casecnan  Project  beyond  November  27,  2000.  Although the
transmission  line is  complete,  NIA has not  yet  completed  installation  and
testing of the Project's metering equipment.  Accordingly, no liquidated damages
payments to NIA have been made.

The  Company's  ability  to make  payments  on any of its  existing  and  future
obligations  is  dependent  on  NIA's  and  the  Republic  of  the  Philippines'

<PAGE>

performance of their obligations under the Project Agreement and the Performance
Undertaking,  respectively.  Except to the extent expressly  provided for in the
Shareholder  Support  Letter,  no  shareholders,  partners or  affiliates of the
Company,  including  MidAmerican  Energy  Holdings  Company,  and no  directors,
officers or employees of the Company will  guarantee or be in any way liable for
payment of the  Company's  obligations.  As a result,  payment of the  Company's
obligations  depends  upon the  availability  of  sufficient  revenues  from the
Company's business after the payment of operating expenses.

NIA's payments of obligations  under the Project Agreement will be substantially
denominated  in United States  dollars and are expected to be the Company's sole
source of operating  revenues.  Because of the Company's  dependence on NIA, any
material failure of NIA to fulfill its obligations  under the Project  Agreement
and any  material  failure of the  Republic  of the  Philippines  to fulfill its
obligations  under the Performance  Undertaking would  significantly  impair the
ability of the Company to meet its existing and future obligations.

The Philippine  Congress  recently passed the Electric Power Industry Reform Act
which  is aimed at  restructuring  the  electric  industry,  privatizing  of the
National Power  Corporation  and introducing a competitive  electricity  market,
among others. The passage of the bill may have an impact on the Company's future
operations  and  the  industry  as a  whole,  the  effect  of  which  is not yet
determinable and estimable.

Note 3 - Other footnote information

Reference  is  made  to  the  Company's  December  31,  2000  audited  financial
statements included in Form 10-K that provides  information  necessary or useful
to  the  understanding  of  the  Company's  business  and  financial   statement
presentations.  In particular, the Company's significant accounting policies and
practices were presented as Note 2 to the financial  statements  included in the
report.


<PAGE>



CE CASECNAN WATER AND ENERGY COMPANY, INC.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Amounts in thousands U.S. Dollars)


Results of Operations
---------------------

The  Company is in the  construction  stage and has not yet  started  commercial
operations.  Revenue  consists of  interest  income on cash  received  from bond
proceeds  and equity  contributions.  Interest  income  decreased  in the second
quarter  of 2001 to $131  from  $2,195  in the  same  period  in  2000,  a 94.0%
decrease.  For the six months ended June 30, 2001,  interest income decreased to
$869 from $4,509 for the same period in 2000, an 80.7% decrease. These decreases
are primarily due to lower cash balances as a result of the use of existing cash
to support the ongoing development and construction activities.

Interest expense inclusive of bond issue costs in the second quarter of 2001 was
$11,224  compared  to  $11,703  for the same  period in 2000.  The  decrease  in
interest  expense  resulted  from  reduced  indebtedness.  For the three and six
months ended June 30, 2001,  amortization  of bond issue costs was $401 and $802
respectively,  compared  to $366 and $733 for the same  period  in 2000.  In the
second quarter of 2001,  capitalized  interest decreased to $11,224 from $11,574
for the same period in 2000. For the six months ended June 30, 2001, capitalized
interest decreased to $22,652 from $22,937. The decrease in capitalized interest
resulted from lower interest expense. Interest expense, capitalized interest and
amortization of bond issue costs relate to the notes and bonds payable issued by
the Company in the fourth quarter of 1995.

Liquidity and Capital Resources:
-------------------------------

CE Casecnan  financed a portion of the costs of the Casecnan Project through the
issuance  of  $125,000  of its 11.45%  Senior  Secured  Series A Notes due 2005,
$171,500 of its 11.95% Senior Secured Series B Bonds due 2010 and $75,000 of its
Senior Secured Floating Rate Notes due 2002 (the  "Securities"),  pursuant to an
indenture (the "Indenture") dated as of November 27, 1995, as amended to date.



<PAGE>


The  Securities  are senior debt of the Company and are secured by a  collateral
assignment of all revenues that will be received  from the Casecnan  Project,  a
collateral  assignment  of all  material  contracts,  a lien on any accounts and
funds on deposit under a Deposit and Disbursement Agreement, a pledge of 100% of
the capital  stock of the Company  and a lien on all other  material  assets and
property. The Securities rank pari passu with and will share the collateral on a
pro rata basis with other senior secured debt, if any.

The  Securities  are  subject  to  certain  optional  and  mandatory  redemption
provisions as defined in the Indenture.  The Securities contain customary events
of default and restrictive covenants.

The Casecnan Project was initially being constructed  pursuant to a fixed-price,
date-certain,  turnkey  construction  contract (the "Hanbo Contract") on a joint
and several  basis by Hanbo  Corporation  ("Hanbo")  and Hanbo  Engineering  and
Construction Co., Ltd. ("HECC"), both of which are South Korean corporations. As
of May 7, 1997,  the Company  terminated  the Hanbo  Contract due to defaults by
Hanbo and HECC including the insolvency of each such company.  On the same date,
the Company entered into a new fixed-price,  date certain,  turnkey engineering,
procurement  and  construction  contract to  complete  the  construction  of the
Casecnan Project (the  "Replacement  Contract").  The work under the Replacement
Contract is being conducted by a consortium  consisting of Cooperativa  Muratori
Cementisti  CMC di Ravenna and Impresa  Pizzarotti & C. Spa.,  working  together
with  Siemens  A.G.,  Sulzer  Hydro  Ltd.,  Black &  Veatch  and  Colenco  Power
Engineering Ltd. (collectively, the "Contractor").

After a series of litigations between the contracting parties in connection with
the termination of the Hanbo Contract, the Company received $90,000 as an out of
court settlement.  The amount received was shown as accounts payable and accrued
expenses in the balance  sheet and was  released  periodically  to offset  costs
which were incurred over the  construction  period.  The amounts  offset against
construction  costs for 2000,  1999 and 1998 were $30,000,  $44,000 and $16,000,
respectively.

On  November  20,  1999,  the  Replacement  Contract  was  amended to extend the
Guaranteed  Substantial  Completion  Date for the Casecnan  Project to March 31,
2001. This amendment was approved by the lender's independent engineer under the
Casecnan Indenture. In January 2001, the Company received a new working schedule
from  the  Contractor  that  showed  a  completion  date  of  August  31,  2001.
Furthermore,  in July 2001, the Company  received new schedule  information from
the Contractor  which extends the expected  Substantial  Completion Date for the
Casecnan Project from August 31, 2001 to September 30, 2001.

The receipt of the working  schedule does not change the Guaranteed  Substantial
Completion  Date under the  Replacement  Contract,  and the  Contractor is still
contractually  obligated  either to complete the Project by March 31, 2001 or to
pay delay liquidated  damages.  As a result of receipt of the working  schedule,
however,  the  Company has sought and  obtained  from the  lender's  independent
engineer  approval  for a  revised  construction  schedule  under  the  Casecnan
Indenture.  In connection with the revised schedule, the ultimate parent company

<PAGE>

of CE Casecnan agreed to make available up to $11,600 of additional  funds under
certain  conditions  pursuant to a Shareholder  Support Letter dated February 8,
2001 (the "Shareholder Support Letter") to cover additional costs resulting from
the Contractor's schedule delay. As agreed in the Shareholder Support Letter and
assuming   payments  are  received  under  the  bank  guaranty   supporting  the
Contractor's  obligation to pay delay liquidated  damages prior to September 30,
2001,  CE  Casecnan  believes  that the  funds  available  to it are  reasonably
expected  to be  sufficient  to fund the  costs of  reaching  completion  of the
Casecnan  Project.  However,  due to the delay in completion of the project,  CE
Casecnan does not presently  expect that it will receive  significant  operating
revenues from the Casecnan  Project prior to November 15, 2001. As a result,  CE
Casecnan  presently expects that it will have insufficient funds available to it
for purposes of making the principal and interest payments which will become due
on November  15, 2001 on the debt  securities  issued by CE Casecnan in November
1995 (the "Debt  Securities"),  unless its  ultimate  parent  agrees to fund the
expected  shortfall  amount  which is currently  estimated  to be  approximately
$24,600.

CE Casecnan presently expects,  but cannot assure, that its ultimate parent will
provide it with funds in an amount  sufficient to permit CE Casecnan to make the
full principal and interest  payments due on the Debt Securities on November 15,
2001. CE Casecnan has been advised that the  willingness of its ultimate  parent
to fund such  November  15,  2001  shortfall  will  principally  depend upon the
progress  of the  pending  arbitration  proceedings  involving  the  Contractor,
including any orders issued in the future by the arbitration  panel;  completion
of the Casecnan Project in substantial  compliance with the revised construction
schedule; and performance by the National Irrigation Administration (NIA) of its
obligations under the Project Agreement.  Subject to these same assumptions,  CE
Casecnan does not presently expect that any additional  funding will be required
to be  provided  to it by its  ultimate  parent in order for CE Casecnan to make
future  principal  and interest  payments on the Debt  Securities  following the
November 15, 2001 payments.

On February 12, 2001, the Contractor  filed a Request for  Arbitration  with the
International  Chamber  of  Commerce  seeking  an  extension  of the  Guaranteed
Substantial  Completion Date by up to 153 days through August 31, 2001 resulting
from various alleged force majeure  events,  including the collapse of the surge
shaft. In a March 20, 2001 Supplement to Request for Arbitration, the Contractor
also seeks compensation of approximately  $4,000 for alleged additional costs it
incurred  from the claimed  force  majeure  events to the extent it is unable to
recover from its  insurer.  On April 20, 2001,  the  Contractor  filed a further
supplement  seeking an  additional  approximately  $62,000  in  damages  for the
alleged force majeure event (and geologic conditions) related to the collapse of
the surge shaft.  CE Casecnan  believes such  allegations and claims are without
merit and is vigorously  defending the Contractor's  claims.  The arbitration is
being  conducted  applying  New  York  law  and  pursuant  to the  rules  of the
International Chamber of Commerce with venue in London, England.

On June 25, 2001, the arbitration  temporarily  enjoined CE Casecnan from making
calls  on the  demand  guaranty  posted  by  Banca  di  Roma in  support  of the

<PAGE>

Contractor's  obligations to CE Casecnan for delay liquidated damages.  Hearings
on the force  majeure  claims were held in London from July 2 to July 14,  2001,
and CE Casecnan  expects the arbitration  tribunal to issue a final order on the
demand  guarantee  injunction  and the force majeure claims no later than August
31, 2001. Furthermore,  hearings on the Contractor's claims for additional costs
and damages,  separate from the force majeure claims,  will be held in September
and October 2001.

Under the Project Agreement, if NIA is able to accept delivery of water into the
Pantabangan  Reservoir and NPC has completed the Project's related  transmission
line,  the  Company  is liable to pay NIA $13.5 per day for each day of delay in
completion beyond November 27, 2000. Although the transmission line is complete,
NIA has not yet completed  installation  and testing of the  Project's  metering
equipment. Accordingly, no liquidated damages payments to NIA have been made.

The  Company's  ability  to make  payments  on any of its  existing  and  future
obligations  is  dependent  on  NIA's  and  the  Republic  of  the  Philippines'
performance of their obligations under the Project Agreement and the Performance
Undertaking,  respectively.  Except to the extent expressly  provided for in the
Shareholder  Support  Letter,  no  shareholders,  partners or  affiliates of the
Company,  including  MidAmerican  Energy  Holdings  Company,  and no  directors,
officers or employees of the Company will  guarantee or be in any way liable for
payment of the  Company's  obligations.  As a result,  payment of the  Company's
obligations  depends  upon the  availability  of  sufficient  revenues  from the
Company's business after the payment of operating expenses.

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 Company to differ  materially  from any expected  future
results or performance, expressed or implied, by the forward-looking statements.
In connection with the safe harbor provisions of the Reform Act, the Company 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  domestic  and
international 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 Company's SEC filings, incorporated
herein by reference,  for a description of such factors.  The Company assumes no
responsibility to update forward-looking information contained herein.

<PAGE>


CE CASECNAN WATER AND ENERGY COMPANY, INC.



PART II - OTHER INFORMATION


Item 1 - Legal proceedings.
------

     Not applicable.

Item 2 - Changes in Securities.
------

     Not applicable.

Item 3 - Defaults on Senior Securities.
------

     Not applicable.

Item 4 - Submission of Matters to a Vote of Security Holders.
------

     Not applicable.

Item 5 - Other Information.
------

     Not applicable.

Item 6 - Exhibits and Reports on Form 8-K.
------

     (a) Exhibits:

         None.

     (b) Reports on Form 8-K:

The Company issued a Current  report on Form 8-K dated July 10, 2001  announcing
that it had  received  new schedule  information  from the turnkey  Construction
Contractor  for the Casecnan  Project  which  extends the  expected  Substantial
Completion  Date for the Casecnan  Project from August 31, 2001 to September 30,
2001 and that the  arbitration  tribunal  temporarily  enjoined CE Casecnan from
making calls on the demand guaranty posted by Banca di Roma.

<PAGE>

SIGNATURES


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 thereunto duly authorized.



                              CE CASECNAN WATER AND ENERGY COMPANY, INC.


Date: July 31, 2001           /s/  Patrick J. Goodman
                              -------------------------------------------
                              Patrick J. Goodman
                              Senior Vice President & Chief Financial Officer