EXHIBIT31.2

CERTIFICATION PURSUANT TO SECTION 302 OF THESARBANES-OXLEY ACT OF 2002

I, PatrickJ. Goodman, certify that:

1. I have reviewed this annual reporton Form 10-K/A of MidAmerican Energy Holdings Company;

2. Basedon my knowledge, this report does not contain any untrue statement of amaterial fact or omit to state a material fact necessary to make thestatements made, in light of the circumstances under which suchstatements were made, not misleading with respect to the period coveredby this report;

3. Based on my knowledge, the financialstatements, and other financial information included in this report,fairly present in all material respects the financial condition,results of operations and cash flows of the registrant as of, and for,the periods presented in this report;

4. The registrant'sother certifying officers and I are responsible for establishing andmaintaining disclosure controls and procedures (as defined in ExchangeAct Rules 13a-15(e) and 15d-15(e)) for the registrant and we have:

a) Designed such disclosure controls and procedures, or caused suchdisclosure controls and procedures to be designed under oursupervision, to ensure that material information relating to theregistrant, including its consolidated subsidiaries, is made known tous by others within those entities, particularly during the period inwhich this report is being prepared;

b) Evaluated theeffectiveness of the registrant's disclosure controls andprocedures and presented in this report our conclusions about theeffectiveness of the disclosure controls and procedures, as of the endof the period covered by this report based on such evaluation; and

c) Disclosed in this report any change in the registrant'sinternal control over financial reporting that occurred during theregistrant's most recent fiscal quarter that has materiallyaffected, or is reasonably likely to materially affect, theregistrant's internal control over financial reporting; and

5. The registrant's other certifying officers and I havedisclosed, based on our most recent evaluation of internal control overfinancial reporting, to the registrant's auditors and the auditcommittee of registrant's board of directors (or personsperforming the equivalent function):

a) All significantdeficiencies and material weaknesses in the design or operation ofinternal control over financial reporting which are reasonably likelyto adversely affect the registrant's ability to record, process,summarize and report financial information; and

b) Any fraud,whether or not material, that involves management or other employeeswho have a significant role in the registrant's internal controlover financial reporting.

Date: March 3, 2004

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|   |  | /s/Patrick J.Goodman                             |
|   |  | PatrickJ. Goodman Senior Vice President and Chief FinancialOfficer                                                                                                                           |
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