Exhibit 3.3
                                                                
                                
                      ARTICLES OF AMENDMENT
                                
                             TO THE
                                
                      AMENDED AND RESTATED
                    ARTICLES OF INCORPORATION
                                
                               OF
                                
               MAVERICK REINCORPORATION SUB, INC.
                                
                                
                                

TO THE SECRETARY OF STATE OF THE STATE OF IOWA:

     Pursuant to the provisions of Sections 490.1001 and
490.1003, and in accordance with Section 490.1006, of the Iowa
Business Corporation Act, the undersigned corporation hereby
adopts the following Articles of Amendment to the corporation's
Amended Restated Articles of Incorporation.

1.   The name of the corporation is Maverick Reincorporation Sub,
     Inc.

2.   Article I of the Amended and Restated Articles of
     Incorporation is hereby amended by deleting "Maverick
     Reincorporation Sub, Inc." and substituting therefor "MidAmerican
     Energy Holdings Company."

3.   The date of adoption of the amendment was March 12, 1999.

4A.  The  amendment  was approved by the sole  shareholder.   The
     designation, number of outstanding shares, number  of  votes
     entitled  to be cast by each voting group entitled  to  vote
     separately on the amendment, and the number of votes of each
     voting group indisputably represented is as follows:

     Voting       Shares       Entitled         Number
     Group    Outstanding       to Vote        of Votes
     Common         10             10             10

4B.  The  total number of undisputed votes cast for the amendment
     by each voting group are as follows:

                   Total Votes of      Total Votes of
     Voting Group Shares Voted For    Shares Voted Against
     Common              10                  0

5.    The  number of votes cast for the amendment by each  voting
  group was sufficient for approval by that voting group.

6.    These  Articles of Amendment shall become effective at  the
  time of filing with the Secretary of State of Iowa.


MAVERICK REINCORPORATION SUB, INC.



s/s Steven A. McArthur______________
Steven A. McArthur
Senior Vice President and Secretary


Dated:  March 12, 1999