UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

~~October~~of ~~15,~~the ~~2015~~Securities ~~(October~~Exchange ~~15,~~Act ~~2015)~~of 1934

February 1, 2017 (February 1, 2017)

Date of Report (Date of earliest event reported)

Commission File Number	Exact name of registrant as specified in its charter; State or other jurisdiction of incorporation or organization	IRS Employer Identification No.
333-90553	MIDAMERICAN FUNDING, LLC ~~(An Iowa Limited Liability Company) 666 Grand Avenue, Suite 500 Des Moines, Iowa 50309-2580~~	47-0819200
333-15387	MIDAMERICAN ENERGY COMPANY (An Iowa Corporation) 666 Grand Avenue, Suite 500 Des Moines, Iowa 50309-2580	42-1425214
	(An Iowa Limited Liability Company)666 Grand Avenue, Suite 500Des Moines, Iowa 50309-2580
333-15387	MIDAMERICAN ENERGY COMPANY	42-1425214
	(An Iowa Corporation) 666 Grand Avenue, Suite 500 Des Moines, Iowa 50309-2580

(515) 242-4300

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

~~[ ]~~☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

~~[ ]~~☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

~~[ ]~~☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

~~[ ]~~☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01.

Other Events.

On ~~October 15~~February 1, ~~2015~~2017, MidAmerican Energy Company (the “Company”) issued $~~200~~375,000,000 principal amount of the Company’s 3.5010% First Mortgage Bonds due ~~2024~~ 2027 (the “~~2024~~2027 First Mortgage Bonds”) and $~~450~~475,000,000 principal amount of the Company’s 43.2595% First Mortgage Bonds due 2047 ~~2046~~ (the “~~2046~~2047 First Mortgage Bonds” and collectively with the ~~2024~~2027 First Mortgage Bonds, the “First Mortgage Bonds”). The ~~2024~~ First Mortgage Bonds will be consolidated with, and form part of the same series as, the $300,000,000 aggregate principal amount of the Company’s 3.50% first mortgage bonds due 2024 previously outstanding. The First Mortgage Bonds were offered and sold pursuant to the provisions of an underwriting agreement (the “Underwriting Agreement”) among the Company, ~~Mizuho~~Barclays Capital Inc., BNP Paribas Securities ~~USA~~Corp., Citigroup Global Markets Inc., ~~Barclays~~Mizuho ~~Capital~~Securities USA Inc., and U.S. Bancorp Investments, Inc. ~~and Wells Fargo Securities~~, ~~LLC,~~ as representatives for several underwriters (collectively, the “Underwriters”) dated as of ~~October 5~~January 23, ~~2015~~2017. The Underwriting Agreement contains certain customary representations, warranties and covenants concerning the Company and the registration statement relating to the offering of the First Mortgage Bonds. In addition, the Company has agreed to indemnify the underwriters against certain liabilities, including liabilities under the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended.

The ~~2024~~ First Mortgage Bonds were issued pursuant to the Indenture dated as of September 9, 2013, ~~with~~between ~~The~~the Company and The Bank of New York Mellon Trust Company, N.A., as trustee ~~(the “Base Indenture”)~~, as amended by the First Supplemental Indenture (the “First Supplemental Indenture”) dated as of ~~September~~ September 19, 2013, as supplemented by the ~~Second~~Fifth Supplemental Indenture (the ~~“Second Supplemental Indenture”) dated~~ ~~as of April 3, 2014, as amended by Amendment Number 1 to the Second Supplemental Indenture (the~~ “~~Amendment~~Fifth ~~to the Second~~ Supplemental Indenture”) dated as of ~~October 15~~February 1, ~~2015~~2017. ~~The 2046 First Mortgage Bonds were issued pursuant to the Base Indenture as supplemented by the Third Supplemental Indenture (the “Third Supplemental Indenture”) dated as of October 15, 2015.~~

The First Mortgage Bonds are secured by a first mortgage lien on substantially all of the Company’s electric generating, transmission and distribution property within the State of Iowa, subject to certain exceptions and permitted encumbrances, created by a Mortgage, Security Agreement, Fixture Filing and Financing Statement dated as of September 9, 2013, from the Company to The Bank of New York Mellon Trust Company, N.A., as collateral trustee, as may be amended or supplemented from time to time.

Each series of the First Mortgage Bonds is secured equally and ratably with the Company’s currently outstanding 5.95% Notes due 2017, 5.30% Notes due 2018, 6.75% Notes due 2031, 5.75% Notes due 2035 and 5.80% Notes due 2036 (collectively, the “Equal and Ratable Notes”), as required by the terms of the indentures under which such currently outstanding Equal and Ratable Notes were issued, and with all of the Company’s other first mortgage bonds from time to time outstanding, including the Company’s currently outstanding 2.40% First Mortgage Bonds due 2019, 3.70% First Mortgage Bonds due 2023, 3.50% First Mortgage Bonds due 2024, 4.80% First Mortgage Bonds due 2043, ~~and~~ 4.40% First Mortgage Bonds due 2044 and 4.25% First Mortgage Bonds due 2046. The Company intends to use ~~the~~an ~~net~~amount ~~proceeds~~equal ofto the ~~sale~~net proceeds of the First Mortgage Bonds ~~for~~to finance capital expenditures, disbursed during the ~~repayment~~period offrom ~~maturing~~February 2, ~~long-term~~2016 ~~debt~~to February 1, 2017, with respect to investments in anthe ~~aggregate~~Company’s ~~amount~~551 ofmegawatt ~~approximately~~Wind ~~$426~~X and 2,~~254,~~000, ~~maturing~~megawatt ~~December~~Wind 31XI projects, ~~2015,~~ ~~and~~which ~~the~~were ~~remainder~~previously ~~for~~financed ~~general~~with ~~corporate~~the Company’s ~~purposes~~general funds.

Each of the ~~2024~~2027 First Mortgage Bonds and the ~~2046~~2047 First Mortgage Bonds will be redeemable prior to maturity, under the terms and conditions set forth in the ~~Second Supplemental~~Fifth ~~Indenture, the Amendment to the Second~~ Supplemental Indenture ~~and the Third Supplemental Indenture, respectively~~.

The descriptions of the Underwriting Agreement, the ~~Amendment~~Fifth ~~to the Second~~ Supplemental Indenture, ~~the Third Supplemental Indenture~~ and the First Mortgage Bonds are qualified in their entirety by reference to the Underwriting Agreement, the ~~Amendment~~Fifth ~~to the Second~~ Supplemental Indenture, ~~the Third Supplemental Indenture~~ and the specimen global certificates evidencing the First Mortgage Bonds, copies of which are filed as exhibits to this Form 8-K ~~and incorporated by reference herein and the Company’s effective registration statement on Form S-3 (File No~~. ~~333-206980).~~

Item 9.01.

Financial Statements and Exhibits

(d)

Exhibits


Exhibit No.		Description

1.1		Underwriting Agreement, dated January 23, 2017

4.1		Fifth Supplemental Indenture, dated as of February 1, 2017

4.2		Specimen of 3.10% First Mortgage Bonds due 2027

4.3		Specimen of 3.95% First Mortgage Bonds due 2047

5.1		Opinion of Gibson, Dunn & Crutcher LLP

5.2		Opinion of Paul J. Leighton, Esq.

~~Item~~SIGNATURES ~~9.01. Financial Statements and Exhibits~~

~~(d)~~Pursuant ~~Exhibits~~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 hereunto duly authorized.

Exhibit No.	Description
		MIDAMERICAN FUNDING, LLC MIDAMERICAN ENERGY COMPANY
1.1	Underwriting Agreement, dated October 5, 2015
		(Registrant)
4.1	Amendment Number 1 to the Second Supplemental Indenture, dated as of October 15, 2015
Date: February 1, 2017
4.2	Third Supplemental Indenture, dated as of October 15, 2015
		/s/ Paul J. Leighton
4.3	Specimen of 3.50% First Mortgage Bonds due 2024
		Paul J. Leighton Vice President and Secretary of MidAmerican Funding, LLC and Vice President, Secretary and Assistant General Counsel of MidAmerican Energy Company
4.4	Specimen of 4.25% First Mortgage Bonds due 2046
5.1	Opinion of Gibson, Dunn & Crutcher LLP
5.2	Opinion of Paul J. Leighton, Esq.

~~SIGNATURES~~EXHIBIT INDEX

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 hereunto duly authorized.


Exhibit No.		Description

1.1		Underwriting Agreement, dated January 23, 2017

4.1		Fifth Supplemental Indenture, dated as of February 1, 2017

4.2		Specimen of 3.10% First Mortgage Bonds due 2027

4.3		Specimen of 3.95% First Mortgage Bonds due 2047

5.1		Opinion of Gibson, Dunn & Crutcher LLP

5.2		Opinion of Paul J. Leighton, Esq.

~~Date:~~4 October 15, 2015 MIDAMERICAN FUNDING, LLC MIDAMERICAN ENERGY COMPANY (Registrant) /s/ Paul J. Leighton Paul J. Leighton Vice President and Secretary of MidAmerican Funding, LLC and Vice President, Secretary and Assistant General Counsel of MidAmerican Energy Company

EXHIBIT INDEX

Exhibit No.	Description
1.1	Underwriting Agreement, dated October 5, 2015
4.1	Amendment Number 1 to the Second Supplemental Indenture, dated as of October 15, 2015
4.2	Third Supplemental Indenture, dated as of October 15, 2015
4.3	Specimen of 3.50% First Mortgage Bonds due 2024
4.4	Specimen of 4.25% First Mortgage Bonds due 2046
5.1	Opinion of Gibson, Dunn & Crutcher LLP
5.2	Opinion of Paul J. Leighton, Esq.

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