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                           SCHEDULE 14A INFORMATION
          Proxy Statement Pursuant to Section 14(a) of the Securities
                             Exchange Act of 1934

Filed by the Registrant  [ ]
Filed by a Party other than the Registrant  [X]

Check the appropriate box:
     [ ]  Preliminary Proxy Statement
     [ ]  Definitive Proxy Statement
     [X]  Definitive Additional Materials
     [ ]  Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12

                              MAGMA POWER COMPANY
               (Name of Registrant as Specified in its Charter)

                        CALIFORNIA ENERGY COMPANY, INC.
                         CE ACQUISITION COMPANY, INC.
                    (Name of Person Filing Proxy Statement)

Payment of filing fee (Check the appropriate box):
     [ ]  $125 per Exchange Act Rule 0-11(c)(1)(ii), 14a-6(i)(1), or 14a-
          6(i)(2).
     [X]  $500 per each party to the controversy pursuant to Exchange Act Rule
          14a-6(i)(3).
     [ ]  Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and
          0-11.

          (1)  Title of each class of securities to which transaction applies:

          (2)  Aggregate number of securities to which transaction applies:

          (3)  Per unit price or other underlying value of transaction
               computed pursuant to Exchange Act Rule 0-11:

          (4)  Proposed maximum aggregate value of transaction:


     [ ]  Check box if any part of the fee is offset as provided by Exchange
          Act Rule 0-11(a)(2) and identify the filing for which the offsetting
          fee was paid previously.  Identify the previous filing by
          registration number, or the form or schedule and the date of its
          filing.

          (1)  Amount previously paid:

          (2)  Form, schedule or registration statement no.:

          (3)  Filing party:

          (4)  Date filed:













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DAN BURCH
MACKENZIE PARTNERS INC
156 FIFTH AVENUE
NEW YORK, NY 10010


                        CALIFORNIA ENERGY COMPANY, INC.
                         c/o MacKenzie Partners, Inc.
                               156 Fifth Avenue
                           New York, New York  10010

                             FAILURE TO VOTE TODAY
                            COULD PROVE VERY COSTLY

DEAR FELLOW MAGMA POWER SHAREHOLDER:

If you have not yet voted your GREEN card to Request the Special Meeting, ask
yourself the following questions:

          Do you really want to take the risk that Magma shares will plummet
          to their pre-offer trading level of $27.50, as security analysts
          have warned may occur?

          Do you really have confidence in Magma's prospects as an independent
          company?  Remember, Magma recently lost a "major" overseas
          development project (the Karaha project in Indonesia), while
          California Energy continues to be awarded new projects (Casecnan
          (140MW) in the Phillipines and Dieng (220MW) in Indonesia).

          Do you really believe Magma is serious about negotiating with
          California Energy, when they continue to insist that we agree to
          drop our $38.50 per share acquisition offer for three years before
          they will even sit down at the bargaining table?

          Do you really believe Magma is seriously exploring alternatives to
          our $38.50 per share offer or are they simply stalling, hoping
          California Energy will just go away?  Magma's most recent mailing to
          you disclosed that as of November 21, they "ha[d] not begun to
          negotiate the terms of any extraordinary transaction."

LET MAGMA'S BOARD KNOW YOU WANT THEM TO INCREASE SHAREHOLDER VALUE, NOT
CONTINUE TO DRAG THEIR FEET.  VOTE YOUR GREEN CARD TODAY!

We have received a resounding display of shareholder support for our effort.
By Thanksgiving, a majority of the shares held by independent (non-management,
non-Board affiliated shares) had already voted to Request a Special Meeting.
But we need GREEN cards representing a majority of ALL shares by this Friday,
December 2, 1994 to prevent Magma's Board from continuing to ignore its
shareholders.

Don't forget:  IT HAS BEEN OVER TWO MONTHS SINCE OUR INITIAL PROPOSAL, YET
MAGMA HAS BEEN UNABLE TO PRODUCE ANY ALTERNATIVE WHICH WILL PAY YOU MORE THAN
OUR FULLY-FINANCED $38.50 PER SHARE OFFER.
















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Voting in favor of the call of a Special Meeting creates no obligation on your
part to tender your shares or to vote on California Energy's proposals at the
Special Meeting.

IF YOU NEED LAST MINUTE ASSISTANCE IN VOTING THE GREEN CARD, CONTACT MACKENZIE
PARTNERS AT (800) 322-2885 (Toll-Free).


                              Sincerely,

                              DAVID L. SOKOL
                              Chairman, President and
                              Chief Executive Officer
                              California Energy Company, Inc.