- --------------------------------------------------------------------------------
                                  SCHEDULE 14A
                                 (Rule 14A-101)
                     Information Required in Proxy Statement

                            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 [ ] Confidential,  for Use
of the  Commission  Only [ ] Definitive  Proxy  Statement  (as permitted by Rule
14a-6(e)(2))  [  ]  Definitive  Additional  Materials  [X]  Soliciting  Material
Pursuant to Rule 14a-11 (c)
    or Rule 14a-12

                               IES INDUSTRIES INC.
                (Name of Registrant as Specified in Its Charter)

                           MIDAMERICAN ENERGY COMPANY
    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)


Payment of Filing Fee (Check the appropriate box):
[ ] $125 per Exchange Act Rules  0-11(c)(1)(ii),  14a-6(i)(1),  14a-6(i)(2) or
    Item 22(a)(2) of Schedule 14A.
[ ] $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:
       (5) Total fee paid:
[X] Fee paid previously with preliminary materials.
[ ] 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  statement
    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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                                       -1-




[The following is a newspaper advertisemewnt by MidAmerican Energy Company]

MidAmerican                                             News Release
Energy


Contacts:
Keith Hartje(Media)
(515) 281-2575

Sue Rozeman(Investors)
(515) 281-2250

Chuck Burgess/Adam Miller
The Abernathy MacGregor Group
(212) 371-5999







                      SHARES OF IES INDUSTRIES INC. ("IES')
        COMMON STOCK HELD BY MIDAMERICAN ENERGY COMPANY ("MIDAMERICAN"),
        ITS DIRECTORS AND EXECUTIVE OFFICERS AND CERTAIN EMPLOYEES, OTHER
                       REPRESENTATIVES OF MIDAMERICAN AND
               CERTAIN OTHER PERSONS WHO MAY SOLICIT PROXIES, AND
                CERTAIN TRANSACTIONS BETWEEN ANY OF THEM AND IES


     MidAmerican   may   solicit   proxies   against   the   IES/WPL   Holdings,
Inc./Interstate  Power Company merger. The participants in this solicitation may
include  MidAmerican,  the directors of MidAmerican  (John W. Aalfs,  Stanley J.
Bright, Robert A. Burnett, Ross D. Christensen, Russell E. Christiansen, John W.
Colloton,  Frank S. Cottrell,  Jack W. Eugster,  Mel Foster, Jr., Nolden Gentry,
James M. Hoak, Jr., Richard L. Lawson, Robert L. Peterson,  Nancy L. Seifert, W.
Scott Tinsman,  Leonard L. Woodruff),  and the following  executive officers and
employees of  MidAmerican or its  subsidiaries:  Phil G. Lindner (Group VP Corp.
Services and Chief Financial  Officer),  John A. Rasmussen (Group VP and General
Counsel),  Ron W. Stepien (VP Strategic  Planning & Corp. Dev.),  Larry M. Smith
(Controller),  Paul J.  Leighton (VP & Corporate  Secretary),  J. Sue Rozema (VP
Investor Relations), Keith D. Hartje (Mgr. Corp. Communications),  Alan L. Wells
(Mgr. Corp. Dev. & Strategy),  Jack L. Alexander (Manager Human Resources),  Bev
A. Wharton  (President  Gas  Division),  Lynn K.  Vorbrich  (President  Electric
Division),  Dave J. Levy (VP & Chief  Information  Officer),  Charlene  A. Osier
(Mgr.  Shareholder  Services),  Paul A. Bjork  (Shareholder  Admin.),  Jackie A.
Fulhart (Senior Shareholder Analyst),  Marv E. Kingery (Shareholder Analyst), L.
Jene Spurgin (IR Coordinator),  Tom C. Foster (Finance & Investment Admin.), Jim
C. Galt (Mgr. Financial Planning),  Rick T. Tunning (Mgr. Corp. Acctg.), John P.
Palmolea (Sr.  Accountant),  Merlyn F. Wiese (Senior Financial Analyst),  Jim C.
Parker  (Senior Bulk Power  Engineer),  Jim J. Howard (VP Gas Admin.  Services),
Patrick A. Kirchner (Attorney), Maureen E. Sammon (Mgr. Benefits), Dave C. Caris
(Manager Governmental Affairs), Garry W. Osborne (Strategic Planner),  George L.
Phillips (Mgr. Corp. Performance),  Tom C. Watt (Mgr. Waterloo District), Ginger
A. Dasso (Mgr. Mississippi Valley), Greg B. Elden (Mgr. Siouxland District), Bob
L. Lester (Mgr. Des Moines  District),  Les A. Juon (Mgr.  Sioux City District),
John A. Harvey (Mgr. Distribution Operations Support), Annette J. Johnston (Mgr.
Customer Support),  Chris M. Swanson (Mgr. Cedar Valley District),  Ron E. Unser
(Mgr. Quad Cities District),  Jeanette I. Lose (Mgr.  Credit),  Barb J. Anderson
(Executive Assistant),  Bill G. Stowe (Mgr. Electric Operations),  Dave L.Graham
(Mgr. Electric Energy Services),  Jim E. Wilson (Mgr. Regulatory Affairs), Chuck
H. Golliher (Mgr. Purchasing),  Sally A. Robinson (Supv. Office Services),  John
F. McCarroll (Media and IR Coordinator),  Kim K. Koster (Regional Communications
Coordinator),  Kelly I. Sankey  (Customer  Communications  Coordinator),  Tim D.
Grabinski  (Regional  Communications  Coordinator),  Jodi E. Bacon  (Manager  HR
Communications),  Suzan M.  Stewart  (Mgr.  Attorney  Gas Law  Dept.),  Chuck R.
Montgomery  (Sr.  Attorney),  Steve  R.  Weiss  (Sr.  Attorney),  Terry  R.  Fox
(Attorney),   J.  Chris  Cook   (Attorney),   Barb  A.   Pollastrini   (Employee
Communications Coordinator),  Karen P. Johnson (Communications Specialist), Mary
C.  Nelson  (Labor  Relations  Attorney),   Janet  H.  Trentmann  (Corporate  HR
Consultant), Tom Sweeney (Supv. Employment & Development), Gary Richardson (Mgr.
Electric Operations), John J. Cappello (VP Marketing).

        As of the  date  of  this  communication,  MidAmerican  had no  security
holdings in IES. Regina Rae Huggins,  a person who will solicit proxies,  is the
beneficial  owner of four (4) shares of common stock,  no par value, of IES (the
"IES" Common Stock").  John W.  Colloton's  wife is the beneficial  owner of 250
shares of IES Common  Stock with  respect to which Mr.  Colloton  disclaims  any
beneficial ownership.  Leonard L. Woodruff is the beneficial owner of 100 shares
of IES Common  Stock.  Jackie A.  Fulhart  owns 305 shares of IES Common  Stock.
Chris M. Swanson's wife owns 12 shares of IES Common Stock.








     Other  than as set  forth  herein,  as of the  date  of the  communication,
neither  MidAmerican  nor any of its  directors,  executive  officers  or  other
representatives  or  employees  of  MidAmerican,   or  other  persons  known  to
MidAmerican,  who may solicit  proxies has any  security  holdings in IES except
that MidAmerican has not yet been able to obtain any information with respect to
the security  holdings of IES, if any, of Bob L. Lester,  Steve R. Weiss or John
J. Cappello. MidAmerican disclaims beneficial ownership of any securities of IES
held by any pension plan of MidAmerican or by any affiliate of MidAmerican.

     Although  Dillon Read & Co. Inc.  ("Dillon  Read"),  financial  advisors to
MidAmerican,  do not  admit  that  they  or any of  their  directors,  officers,
employees  or  affiliates  are a  "participant,"  as  defined  in  Schedule  14A
promulgated  under the  Securities  Exchange Act of 1934 by the  Securities  and
Exchange  Commission,  or that such  Schedule  14A requires  the  disclosure  of
certain information concerning Dillon Read, Ken Crews (Managing Director), James
Hunt (Managing  Director),  Jeff Miller (Vice President),  Jason Sweet (Managing
Director), Forest Williams (Analyst), Jim Brandi (Managing Director), and Elliot
Merrill  (Analyst),  in each case of Dillon Read, who may assist  MidAmerican in
such a solicitation.  Dillon Read engages in a full range of investment banking,
securities  trading,  market-making and brokerage services for institutional and
individual  clients.  In the normal  course of their  business,  Dillon Read may
trade securities of IES for their own account and the account of their customers
and,  accordingly,  may at any  time  hold a long  or  short  position  in  such
securities.  As of the most recent  practicable date prior to the date hereof as
such information was available, Dillon Read did not hold any securities of IES.

     Except  as  disclosed  above,  to the  knowledge  of  MidAmerican,  none of
MidAmerican, the directors or executive officers of MidAmerican or the employees
or other representatives of MidAmerican named above has any interest,  direct or
indirect, by security holdings or otherwise, in IES.