MidAmerican Energy Holdings Co. Litigation

On December 21, 1999, Cohen instituted the Action by filing a class action petition (the "Petition") asserting causes of action for breach of fiduciary duty and aiding and abetting breach of fiduciary duty on behalf of the Class against MidAmerican, the Individuals, and the Buyers (defined above). The causes of action concerned the transactions described in MidAmerican's preliminary proxy statement and later described in MidAmerican's definitive proxy statement dated December 27, 1999 (the "Transaction").

On August 4, 2000, the Court granted MidAmerican's motion to dismiss the Petition as against it, and denied the motions to dismiss of the remaining defendants. The remaining defendants answered the Petition, denying any liability to Cohen or the Class.

By Order dated November 8, 2001 (the "Certification Order"), the Court certified the Class with Cohen as its representative. As certified by the Court, and as defined for purposes of the Settlement, the Class consists of "All holders of Common Stock of MidAmerican Energy Holdings Company as of the close of business on December 27, 1999, excluding the Defendants, their legal representatives, heirs, successors, or assigns and any entity in which any Defendant has a controlling interest," and excluding those persons who timely requested exclusion in accordance with the Certification Order.

Counsel for the parties have conducted discovery and investigation during the pendency of the Action, including the depositions of 29 witnesses, including Cohen, each of the Individuals and 15 additional witnesses in various locations in the United States and the United Kingdom; extensive document productions by the parties and various nonparty witnesses; extensive informal research investigation, including review and analysis of numerous public filings, shareholder reports and other public statements; and consultation with experts.

Motion practice in the Action has been hard-fought. Motions resolved by the court (in addition to the motions to dismiss) included discovery motions, a motion to strike the jury demand, and two series of motions for summary judgment. In denying the most recent series of motions for summary judgment, the Court stated that the defendants had "strong arguments" regarding the merits of plaintiffs' claims, but that "this Court cannot conclude, as a matter of law, that plaintiffs have absolutely no viable claims." In addition, each side filed various motions in limine in connection with the trial scheduled for August 18, 2003, and the defendants filed a motion to decertify the Class, which motion was opposed by Plaintiffs' Counsel.

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