ICAHN ENTERPRISES L.P.

Regulatory Filings • Nov 17, 2006

8-K 1 v058186_8k.htm

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

Date of Report (Date of Earliest Event Reported): November 15, 2006

American Real Estate Partners, L.P.

(Exact name of registrant as specified in its charter)

Delaware	1-9516	13-3398766
(State
or other jurisdiction of incorporation)	(Commission
File Number)	(IRS
Employer Identification
No.)

| 767 Fifth Avenue, Suite 4700, New York, NY 10153 |
| --- |
| (Address of principal executive
offices) (Zip
Code) |

Registrant’s telephone number, including area code: (212) 702-4300

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:

o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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

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

Section 8 - Other Events

Item 8.01 - Other Events.

On November 15, 2006, American Real Estate Partners, L.P. issued a press release, a copy of which is attached as Exhibit 99.1.

Section 9 - Financial Statements and Exhibits

Item 9.01(d) Exhibits

Exhibit 99.1 - Press Release, dated November 15, 2006.

[remainder of page intentionally left blank; signature page follows]

SIGNATURES

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.

| AMERICAN
REAL
ESTATE PARTNERS, L.P. (Registrant) | |
| --- | --- |
| By: | American
Property Investors, Inc., its
General Partner |
| | By:
/s/ Hillel Moerman Hillel
Moerman, Chief
Financial Officer American
Property Investors, Inc., the
General Partner of American
Real Estate Partners, L.P. |

Date: November 17, 2006