IEP

SEC source: 0000928475-08-000422 · form4cci111408_ex.xml · nonDerivative · entry 2

ICAHN CARL C · CIK 0000921669 · Director · 10% owner · Chairman of the Board

10b5-1 filing: Not disclosed

Ownership: Indirect · please see all footnotes

Disclosed balance after: 64,294,520

F1 · security: Depository Units representing limited partner interests in Icahn Enterprises L.P., formerly known as Americal Real Estate Partners L.P.

F1 · ownership.nature: Depository Units representing limited partner interests in Icahn Enterprises L.P., formerly known as Americal Real Estate Partners L.P.

F2 · ownership.nature: Barberry Corp. ("Barberry") beneficially owns 2,894,644 Depository Units. Cyprus LLC ("Cyprus") beneficially owns 413,793 Depository Units. Gascon Partnership ("Gascon") beneficially owns 11,892,167 Depository Units. High Coast Limited Partnership ("High Coast") beneficially owns 37,009,836 Depository Units. Highcrest Investors Corp. ("Highcrest") beneficially owns 3,452,586 Depository Units. Icahn Management LP ("Icahn Management") beneficially owns 3,410,441 Depository Units. CCI Offshore Corp. beneficially owns 3,706,723 Depository Units. CCI Onshore Corp. beneficially owns 1,515,515 Depository Units.

F3 · ownership.nature: Little Meadow Corp. ("Little Meadow") is the general partner of High Coast and a partner of Gascon. Starfire Holding Corporation ("Starfire") is the sole shareholder of Buffalo Investors Corp. ("Buffalo"), which is the sole shareholder Highcrest, which is the sole shareholder of ACF Industries Holding Corp. ("ACF"), which is the sole shareholder of Unicorn Associates Corp. ("Unicorn"), which is the sole shareholder of Astral Gas Corp. ("Astral"), which is a partner in Gascon. Barberry is the managing member of Cyprus LLC. CCI Manager LLC is the general partner of Icahn Management. Odysseus Holding Corp. is the sole shareholder of both CCI Offshore Corp. and CCI Onshore Corp.

F4 · ownership.nature: Carl C. Icahn beneficially owns 100% of Barberry, Starfire, Little Meadow Corp. and Odysseus Holding Corp., and Carl C. Icahn beneficially owns 99.8% of CCI Manager LLC. The foregoing entities, together with Carl C. Icahn, are sometimes referred to collectively in this Form 4 as the "Reporting Persons."

F5 · ownership.nature: Mr. Icahn and Barberry Corp, by virtue of their relationship to Cyprus, are deemed to beneficially own (as that term is defined in Rule 13d-3 under the Act) the Depository Units which Cyprus directly beneficially owns. Each of Barberry and Mr. Icahn disclaims beneficial ownership of such Depository Units. Mr. Icahn, Starfire, Buffalo, Highcrest, ACF, Unicorn, Little Meadow and Astral, by virtue of their relationship to Gascon, are deemed to beneficially own (as that term is defined in Rule 13d-3 under the Act) the Depository Units which Gascon directly beneficially owns. Each of Mr. Icahn, Starfire, Buffalo, Highcrest, ACF, Unicorn, Little Meadow and Astral disclaims beneficial ownership of such Depository Units.

F6 · ownership.nature: Mr. Icahn, Starfire and Buffalo, by virtue of their relationship to Highcrest, are deemed to beneficially own (as that term is defined in Rule 13d-3 under the Act) the Depository Units which Highcrest directly beneficially owns. Each of Mr. Icahn, Starfire and Buffalo disclaims beneficial ownership of such Depository Units. Mr. Icahn and Little Meadow, by virtue of their relationship to High Coast, are deemed to beneficially own (as that term is defined in Rule 13d-3 under the Act) the Depository Units which Highcoast directly beneficially owns. Each of Mr. Icahn and Little Meadow disclaims beneficial ownership of such Depository Units.

F7 · ownership.nature: Mr. Icahn and CCI Manager LLC, by virtue of their relationship to Icahn Management LP, are deemed to beneficially own (as that term is defined in Rule 13d-3 under the Act) the Depository Units which Icahn Management LP directly beneficially owns. Each of Mr. Icahn and CCI Manager LLC disclaims beneficial ownership of such Depository Units. Mr. Icahn and Odysseus Holding Corp., by virtue of their relationship to CCI Offshore Corp. and CCI Onshore Corp., are deemed to beneficially own (as that term is defined in Rule 13d-3 under the Act) the Depository Units which CCI Offshore Corp. and CCI Onshore Corp. directly beneficially owns. Each of Mr. Icahn and Odysseus Holding Corp. disclaims beneficial ownership of such Depository Units.

SEC source: 0000928475-08-000422 · form4cci111408_ex.xml · nonDerivative · entry 1

ICAHN CARL C · CIK 0000921669 · Director · 10% owner · Chairman of the Board

10b5-1 filing: Not disclosed

Ownership: Indirect · please see all footnotes

Disclosed balance after: 64,289,036

F1 · security: Depository Units representing limited partner interests in Icahn Enterprises L.P., formerly known as Americal Real Estate Partners L.P.

F1 · ownership.nature: Depository Units representing limited partner interests in Icahn Enterprises L.P., formerly known as Americal Real Estate Partners L.P.

F2 · ownership.nature: Barberry Corp. ("Barberry") beneficially owns 2,894,644 Depository Units. Cyprus LLC ("Cyprus") beneficially owns 413,793 Depository Units. Gascon Partnership ("Gascon") beneficially owns 11,892,167 Depository Units. High Coast Limited Partnership ("High Coast") beneficially owns 37,009,836 Depository Units. Highcrest Investors Corp. ("Highcrest") beneficially owns 3,452,586 Depository Units. Icahn Management LP ("Icahn Management") beneficially owns 3,410,441 Depository Units. CCI Offshore Corp. beneficially owns 3,706,723 Depository Units. CCI Onshore Corp. beneficially owns 1,515,515 Depository Units.

F3 · ownership.nature: Little Meadow Corp. ("Little Meadow") is the general partner of High Coast and a partner of Gascon. Starfire Holding Corporation ("Starfire") is the sole shareholder of Buffalo Investors Corp. ("Buffalo"), which is the sole shareholder Highcrest, which is the sole shareholder of ACF Industries Holding Corp. ("ACF"), which is the sole shareholder of Unicorn Associates Corp. ("Unicorn"), which is the sole shareholder of Astral Gas Corp. ("Astral"), which is a partner in Gascon. Barberry is the managing member of Cyprus LLC. CCI Manager LLC is the general partner of Icahn Management. Odysseus Holding Corp. is the sole shareholder of both CCI Offshore Corp. and CCI Onshore Corp.

F4 · ownership.nature: Carl C. Icahn beneficially owns 100% of Barberry, Starfire, Little Meadow Corp. and Odysseus Holding Corp., and Carl C. Icahn beneficially owns 99.8% of CCI Manager LLC. The foregoing entities, together with Carl C. Icahn, are sometimes referred to collectively in this Form 4 as the "Reporting Persons."

F5 · ownership.nature: Mr. Icahn and Barberry Corp, by virtue of their relationship to Cyprus, are deemed to beneficially own (as that term is defined in Rule 13d-3 under the Act) the Depository Units which Cyprus directly beneficially owns. Each of Barberry and Mr. Icahn disclaims beneficial ownership of such Depository Units. Mr. Icahn, Starfire, Buffalo, Highcrest, ACF, Unicorn, Little Meadow and Astral, by virtue of their relationship to Gascon, are deemed to beneficially own (as that term is defined in Rule 13d-3 under the Act) the Depository Units which Gascon directly beneficially owns. Each of Mr. Icahn, Starfire, Buffalo, Highcrest, ACF, Unicorn, Little Meadow and Astral disclaims beneficial ownership of such Depository Units.

F6 · ownership.nature: Mr. Icahn, Starfire and Buffalo, by virtue of their relationship to Highcrest, are deemed to beneficially own (as that term is defined in Rule 13d-3 under the Act) the Depository Units which Highcrest directly beneficially owns. Each of Mr. Icahn, Starfire and Buffalo disclaims beneficial ownership of such Depository Units. Mr. Icahn and Little Meadow, by virtue of their relationship to High Coast, are deemed to beneficially own (as that term is defined in Rule 13d-3 under the Act) the Depository Units which Highcoast directly beneficially owns. Each of Mr. Icahn and Little Meadow disclaims beneficial ownership of such Depository Units.

F7 · ownership.nature: Mr. Icahn and CCI Manager LLC, by virtue of their relationship to Icahn Management LP, are deemed to beneficially own (as that term is defined in Rule 13d-3 under the Act) the Depository Units which Icahn Management LP directly beneficially owns. Each of Mr. Icahn and CCI Manager LLC disclaims beneficial ownership of such Depository Units. Mr. Icahn and Odysseus Holding Corp., by virtue of their relationship to CCI Offshore Corp. and CCI Onshore Corp., are deemed to beneficially own (as that term is defined in Rule 13d-3 under the Act) the Depository Units which CCI Offshore Corp. and CCI Onshore Corp. directly beneficially owns. Each of Mr. Icahn and Odysseus Holding Corp. disclaims beneficial ownership of such Depository Units.

SEC source: 0000928475-07-000223 · form4080907cci_ex.xml · nonDerivative · entry 1

ICAHN CARL C ET AL · CIK 0000921669 · Director · 10% owner · Chairman of the Board

10b5-1 filing: Not disclosed

Ownership: Indirect · see footnote

Disclosed balance after: 64,288,061

F1 · security: Depository Units representing limited partner interests in American Real Estate Partners, L.P. ("AREP")

F2 · kind: On August 8, 2007, AREP purchased from Icahn Management LP, CCI Onshore Corp. and CCI Offshore Corp. the general partnership interests in the management company and general partners (the "Fund Management Entities") of certain private investment funds managed by affiliates of Carl C. Icahn in exchange for, among other things, 8,632,679 Depository Units. Each of Icahn Management LP, CCI Onshore Corp. and CCI Offshore Corp. is indirectly wholly-owned by Mr. Icahn. In addition, Icahn Management LP, CCI Onshore Corp. and CCI Offshore Corp. will be entitled to receive certain contingent earn-out payments to be made in additional Depository Units over a five-year period based on AREP's achieving specified net after-tax earnings from the Fund Management Entities. The right to receive Depository Units pursuant to such earn-out right became fixed and irrevocable on August 8, 2007.

F2 · price: On August 8, 2007, AREP purchased from Icahn Management LP, CCI Onshore Corp. and CCI Offshore Corp. the general partnership interests in the management company and general partners (the "Fund Management Entities") of certain private investment funds managed by affiliates of Carl C. Icahn in exchange for, among other things, 8,632,679 Depository Units. Each of Icahn Management LP, CCI Onshore Corp. and CCI Offshore Corp. is indirectly wholly-owned by Mr. Icahn. In addition, Icahn Management LP, CCI Onshore Corp. and CCI Offshore Corp. will be entitled to receive certain contingent earn-out payments to be made in additional Depository Units over a five-year period based on AREP's achieving specified net after-tax earnings from the Fund Management Entities. The right to receive Depository Units pursuant to such earn-out right became fixed and irrevocable on August 8, 2007.

F2 · ownership.nature: On August 8, 2007, AREP purchased from Icahn Management LP, CCI Onshore Corp. and CCI Offshore Corp. the general partnership interests in the management company and general partners (the "Fund Management Entities") of certain private investment funds managed by affiliates of Carl C. Icahn in exchange for, among other things, 8,632,679 Depository Units. Each of Icahn Management LP, CCI Onshore Corp. and CCI Offshore Corp. is indirectly wholly-owned by Mr. Icahn. In addition, Icahn Management LP, CCI Onshore Corp. and CCI Offshore Corp. will be entitled to receive certain contingent earn-out payments to be made in additional Depository Units over a five-year period based on AREP's achieving specified net after-tax earnings from the Fund Management Entities. The right to receive Depository Units pursuant to such earn-out right became fixed and irrevocable on August 8, 2007.

SEC source: 0001209191-05-034635 · y10465_cci.xml · nonDerivative · entry 4

ICAHN CARL C ET AL · CIK 0000921669 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanation

Disclosed balance after: 55,655,382

F1 · security: Depositary Units representing limited partner interests in American Real Estate Partners, L.P. ("AREP")

F4 · kind: On June 30, 2005, AREP purchased securities from Cyprus, LLC, ("Cyprus") pursuant to which Cyprus received 413,793 Depositary Units. Cyprus is indirectly wholly owned by Mr. Icahn.

F4 · price: On June 30, 2005, AREP purchased securities from Cyprus, LLC, ("Cyprus") pursuant to which Cyprus received 413,793 Depositary Units. Cyprus is indirectly wholly owned by Mr. Icahn.

F4 · ownership.nature: On June 30, 2005, AREP purchased securities from Cyprus, LLC, ("Cyprus") pursuant to which Cyprus received 413,793 Depositary Units. Cyprus is indirectly wholly owned by Mr. Icahn.

SEC source: 0001209191-05-034635 · y10465_cci.xml · nonDerivative · entry 3

ICAHN CARL C ET AL · CIK 0000921669 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanation

Disclosed balance after: 55,241,589

F1 · security: Depositary Units representing limited partner interests in American Real Estate Partners, L.P. ("AREP")

F3 · kind: On June 30, 2005, pursuant to an Agreement and Plan of Merger with Panaco, Inc. ("Panaco"), Highcrest Investors Corp. ("Highcrest"), a shareholder of Panaco, received consideration of 3,452,586 Depositary Units and Arnos Corp. ("Arnos"), a shareholder of Panaco, received consideration of 857,759 Depositary Units. Each of Highcrest and Arnos is indirectly wholly owned by Mr. Icahn.

F3 · price: On June 30, 2005, pursuant to an Agreement and Plan of Merger with Panaco, Inc. ("Panaco"), Highcrest Investors Corp. ("Highcrest"), a shareholder of Panaco, received consideration of 3,452,586 Depositary Units and Arnos Corp. ("Arnos"), a shareholder of Panaco, received consideration of 857,759 Depositary Units. Each of Highcrest and Arnos is indirectly wholly owned by Mr. Icahn.

F3 · ownership.nature: On June 30, 2005, pursuant to an Agreement and Plan of Merger with Panaco, Inc. ("Panaco"), Highcrest Investors Corp. ("Highcrest"), a shareholder of Panaco, received consideration of 3,452,586 Depositary Units and Arnos Corp. ("Arnos"), a shareholder of Panaco, received consideration of 857,759 Depositary Units. Each of Highcrest and Arnos is indirectly wholly owned by Mr. Icahn.

SEC source: 0001209191-05-034635 · y10465_cci.xml · nonDerivative · entry 2

ICAHN CARL C ET AL · CIK 0000921669 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanation

Disclosed balance after: 54,383,830

F1 · security: Depositary Units representing limited partner interests in American Real Estate Partners, L.P. ("AREP")

F3 · kind: On June 30, 2005, pursuant to an Agreement and Plan of Merger with Panaco, Inc. ("Panaco"), Highcrest Investors Corp. ("Highcrest"), a shareholder of Panaco, received consideration of 3,452,586 Depositary Units and Arnos Corp. ("Arnos"), a shareholder of Panaco, received consideration of 857,759 Depositary Units. Each of Highcrest and Arnos is indirectly wholly owned by Mr. Icahn.

F3 · price: On June 30, 2005, pursuant to an Agreement and Plan of Merger with Panaco, Inc. ("Panaco"), Highcrest Investors Corp. ("Highcrest"), a shareholder of Panaco, received consideration of 3,452,586 Depositary Units and Arnos Corp. ("Arnos"), a shareholder of Panaco, received consideration of 857,759 Depositary Units. Each of Highcrest and Arnos is indirectly wholly owned by Mr. Icahn.

F3 · ownership.nature: On June 30, 2005, pursuant to an Agreement and Plan of Merger with Panaco, Inc. ("Panaco"), Highcrest Investors Corp. ("Highcrest"), a shareholder of Panaco, received consideration of 3,452,586 Depositary Units and Arnos Corp. ("Arnos"), a shareholder of Panaco, received consideration of 857,759 Depositary Units. Each of Highcrest and Arnos is indirectly wholly owned by Mr. Icahn.

SEC source: 0001209191-05-034635 · y10465_cci.xml · nonDerivative · entry 1

ICAHN CARL C ET AL · CIK 0000921669 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanation

Disclosed balance after: 50,931,244

F1 · security: Depositary Units representing limited partner interests in American Real Estate Partners, L.P. ("AREP")

F2 · kind: On June 30, 2005, AREP purchased Gascon Partners' membership interest in NEG Holding for 11,034,408 Depositary Units. Gascon Partners is indirectly wholly owned by Mr. Icahn.

F2 · price: On June 30, 2005, AREP purchased Gascon Partners' membership interest in NEG Holding for 11,034,408 Depositary Units. Gascon Partners is indirectly wholly owned by Mr. Icahn.

F2 · ownership.nature: On June 30, 2005, AREP purchased Gascon Partners' membership interest in NEG Holding for 11,034,408 Depositary Units. Gascon Partners is indirectly wholly owned by Mr. Icahn.

SEC source: 0000928475-03-000130 · form4_ex.xml · nonDerivative · entry 1

ICAHN CARL C ET AL · CIK 0000921669 · Director · Chairman of the Board of GP · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanation

Disclosed balance after: 39,896,836

F1 · security: Representing Limited Partner Interests ("Units")

F2 · security: (1) Of the 39,896,836 Units reflected on Table I, 31,515,044 Units are held directly by High Coast Limited Partnership ("High Coast"); 2,844,792 Units are held directly by Leyton, LLC; and 5,537,000 Units are held directly by Barberry Corp. High Coast is the sole member of Leyton LLC and may be deemed to indirectly beneficially own Leyton's Units. Beckton Corp. ("Beckton"), as the general partner of High Coast, may be deemed to indirectly beneficially own Units which High Coast beneficially owns indirectly and directly. Mr. Icahn, as the sole shareholder of each Beckton and Barberry, may be deemed to indirectly beneficially own Units which (i) Beckton indirectly beneficially owns through High Coast and Leyton, and (ii) Barberry directly beneficially owns.