Unassociated Document
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): October 22, 2008

Icahn Enterprises 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

(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 July 3, 2008, Icahn Enterprises L.P. (“Icahn Enterprises”) acquired a 50.5% majority interest in Federal-Mogul Corporation (“Federal-Mogul”). As a result of the acquisition, the financial position and results of operations of Federal-Mogul are consolidated by Icahn Enterprises. Icahn Enterprises’ consolidated financial statements reflecting the acquisition will first be published in its quarterly report on Form 10-Q for the quarter ended September 30, 2008.

On October 22, 2008, Federal-Mogul issued a press release announcing its earnings for the third quarter ended September 30, 2008.

A copy of this press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Section 9 - Financial Statements and Exhibits
Item 9.01(d) Exhibits.
 
Exhibit 99.1 - Press Release issued by Federal-Mogul Corporation dated October 22, 2008.
 

Exhibit Index
 
99.1
Press Release issued by Federal-Mogul Corporation dated October 22, 2008


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2
 
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.

 
ICAHN ENTERPRISES L.P.
  
 
(Registrant)
  
         
 
By:
Icahn Enterprises G.P. Inc.,
  
   
its General Partner
  
         
         
   
By:
/s/ Dominick Ragone
  
     
Dominick Ragone
  
     
Principal Financial Officer
  
 
Date:    October 22, 2008