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<SEC-DOCUMENT>0001012975-07-000221.txt : 20070404
<SEC-HEADER>0001012975-07-000221.hdr.sgml : 20070404
<ACCEPTANCE-DATETIME>20070404145936
ACCESSION NUMBER:		0001012975-07-000221
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20070404
ITEM INFORMATION:		Other Events
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20070404
DATE AS OF CHANGE:		20070404

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			AMERICAN REAL ESTATE PARTNERS L P
		CENTRAL INDEX KEY:			0000813762
		STANDARD INDUSTRIAL CLASSIFICATION:	OPERATORS OF NONRESIDENTIAL BUILDINGS [6512]
		IRS NUMBER:				133398766
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-09516
		FILM NUMBER:		07748406

	BUSINESS ADDRESS:	
		STREET 1:		767 FIFTH AVENUE
		STREET 2:		SUITE 4700
		CITY:			NEW YORK,
		STATE:			NY
		ZIP:			10153
		BUSINESS PHONE:		(212) 702-4300

	MAIL ADDRESS:	
		STREET 1:		767 FIFTH AVENUE
		STREET 2:		SUITE 4700
		CITY:			NEW YORK,
		STATE:			NY
		ZIP:			10153
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>e9489752v2.txt
<TEXT>
- --------------------------------------------------------------------------------
                                  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)          APRIL 4, 2007



                       AMERICAN REAL ESTATE PARTNERS, L.P.
                 ----------------------------------------------
             (Exact name of registrant as specified in its charter)

     Delaware                        1-9516                     13-3398766
     --------                        ------                     ----------
(State of Incorporation)           (Commission               (I.R.S. Employer
                                   File Number)              Identification No.)

                          767 FIFTH AVENUE, SUITE 4700
                            NEW YORK, NEW YORK 10153
                           ---------------------------
               (Address of principal executive offices)(Zip code)

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


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:

|_| Written communications pursuant to Rule 425 under the Securities Act (17 CRF
230.425)

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

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

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

- --------------------------------------------------------------------------------


<PAGE>


SECTION 8 - OTHER EVENTS

         ITEM 8.01         OTHER EVENTS

         On April 4, 2007, we issued a press release, a copy of which is
furnished as Exhibit 99.1.

SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

         ITEM 9.01.        FINANCIAL STATEMENTS AND EXHIBITS

         (d) EXHIBITS

         EXHIBIT 99.1 - Press release dated April 4, 2007.


<PAGE>


                                   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)


Date:  April 4, 2007                 By:  AMERICAN PROPERTY
                                          INVESTORS, INC., its General Partner

                                       By: /s/ KEITH A MEISTER
                                           --------------------
                                            Keith A. Meister
                                            Principal Executive Officer
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>e9490651v1.txt
<TEXT>
                                                                    Exhibit 99.1

                       AMERICAN REAL ESTATE PARTNERS, L.P.
                    ANNOUNCES SALE OF SANDRIDGE ENERGY SHARES


NEW YORK, NEW YORK / APRIL 4, 2007 - American Real Estate Partners,  L.P. (NYSE:
ACP) ("AREP") today announced that its  subsidiaries  have signed  agreements to
sell  their  entire  position  in the common  stock of  SandRidge  Energy,  Inc.
(formerly  Riata  Energy,  Inc.) to a  consortium  of  investors  in a series of
private  transactions.  The per share  purchase  price is $18,  and  total  cash
consideration to be received at closing will be approximately $243 million. This
transaction  completes  AREP's sale of its oil & gas  interests,  for which AREP
received  consideration  of  approximately  $1.5 billion,  realizing a profit of
approximately $600 million on an investment made predominantly two years ago.

AREP  determined to sell its SandRidge  position for cash rather than maintain a
minority  position  in the  company.  Together  with  existing  cash and  liquid
investments,  AREP will have  approximately  $2.8 billion  available  after this
transaction for ongoing investments and acquisitions.

Carl C. Icahn,  Chairman of the Board of AREP,  stated:  "AREP's  large cash war
chest will enable the company to continue to adhere to its  philosophy  and core
competencies,  which is to purchase  companies  that are in disfavor  and manage
them in ways to maximize their potential. We believe the future will continue to
present excellent opportunities for AREP."

AREP, a master limited partnership,  is a diversified holding company engaged in
a variety of businesses. AREP's businesses currently include gaming; real estate
and home fashion.  To learn more about AREP and obtain a copy of our 2006 annual
report on Form 10-K, please visit www.arep.com.

This release contains certain "forward-looking statements" within the meaning of
the Private  Securities  Litigation Reform Act of 1995, many of which are beyond
AREP's  ability  to  control  or  predict.  Forward-looking  statements  may  be
identified  by  words  such as  "expects,"  "anticipates,"  "intends,"  "plans,"
"believes,"  "seeks,"  "estimates,"  "will"  or words  of  similar  meaning  and
include,  but are not limited to,  statements about the expected future business
and  financial  performance  of AREP and its  subsidiaries.  AREP  undertakes no
obligation to publicly update or review any forward-looking information, whether
as a result of new information, future developments or otherwise.

For further information, please contact:

Andrew Skobe
American Real Estate Partners, L.P.
(212) 702-4383
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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