Net Income Per LP Unit

9 Months Ended

Sep. 30, 2011

Net Income Per LP Unit.

Basic income (loss) per LP unit is based on net income or loss attributable to Icahn Enterprises allocable to limited partners after deducting preferred pay-in-kind distributions to preferred unitholders. Net income or loss allocable to limited partners is divided by the weighted-average number of LP units outstanding. Diluted income (loss) per LP unit is based on basic income (loss) adjusted for interest charges applicable to the variable rate notes and earnings before the preferred pay-in-kind distributions as well as the weighted-average number of units and equivalent units outstanding. Prior to their redemption on March 31, 2010, the preferred units were considered to be equivalent units for the purpose of calculating income or loss per LP unit.

On April 29, 2011, the board of directors declared a quarterly distribution of $0.50 per depositary unit, comprised of a combination of $0.10 payable in cash and $0.40 payable in depositary units. The distribution was paid on May 31, 2011 to depositary unitholders of record at the close of business on May 16, 2011. We calculated the depositary units to be distributed based on the 20-trading day volume weighted average price of our depositary units ending on May 3, 2011, resulting in .009985 of a unit being distributed per depositary unit. To the extent that the aggregate units distributed to any holder included a fraction of a unit, that fractional unit was settled in cash. As a result, we distributed 843,295 depositary units on May 31, 2011 in connection with this distribution. We have retroactively adjusted our prior period net income per LP unit to reflect the revised LP units outstanding in accordance with U.S. GAAP.

The following table sets forth the allocation of net (loss) income attributable to Icahn Enterprises allocable to limited partners and the computation of basic and diluted (loss) income per LP unit for the periods indicated:



	Three Months Ended September 30,					Nine Months Ended September 30,
	2011			2010		2011		2010
	(in millions, except per unit data)
Net (loss) income attributable to Icahn Enterprises	$	(39	)	$	298	$	490	$	117
Basic (loss) income attributable to Icahn Enterprises allocable to limited partners (98.01% share of net income or loss attributable to Icahn Enterprises)	$	(38	)	$	292	$	480	$	115

Basic (loss) income per LP unit	$	(0.44	)	$	3.44	$	5.58	$	1.37
Basic weighted average LP units outstanding	86			85		86		84

Diluted (loss) income per LP unit	$	(0.44	)	$	3.31	$	5.46	$	1.37
Diluted weighted average LP units outstanding	86			90		91		84

The effect of dilutive securities in computing diluted income (loss) per LP unit for the three and nine months ended September 30, 2011 and 2010 is presented below.



	Three Months Ended September 30,				Nine Months Ended September 30,
	2011		2010		2011		2010
	(in millions)
Variable rate convertible notes:
Income	$	—	$	6	$	17	$	—
Units	—		5		5		—

As their effect would have been anti-dilutive, the following equivalent units have been excluded from the diluted weighted average LP units outstanding for the periods indicated:



	Three Months Ended September 30,		Nine Months Ended September 30,
	2011	2010	2011	2010
	(in millions)
Redemption of preferred LP units	—	—	—	1
Variable rate convertible notes	5	—	—	5