Income Taxes.

The difference between the book basis and the tax basis of our net assets, not directly subject to income taxes, is as follows:



	Icahn Enterprises					Icahn Enterprises Holdings
	December 31,					December 31,
	2016		2015			2016		2015
	(in millions)					(in millions)
Book basis of net assets	$	2,154	$	3,987		$	2,179	$	4,011
Book/tax basis difference	1,888		(88		)	1,888		(88		)
Tax basis of net assets	$	4,042	$	3,899		$	4,067	$	3,923

Our corporate subsidiaries recorded the following income tax benefit (expense) attributable to continuing operations for our taxable subsidiaries:



	Year Ended December 31,
	2016			2015			2014
	(in millions)
Current:
Domestic	$	(40	)	$	(17	)	$	(45	)
International	(101		)	(55		)	(35		)
Total current	(141		)	(72		)	(80		)
Deferred:
Domestic	73			(15		)	201
International	32			19			(18		)
Total deferred	105			4			183
	$	(36	)	$	(68	)	$	103

The tax effect of significant differences representing deferred tax assets (liabilities) (the difference between financial statement carrying value and the tax basis of assets and liabilities) is as follows:



	December 31,
	2016			2015
	(in millions)
Deferred tax assets:
Property, plant and equipment	$	312		$	341
Net operating loss	1,981			1,511
Tax credits	139			133
Post-employment benefits, including pensions	334			347
Reorganization costs	7			5
Other	430			418
Total deferred tax assets	3,203			2,755
Less: Valuation allowance	(1,821		)	(1,444		)
Net deferred tax assets	$	1,382		$	1,311

Deferred tax liabilities:
Property, plant and equipment	$	(592	)	$	(354	)
Intangible assets	(195		)	(163		)
Investment in partnerships	(1,495		)	(1,376		)
Investment in U.S. subsidiaries	(307		)	(307		)
Other	(101		)	(13		)
Total deferred tax liabilities	(2,690		)	(2,213		)
	$	(1,308	)	$	(902	)

We recorded deferred tax assets and deferred tax liabilities of $305 million and $1,613 million, respectively, as of December 31, 2016 and $299 million and 1,201 million, respectively, as of December 31, 2015. Deferred tax assets are included in other assets in our consolidated balance sheets.

We analyze all positive and negative evidence to consider whether it is more likely than not that all of the deferred tax assets will be realized. Projected future income, tax planning strategies and the expected reversal of deferred tax liabilities are considered in making this assessment. As of December 31, 2016 we had a valuation allowance of approximately $1,821 million primarily related to tax loss and credit carryforwards, post-retirement benefits and other deferred tax assets. The current and future provisions for income taxes may be significantly impacted by changes to valuation allowances. These allowances will be maintained until it is more likely than not that the deferred tax assets will be realized. For the year ended December 31, 2016, the valuation allowance on deferred tax assets increased by $377 million. The increase was attributable to $356 million increase from the acquisition of TER, a $59 million increase from the acquisition of Pep Boys, offset by an aggregate decrease of $38 million recorded by our Automotive, Mining and Gaming segments. For the year ended December 31, 2015, the valuation allowance on deferred tax assets increased by $385 million. The increase was attributable to $394 million increase from the acquisition of Ferrous Resources and a $7 million increase recorded by American Entertainment Properties (“AEPC”), an indirect wholly owned subsidiary of ours, offset by a decrease of $16 million recorded by our Automotive segment.

A reconciliation of the effective tax rate on continuing operations as shown in the consolidated statements of operations to the federal statutory rate is as follows:



	Year Ended December 31,
	2016		2015		2014
Federal statutory rate	35.0	%	35.0	%	35.0	%
Foreign operations	1.8		1.4		6.7
Valuation allowance	(2.1	)	(5.5	)	21.5
Non-controlling interest	(0.3	)	2.0		7.5
Goodwill	(10.3	)	(9.5	)	(5.7	)
Gain on settlement of liabilities subject to compromise	(0.4	)	0.2		4.9
Income not subject to taxation	(23.4	)	(25.4	)	(47.2	)
Other	(1.9	)	(1.5	)	(6.4	)
	(1.6	)%	(3.3	)%	16.3	%

Automotive

Federal-Mogul did not record taxes on its undistributed earnings from foreign subsidiaries of $778 million at December 31, 2016 since these earnings are considered to be permanently reinvested. If at some future date, these earnings cease to be permanently reinvested, Federal-Mogul may be subject to U.S. income taxes and foreign withholding taxes on such amounts. Determining the unrecognized deferred tax liability on the potential distribution of these earnings is not practicable as such liability, if any, is dependent on circumstances existing when remittance occurs.

As of December 31, 2016, Federal-Mogul had $300 million of cash and cash equivalents, of which $166 million was held by foreign subsidiaries. In accordance with FASB ASC 740-30-25-17 through 19, Federal-Mogul asserts that these funds are indefinitely reinvested due to operational and investing needs of the foreign locations. Furthermore, Federal-Mogul will accrue any applicable taxes in the period when it no longer intends to indefinitely reinvest these funds. Federal-Mogul expects that the impact on cash taxes would be immaterial due to: the availability of net operation loss carryforwards and related valuation allowances; earnings considered previously taxed; and applicable tax treaties.

Federal-Mogul continues to maintain a valuation allowance related to its net deferred tax assets in multiple jurisdictions. As of December 31, 2016, our Automotive segment had valuation allowances of $867 million related to tax loss and credit carryforwards. The current and future provisions for income taxes may be significantly impacted by changes to valuation allowances in certain countries. These allowances will be maintained until it is more likely than not that the deferred tax assets will be realized. The future provision for income taxes will include no tax benefit with respect to losses incurred and no tax expense with respect to income generated in these countries until the respective valuation allowance is eliminated.

At December 31, 2016, our Automotive segment had a deferred tax asset before valuation allowance of approximately $1.0 billion for tax loss carryforwards and tax credits, including approximately $628 million in the United States with expiration dates from 2017 through 2035; $124 million in the United Kingdom with no expiration date; and $287 million in other jurisdictions with various expiration dates.

During 2013, IEH FM Holdings LLC, the parent company of Federal-Mogul, was contributed to American Entertainment Properties Corp. ("AEPC") in a tax-free transaction. Pursuant to the contribution and additional shares purchased, AEPC owns more than 80% of Federal-Mogul and Federal-Mogul is now included in the federal income tax consolidated group of AEPC. Positive and negative evidence was evaluated and AEPC was able to conclude that it was more likely than not to realize a portion of the Federal-Mogul deferred tax assets as part of the consolidated U.S. tax filing and released $18 million of valuation allowance during the year ended December 31, 2014.

Energy

On May 19, 2012, CVR became a member of the consolidated federal tax group of AEPC. At December 31, 2016, CVR has Oklahoma state income tax credits of approximately $26 million which are available to reduce future Oklahoma state regular income taxes. These credits have an indefinite life.

American Entertainment Properties Corp.

At December 31, 2016, AEPC, which includes all or parts of our Automotive, Energy, Railcar, Metals, Home Fashion and Real Estate segments had approximately $1.5 billion of net operating loss carryforwards with expiration dates from years 2026 through 2035.

AEPC did not record taxes on its undistributed earnings from our Metals and Home Fashion segments' foreign subsidiaries of $23 million as of December 31, 2016 since these earnings are considered to be permanently reinvested. AEPC may be subject to U.S. income taxes and foreign withholding taxes on such amounts. Determining the unrecognized deferred tax liability on the potential distribution of these earnings is not practicable as such liability, if any, is dependent on circumstances existing when remittance occurs.

At December 31, 2016, Viskase had U.S. federal and state net operating loss carryforwards of $91 million which will begin expiring in the year 2024 and forward, and foreign net operating loss carryforwards of $19 million with an unlimited carryforward period.

Viskase did not record taxes on its undistributed earnings from foreign subsidiaries of $81 million at December 31, 2016 since these earnings are considered to be permanently reinvested. Viskase may be subject to U.S. income taxes and foreign withholding taxes on such amounts. Determining the unrecognized deferred tax liability on the potential distribution of these earnings is not practicable as such liability, if any, is dependent on circumstances existing when remittance occurs.

ARI considers its Canadian earnings to be permanently reinvested, and therefore has not recorded a provision for U.S. income tax or foreign withholding taxes on the cumulative earnings of its Canadian subsidiary. Such undistributed earnings from ARI's Canadian subsidiary have been included in consolidated equity in the amount $4 million and $3 million as of December 31, 2016 and 2015, respectively. If ARI were to change its intentions and such earnings were remitted to the U.S., these earnings would be subject to U.S. income taxes. However, as of December 31, 2016 and 2015 foreign tax credits would be available to offset these taxes such that the U.S. tax impact would be insignificant.

Our Gaming segment has federal NOL carryforwards pursuant to the purchase of Adamar of New Jersey, Inc. (“Adamar”). Internal Revenue Code Section 382 (“Code 382”) places certain limitations on the annual amount of NOL carryforwards that can be utilized when a change of ownership occurs. Our Gaming segment believes its purchase of Adamar was a change in ownership pursuant to Code 382. As a result of the annual limitation, the NOL carryforward amount available to be used in future periods is $148 million and will begin to expire in the year 2027 and forward. As of March 8, 2010, Tropicana had various net deferred tax assets made up primarily of the expected future tax benefit of net operating loss carryforwards and excess tax basis not yet deductible for tax purposes. A valuation allowance was provided in full against these net deferred tax assets upon emergence from bankruptcy. During the year ended December 31, 2014, our Gaming segment reversed the valuation allowance related to the net deferred tax assets by $196 million. The reduction in the valuation allowance is a result of our Gaming segment analyzing all positive and negative evidence and concluding that it is more likely than not to realize the benefit of this portion of its net deferred tax assets. The reduction in the valuation allowance was recorded as an income tax benefit during the year ended December 31, 2014. Additionally, during the year ended December 31, 2016, AEPC acquired the stock of TER. As of December 31, 2016, TER has $270 million of deferred tax assets related to federal and state net operating loss carryforwards and tax credits. A valuation allowance is recorded in full on the deferred tax assets of TER.

Accounting for Uncertainty in Income Taxes

A summary of the changes in the gross amounts of unrecognized tax benefits for the years ended December 31, 2016, 2015 and 2014 are as follows:



	Years Ended December 31,
	2016			2015			2014
	(in millions)
Balance at January 1	$	94		$	113		$	132
Addition based on tax positions related to the current year	7			19			18
Increase for tax positions of prior years	8			6			10
Decrease for tax positions of prior years	(1		)	(10		)	(14		)
Decrease for statute of limitation expiration	(6		)	(21		)	(3		)
Settlements	—			(8		)	(25		)
Impact of currency translation and other	(1		)	(5		)	(5		)
Balance at December 31	$	101		$	94		$	113

At December 31, 2016, 2015 and 2014, we had unrecognized tax benefits of $101 million, $94 million and $113 million, respectively. Of these totals, $70 million, $68 million and $76 million represents the amount of unrecognized tax benefits that if recognized, would affect the annual effective tax rate in the respective periods. The total unrecognized tax benefits differ from the amount which would affect the effective tax rate primarily due to the impact of valuation allowances.

During the next 12 months, Federal-Mogul believes that it is reasonably possible that unrecognized tax benefits of Federal-Mogul may decrease by approximately $3 million due to audit settlements or statute expirations, of which approximately $3 million, if recognized, could impact the effective tax rate. We do not anticipate any significant changes to the amount of our unrecognized tax benefits in our other business segments during the next 12 months.

We recognize interest and penalties accrued related to unrecognized tax benefits as a component of income tax expense. We recorded $16 million, $15 million and $19 million as of December 31, 2016, 2015 and 2014, respectively, in liabilities for tax related net interest and penalties in our consolidated balance sheets. Income tax (benefit) expense related to interest and penalties were $1 million, $(4) million and $(11) million for the years December 31, 2016, 2015 and 2014, respectively. We or certain of our subsidiaries file income tax returns in the U.S. federal jurisdiction, various state jurisdictions and various non-U.S. jurisdictions. We and our subsidiaries are no longer subject to U.S. federal tax examinations for years before 2011 or state and local examinations for years before 2008, with limited exceptions. We, or our subsidiaries, are currently under various income tax examinations in several states and foreign jurisdictions, but are no longer subject to income tax examinations in major foreign jurisdictions for years prior to 2005.