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): JULY 22, 2004
AMERICAN REAL ESTATE PARTNERS, L.P.
---------------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 1-9516 13-3398766
--------------------------------------------------------------------------------
(State of Organization) (Commission File Number) (IRS Employer
Identification No.)
100 South Bedford Road, Mt. Kisco, NY 10549
--------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (914) 242-7700
N/A
-------------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. OTHER EVENTS.
On July 22, 2004, American Real Estate Partners, L.P. ("AREP") issued a
press release, a copy of which is filed as Exhibit 99.1 and is incorporated by
reference herein.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(A) AND (B) NOT APPLICABLE.
(C) EXHIBITS
99.1 Press Release, dated July 22, 2004, issued by AREP.
[remainder of page intentionally left blank; signature page follows]
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)
By: American Property Investors, Inc.
General Partner
By: /s/ John P. Saldarelli
----------------------------
John P. Saldarelli
Chief Financial Officer,
Secretary and Treasurer
Dated: July 22, 2004
EXHIBIT INDEX
99.1 Press Release, dated July 22, 2004, issued by AREP.