SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): AUGUST 9, 2004
AMERICAN REAL ESTATE PARTNERS, L.P.
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(Exact Name of Registrant as Specified in its Charter)
DELAWARE 1-9516 13-3398766
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(State of Organization) (Commission File Number) (IRS Employer
Identification No.)
100 South Bedford Road, Mt. Kisco, NY 10549
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (914) 242-7700
N/A
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On August 9, 2004, American Real Estate Partners, L.P ("AREP")
announced its results of operations for the three and six months ended June 30,
2004. A copy of the related press release for the three months ended June 30,
2004 is being furnished as Exhibit 99.1 to this Form 8-K and is incorporated
herein by reference in its entirety.
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
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John P. Saldarelli
Chief Financial Officer,
Secretary and Treasurer
Dated: August 9, 2004
EXHIBIT INDEX
99.1 Press Release of AREP dated August 9, 2004.