JOINT FILING AGREEMENT
In accordance with Rule 13d-1(f) under the Securities Exchange Act of
1934, as amended, the persons named below agree to the joint filing on behalf of
each of them of statements on Schedule 13D (including amendments thereto) with
respect to the depositary units representing limited partner interests in
AMERICAN REAL ESTATE PARTNERS, L.P., and further agree that this Joint Filing
Agreement be included as an Exhibit to such joint filings. In evidence thereof,
the undersigned, being duly authorized, have executed this Joint Filing
Agreement this 31st day of January, 2005.
HIGH COAST LIMITED PARTNERSHIP
By: Little Meadow Corp.
Its: General Partner
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
--------------------------------
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Vice President
LITTLE MEADOW CORP.
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
--------------------------------
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Vice President
BARBERRY CORP.
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
--------------------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Authorized Signatory
▇▇▇▇▇▇ PARTNERS
By: Cigas Corp.
Its: Partner
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
--------------------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: President
By: Astral Gas Corp.
Its: Partner
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
--------------------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: President
CIGAS CORP.
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
--------------------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: President
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ASTRAL GAS CORP.
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
--------------------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: President
UNICORN ASSOCIATES CORPORATION
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
--------------------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: President and Treasurer
ACF INDUSTRIES HOLDING CORP.
By: /s/ ▇▇▇ ▇▇▇▇▇
--------------------------------
Name: ▇▇▇ ▇▇▇▇▇
Title: President and Treasurer
HIGHCREST INVESTORS CORP.
By: /s/ ▇▇▇ ▇▇▇▇▇
--------------------------------
Name: ▇▇▇ ▇▇▇▇▇
Title: Assistant Secretary
BUFFALO INVESTORS CORP.
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
--------------------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: President and Treasurer
STARFIRE HOLDING CORPORATION
By: /s/ ▇▇▇ ▇▇▇▇▇
--------------------------------
Name: ▇▇▇ ▇▇▇▇▇
Title: Authorized Signatory
CYPRUS LLC
By: Barberry Corp
Its: Managing Member
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
--------------------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Authorized Signatory
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ARNOS CORP.
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
--------------------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Vice President
/s/ ▇▇▇▇ ▇. Icahn
--------------------------------
▇▇▇▇ ▇. ICAHN
[Joint Filing Agreement for AREP 13D Amendment No. 26]
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EXHIBIT 1
DIRECTORS AND EXECUTIVE OFFICERS OF THE REPORTING PERSONS
The following sets forth the name, position, and principal occupation of
each director and executive officer of High Coast, Little Meadow and Barberry.
Each such person is a citizen of the United States of America. Except as
otherwise indicated, the business address of each director and officer is c/o
Icahn Associates Corp., ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇.
To the best of Reporting Persons' knowledge, except as set forth in this
statement on Schedule 13D, none of the directors or executive officers of the
Reporting Persons own any Depositary Units of the Issuer.
HIGH COAST LIMITED PARTNERSHIP
Name Position
---- ----------
Little Meadow Corp. General Partner
LITTLE MEADOW CORP.
Name Position
----- --------
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Vice President and Assistant Secretary*
▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Vice President - Taxes
BARBERRY CORP.
Name Position
---- --------
▇▇▇▇ ▇. Icahn Chairman of the Board,
President and Secretary
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Authorized Signatory
▇▇▇▇ ▇▇▇▇▇▇ Authorized Signatory
▇▇▇ ▇▇▇▇▇ Authorized Signatory
▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Vice President - Taxes
▇▇▇▇▇▇ PARTNERS
Name Position
---- ----------
Cigas Corp. Partner
Astral Gas Corp. Partner
CIGAS CORP.
Name Position
---- ----------
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ President
▇▇▇▇ ▇▇▇▇▇▇ Vice President and Secretary
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▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Vice President and Assistant Secretary*
ASTRAL GAS CORP.
Name Position
---- ----------
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ President
▇▇▇▇ ▇▇▇▇▇▇ Vice President and Secretary
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Assistant Secretary*
UNICORN ASSOCIATES CORPORATION
Name Position
---- ----------
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ President and Treasurer
▇▇▇▇ ▇▇▇▇▇▇ Vice President and Secretary
▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Vice President - Taxes
ACF INDUSTRIES HOLDING CORP.
Name Position
---- ----------
▇▇▇▇ ▇. Icahn Chairman of the Board
▇▇▇ ▇▇▇▇▇ President and Treasurer
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Vice President and Secretary*
HIGHCREST INVESTORS CORP.
Name Position
---- ----------
▇▇▇▇ ▇. Icahn Chairman of the Board and
President
▇▇▇▇ ▇▇▇▇▇▇ Vice President and Secretary
▇▇▇ ▇▇▇▇▇ Assistant Secretary
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Senior Vice President and Treasurer*
BUFFALO INVESTORS CORP.
Name Position
---- ----------
▇▇▇▇ ▇▇▇▇▇▇ Assistant Secretary
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Vice President, Secretary and Controller*
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ President and Treasurer
▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Vice President - Taxes
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STARFIRE HOLDING CORPORATION
Name Position
---- ----------
▇▇▇▇ ▇. Icahn Chairman of the Board,
President and Secretary
▇▇▇▇ ▇▇▇▇▇▇ Authorized Signatory
▇▇▇ ▇▇▇▇▇ Authorized Signatory
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Authorized Signatory *
▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Vice President - Taxes
CYPRUS LLC
Name Position
---- ----------
Barberry Corp. Managing Member
ARNOS CORP.
Name Position
---- ----------
▇▇▇▇ ▇. Icahn President
▇▇▇▇ ▇▇▇▇▇▇ Vice President, Secretary and
Treasurer
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Vice President
▇▇▇▇▇ ▇▇▇▇▇▇ Vice President of Administration and
Assistant Secretary
* Principal office is located at ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇
▇▇▇▇ ▇▇▇▇▇.
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