Unassociated Document
UNITED STATES
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): January 12, 2007

American Real Estate Partners, L.P.
 (Exact name of registrant as specified in its charter)

Delaware
1-9516
13-3398766
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer
Identification No.)

767 Fifth Avenue, Suite 4700, New York, NY 10153
(Address of principal executive offices)  (Zip Code)

Registrant’s telephone number, including area code: (212) 702-4300


 (Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o
Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
Section 8 - Other Events
 
Item 8.01. Other Events.
 
 
On January 12, 2007, we issued a press release, a copy of which is furnished as Exhibit 99.1.
 

 
Section 9 - Financial Statements and Exhibits
 
Item 9.01. Financial Statements and Exhibits.

(d) Exhibits
 

Exhibit 99.1 - Press release dated January 12, 2007.
 
[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/ Hillel Moerman
     
Hillel Moerman
     
Chief Financial Officer

Date: January 12, 2007