0000928475-05-000021.txt : 20120705
0000928475-05-000021.hdr.sgml : 20120704
20050204171728
ACCESSION NUMBER: 0000928475-05-000021
CONFORMED SUBMISSION TYPE: SC 13G
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20050204
DATE AS OF CHANGE: 20050204
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: IMCLONE SYSTEMS INC/DE
CENTRAL INDEX KEY: 0000765258
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
IRS NUMBER: 042834797
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13G
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-42743
FILM NUMBER: 05578086
BUSINESS ADDRESS:
STREET 1: 180 VARICK ST
CITY: NEW YORK
STATE: NY
ZIP: 10014
BUSINESS PHONE: 2126451405
MAIL ADDRESS:
STREET 1: 180 VARICK ST
CITY: NEW YORK
STATE: NY
ZIP: 10014
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: ICAHN CARL C ET AL
CENTRAL INDEX KEY: 0000921669
STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000]
IRS NUMBER: 000000000
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13G
BUSINESS ADDRESS:
STREET 1: C/O ICAHN ASSOCIATES CORP
STREET 2: 767 FIFTH AVE #4700
CITY: NEW YORK
STATE: NY
ZIP: 10153
BUSINESS PHONE: 2127024300
MAIL ADDRESS:
STREET 1: C/O ICAHN ASSOCIATES CORP
STREET 2: 767 FIFTH AVE #4700
CITY: NEW YORK
STATE: NY
ZIP: 10153
SC 13G
1
schedule13g.txt
IMCLONE SYSTEMS INCORPORATED
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Imclone Systems Incorporated
(Name of Issuer)
Common Stock, $.001 par value
(Title of Class of Securities)
45245W109
(CUSIP Number)
January 26, 2005
(Date of Event which requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this schedule
is filed:
Rule 13d-1(b)
Rule 13d-1(c) X
Rule 13d-1(d)
The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
SCHEDULE 13G
CUSIP No. 45245W109
1 NAME OF REPORTING PERSON
Carl C. Icahn
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5 SOLE VOTING POWER
0
6 SHARED VOTING POWER
4,995,342
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
4,995,342
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,995,342
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.04%
12 TYPE OF REPORTING PERSON*
IN
SCHEDULE 13G
CUSIP No. 45245W109
1 NAME OF REPORTING PERSON
Barberry Corp.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5 SOLE VOTING POWER
0
6 SHARED VOTING POWER
4,549,671
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
4,549,671
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,549,671
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.50%
12 TYPE OF REPORTING PERSON*
CO
SCHEDULE 13G
CUSIP No. 45245W109
1 NAME OF REPORTING PERSON
Icahn & Co., Inc.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5 SOLE VOTING POWER
900,800
6 SHARED VOTING POWER
0
7 SOLE DISPOSITIVE POWER
900,800
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
900,800
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.09%
12 TYPE OF REPORTING PERSON*
CO
SCHEDULE 13G
CUSIP No. 45245W109
1 NAME OF REPORTING PERSON
High River Limited Partnership
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5 SOLE VOTING POWER
3,448,871
6 SHARED VOTING POWER
200,000
7 SOLE DISPOSITIVE POWER
3,448,871
8 SHARED DISPOSITIVE POWER
200,000
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,648,871
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.41%
12 TYPE OF REPORTING PERSON*
PN
SCHEDULE 13G
CUSIP No. 45245W109
1 NAME OF REPORTING PERSON
Dixon Guarantor LLC
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5 SOLE VOTING POWER
200,000
6 SHARED VOTING POWER
0
7 SOLE DISPOSITIVE POWER
200,000
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
200,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.24%
12 TYPE OF REPORTING PERSON*
OO
SCHEDULE 13G
CUSIP No. 45245W109
1 NAME OF REPORTING PERSON
American Real Estate Holdings Limited Partnership
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5 SOLE VOTING POWER
0
6 SHARED VOTING POWER
445,671
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
445,671
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
445,671
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.54%
12 TYPE OF REPORTING PERSON*
PN
SCHEDULE 13G
CUSIP No. 45245W109
1 NAME OF REPORTING PERSON
American Real Estate Partners, L.P.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5 SOLE VOTING POWER
0
6 SHARED VOTING POWER
445,671
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
445,671
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
445,671
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.54%
12 TYPE OF REPORTING PERSON*
PN
SCHEDULE 13G
CUSIP No. 45245W109
1 NAME OF REPORTING PERSON
American Property Investors, Inc.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5 SOLE VOTING POWER
0
6 SHARED VOTING POWER
445,671
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
445,671
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
445,671
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.54%
12 TYPE OF REPORTING PERSON*
CO
SCHEDULE 13G
CUSIP No. 45245W109
1 NAME OF REPORTING PERSON
Beckton Corp.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5 SOLE VOTING POWER
0
6 SHARED VOTING POWER
445,671
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
445671
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
445,671
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.54%
12 TYPE OF REPORTING PERSON*
CO
SCHEDULE 13G
CUSIP No. 45245W109
1 NAME OF REPORTING PERSON
Gail Golden
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5 SOLE VOTING POWER
15,000
6 SHARED VOTING POWER
0
7 SOLE DISPOSITIVE POWER
15,000
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.02%
12 TYPE OF REPORTING PERSON*
IN
SCHEDULE 13G
CUSIP No. 45245W109
1 NAME OF REPORTING PERSON
Hopper Investments LLC
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5 SOLE VOTING POWER
0
6 SHARED VOTING POWER
3,648,871
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
3,648,871
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,648,871
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.41%
12 TYPE OF REPORTING PERSON*
OO
SCHEDULE 13G
CUSIP No. 45245W109
1 NAME OF REPORTING PERSON
ARETEX LLC
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5 SOLE VOTING POWER
445,671
6 SHARED VOTING POWER
0
7 SOLE DISPOSITIVE POWER
445,671
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
445,671
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.54%
12 TYPE OF REPORTING PERSON*
OO
SCHEDULE 13G
ITEM 1
(a) Name of Issuer: Imclone Systems Incorporated
(b) Address of Issuers Principal Executive Offices:
150 Varick Street
New York, New York 10014
ITEM 2 Name, Address and Citizenship of Persons Filing
(a) - (c) The persons filing this statement are American Real Estate
Partners, L.P., a Delaware limited partnership ("AREP"), American Real Estate
Holdings Limited Partnership, a Delaware limited partnership ("AREH"), American
Property Investors, Inc., a Delaware corporation ("API"), ARETEX LLC, a Delaware
limited liability company ("ARETEX"), Beckton Corp., a Delaware corporation
("Beckton"), Barberry Corp., a Delaware corporation ("Barberry"), High River
Limited Partnership, a Delaware limited partnership ("High River") Hopper
Investments LLC, a Delaware limited liability company ("Hopper"), Icahn & Co.,
Inc., a Delaware corporation ("Icahn & Co."), Dixon Guarantor LLC, a Delaware
limited liability company ("Dixon", and collectively with AREP, AREH, ARETEX,
API, Beckton, Barberry, High River, Hopper and Icahn & Co., the "Icahn
Entities"), Carl C. Icahn, a citizen of the United States of America (Mr. Icahn
collectively with the Icahn Entities, the "Icahn Group") and Gail Golden, a
citizen of the United States of America, the spouse of Mr. Icahn (Ms. Golden
collectively with the Icahn Group, the "Registrants"). The principal business
address and the address of the principal office of (i) AREP, AREH, API, ARETEX,
Beckton, Hopper, High River, Barberry and Dixon is 100 South Bedford Road, Mount
Kisco, New York 10549, (ii) Mr. Icahn and Ms. Golden is c/o Icahn Associates
Corp., 767 Fifth Avenue, 47th Floor, New York, New York 10153, and (iii) Icahn &
Co. is 1 Whitehall Street, 19th Floor, New York, New York 10004.
Barberry is the sole member of Hopper and the sole shareholder of Icahn
& Co. Hopper is the general partner of High River. High River is the sole member
of Dixon. Beckton is the sole shareholder of API. API is the general partner of
both AREH and AREP, and AREP is a limited partner of AREH owning a 99 percent
limited partnership interest therein. Barberry and Beckton are wholly-owned by
Mr. Icahn. Mr. Icahn is (i) the sole director of each of Barberry and Beckton
(ii) Chairman of the Board, President and Secretary of Barberry and (iii)
Chairman of the Board and President of Beckton. As a result of Mr. Icahn's
direct or indirect ownership of and position(s), as applicable, with the Icahn
Entities, Mr. Icahn is in a position to directly and indirectly determine the
investment and voting decisions made by the Icahn Entities.
(d) Title of Class of Securities: Common Stock, par value $.001 ("Shares")
(e) CUSIP Number for Common Stock: 45245W109
ITEM 3 If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c),
check whether the person filing is a:
NOT APPLICABLE
(a) / / Broker or Dealer registered under Section 15 of the Act (15
U.S.C. 78o)
(b) / / Bank as defined in Section 3(a)(6) of the Act (15
U.S.C. 78c)
(c) / / Insurance company as defined in Section 3(a)(19) of
the Act (15 U.S.C. 78c)
(d) / / Investment Company registered under Section 8 of the Investment
Company Act of 1940 (15 U.S.C. 80a-8)
(e) / / An investment advisor in accordance with Section 240.13d-
1(b)(1)(ii)(E)
(f) / / Employee Benefit Plan, or endowment fund in accordance with
Section 240.13d-1(b)(1)(ii)(F)
(g) / / Parent Holding Company, in accordance with Section 240.13d-
1(b)(ii)(G)
(h) / / A savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813)
(i) / / A church plan that is excluded from the definition
of an investment company under Section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3)
(j) / / Group, in accordance with Section 240.13d-1(b)(1)(ii)(J)
ITEM 4 Ownership
Ownership as of the filing date:
(a - b) As of the close of the business day on February 4, 2005, the
Registrants may be deemed to beneficially own, in the aggregate, 5,010,342
Shares, representing approximately 6.06% of the Issuer's outstanding Shares
(based upon the 82,743,464 Shares stated to be outstanding as of November 3,
2004 by the Issuer in the Issuer's Form 10Q filed with the Securities and
Exchange Commission on November 3, 2004).
(c) The information set forth in the cover pages hereto is herby
incorporated in its entirety herein.
Each of Barberry and Mr. Icahn, by virtue of their relationships to
High River, Hopper, Dixon and Icahn & Co. (as disclosed in Item 2), may be
deemed to beneficially own (as that term is defined in Rule 13d-3 under the Act)
the Shares which each of High River, Hopper, Dixon and/or Icahn & Co. directly
and indirectly beneficially owns. Each of Mr. Icahn and Barberry disclaims
beneficial ownership of such Shares for all other purposes. High River and
Hopper, by virtue of their relationships to Dixon (as disclosed in Item 2), may
be deemed to beneficially own (as that term is defined in Rule 13d-3 under the
Act) the Shares which Dixon directly beneficially owns. High River and Hopper
disclaim beneficial ownership of such Shares for all other purposes. Hopper, by
virtue of its relationship to High River (as disclosed in Item 2), may be deemed
to beneficially own (as that term is defined in Rule 13d-3 under the Act) the
Shares which High River owns. Hopper disclaims beneficial ownership of such
Shares for all other purposes. Mr. Icahn, by virtue of his relationship to Ms.
Golden (as disclosed in Item 2), may be deemed to beneficially own (as that term
is defined in Rule 13d-3 under the Act) the Shares which Ms. Golden directly
beneficially owns. Mr. Icahn disclaims beneficial ownership of such Shares.
Each of Mr. Icahn, Beckton, API, AREH and AREP, by virtue of their
relationships to ARETEX (as disclosed in Item 2) may be deemed to beneficially
own (as that term is defined in Rule 13d-3 under the Act) the Shares that ARETEX
directly beneficially own. Each of Mr. Icahn, Beckton, API, AREH and AREP
disclaim beneficial ownership of such Shares for all other purposes.
ITEM 5 Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof,
the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities check the following. [ ]
NOT APPLICABLE
ITEM 6 Ownership of More than Five Percent on Behalf of Another Person
Other than Registrants, no person is known to have the right
to receive, or the power to direct the receipt of, dividends from, or the
proceeds from, the sale of the securities.
ITEM 7 Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company
NOT APPLICABLE
ITEM 8 Identification and Classification of Members of the Group
Please see Exhibit 1 attached hereto.
ITEM 9 Notice of Dissolution of Group
NOT APPLICABLE
ITEM 10 Certification
By signing below each of the undersigned certifies that, to the best of
each of the undersigned's knowledge and belief, the securities referred to above
were not acquired and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the securities and were not
acquired and are not held in connection with or as a participant in any
transaction having the purpose or effect.
SIGNATURES
After reasonable inquiry and to the best of the knowledge and
belief of each of the undersigned certifies that the information set forth in
this statement on Schedule 13G is true, complete and correct.
Dated: February 4, 2005
/s/ Carl C. Icahn
Carl C. Icahn, Individually
/s/ Gail Golden
Gail Golden, Individually
BARBERRY CORP.
/s/ Edward E. Mattner
By: Edward E. Mattner
Title: Authorized Signatory
ICAHN & CO., INC.
/s/ Richard T. Buonato
By: Richard T. Buonato
Title: Vice President - Finance
HIGH RIVER LIMITED PARTNERSHIP
By: Hopper Investments LLC
/s/ Edward E. Mattner
By: Edward E. Mattner
Title: Vice President
DIXON GUARANTOR LLC
/s/ Edward E. Mattner
By: Edward E, Mattner
Title: Authorized Signatory
[Signature page of Schedule 13G - Imclone Systems Incorporated]
ARETEX LLC
By: American Real Estate Holdings
Limited Partnership, sole member
By: American Property Investors, Inc.,
general partner
/s/ Martin Hirsch
By: Martin Hirsch
Title: Executive Vice President and
Director of Acquisitions and Development
AMERICAN PROPERTY INVESTORS, INC.
/s/ Martin Hirsch
By: Martin Hirsch
Title: Executive Vice President and
Directors of Acquisitions and Development
AMERICAN REAL ESTATE HOLDINGS LIMITED
PARTNERSHIP
By: AMERICAN PROPERTY INVESTORS, INC.
Title: General Partner
/s/ Martin Hirsch
By: Martin Hirsch
Title: Director of Acquisitions and
Development and CEO
AMERICAN REAL ESTATE PARTNERS L.P.
By: AMERICAN PROPERTY INVESTORS, INC.
/s/ Martin Hirsch
By: Martin Hirsch
Title: Director of Acquisitions and
Development and CEO
[Signature page of Schedule 13G - Imclone Systems Incorporated]
BECKTON CORP.
/s/ Edward E. Mattner
By: Edward E. Mattner
Title: Authorized Signatory
HOPPER INVESTMENTS LLC
/s/ Edward E. Mattner
By: Edward E. Mattner
Title: Vice President
(Signature page of Schedule 13G - Imclone Systems Incorporated)
EXHIBIT 1
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 a statement on Schedule 13G (including amendments thereto) with
respect to the Common Stock, par value $.001 per share of Imclone Systems
Incorporated 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 4th day of
February, 2005.
Dated: February 4, 2005
/s/ Carl C. Icahn
Carl C. Icahn, Individually
/s/ Gail Golden
Gail Golden, Individually
BARBERRY CORP.
/s/ Edward E. Mattner
By: Edward E. Mattner
Title: Authorized Signatory
ICAHN & CO., INC.
/s/ Richard T. Buonato
By: Richard T. Buonato
Title: Vice President - Finance
HIGH RIVER LIMITED PARTNERSHIP
By: Hopper Investments LLC
/s/ Edward E. Mattner
By: Edward E. Mattner
Title: Vice President
(Signature page of Schedule 13G - Joint Filing Agreement for
Imclone Systems Incorporated)
DIXON GUARANTOR LLC
/s/ Edward E. Mattner
By: Edward E, Mattner
Title: Authorized Signatory
ARETEX LLC
By: American Real Estate Holdings Limited
Partnership, sole member
By: American Property Investors, Inc.,
general partner
/s/ Martin Hirsch
By: Martin Hirsch
Title: Executive Vice President and
Director of Acquisitions and Development
AMERICAN PROPERTY INVESTORS, INC.
/s/ Martin Hirsch
By: Martin Hirsch
Title: Executive Vice President and
Director of Acquisitions and Development
AMERICAN REAL ESTATE HOLDINGS LIMITED
PARTNERSHIP
By: AMERICAN PROPERTY INVESTORS, INC.
Title: General Partner
/s/ Martin Hirsch
By: Martin Hirsch
Title: Executive Vice President and
Director of Acquisitions and Development
(Signature page of Schedule 13G - Joint Filing Agreement for
Imclone Systems Incorporated)
AMERICAN REAL ESTATE PARTNERS LIMITED PARTNERSHIP
By: AMERICAN PROPERTY INVESTORS, INC.
/s/ Martin Hirsch
By: Martin Hirsch
Title: Executive Vice President and
Director of Acquisitions and Development
BECKTON CORP.
/s/ Edward E. Mattner
By: Edward E. Mattner
Title: Authorized Signatory
HOPPER INVESTMENTS LLC
/s/ Edward E. Mattner
By: Edward E. Mattner
Title: Vice President
(Signature page of Schedule 13G - Joint Filing Agreement
for Imclone Systems Incorporated)