SCHEDULE I

ICAHN ENTERPRISES, L.P.

(Parent Company)

CONDENSED BALANCE SHEETS



	December 31,
	2011			2010
	(In millions, except unit amounts)
ASSETS
Investments in subsidiaries, net	$	6,940		$	6,367
Deferred financing costs	10			12
Total Assets	$	6,950		$	6,379

LIABILITIES AND EQUITY
Accrued interest expense	$	95		$	96
Debt	3,100			3,100
	3,195			3,196

Commitments and contingencies (Note 3)

Equity:
Limited partners:
Depositary units: issued 86,708,914 at December 31, 2011 and 85,865,619 at December 31, 2010; outstanding 85,571,714 at December 31, 2011 (including 843,295 units issued as a unit distribution on May 31, 2011) and 84,728,419 at December 31, 2010	4,038			3,477
General partner	(271		)	(282		)
Treasury units, at cost	(12		)	(12		)
Total equity	3,755			3,183
Total Liabilities and Equity	$	6,950		$	6,379

See notes to condensed financial statements.

SCHEDULE I

ICAHN ENTERPRISES, L.P.

(Parent Company)

CONDENSED STATEMENTS OF OPERATIONS



	Year Ended December 31,
	2011			2010			2009
	(In millions)
Interest expense	$	(224	)	$	(192	)	$	(136	)
Other expense	—			(40		)	(1		)
Equity in earnings of subsidiaries	974			431			390
Net income	$	750		$	199		$	253
Net income allocable to:
Limited partners	$	735		$	195		$	229
General partner	15			4			24
	$	750		$	199		$	253

See notes to condensed financial statements.

SCHEDULE I

ICAHN ENTERPRISES, L.P.

(Parent Company)

CONDENSED STATEMENTS OF CASH FLOWS



	Year Ended December 31,
	2011			2010			2009
	(In millions)
Cash flows from operating activities:
Net income	$	750		$	199		$	253
Adjustments to reconcile net income to net cash used in operating activities:
Preferred LP unit interest expense	—			2			6
Amortization of deferred financing costs	2			2			2
Amortization of debt discount	—			1			2
Equity in earnings of subsidiary	(974		)	(431		)	(390		)
Net cash used in operating activities	(222		)	(227		)	(127		)
Cash flows from investing activities:
Net investment in and advances from subsidiary	270			(871		)	203
Net cash provided by (used in) investing activities	270			(871		)	203
Cash flows from financing activities:
Partnership distributions	(48		)	(84		)	(76		)
General partner contribution	—			3			—
Proceeds from borrowings	—			2,499			—
Repayments of borrowings	—			(1,320		)	—
Net cash provided by (used in) financing activities	(48		)	1,098			(76		)
Net change in cash and cash equivalents	—			—			—
Cash and cash equivalents, beginning of period	—			—			—
Cash and cash equivalents, end of period	$	—		$	—		$	—

See notes to condensed financial statements.

ICAHN ENTERPRISES L.P. (Parent Company)

NOTES TO CONDENSED FINANCIAL STATEMENTS

1. Description of Business and Basis of Presentation

Icahn Enterprises, L.P. (“Icahn Enterprises”) is a master limited partnership formed in Delaware on February 17, 1987. We own a 99% limited partner interest in Icahn Enterprises Holdings L.P. (''Icahn Enterprises Holdings''). Icahn Enterprises Holdings and its subsidiaries own substantially all of our assets and liabilities and conduct substantially all of our operations. Icahn Enterprises G.P. Inc. (''Icahn Enterprises GP''), our sole general partner, which is owned and controlled by Carl C. Icahn, owns a 1% general partner interest in both us and Icahn Enterprises Holdings, representing an aggregate 1.99% general partner interest in us and Icahn Enterprises Holdings. As of December 31, 2011, Icahn Enterprises Holdings is engaged in the following continuing operating businesses: Investment, Automotive, Gaming, Railcar, Food Packaging, Metals, Real Estate and Home Fashion.

The condensed financial statements of Icahn Enterprises should be read in conjunction with the consolidated financial statements and notes thereto included in Part II, Item 8 of this Annual Report on Form 10-K.

2. Debt

See Note 10, “Debt,” to the consolidated financial statements located in Part II, Item 8 of this Annual Report on Form 10-K. Parent company debt is reported gross in the condensed financial statements whereas it appears in our Annual Report on Form 10-K for fiscal 2011 net of $44 million as of December 31, 2011 and 2010, of principal amount purchased in fiscal 2008 that is held by an Icahn Enterprises subsidiary.

Debt consists of the following (in millions):



	December 31,
	2011		2010
	(in millions)
Senior unsecured variable rate convertible notes due 2013	$	600	$	600
Senior unsecured 8% notes due 2018	1,450		1,450
Senior unsecured 7.75% notes due 2016	1,050		1,050
Total debt	$	3,100	$	3,100

3. Commitments and Contingencies

See Note 18, “Commitments and Contingencies,” to the consolidated financial statements located in Part II, Item 8 of this Annual Report on Form 10-K.