X0202 3 2006-05-04 0 0000765258 IMCLONE SYSTEMS INC IMCL 0000921669 ICAHN CARL C ET AL C/O ICAHN ASSOCIATES CORP. 767 FIFTH AVE., SUITE 4700 NEW YORK NY 10153 0 0 1 0 0001257324 AMERICAN PROPERTY INVESTORS INC 100 SOUTH BEDFORD RD MT KISCO NY 10549 0 0 1 0 0001034563 AMERICAN REAL ESTATE HOLDINGS L P 100 SOUTH BEDFORD ROAD MOUNT KISCO NY 10549 0 0 1 0 0000860851 BARBERRY CORP. 100 SOUTH BEDFORD ROAD MT KISCO NY 10549 0 0 1 0 0001322824 Hopper Investments LLC 100 SOUTH BEDFORD ROAD MT KISCO NY 10549 0 0 1 0 0000928464 HIGH RIVER LIMITED PARTNERSHIP /NY/ 100 S BEDFORD RD MT KISCO NY 10549 0 0 1 0 0001080113 BECKTON CORP 100 S BEDFORD RD MT. KISCO NY 10549 0 0 1 0 Common Stock, par value $.001 (the "Shares") 8478452 I PLEASE SEE FOOTNOTES American Real Estate Holdings Limited Partnership ("AREH") directly beneficially owns 3,175,603 Shares, Barberry Corp. ("Barberry") directly beneficially owns 900,800 Shares and High River Limited Partnership ("High River") directly beneficially owns 4,402,049 Shares. Beckton Corp. ("Beckton") is the sole shareholder of American Property Investors, Inc. ("API"), which is the general partner of AREH. Barberry is the sole member of Hopper Investments LLC ("Hopper"), which is the general partner of High River. Beckton and Barberry are 100 percent owned by Carl C. Icahn. As such, Mr. Icahn is in a position indirectly to determine the investment and voting decisions made by all of the foregoing entities. Each of Beckton and API by virtue of their relationship to AREH, may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Act) the 3,175,603 Shares which AREH owns. Each of Beckton and API disclaim beneficial ownership of such Shares except to the extent of their pecuniary interest therein. Each of Barberry and Hopper by virtue of their relationship to High River, may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Act) the 4,402,049 Shares which High River owns. Each of Barberry and Hopper disclaim beneficial ownership of such Shares except to the extent of their pecuniary interest therein. Mr. Icahn by virtue of his relationship to API, AREH, Barberry, Beckton, Hopper and High River, may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Act) the 3,175,603 Shares which AREH owns, the 900,800 Shares which Barberry owns, and the 4,402,049 Shares which High River owns. Mr. Icahn disclaims beneficial ownership of such Shares except to the extent of his pecuniary interest therein. Gail Golden, the spouse of Mr. Icahn, directly beneficially owns 15,000 Shares. Mr. Icahn disclaims beneficial ownership of such Shares for all purposes. CARL C. ICAHN 2006-05-09 AMERICAN PROPERTY INVESTORS INC. 2006-05-09 AMERICAN REAL ESTATE HOLDINGS LIMITED PARTNERSHIP 2006-05-09 BARBERRY CORP. 2006-05-09 HOPPER INVESTMENTS LLC 2006-05-09 HIGH RIVER LIMITED PARTNERSHIP 2006-05-09 BECKTON CORP. 2006-05-09