UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                    Form 13F

                               Form 13F COVER PAGE

Report for the Calendar Year or Quarter Ended: September 30, 2003

Check here if Amendment [ ]; Amendment Number: __________
This Amendment (Check only one.):   [ ] is a restatement.
                                    [ ] adds new holdings
                                        entries.

Institutional Investment Manager Filing this Report.

Name:    American Real Estate Partners L.P.
Address: 100 South Bedford Road
         Mt. Kisco, NY  10549

Form 13F File Number:  28-

The institutional  investment  manager filing this report and the person by
whom it is  signed  hereby  represent  that the  person  signing  the  report is
authorized to submit it, that all information  contained herein is true, correct
and complete,  and that it is  understood  that all required  items,  statement,
schedules, lists, and tables, are considered integral parts of this form.

Person Signing this Report on Behalf of Reporting Manager:

Name:    Martin Hirsch
Title:   Executive Vice President of American Property Investors, Inc.,
            General Partner
Phone:   (212) 702-4300

Signature, Place, and Date of Signing:

/s/ Martin Hirsch                        New York, New York            11/11/03
[Signature]                                 [City, State]              [Date]

Report Type (Check only one.):

[ ]      13F HOLDINGS REPORT:  (Check here if all holdings of this reporting
manager are reported in this report.)

[X]      13F NOTICE.  (Check here if no holdings reported are in this report,
and all holdings are reported by other reporting manager(s).)

[ ]      13F COMBINATION REPORT.  (Check here if a portion of the holdings for
this reporting manager are reported in this report and a portion are reported by
other reporting manager(s).)

List of Other Managers Reporting for this Manager:

         Form 13F File Number               Name

         28-7582                            Beckton Corp.