0000950117-02-000723 Sample Contracts

RECITALS
Pledge Agreement • April 1st, 2002 • American Real Estate Partners L P • Operators of nonresidential buildings • New York
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NOTE
American Real Estate Partners L P • April 1st, 2002 • Operators of nonresidential buildings

FOR VALUE RECEIVED, the undersigned, Carl C. Icahn, a natural person, ("Borrower") promises to pay to the order of American Real Estate Holdings, L.P. (the "Lender"), on or before December 27, 2003 (the "Maturity Date"), the sum of Two Hundred Fifty Million Dollars ($250,000,000), or, if less, the aggregate unpaid principal amount of the loan (the "Loan").

RECITALS
Accommodation Pledge Agreement • April 1st, 2002 • American Real Estate Partners L P • Operators of nonresidential buildings • New York
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