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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(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)

Rule 13d-1(d)

SCHEDULE 13D/A 0000921749-95-000061 0000921669 XXXXXXXX LIVE 79 Depositary Units Representing Limited Partner Interests 04/16/2025 false 0000813762 451100101 Icahn Enterprises L.P. 16690 COLLINS AVE, PH-1 SUNNY ISLES BEACH FL 33160 Jesse Lynn, Esq. (305) 422-4100 16690 Collins Avenue, Suite PH-1 Sunny Isles Beach FL 33160 0001327741 N CCI Onshore LLC a OO N DE 101006398.00 0.00 101006398.00 0.00 101006398.00 N 18.54 OO 0001315356 N Gascon Partners a OO N NY 64984230.00 0.00 64984230.00 0.00 64984230.00 N 11.93 PN 0000945612 N High Coast Limited Partnership a OO N DE 236892485.00 101006398.00 236892485.00 101006398.00 337898883.00 N 62.03 PN 0000928475 N Highcrest Investors LLC a OO N DE 52220212.00 0.00 52220212.00 0.00 52220212.00 N 9.59 CO 0001257325 N Thornwood Associates Limited Partnership a OO N DE 17647258.00 0.00 17647258.00 0.00 17647258.00 N 3.24 PN 0000860851 N Barberry Corp. a OO N DE 0.00 17647258.00 0.00 17647258.00 17647258.00 N 3.24 CO 0001008814 N Starfire Holding Corporation a OO N DE 0.00 52220212.00 0.00 52220212.00 52220212.00 N 9.59 CO 0001044968 N Little Meadow Corp. a OO N DE 0.00 402883113.00 0.00 402883113.00 402883113.00 N 73.96 CO 0000921669 N Carl C. Icahn a OO N FL 0.00 472750583.00 0.00 472750583.00 472750583.00 N 86.79 IN Depositary Units Representing Limited Partner Interests Icahn Enterprises L.P. 16690 COLLINS AVE, PH-1 SUNNY ISLES BEACH FL 33160 The Reporting Persons may be deemed to beneficially own, in the aggregate, 472,750,583 Depositary Units, representing approximately 86.79% of the Issuer's outstanding Depositary Units (based upon (i) the 522,736,315 Depositary Units stated to be outstanding as of February 25, 2025, by the Issuer in its Form 10-K filed with the Securities and Exchange Commission on February 26, 2025, plus (ii) the 21,962,413 Depositary Units issued to the Reporting Persons by the Issuer on April 16, 2025 in connection with a regular quarterly distribution of Depositary Units by the Issuer). CCI Onshore has sole voting power and sole dispositive power with respect to 101,006,398 Depositary Units. Pursuant to Rule 13d-3(a) under the Exchange Act, each of High Coast, Little Meadow and Mr. Icahn (by virtue of their relationships to CCI Onshore) may be deemed to indirectly beneficially own the Depositary Units which CCI Onshore owns. Each of High Coast, Little Meadow and Mr. Icahn disclaims beneficial ownership of the Depositary Units for all other purposes. Gascon has sole voting power and sole dispositive power with respect to 64,984,230 Depositary Units. Pursuant to Rule 13d-3(a) under the Exchange Act, each of Little Meadow and Mr. Icahn (by virtue of their relationships to Gascon) may be deemed to indirectly beneficially own the Depositary Units which Gascon owns. Each of Little Meadow and Mr. Icahn disclaims beneficial ownership of the Depositary Units for all other purposes. High Coast has sole voting power and sole dispositive power with respect to 236,892,485 Depositary Units. Pursuant to Rule 13d-3(a) under the Exchange Act, each of Little Meadow and Mr. Icahn (by virtue of their relationships to High Coast) may be deemed to indirectly beneficially own the Depositary Units which High Coast owns. Each of Little Meadow and Mr. Icahn disclaims beneficial ownership of the Depositary Units for all other purposes. Highcrest has sole voting power and sole dispositive power with respect to 52,220,212 Depositary Units. Pursuant to Rule 13d-3(a) under the Exchange Act, each of Starfire and Mr. Icahn (by virtue of their relationships to Highcrest) may be deemed to indirectly beneficially own the Depositary Units which Highcrest owns. Each of Starfire and Mr. Icahn disclaims beneficial ownership of the Depositary Units for all other purposes. Thornwood has sole voting power and sole dispositive power with respect to 17,647,258 Depositary Units. Pursuant to Rule 13d-3(a) under the Exchange Act, each of Barberry and Mr. Icahn (by virtue of their relationships to Thornwood) may be deemed to indirectly beneficially own the Depositary Units which Thornwood owns. Each of Barberry and Mr. Icahn disclaims beneficial ownership of the Depositary Units for all other purposes. Except for the acquisition of Depositary Units from the Issuer in connection with a quarterly dividend, none of the Reporting Persons effected any transactions in the Issuer's securities during the past sixty (60) days. On April 16, 2025, in connection with the quarterly dividend, CCI Onshore received 4,692,420 Depositary Units, Gascon received 3,018,951 Depositary Units, High Coast received 11,005,235 Depositary Units, Highcrest received 2,425,975 Depositary Units, and Thornwood received 819,832 Depositary Units. CCI Onshore LLC /s/ Rowella Asuncion-Gumabong Rowella Asuncion-Gumabong / Vice President 04/17/2025 Gascon Partners /s/ Rowella Asuncion-Gumabong Rowella Asuncion-Gumabong / Vice President 04/17/2025 High Coast Limited Partnership /s/ Rowella Asuncion-Gumabong Rowella Asuncion-Gumabong / Vice President 04/17/2025 Highcrest Investors LLC /s/ Rowella Asuncion-Gumabong Rowella Asuncion-Gumabong / Vice President 04/17/2025 Thornwood Associates Limited Partnership /s/ Rowella Asuncion-Gumabong Rowella Asuncion-Gumabong / Vice President 04/17/2025 Barberry Corp. /s/ Rowella Asuncion-Gumabong Rowella Asuncion-Gumabong / Vice President 04/17/2025 Starfire Holding Corporation /s/ Rowella Asuncion-Gumabong Rowella Asuncion-Gumabong / Vice President 04/17/2025 Little Meadow Corp. /s/ Rowella Asuncion-Gumabong Rowella Asuncion-Gumabong / Vice President 04/17/2025 Carl C. Icahn /s/ Carl C. Icahn CARL C. ICAHN 04/17/2025