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First on CNBC: CNBC Transcript: Icahn Enterprises Chairman Carl Icahn Speaks with CNBC's Scott Wapner Today on "Fast Money"

WHEN: Today, Tuesday, October 21st

WHERE: CNBC's "Fast Money"

Following is the unofficial transcript of a FIRST ON CNBC interview with Icahn Enterprises Chairman Carl Icahn on CNBC's "Fast Money" today. Following are links to the interview on CNBC.com: http://video.cnbc.com/gallery/?video=3000322345 and http://video.cnbc.com/gallery/?video=3000321902.

All references must be sourced to CNBC.

SCOTT WAPNER: CARL ICAHN LITERALLY WALKED OFF THE STAGE AND STRAIGHT ONTO OUR SET. IT'S NICE TO SEE YOU.

CARL ICAHN: GOOD TO SEE YOU.

WAPNER: LET'S HEAR FROM YOU ON APPLE FIRST AND FOREMOST. THE COMPANY OUT WITH EARNINGS LAST NIGHT. VERY STRONG. WHAT IS YOUR INITIAL REACTION TO WHAT YOU SAW?

ICAHN: I THINK THE EARNINGS WERE VERY GOOD, BUT I REALLY BELIEVE THAT YOU LOOK FOR COMPANIES LIKE THIS, THEY COME AROUND MAYBE ONCE A DECADE – MAYBE EVEN LESS THAN THAT – THAT ARE JUST NO BRAINERS TO BUY. AND THE RISK REWARD IS SO MUCH IN YOUR FAVOR ON THAT ONE BECAUSE WHERE DO YOU SEE A COMPANY THAT LITERALLY CAN DO EIGHT, NINE TIMES EARNINGS IN '15 AND WE BELIEVE THE EARNINGS ARE GOING TO GROW 30%. BUT EVEN IF THEY DON'T GROW 30%, IT'S JUST TREMENDOUSLY CHEAP BECAUSE I THINK APPLE LITERALLY OWNS THE SMARTPHONE BUSINESS. AT LEAST THE HIGH PRICED SMARTPHONES. AND WHEN ANYBODY BUYS A PHONE, ITS AN ANNUITY BECAUSE THEY KEEP IT. AND THEY DON'T – EVEN IF THEY WANT TO KEEP IT AN EXTRA YEAR, THEY STILL WANT TO GET THE NEW STUFF. THEY REALLY HAVE THEIR PHOTOS ON IT AND IT'S AN ECOSYSTEM AND –

WAPNER: DID YOU BUY BACK – NOT BUY BACK – DID YOU BUY ANY MORE STOCK SINCE YOU SENT THIS MOST RECENT LETTER TO TIM COOK?

ICAHN: I REALLY DON'T WANT TO SAY. AND I'LL TELL YOU HONESTLY, I DON'T REMEMBER. BECAUSE YOU KNOW, WE BUY SO MANY THINGS AND DO SO MANY THINGS.

WAPNER: YOU WOULD PROBABLY REMEMBER THAT ONE THOUGH, RIGHT?

ICAHN: NO, BECAUSE THE APPLE POSITION IS REALLY, IN MY MIND, CONTROLLED – EVEN THOUGH I CONTROL IT – BY BRETT AND DAVE. YOU KNOW, MY SON BRETT AND DAVE. SO THEY, YOU KNOW, LITERALLY MAKE DECISIONS ON IT AND THEY TELL ME, BUT YOU KNOW, I NEVER VETO IT BECAUSE THEY HAVE DONE SO WELL ON IT.

WAPNER: YOU'RE THE LAST ONE TO KNOW. YEAH, EVERYBODY REALLY BELIEVES THAT.

ICAHN: WELL, THEY TELL ME WHAT THEY ARE GOING TO DO, BUT I REALLY – I AGREE WITH THEM 100% THAT THIS IS A COMPANY AND THERE IS AN INTERESTING KICKER IN IT THAT I THINK EXISTS. MAYBE THAT IS OVERLOOKED. THAT A LOT OF FUNDS ARE SHORT APPLE. MEANING THEY ARE NOT SHORT THE STOCK, BUT THEY ARE UNDERWEIGHT. A LOT OF THESE FUNDS COMPETE WITH THE INDEX FUNDS. AND WHEN YOU COMPETE WITH AN INDEX FUND, YOU WANT TO DO BETTER BECAUSE YOU ARE GETTING A PERCENT MORE – CLOSE TO A PERCENT MORE. A LOT OF THESE FUNDS, I THINK, MISSED IT BECAUSE THE ANALYSIS OF IT HERE TO FOUR AND NOW IT IS CHANGING, IS WHEN THEY ARE A HARDWARE COMPANY THEY ARE OVERPRICED, THEY CAN'T KEEP THE MARGINS. AND THAT IS NOT THE CASE IN THIS. AND THEREFORE, AS IT GOES UP, THE INDEX FUNDS OWN IT. AND IT IS A BIG PART OF THE INDEX – I THINK FIVE PERCENT. SO, I THINK, YOU'RE GOING TO – IF IT KEEPS GOING THIS WAY, IT'S LITERALLY TANTAMOUNT – A DE-FACTO SHORT SQUEEZE, WHICH WILL PUSH THAT STOCK UP VERY FAST ONE DAY, AND IF YOU NOTICE – AND I'M REAL HAPPY ABOUT THIS – TIM COOK JUST BOUGHT $17 BILLION. APPLE JUST BOUGHT 17 BILLION BACK THIS QUARTER. AND IT IS ABSURB NOT TO BUY IT BACK. YOU KNOW, PEOPLE DON'T GET THAT. THEY WRITE, OH, THEY NEED THE MONEY FOR INVESTMENT. THEY DON'T NEED 135 BILLION FOR AN INVESTMENT. THEIR CASH FLOW PAYS FOR INVESTMENT.

WAPNER: BUT MAYBE YOU KNOW, SOME WOULD SAY LOOK, THIS QUARTER IS EVIDENCE THAT LET APPLE FIGURE IT OUT. THEY ARE DOING A GREAT JOB. DAVID EINHORN WAS SITTING IN THAT VERY SEAT WITH US EXCLUSIVELY TODAY AND SAID APPLE IS HITTING ON ALL CYLINDERS. ISN'T THERE SOMETHING TO BE SAID FOR THAT? JUST LET TIM COOK AND APPLE FIGURE IT OUT. THEY ARE DOING A PRETTY DARN GOOD JOB AREN'T THEY?

ICAHN: HEY LOOK, I THINK VERY FEW WOULD DENY – VERY FEW, AND I'M NOT GOING TO GO INTO INDIVIDUALS BECAUSE YOU KNOW, I HAVE DINNER WITH TIM COOK – OR I MEET WITH HIM IN ANY EVENT – VERY FEW WOULD DENY THAT WE DID NOT HAVE AN INFLUENCE ON ACCELERATING THE BUY BACK. AND THAT BUY BACK MADE APPLE A LOT OF MONEY. AND IT MADE THE SHAREHOLDERS A LOT OF MONEY. AND I THINK WE HAD A LOT TO DO WITH ACCELERATING IT. I'M NOT SAYING THEY WOULDN'T HAVE BOUGHT IT BACK. AND I BELIEVE THAT. AND I THINK IF YOU ASK TIM COOK, I CAN'T SPEAK FOR TIM, I THINK HE WOULD TELL YOU THAT TOO. SO WHY NOT HAVE AN INFLUENCE? WE ARE A LARGE SHAREHOLDER. I HAVE $5 BILLION. I THINK I HAVE A RIGHT TO SAY WHAT I THINK. I MEAN, I JUST DON'T AGREE WITH THIS PHILOSOPHY THAT OH, THE SHAREHOLDERS SHOULD JUST SHUT UP AND LET THEM RUN COMPANIES. IF WE DID THAT, WE WOULD NEVER HAVE THE RESULTS THAT WE HAD. WE NEVER WOULD HAVE ENHANCED VALUE THE WAY WE DID FOR SHAREHOLDERS. SO I REALLY DISAGREE WITH THAT COMPLETELY.

WAPNER: IT'S MY UNDERSTANDING THAT, YOU KNOW, PART OF THE CONVERSATION THAT TOOK PLACE WITH YOU TODAY AND LARRY FINK WAS OVER WHETHER ACTIVIST INVESTORS ARE DESTRUCTIVE OR NOT. WHETHER THEY'RE FORCING COMPANIES TO BUY BACK TOO MUCH STOCK. I COULD JUST POINT TO IBM AS AN EXAMPLE OF A COMPANY THAT'S BUYING BACK A LOT OF STOCK. HAVING SOME PROBLEMS AS A RESULT OF A LACK OF INVESTMENT PERHAPS IN SOME OTHER AREAS. AT LEAST THERE ARE THOSE WHO WOULD SAY THAT. WHAT WOULD YOUR RESPONSE BE TO THAT?

ICAHN: OK. AND I RESPONDED TO LARRY ON THAT, AND I'M NOT SURE HE DOESN'T AGREE. THERE ARE SOME CASES WHERE COMPANIES – I AGREE WITH LARRY. THAT YOU SHOULDN'T GO AND BORROW. IN FACT, I THINK THE HIGH YIELD MARKET MIGHT BE IN A BUBBLE. BUT THAT DOESN'T MEAN THAT COMPANIES THAT HAVE CAPITAL – YOU KNOW, WHEN YOU BUY BACK STOCK, THAT STOCK DOESN'T DISAPPEAR INTO A FURNACE. IT GOES INTO SOCIETY. PEOPLE USE THAT. AND THERE ARE CEOs – I MEAN, LET'S TAKE THE OTHER SIDE. I THINK TIM COOK'S A GREAT CEO, SO I WANT TO MAKE THAT CLEAR. BUT THERE ARE A LOT OF CEOs THAT ARE MEDIOCRE GUYS, A LOT OF GREAT GUYS. THESE MEDIOCRE GUYS SHOULDN'T BE GIVEN A LOT OF MONEY TO INVEST BECAUSE THEY'RE GOING TO LOSE IT IN A BAD MARKET. IN A BAD ECONOMY THESE GUYS DON'T HAVE THE ABILITY TO INVEST IT. THEY SHOULD GIVE THE MONEY BACK. AS LONG AS THEY HAVE IT. BUT THEY SHOULDN'T GO BORROWING FOR IT. I'M NOT SAYING TO BORROW FOR IT. IF YOU HAVE 135 BILLION BURIED IN IRELAND SOMEWHERE, YOU DON'T HAVE TO WORRY ABOUT BORROWING MONEY, BUT THAT'S NOT TRUE OF A LOT OF COMPANIES. SO I AGREE WITH THEM TO THAT EXTENT. BUT I DON'T AGREE THAT A COMPANY LIKE AN APPLE THAT HAS TREMENDOUS ASSETS, THAT'S VERY CHEAP AND TIM COOK IS THE FIRST TO SAY WE ARE REALLY UNDERVALUED AND SITTING WITH MONEY THEY'RE MAKING NOTHING ON. WHY NOT GO BUY THE STOCK FOR THE BENEFIT OF THE SHAREHOLDERS THAT WANT TO KEEP IT?

WAPNER: YOU ALLUDED TO THE FACT IN YOUR ANSWER JUST NOW THAT YOU DON'T LIKE THE HIGH YIELD MARKET. YOU'RE SHORT, CORRECT?

ICAHN: I THINK THE HIGH YIELD MARKET IS IN A BUBBLE. I THINK THAT SOONER OR LATER IT'S GOING TO – I'M NOT TELLING YOU NEXT WEEK, OR NEXT MONTH. I'M NOT TELLING YOU WHAT I'M DOING NEXT WEEK, WHETHER I'M BUYING IT OR SELLING IT. WE DO A VERY ARCHEAN PRODUCT. WE BUY THE CDS. THE INSURANCE. AND WE BUY THE CDS ON THE HIGH YIELD VERSUS THE TREASURIES, THE FIVE-YEAR TREASURIES. AND IT DOESN'T MEAN I'M RIGHT. IN FACT, I'M LOSING MONEY ON IT RIGHT NOW. BUT I THINK THAT THAT IS A NO-BRAINER ALSO.

WAPNER: WELL, THE BET IS THAT INTEREST RATES ARE GOING TO RISE.

ICAHN: WELL THE SPREAD. THE SPREAD WILL RISE.

WAPNER: RIGHT, I MEAN PEOPLE KEEP GOING THERE BECAUSE THERE'S A HUNT FOR YIELD.

ICAHN: WELL, YEAH. AND THAT'S FOR THE WRONG REASON. I MEAN, IF YOU LOOK AT THE NUMBERS TEN YEARS AGO, THERE WAS NOTHING IN THESE FUNDS. 19 BILLION AND NOW I THINK THERE'S 700, 800 BILLION. IN OTHER WORDS, WHAT I AM SAYING IS PEOPLE ARE BUYING THEM FOR THE WRONG REASONS. SOME PEOPLE ARE JUST BUYING THEM BECAUSE AN INTEREST PLAY. SOME ARE BUYING THEM BECAUSE OH, I CAN'T MAKE 2% ON MY MONEY, SO I WANT TO MAKE FIVE OR FIVE AND A HALF. FOR THAT 3.5%, YOU'RE TAKING A MAJOR RISK. WAY TOO MUCH. NOW, IT DOESN'T MEAN TO DO IT TOMORROW, BECAUSE TOMORROW I CAN'T TELL YOU THAT THAT MIGHT NOT NARROW. YOU KNOW, THE FED IS LOWERING RATES. BUT – SO I'M NOT TELLING A COMPANY TO GO BORROW, TO BUY BACK THEIR STOCK. WE'RE NOT SAYING THAT AT ALL AND I AGREE WITH LARRY ON THAT. BUT I DON'T AGREE THAT APPLE HAS THIS UNBELIEVABLE ECOSYSTEM THAT YOU CAN'T – AND AS LARRY – TO ENTRANCE, YOU CAN'T COMPETE WITH THEM, VERY HARD. IT'S ONE OF THE CHEAP STOCKS AROUND. WELL WHY NOT USE YOUR CAPITAL, IF IT'S SITTING IN IRELAND DOING NOTHING, BUYING BACK THE STOCK AND HELP THE SHAREHOLDERS?

WAPNER: YOU TOLD ME A COUPLE WEEKS AGO WHEN YOU WERE ON WITH US THAT YOU WERE NERVOUS ABOUT WHERE THE STOCK MARKET WAS. WELL, LAST WEEK, VOLATILITY KICKED UP TO A LEVEL WE HAVEN'T SEEN IN SOME FIVE YEARS. ARE YOU MORE NERVOUS TODAY? DO YOU THINK WE BOTTOMED LAST WEEK? WHERE DO YOU THINK WE ARE?

ICAHN: I THINK IT'S SORT OF VERY INTERESTING. THE FED HAS MADE IT CLEAR THAT THEY'RE NOT GOING TO RAISE INTEREST RATES SO FAST. THIS MARKET FOLLOWS THE FED. THE FED IS SAYING NOW, WE'RE CERTAINLY NOT IN MARCH GOING TO CHANGE THE FED FUNDS RATE. PRETTY MUCH SAYING THAT. THAT HELPS THIS MARKET TREMENDOUSLY. I DON'T THINK NECESSARILY – THE MARKET, YOU CAN'T JUST LOOK AT THE MARKET AND SAY IT'S CORRECT OR NOT CORRECT. AND THERE'S TOO MANY VARIABLES TO PREDICT IT ON A SHORT-TERM BASIS. I AM QUITE CONCERNED THAT SOMETHING IS GOING TO HAPPEN, BUT –

WAPNER: I MEAN, LET'S PUT IT THIS WAY. IF THE FED WASN'T INVOLVED IN THE MARKET RIGHT NOW, WHERE WOULD THE S&P BE IN YOUR MIND? AS I HEARD, YOU MADE A COMMENT ABOUT THAT AS WELL.

ICAHN: I THINK IT WOULD BE MEANINGFULLY LOWER.

WAPNER: MEANINGFULLY LOWER?

ICAHN: YES. I THINK THAT THAT'S HELPED THE MARKET TREMENDOUSLY. THESE LOW INTEREST RATES, PEOPLE HAVE NOWHERE TO PUT THEIR MONEY. COMPANIES ARE ABLE TO MAKE GOOD EARNINGS. I DON'T KNOW IF ANYBODY CAN HEAR US. BUT I GUESS –

WAPNER: THEY CAN. MIGHT WANT TO SPEAK UP JUST A TOUCH, BUT –

ICAHN: SO I DON'T THINK – THAT'S MY OPINION. BUT I'M NOT HERE TO PREDICT THE MARKET. I'M CONCERNED ABOUT IT. BUT WE OWN A LOT OF STOCKS. WE MAKE MONEY ON A DAY LIKE THIS. A FAIR – A LOT OF MONEY. SO IT'S NOT – AND I HAVE BIG HEDGES ON, BUT WE STILL MAKE A LOT OF MONEY AND I'M HEDGED.

WAPNER: LET ME ASK YOU AS WELL BEFORE I LET YOU GO. EBAY. WE SPOKE ABOUT THIS BEFORE. YOU HAD SOME PRETTY INTERESTING THINGS TO SAY ABOUT MARC ANDREESSEN, TO SAY THE LEAST, OK? HE IS QUITING THE EBAY BOARD.

ICAHN: HEY, MARC ANDREESSEN MADE AN INTERESTING COMMENT WHERE HE WENT LIKE, I'M VERY PLEASED WITH WHAT I ACCOMPLISHED AT EBAY. A LOT OF PEOPLE WILL BE PLEASED IF YOU CAN MAKE A PROFIT OF ABOUT $5 BILLION. IF YOU CAN – YOU KNOW THAT MICROSOFT WANTS THIS COMPANY, YOU GO BUY IT FOR YOURSELF AND THEN YOU FLIP IT. HEY, I'D BE PLEASED TOO WITH THAT ACCOMPLISHMENT. AND YOU FLIP IT, BUT THE SHAREHOLDERS AREN'T TOO PLEASED.

WAPNER: WHAT IS YOUR REACTION TO HIM LEAVING THE BOARD?

ICAHN: WELL, I'M CERTAINLY HAPPY ABOUT IT. I MEAN, I'VE BEEN PUSHING FOR THAT. I MEAN, I HAD DINNER – I DON'T GO INTO WHAT WE SAY AT THE DINNERS, BUT I HAD DINNER WITH JOHN DONAHOE TWO NIGHTS AGO. AND I DON'T WANT TO TALK ABOUT WHAT HAPPENED AT THAT DINNER, BUT YOU CAN IMAGINE –

WAPNER: YOU BROUGHT IT UP, NOT ME.

ICAHN: YOU CAN IMAGINE MY FEELINGS ABOUT ANDREESSEN. YOU KNOW, IT'S SORT OF INTERESTING THAT GUYS LIKE THAT IN SILICON VALLEY HAVE THIS ATTITUDE THAT THEY CAN GET AWAY WITH THIS STUFF. LIKE MICHAEL DELL. I MEAN, NOBODY COULD COMPETE WITH HIM TO BUY THAT COMPANY. SO NOW HE BOUGHT DELCHI. THESE GUYS ARE LIKE ALCHEMISTS A COUPLE OF THEM. I LIKE A LOT OF GUYS AND I RESPECT A LOT OF GUYS IN SILICON VALLEY, BUT A LOT OF THEM, IT'S RIDICULOUS.

WAPNER: DID YOU TELL DONAHOE AT DINNER THAT YOU WANT HIM TO DO A DEAL?

ICAHN: I DON'T – I WILL TELL YOU – I DON'T WANT TO SAY WHAT I TOLD HIM, BUT I WILL SAY WHAT I THINK. AND I'M NOT GOING TO SAY WHAT I TOLD HIM. BUT I REALLY BELIEVE DONAHOE REALLY DOES BELIEVE IN ENHANCING VALUE. HE WANTS TO ENHANCE VALUE. AND FRANKLY, YOU KNOW THAT HE'S LEAVING, SO, YOU KNOW, HIS STOCK GOES UP. BUT THE REAL PROBLEM I THINK YOU HAVE IN EBAY IS THAT I WORRY ABOUT IT, BECAUSE IT'S LIKE MOTOROLA. IF WE HADN'T BEEN AT MOTOROLA, I THINK THEY WOULD HAVE GONE BANKRUPT. WE GOT THEM TO SPLIT THE COMPANY UP. WE GOT SANJAY JHA IN THERE. WE GOT IT SOLD TO GOOGLE. WE HELPED QUITE A BIT IN THAT. AND I THINK THEY WOULD ALL AGREE. I THINK EBAY – I SAID THAT IN THERE. IT'S SORT OF BINARY. THEY ARE A GREAT COMPANY. PAYPAL IS GREAT, BUT IT COULD DISAPPEAR QUICKLY IF SOMETHING ISN'T DONE QUICKLY. I'D LIKE THEM TO ENFORCE SELLING IT RIGHT NOW AS OPPOSED TO WAITING FOR THIS YEAR TO GO BY. I TALKED TO JOHN. I THINK HE REALLY MEANS VERY WELL. I THINK HE'S MADE A LOT OF ERRORS. I MEAN, KEEPING MARC ANDREESSEN IS AN ERROR. HAVING HAD THIS SORT OF A BIT OF A FIGHT WITH APPLE AND NOT BEING PART OF THAT ECOSYSTEM OF APPLE PAY IS A BIG ERROR. MAYBE IT COULD BE FIXED. THESE ARE ERRORS HE'S MADE. I'M VERY CONCERNED THAT THERE WILL BE –

WAPNER: YOU TOLD HIM AS MUCH TO HIS FACE?

ICAHN: I DON'T WANT TO SAY WHAT I TELL HIM. YOU CAN IMAGINE IT. I CAN'T SAY IT AND I'M NOT GOING TO SAY WHAT HE SAID. BUT I AM GOING TO SAY THAT YOU KNOW, I KEEP MY POWDER DRY. I NEVER EXERCISE. WE HAVE THIS CONFIDENTIALITY. BUT I NEVER EXERCISE IT. SO WE TALKED ABOUT IS WHAT HE TELLS OTHER SHAREHOLDERS. SO I DON'T KNOW COMPLETELY HIS INNER FEELINGS. BUT WHAT I WILL SAY IS I NEVER EXERCISE IT BECAUSE I WANT TO KEEP MY POWDER DRY, TO POSSIBLY HAVE A PROXY FIGHT, ALTHOUGH I HAVE MADE NO DECISION TO DO IT. I AM VERY CONCERNED – LIKE I WAS AT MOTOROLA, IT COULD BE A GREAT COMPANY. PAYPAL IS A JEWEL RIGHT NOW. BECAUSE IT REALLY CONTROLS ALL THE SMALL MERCHANTS ONLINE, AND THEY LIKE THEM AND THEY GET ALONG WITH PAYPAL, AND PAYPAL IS ALMOST NECESSARY. BUT THAT'S NOT GOING TO LAST FOREVER. NOT WITH APPLE PAY THERE. AND I'M SURE THE ANDROID IS GOING TO GET INTO IT. AND THEN DON'T KNOW WHO ELSE IS GOING TO REALLY COME IN THERE. BUT THEY SHOULD ABSOLUTELY DO WHAT MOTOROLA DID. EXPLORE. AND THAT IS WHAT WE DO AS AN ACTIVIST. THAT'S MY JOB. WE HAVE A MAJOR POSITION IN IT. I HOPE THAT WE , YOU KNOW, I HAVE MADE A GREAT DEAL OF MONEY FOR OTHER SHAREHOLDERS. AND I BELIEVE IN MAKING MONEY FOR OTHER SHAREHOLDERS. AND JUST TO DIGRESS A LITTLE –

WAPNER: ALRIGHT AND THEN WE'VE GOT TO GO.

ICAHN: OK, I KNOW. I'D LIKE TO DO A STUDY. IF YOU TAKE ANDREESSEN AND DELL AND ADD UP WHAT THEY LOST FOR SHAREHOLDERS THAT TRUSTED THEM, AGAINST WHAT I MADE FOR THEM. I MEAN, AS MUCH AS I HAVE MADE FOR SHAREHOLDERS, I THINK IT WOULD BE CLOSE IF YOU EVER DID THAT. I'M BEING A LITTLE FACETIOUS. BUT OK, I'LL LEAVE YOU WITH THAT THOUGHT.

WAPNER: UNDERSTOOD. THANKS FOR JOINING US. I APPRECIATE IT VERY MUCH. CARL ICAHN.

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