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CNBC EXCLUSIVE: CNBC TRANSCRIPT: ICAHN ENTERPRISES CHAIRMAN CARL ICAHN SPEAKS WITH CNBC’S SCOTT WAPNER TODAY

WHEN: Today, Tuesday, February 6, 2018

WHERE: CNBC's "Fast Money Halftime Report"

Following is the unofficial transcript of a CNBC EXCLUSIVE interview with Icahn Enterprises Chairman Carl Icahn and CNBC's Scott Wapner on CNBC's "Fast Money Halftime Report" (M-F 12PM-1PM) today, Tuesday, February 6th. Following is a link to full interview on CNBC.com: https://www.cnbc.com/video/2018/02/06/legendary-investor-carl-icahn-on-the-volatile-market.html?play=1.

All references must be sourced to CNBC.

SCOTT WAPNER: WELL FOR MORE ON THE SURGING VOLATILITY IN THESE MARKETS, THE BIG SELL OFF THAT WE'VE SEEN RECENTLY, LET'S BRING IN THE LEGENDARY INVESTOR, CARL ICAHN. CARL, WELCOME.

CARL ICAHN: YEAH, HOW ARE YOU DOING, SCOTT?

WAPNER: GOOD. SO, I'D LOVE TO GET YOUR THOUGHTS, FIRST CARL, ON JUST WHAT YOU THINK ABOUT WHATS HAPPENED OVER THE LAST FEW DAYS IN THE MARKETS.

ICAHN: LOOK, I THINK THAT – AND I'VE SAID IT BEFORE, YOU KNOW, I THINK I PUT IT OUT ABOUT DANGER AHEAD COUPLE OF YEARS AGO. I THINK THAT YOU HAVE WAY TOO MANY DERIVATIVES. THE MARKET IS NOT REALLY A PLACE FOR THE AVERAGE PERSON TO BE PLAYING AROUND WITH DERIVATIVES. IN '08, THE PROBLEM REALLY WAS THE CDS DERIVATIVES, THE MORTGAGE-BACKED SECURITIES, AND ASSUMING, AND I THINK THIS IS JUST THE BEGINNINGS OF A RUMBLING, AN EARTHQUAKE. I MEAN, YOU KNOW, I HAVE THIS COMPANY, IEP, I LOVE WHAT I DO, BUT WE'RE ACTIVISTS. AND IRONICALLY EVEN THOUGH I'M BEARISH AND WE HAVE A LOT OF HEDGES ON, I'M NOT THAT BEARISH. WE HAD HEDGES ON IEP IN '17, HAD THE BEST YEAR WE EVER HAD, I MEAN, BECAUSE WE DID ACTIVISM AND THERE WAS PLACE FOR THAT AND THERE WAS A PLACE FOR LONG-TERM INVESTING. SO BACK 20, 30 YEARS AGO, WHERE YOU HAD -- WHEN I WAS A YOUNG BROKER, THE GUY WHO LIVED NEXT DOOR – I LIVED IN A MIDDLE CLASS NEIGHBORHOOD, THERE WAS A KID, AS A BROKER, AND HE WOULD FOLLOW THE MARKET, HE'D READ BARRON'S. TODAY, YOU HAVE THESE TRIPLE LEVERAGED ETFs THAT ARE CRAZY. I MEAN, YOU HAVE THESE INDEX FUNDS WITH LEVERAGED ETFs AGAINST THEM WHERE I DON'T SEE ANY DIFFERENCE BETWEEN THAT AND 1929. SO EVENTUALLY – THIS IS JUST A LITTLE RUMBLING, A LITTLE FAULT LINE, AND I THINK THIS MARKET WILL BOUNCE BACK PROBABLY. I THINK, YOU KNOW EVENTUALLY, YOU GET THROUGH THIS LITTLE PANIC THING. BUT ONE DAY, THIS THING IS JUST GOING TO IMPLODE BECAUSE YOU HAVE TOO MUCH LEVERAGE WITH TOO MANY PEOPLE BUYING THESE THINGS. AND WALL STREET SELLS THEM THESE PRODUCTS. AND I'VE BEEN SAYING A LONG TIME, IT'S EXTREMELY DANGEROUS. AND YOU SEE THE VIX GOING UP TO $50 ON THE SPOT MARKET, IT'S ALMOST INSANE. SO, AND WHAT HAPPENED WITH THE VIX, YOU SAW WHAT HAPPENED WITH THE FUND WITH CREDIT SUISSE WITH THAT WHOLE FUND, THAT 2 BILLION DOLLARS, AND IT JUST COMPLETELY EVAPORATED IN ONE DAY. SO EVENTUALLY, EVENTUALLY – THIS RUMBLINGS OF THIS EARTHQUAKE, THIS FAULT LINE THING, ONE DAY, WILL HAPPEN. AND I THINK – I LOOK TO THINGS THAT ARE SIMPLISTIC AND OBVIOUS. YOU GO INTO COMPANIES, YOU'RE GOING TO SEE ANOTHER ONE IN A COUPLE OF DAYS, AND YOU DO IT. AND YOU'RE NOT ALWAYS GOING TO REWRITE –I'M NOT GOING TO ALWAYS REWRITE, BUT THAT'S WHAT I DO. AND YOU HAVE MANAGEMENTS IN THIS COUNTRY THAT ARE VERY POOR AND YOU CAN DO SOMETHING ABOUT THAT AND YOU CAN MAKE A LOT OF MONEY DOING IT. BUT WHEN YOU START USING THE MARKET AS A CASINO, THAT'S A HUGE MISTAKE. I MEAN, I'VE OWNED GAMBLING CASINOS AND THAT'S FINE. PEOPLE GO AND THEY BET AND THEY DON'T HAVE THE EDGE AND EVENTUALLY, THEY'RE GOING TO LOSE MONEY. BUT HERE, THIS CASINO IS ON STEROIDS. IT'S THE MARKET IS A CASINO ON STEROIDS. HOWEVER, I WANT TO BE CLEAR THAT I DON'T THINK THIS IS THE ONE TIME – IS THE EXPLOSIVE TIME. I THINK HERE, WE'LL GET OUT OF THIS. YOU HAVE GREAT FUNDAMENTALS IN COMPANIES TODAY. NO QUESTION. WITH THIS TAX BENEFIT. YOU DO HAVE THESE GREAT FUNDAMENTALS, SO I DON'T THINK THIS IS GOING TO BLOW UP. BUT THAT DOESN'T MEAN ANYTHING, BECAUSE I DON'T THINK ANYBODY REALLY KNOWS WITH WHETHER THIS IS GOING TO HAPPEN AND WHAT THE MARKET IS GOING TO DO.

WAPNER: BUT YOU THINK THIS IS JUST A, YOU KNOW, FOR LACK OF A BETTER DESCRIPTION, A GARDEN VARIETY CORRECTION THAT WE HAVEN'T FELT IN AN AWFULLY LONG TIME AND THAT'S WHY IT'S SO PAINFUL TO WITNESS AS IT'S UNFOLDING.

ICAHN: NO, I DON'T THINK THAT'S WHY. IN OTHER WORDS, WHEN YOU SAW IN THE LAST FEW DAYS OR WEEKS, I DON'T THINK YOU'VE SEEN THAT. I THINK IT'S VERY HARD TO GO BACK TO A TIME WHEN YOU SEE SOMETHING LIKE A VIX GO TO 50, WHEN YOU SEE A MARKET EVEN TODAY BOUNCING AROUND. I THINK THIS IS A, A FAULT LINE. YOU KNOW BEFORE THE EARTHQUAKE, YOU GET THE RUMBLINGS AND THEN MAYBE YOU DON'T HAVE AN EARTHQUAKE FOR TWENTY YEARS, OR TEN YEARS, OR FIVE YEARS. SO YOU DON'T HAVE THAT EARTHQUAKE, BUT THESE ARE THE RUMBLINGS. THESE, THIS IS A MANIFESTATION OF WHAT IS REALLY WRONG WITH WHAT'S GOING ON AND THAT'S WHAT I YOU KNOW, IT'S SORT OF, I WOULD SAY THAT NOBODY COULD PICK WHEN OR HOW, BUT IT'S SIMPLISTIC. YOU SHOULD NOT HAVE, YOU GOT $27 TRILLION IN A MARKETPLACE, AND YOU SHOULDN'T BE ABLE TO BE BUYING DOUBLE OR TRIPLE LEVERAGED ETFs ON THIS TYPE OF A MARKET.

WAPNER: BUT YOU'VE BEEN, CARL, I MEAN, A CHAMPION OF LESS AND LOWER REGULATION. ARE YOU SUGGESTING THAT THINGS LIKE THESE, IF THEY'RE GOING TO BE AROUND, NEED TO BE MORE REGULATED? SHOULD THE SEC MORE REGULATE THESE THINGS?

ICAHN: SCOTT – SCOTT, I THINK IF I COULD CORRECT YOU, THAT I HAVE BEEN A CHAMPION OF DEREGULATION IN INDUSTRIAL COMPANIES. I THINK THAT'S INSANE AND YOU STOP PRODUCTIVITY WITH CRAZY REGULATION, BUT I'VE NEVER BEEN A CHAMPION OF NOT REGULATING WALL STREET OR BANKS TO SOME EXTENT. YOU NEED REGULATION ON THIS. THIS STUFF, I'VE BEEN A CHAMPION SAYING – AND WHEN YOU SAY A CHAMPION, I DON'T GET THAT INVOLVED, BUT YOU SHOULD NOT, YOU SHOULD NOT HAVE THE ABILITY TO DO THESE – ACTUALLY, IRONICALLY, BLACKSTONE, WHO DOES HAVE THE INDEX, HAVE BEEN SAYING THERE SHOULD BE REGULATION – BLACKROCK – BLACKROCK.

WAPNER: BLACKROCK – RIGHT, YES, IN FACT, THEY DID. IN FACT, THEY DID. THEY CAME OUT TODAY, THEY SAID MORE REGULATION IS NEEDED OF THOSE INVERSE PRODUCTS.

ICAHN: OH RIGHT YOU REMEMBER – YES, I WAS ARGUING WITH LARRY FINK, ON YOUR PROGRAM IN FACT, ABOUT THE FACT THAT THE ETFs AND ALL, AND I STILL ARGUE THAT THE ETF FUNDS ARE TOO BIG, BUT INTERESTINGLY, HE AND I ARE ON THE SAME SIDE OF SAYING THAT THERE SHOULD BE REGULATION ON SOME OF THE CRAZY LEVERAGED PRODUCTS THAT YOU HAVE. AND IT'S NO DIFFERENT THAN 29 WHEN YOU COULD BUY A 90 OR 80% MARGIN. BUT I THINK IT'S THERE'S A DEEPER PROBLEM WHICH PROBABLY LARRY FIGURED I WOULD DISAGREE WITH, WHICH IS THAT I THINK THE PROBLEM IS THAT YOU HAVE TOO MUCH MONEY FLOWING INTO THE INDEX FUNDS WHERE IS THAT MONEY DOESN'T REALLY KNOW WHAT THEY OWN AND EVENTUALLY, THERE WILL BE A TIME WHEN THAT EARTHQUAKE WILL HIT THAT TYPE OF A MARKET. BUT I'M NOT SAYING THAT'S HAPPENING THIS TIME. I DON'T EVEN THINK IT IS. I MEAN IF YOU – MY OPINION BUT I DON'T KNOW HOW MUCH IT'S WORTH ON THE NEAR TERM. I DON'T THINK—

WAPNER: LET ME GIVE YOU, I MEAN, YOU'RE SPEAKING OF YOUR OPINION. YOU WERE ON WITH ME IN NOVEMBER OF 2017. YOU SAID THAT THE MARKET HAD REACHED A QUOTE, EUPHORIC STATE, THAT IT HAD RUN AWAY AND THAT THERE MIGHT BE A BIG CORRECTION. THE DOW WENT UP 9.5%, CARL, AFTER YOU TOLD ME THAT. IS THAT WHAT THIS IS ABOUT? THE MARKET JUST GOT WAY AHEAD OF ITSELF, THE FUNDAMENTALS WERE GOOD, BUT THEY WEREN'T ENOUGH TO JUSTIFY AN INCREDIBLE GAIN TO START THIS YEAR?

ICAHN: YEAH, YOU KNOW, IT JUST PROVES WHAT I'VE BEEN SAYING – I SAID THE MARKETS GOING TO CORRECT IN NOVEMBER. BUT I AM SAYING TO YOU AND ITS ORT OF PROVES IT, NOBODY INCLUDING MYSELF HAVE ANY IDEA ON THE NEAR TERM WHAT THE MARKETS GOING TO DO. IT'S JUST, IT'S ALMOST IMPOSSIBLE TO GO IN AND TELL YOU WHAT THE MARKET IS GOING TO DO. IT'S LIKE GOING TO VEGAS, TELLING YOU THE FATHER'S WIFE IS GOING TO SHOOT ANOTHER SEVEN. SO THIS BUSINESS OF SAYING WHAT IT'S GOING TO DO NEXT MONTH, BUT I DID SAY THERE'S GOING TO BE A MAJOR CORRECTION AND I STILL SAY THAT. MAJOR, MAJOR, MAJOR CORRECTION. AND I'VE BEEN SAYING THAT FOR A FEW YEARS. BEING THAT SAID, HEY, I COULD HAVE SAID, WE'RE, YOU KNOW, I STILL DO WHAT I DO AT IEP AND I HAD THE BEST YEAR I'D HAD. BUT, BUT I WANT TO BE VERY CLEAR. I DON'T STAY THE MARKET IS GOING TO NOW GO DOWN BECAUSE OF WHAT'S HAPPENING HERE. I THINK THIS THING WILL PROBABLY BOUNCE BACK. HOWEVER, I'M SAYING THIS IS A MANIFESTATION OF A REAL DEEP PROBLEM THAT WE HAVE IN OUR MARKETS WITH A 27 TRILLION, THE INDEX FUNDS, BUT I DO AGREE WITH BLACKROCK. THERE SHOULD BE REGULATION, AS MUCH YOU CAN HAVE, ON THESE TRIPLE ETFs.

WAPNER: PEOPLE, CARL, HAVE BEEN TALKING ABOUT A PASSIVE INVESTING BUBBLE, AND I THINK THAT SOUNDS TO ME LIKE KIND OF WHAT YOU'RE TALKING ABOUT. JOE TERRANOVA ON MY SHOW TO MY LEFT HERE HAD MENTIONED THAT, THAT SO MUCH MONEY, I GUESS TO YOUR POINT, WAS FLOWING INTO THESE ETFs.

ICAHN: EXACTLY. I AGREE COMPLETELY WHAT JOE IS SAYING WHAT YOU JUST SAID. THERE IS A HUGE BUBBLE OF THIS MONEY FLOWING IN. I MEAN, IF YOU LOOK, THE REASON FOR IT IS REALLY HARD TO FIND. MAYBE LOW INTEREST RATES OF COURSE AND YOU HAVE THIS SORT OF EUPHORIA AND EVENTUALLY, YOURE GOING TO PAY A MAJOR PRICE IN THE MARKETS FOR THAT AND A LOT OF PEOPLE ARE GOING TO BE BADLY HURT. JUST LIKE IN 29. BUT AGAIN, TO MAKE IT CLEAR, WHAT IM SAYING, IM SAYING THIS IS A LITTLE MANIFESTATION. A LITTLE BIT OF THE RUMBLING OF THE EARTHQUAKE, BUT WHAT YOU SEE HERE, A LITTLE BIT OF THE RUMBLING, AND I DON'T REMEMBER SEEING A MARKET WITH THIS KIND OF VOLATILITY IN TWO WEEKS AND I LOOK BACK, IVE BEEN AROUND A LONG TIME MAYBE THERE HAS BEEN AND I JUST FORGOT ABOUT IT. BUT WHAT YOU'RE SEEING HERE, I HAVE NEVER SEEN THAT I CAN REMEMBER. SO I DO THINK THAT THIS IS JUST TELLING YOU SOMETHING. IT'S A WARNING.

WAPNER: HAVE YOU BEEN A BUYER AT ALL? I MEAN LOOK YOU'RE FAMOUSLY GOING HOME FROM ELECTION NIGHT WHEN THE MARKET WAS DOWN ON THE PROSPECTS DONALD TRUMP WAS GOING TO BE ELECTED PRESIDENT AND BUYING THE MARKET THEN HAVE YOU BEEN DOING THE SAME THING NOW.

ICAHN: NO, I'M NOT DOING THAT NOW. BUT WHAT I DID THEN TO ME WAS SORT OF OBVIOUS THAT HE WAS GOING TO DEREGULATE AND IF YOURE GOING TO DEREGULATE, THAT'S A MAJOR POSITIVE FOR THE MARKET ITS SIMPLE. RIGHT NOW, I WILL TELL YOU, I DO THINK ITS GOING TO BOUNCE BACK BUT EVEN IN 17, WE WERE HEDGED, BUT WE STILL DID REALLY WELL BECAUSE THE STOCK THAT WE BOUGHT FIT INTO OUR MODEL WHICH IS ACTIVISM AND VERY FEW PEOPLE REALLY DO THE ACTIVISM CORRECTLY WHERE YOU HAVE TO REALLY GO IN AND FIGHT THE COMPANY AND BE WILLING TO WAIT FOUR OR FIVE YEARS. SO THAT'S WHAT WE DO BUT I AM USUALLY HEDGED. BUT I WILL TELL YOU TODAY THOUGH, THE MARKET, THIS IS A PRECURSOR OF THINGS TO COME. I DONT KNOW WHEN IT'S GOING TO COME A YEAR, TWO YEARS, FIVE YEARS OR IT COULD BE SHORTER. I THINK THE MARKET HAS BECOME A MUCH MORE DANGEROUS PLACE. THIS IS A, THIS IS A MANIFESTATION OF WHAT COULD HAPPEN. SO I REALLY THINK IF YOU ASK ME WHAT I'M DOING, I'M SAYING YOU KNOW, WE HAVE THESE HUGE POSITIONS BOTH SIDES OF THE MARKET I'M JUST TRYING TO DIMINISH THOSE POSITIONS. YOU KNOW, BUT STILL, BE IN THE COMPANIES WHERE IM DOING THE ACTIVISM AND THAT'S WHAT I ENJOY DOING. BUT I THINK THE MARKET IS TELLING YOU SOMETHING. IT IS TELLING YOU IT IS VERY DANGEROUS.

WAPNER: I'VE GOT KEVIN O'LEARY AND THE GANG HERE WITH ME. KEVIN HAS A QUESTION FOR YOU

KEVIN O'LEARY: CARL, IF YOU;RE NOT LOVING THE MARKET ANYMORE I GUESS BECAUSE IT'S BEEN A GOOD PLACE TO BE OVER THE LAST 40 YEARS, WHAT'S YOUR TAKE ON A NEW MARKET THAT'S EMERGING CRYPTO CURRENCIES, MAYBE SPECIFICALLY THE BITCOIN?

ICAHN: YOU KNOW, I THINK, I PERSONALLY DON'T – I DO UNDERSTAND IT SLIGHTLY I THINK IT'S RIDICULOUS. AND I DON'T SAY I DON'T LIKE THE MARKET I THINK THERE ARE STOCKS THAT ARE CHEAP AND YOU CAN BUY THEM. THEYRE BARELY MANAGED OR HAVE SOME OTHER HIDDEN JEWEL. YOU LOOK FOR COMPANIES WITH A CERTAIN HIDDEN JEWEL A CERTAIN WAY YOU CAN BURNISH THAT JEWEL. AND I LIKE DOING THAT AND I THINK THEY'RE GOOD, GREAT VALUES AROUND IN THE MARKET TODAY BUT I THINK THAT THE MARKET ITSELF IS WAY OVERLEVERAGED. IT'S HARD TO EXPLAIN WHAT I'M SAYING THE MARKET ITSELF IS WAY OVERLEVERAGED AND YOU GOT JUST TOO MUCH MONEY FLOWING INTO IT IN THESE INDEX FUNDS TO BEGIN WITH AND MUCH WORSE THAN THAT, THESE ETFs BASICALLY, ITS A LITTLE BIT LIKE 08 WHEN EVERYBODY WAS BUYING MORTGAGE-BACKED SECURITIES WHICH WERE CRAZY BUT I DONT LIKE CRYPTO CURRENCIES ONLY BECAUSE MAYBE I DONT UNDERSTAND THEM YOU TALK ABOUT THE BLOCK CHAIN AND THEM, BUT I DONT UNDERSTAND HOW YOU GET, AND I TALK TO REGULATION AGAIN. HOW DO YOU REGULATE THEM? YOU'VE GOT TO BLOCK CHAIN AND THAT'S BEEN REGULATED, BUT HOW MANY TIMES HAVE YOU SEEN SCANDALS WITH THESE THINGS WERE DONE SO MAYBE I'M JUST TOO OLD FOR IT. BUT I SURE WOULDNT TOUCH THAT STUFF IF YOU LIKE THAT, YOU KNOW, MAYBE YOU UNDERSTAND IT MUCH BETTER THAN I DO.

WAPNER: JOE HAS A QUESTION FOR YOU, CARL.

JOE TERRANOVA: HI, CARL, GOOD AFTERNOON. WE HAD HOWARD MARKS ON LAST WEEK AND HE SAID CLEARLY, INVESTORS ARE ENTERING A NEW ENVIRONMENT WHERE YOURE EXPECTING LOWER RETURNS. CARL, DO YOU SEE WHATS GOING ON RIGHT NOW WITH RATES AND MASSIVE LIQUIDITY THAT'S GOING ON IN THE MARKETS OVER THE LAST COUPLE OF YEARS AND DO YOU SEE THIS AS REALLY A PARADIGM MONUMENTAL SHIFT IN RATES WHERE INVESTORS NOW HAVE TO INCORPORATE HIGHER INFLATION AND MUCH HIGHER PRIVATE SECTOR BORROWING COSTS?

ICAHN: YEAH, WELL WHAT YOU SAY THE RATES HAVE BEEN VERY LOW FORCING THE INVESTOR TO GO INTO THESE LEVERAGED PRODUCTS OR GOING INTO IT THE VERY LEAST THE INDEX FUNDS, RIGHT, BECAUSE THE RATES HAVE BEEN SO LO. I'M NOT SAYING – I'M NOT SAYING THE FED IS THE VILLAIN, BECAUSE I THINK YOU HAVE TO BRING THOSE RATES DOWN, YOU KNOW, TO STIMULATE THE ECONOMY, BUT I THINK THAT IS PART OF THE REASON THAT YOU HAVE THIS BUBBLE THIS PASSIVE INVESTING YOU TALKED ABOUT BEFORE. I AGREE, THAT PASSIVE INVESTING IS THE BUBBLE RIGHT NOW. IT'S -- THAT'S A GREAT DANGER. AGAIN, IT USED TO BE PEOPLE WOULD BUY THINGS, PUT THEM UNDER -- PUT THEM UNDER THE MATTRESS, SO TO SPEAK, KEEP THEM AND WAIT AND WAIT. I HAD UNCLES THAT DID THAT I GO BACK INTO THE 60s WHEN MY UNCLE WOULD BUY STOCKS AND PUT THEM UNDER THE MATTRESS LITERALLY NOW YOU DON'T HAVE THAT THEY UNDERSTAND A LITTLE BIT THAT I HAVE TO WAIT -- TO DO IT NOW YOU HAVE THIS SORT OF I GUESS ITS A NEED TO HAVE INCOME. MAYBE THAT'S IT. SO THEY'RE RUNNING TO THESE INDEX FUNDS, THINKING, OH, WELL, I'M GOING TO BUY THE INDEX, THAT WILL GIVE ME 7%, 8% 9% BECAUSE THE MARKET ALWAYS GOES UP 9, 10%, THEY DON'T REALIZE HOW DANGEROUS THEY CAN BE.

WAPNER: HEY CARL, YOU MENTIONED CALLING THIS A RUMBLING, NOT THE BIG ONE. DOES IT FEEL TO YOU AS THAT WE'RE CLOSE TO FIGURING OUT A BOTTOM FOR STOCKS AT THIS POINT GIVEN THE NATURE OF THE –

ICAHN: YOU MEAN THIS LAST WEEK? THE BOTTOM? THE MARKET—

WAPNER: YEAH, THIS CORRECTION THAT WE'VE BEEN IN IN THE MIDST OF.

ICAHN: YEAH, BUT LET ME PREFACE THAT, SCOTT, BY SAYING NOBODY KNOWS I DON'T THINK ANYBODY KNOWS IF YOU GOT A BOTTOM OR YOU DON'T. I DON'T THINK ANYBODY CAN PREDICT THE MARKET FOR A MONTH, OR EVEN SIX MONTHS, OR MAYBE EVEN A YEAR. I REALLY THINK THAT'S JUST WASTED ACTIVITY. BUT IF YOU ASK ME WHAT I THINK, BECAUSE EVERYTHING DOES IT, YOU KNOW, LOOK, I READ ALL THE PAPERS AND I STUDY IT A LOT – YEAH, I WOULD TELL YOU WHAT I THINK, BUT YOU KNOW, WHEN I TALK ABOUT LONG-TERM PROBLEMS, I THINK THAT'S TO ME OBVIOUS AND IT;S GOING TO HAPPEN, AND I WOULD STICK MY NICK OUT AND SAY IT – THERE'S GOING TO BE A REAL PROBLEM, AND MAYBE WORSE THAN YOU'VE SEEN SINCE 2009, EVENTUALLY. EVENTUALLY. AND I WANT TO UNDERLINE IT BECAUSE I DON'T WANT A HEADLINE COMING OUT "ICAHN THINKS YOU GOT ANOTHER 29" – I DON'T SAY THAT. I THINK EVENTUALLY THERE'S A MAJOR PROBLEM COMING, A MAJOR STORM, A MAJOR EARTHQUAKE COMING. BUT IT COULD BE FIVE YEARS, IT COULD BE FIVE MONTHS, I DON'T KNOW. IF YOU SAY IS THIS IT RIGHT NOW? I WOULD SAY I DON'T BELIEVE THIS IS IT. I THINK THIS IS GONNA, YOU KNOW, HIT A BOTTOM, LIKE YOU JUST SAID, AND YOU KNOW THIS CRAZINESS WILL SUBSIDE, JUST LIKE THE RUMBLINGS OF AN EARTHQUAKE. YOU GET A LITTLE EARTHQUAKE BEFORE IT REALLY HITS THE CITY OR THE AREA, YOU KNOW, YOU GET LITTLE RUMBLINGS, AND I THINK THIS IS SORT OF IT. IT'S GOING TO TURN AND GO BACK UP, BUT WHERE I'M REALLY – WHAT I'M REALLY SAYING IS IF I BUY A STOCK AND I THINK THERE'S SOMETHING WITH MANAGEMENT AND THE ACTIVISM, I THINK I'VE GOT THE ODDS IN MY FAVOR. I'M TELLING WHEN I'M TALKING THE LONG-TERM, THE ODDS ARE -- IF I REALLY BELIEVE THE ODDS ARE IN MY FAVOR, I'M STICKING MY NECK OUT, BUT HERE, I'M TELLING YOU WHAT I THINK, JUST MAYBE INSTINCTIVELY, THIS IS GONNA BOUNCE BACK, BUT I AM NOT TELLING YOU TO GO IN AND PUT ALL YOUR MONEY IN THE MARKET BECAUSE –

WAPNER: I UNDERSTAND. BUT YOU THINK THE FUNDAMENTALS THAT HAVE GOTTEN US HERE IN THE FIRST PLACE ARE INTACT?

ICAHN: YEAH, I THINK, LOOK, I THINK WITH THIS TAX BREAK AND THESE REGULATIONS GOING ON, GETTING RID OF REGULATIONS, IT CERTAINLY HELPS THE INCOME OF GOOD COMPANIES, COMPANIES THAT ARE WELL RUN, BUT YOU HAVE TO BE CAREFUL EVEN THERE. BECAUSE THERE ARE A LOT OF COMPANY THAT IS OVERSTATE THEIR EARNINGS, A LOT OF COMPANIES THAT DON'T DEPRECIATE PROPERLY, SO YOU'VE GOT TO REALLY, IT'S NOT FOR THE FAINT OF HEART EVEN THERE, AND THE MARKET HAS GONE UP SO DAMN MUCH THAT THERE ARE A LOT OF COMPANIES THAT ARE RISKY EVEN AT BEST. BUT BEING THAT SAID, I THINK THAT THE BASIC FUNDAMENTALS OF COMPANIES ARE REALLY GOOD. THEY'RE GONNA BE GOOD EARNINGS, SO I THINK THAT THAT YOU'RE RIGHT THERE ABOUT FUNDAMENTALS, BUT I WOULDN'T PUT YOUR LAST DOLLAR ON IT. IN OTHER WORDS, I WOULDN'T TELL YOU, WELL, BECAUSE I'M SAYING THAT, THIS IS A GREAT BUYING OPPORTUNITY, BUT I DON'T THINK THIS IS THE BEGINNING OF THE END, YOU KNOW WHAT I'M SAYING?

WAPNER: UNDERSTOOD. I DO.

ICAHN: YEAH, OKAY, SO THAT'S A LITTLE BIT OF WHAT I'M SAYING.

WAPNER: CARL, I CAN'T THANK YOU ENOUGH FOR JOINING US.

ICAHN: OKAY. GOOD TALKING TO YOU AGAIN, GOOD TALKING TO EVERYBODY. AND GOOD LUCK – AND GOOD LUCK, BECAUSE YOU MAY NEED IT.

WAPNER: THANKS FOR THE HEADS-UP THAT YOU'VE GOT SOMETHING COMING IN A FEW DAYS. I'LL CHECK BACK WITH YOU, WE'LL SEE WHAT THAT IS.

ICAHN: YEAH, JUST TO KEEP YOU ACTIVE.

WAPNER: IT WORKED. THE TEASE WORKED. I'LL TALK TO YOU SOON. CARL ICAHN.

For more information contact:

Jennifer Dauble
CNBC
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e: jennifer.dauble@nbcuni.com

Emma Martin
CNBC
t: 201.735.4713
e: emma.martin@nbcuni.com

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