SCHEDULE 14A
                    Proxy Statement Pursuant to Section 14(a)
            of the Securities Exchange Act of 1934 (Amendment No. __)


Filed by the Registrant    [  ]

Filed by a Party other than the Registrant    [x]

Check the appropriate box:

[  ]     Preliminary Proxy Statement
[  ]     Confidential, for Use of the Commission Only (as permitted by Rule
         14a-6(e)(2))
[  ]     Definitive Proxy Statement
[  ]     Definitive Additional Materials
[X ]     Soliciting Material Pursuant to Section 240.14a-12

                         HALLWOOD REALTY PARTNERS, L.P.

                (Name of Registrant as Specified In Its Charter)

        High River Limited Partnership, Barberry Corp. and Carl C. Icahn


    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (check the appropriate box):

[X]      No fee required.

[ ]      Fee computed on table below per Exchange Act Rule 14a-6(i)(4) and 0-11.

         1)      Title of each class of securities to which transaction applies:



         2)      Aggregate number of securities to which transaction applies:



         3)      Per unit price or other  underlying value of transaction
computed  pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):



         4)      Proposed maximum aggregate value of transaction:



         5)      Total fee paid:



[  ]     Fee paid previously with preliminary materials.

[  ]     Check box if any part of the fee is offset as provided by Exchange
Act Rule  0-11(a)(2)  and identify the filing for which the offsetting fee was
paid  previously.  Identify the previous filing by  registration  statement
number, or the Form or Schedule and the date of its filing.

         1)       Amount Previously Paid:



         2)       Form, Schedule or Registration Statement No.:



         3)       Filing Party:



         4)       Date Filed:



     On May 15,  2003,  High  River  Limited  Partnership,  a  Delaware  limited
partnership,  filed a Supplement  to Offer to Purchase that refers to a possible
proxy or consent solicitation by High River Limited Partnership,  Barberry Corp.
and Carl C. Icahn.

     The  Supplement  to  Offer  to  Purchase  is  filed  as  Exhibit  1 and  is
incorporated by reference.