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Filing Details

Accession Number:: 0001217462-13-000001
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-01-28 18:20:09
Reporting Period:: 2013-01-24

Filing Date:: 2013-01-28
Accepted Time:: 2013-01-28 18:20:09
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
38067	Forest City Enterprises Inc	FCEA/FCEB	Operators Of Nonresidential Buildings (6512)	340863886

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1217462	J Brian Ratner	50 Public Square, Suite 1100 Cleveland OH 44113	Executive Vice President	Yes	Yes	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2013-01-24	16,200	$15.50	912,139	No	4	M	Indirect	See footnote
Class A Common Stock	Disposition	2013-01-24	15,100	$17.15	897,039	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2013-01-24	200	$17.23	896,839	No	4	S	Indirect	See footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	M	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common	2003 Stock Option Grant (right to buy)	Disposition	2013-01-24	16,200	$0.00	16,200	$15.50

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	2005-03-17	2013-03-17	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	3,192	Indirect	See foot note
Class A Common Stock	5,095	Direct
Class A Common Stock	3,732	Direct
Class A Common Stock	5,715	Direct
Class A Common Stock	9,905	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Class B Common - Convertible	$0.00	1988-08-08	1988-08-08	900	900	Direct
Common Stock	Class B Common - Convertible	$0.00	1988-08-08	1988-08-08	320,618	320,618	Indirect
Common Stock	Class B Common - Convertible	$0.00	1988-08-08	1988-08-08	344,736	344,736	Indirect
Common Stock	Class B Common - Convertible	$0.00	1988-08-08	1988-08-08	182,090	182,090	Indirect
Common Stock	Class B Common - Convertible	$0.00	1988-08-08	1988-08-08	86,396	86,396	Indirect
Common Stock	Class B Common - Convertible	$0.00	1988-08-08	1988-08-08	225,547	225,547	Indirect
Class A Common	2005 Stock Option Grant (right to buy)	$31.75	2007-04-06	2015-04-06	15,000	15,000	Direct
Class A Common	2006 Stock Option Grant (right to buy)	$46.37	2008-04-04	2016-04-04	15,000	15,000	Direct
Class A Common	2007 Stock Option Grant (right to buy)	$65.35	2009-03-29	2017-03-29	15,000	15,000	Direct
Class A Common	2008 Stock Option Grant (right to buy)	$36.38	2010-06-18	2018-06-18	9,492	9,492	Direct
Class A Common	2009 Stock Option Grant (right to buy)	$7.80	2011-04-21	2019-04-21	4,746	4,746	Direct
Class A Common	2010 Stock Option Grant (right to buy)	$15.89	2012-04-14	2020-04-14	7,913	7,913	Direct
Class A Common	2011 Stock Option Grant (right to buy)	$17.72	2013-04-13	2021-04-13	9,041	9,041	Direct
Class A Common	2012 Performance Shares	$0.00	2015-12-31	1988-08-08	9,905	9,905	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
1988-08-08	900	900	Direct
1988-08-08	320,618	320,618	Indirect
1988-08-08	344,736	344,736	Indirect
1988-08-08	182,090	182,090	Indirect
1988-08-08	86,396	86,396	Indirect
1988-08-08	225,547	225,547	Indirect
2015-04-06	15,000	15,000	Direct
2016-04-04	15,000	15,000	Direct
2017-03-29	15,000	15,000	Direct
2018-06-18	9,492	9,492	Direct
2019-04-21	4,746	4,746	Direct
2020-04-14	7,913	7,913	Direct
2021-04-13	9,041	9,041	Direct
1988-08-08	9,905	9,905	Direct

Footnotes

Brian Ratner Revocable Trust dated 8/18/1986. The price $17.15 represents a weighed average of sales prices ranging from $17.10 per share to $17.17 per share. Full information regarding the number of shares sold at each separate price will be provided to the SEC, the issuer or a security holder of the issuer upon request.
Albert B. Ratner 1989 Grand Childrens Trust - 1,596 shares for the benefit of David (son), and 1,596 shares for the benefit of Emily (daughter). Brian Ratner serves as trustee for the trust.
2008 Restricted Stock Grant - 25% vest on 6/18/2010; 25% vest on 6/18/2011; and 50% vest on 6/18/2012. 1,325 shares vested 6/18/2012 and were moved to Brian Ratner Tust, see footnote #1.
2009 Restricted Stock Grant - 25% vest on 4/21/2011; 25% vest on 4/21/2012; and 50% vest on 4/21/2013. 2,547 shares vested 4/21/2012 and were moved to Brian Ratner Tust, see footnote #1.
2010 Restricted Stock Grant - 25% vest on 4/14/2012; 25% vest on 4/14/2013; and 50% vest on 4/14/2014. 1,243 shares vested 4/14/2012 and were moved to Brian Ratner Tust, see footnote #1.
2011 Restricted Stock Grant - 25% vest on 4/13/2013; 25% vest on 4/13/2014; and 50% vest on 4/13/2015.
2012 Restricted Stock Grant - 25% vest on 4/11/2014; 25% vest on 4/11/2015; and 50% vest on 4/11/2016.
General Partnership interest in RMS, Ltd. partnership a 10% sharelholder.
Brian Ratner Trust dated 1/15/1958 - limited partnership interest in FCE Management, L.P. a limited partner of RMS, Ltd.
Albert Ratner 1989 Grandchildren Trust - 172,547 shares for the benefit of David (son), and 172,189 shares for the benefit of Emily (daughter) as a limited partner of FCE Managment, L.P., a limited partner of RMS, Ltd. Brian Ratner serves as trustee for the trust.
Albert B. Ratner 1989 Grand Childrens Trust - a limited partnership interest in RMS, Ltd., for the benefit of David (son). Brian Ratner disclaims any beneficial interest. Brian Ratner serves as trustee for the trust.
Albert B. Ratner 1989 Grand Childrens Trust - a limited partnership interest in RMS, Ltd., for the benefit of Emily (daughter). Brian Ratner disclaims any beneficial interest. Brian Ratner serves as trustee for the trust.
Albert B. Ratner 1999 Revocable Trust - limited partnership interest in FCE Management, L.P., a limited partner of RMS, Ltd., 107,771 shares for the benefit of David (son), and 117,776 shares for the benefit of Emily (daughter). Brian Ratner disclaims any benefical interest. Brian Ratner serves as an advisor to the trust.
2003 Stock Option Grant - 25% exercisable 3/17/2005; 25% exercisable 3/17/2006; and 50% exercisable 3/17/2007.
2005 Stock Option Grant - 25% exercisable 4/06/2007; 25% exercisable 4/06/2008; and 50% exersicable 4/06/2009.
2006 Stock Option Grant - 25% exercisable on 4/04/2008; 25% exercisable on 4/04/2009; and 50% exersicable on 4/04/2010.
2007 Stock Option Grant - 25% exercisable 3/29/2009; 25% exercisable 3/29/2010; and 50% exercisable 3/29/2011.
2008 Stock Option Grant - 25% exercisable 6/18/2010; 25% exercisable 6/18/2011; and 50% exercisable 6/18/2012.
2009 Stock Option Grant - 25% exercisable 4/21/2011; 25% exercisable 4/21/2012; and 50% exercisable 4/21/2013.
2010 Stock Option Grant - 25% exercisable 4/14/2012; 25% exercisable 4/14/2013; and 50% exercisable 4/14/2014.
2011 Stock Option Grant - 25% exercisable 4/13/2013; 25% exercisable 4/13/2014; and 50% exercisable 4/13/2015.
Performance Shares Award - granted 4/11/2012 - performance period is from February 1, 2012 to December 31, 2015. Awards will be available to the grantee at the end of the performance period provided that certain performance criteria are met. The actual number of shares earned could range from 0 to 200% of the number of Performance Shares granted. Fair market value on date of grant is $14.74 per share. There is no fixed expiration date.
Class B Common Stock is convertible to Class A Common Stock on a share -for -share basis; stock is convertible at any time - there is no fixed exercise date or expiration date.