SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
SHAFRAN JOAN K

(Last) (First) (Middle)
122 SOUTH STREET

(Street)
BOSTON MA 02111

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
FOREST CITY ENTERPRISES INC [ FCEA/FCEB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2007
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common 354 I See footnote(1)
Class A Common 11,928 I See footnote(2)
Class A Common 13,380 I See footnote(3)
Class A Common Stock 145,773 D(4)
Class A Common Stock 06/01/2007 S(12) 900 D $69.48 27,050 I See footnote(5)
Class A Common 04/05/2007 G V 3,980 D $0 211,220 I See footnote(6)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common - Convertible $0(10) 08/08/1988(11) 08/08/1988(11) Common Stock 900 900 I See footnote(7)
Class B Common - Convertible $0(10) 08/08/1988(11) 08/08/1988(11) Common Stock 2,579,008 2,579,008 I See footnote(8)
Class B Common - Convertible $0(10) 08/08/1988(11) 08/08/1988(11) Common Stock 13,500 13,500 I See foot note(9)
Explanation of Responses:
1. Held Indirect - by Powell Partners, of which Ms. Shafran is a general partner
2. Faynne Shafran GST Trust - Joan Shafran and Joseph Shafran are Trustees, they have no beneficial interest.
3. Nathan Shafran GST Trust - Joan Shafran and Joseph Shafran are Trustees, they have no beneficial interest.
4. Held by directly by Joan Shafran in a street account with Wachovia.
5. Joan Shafran, Trustee - held in street account with Raymond James.
6. Held Indirect by The Berimore Company. 158,500 shares were distributed and transferred to a general partner, no money was tendered and Joan Shafran received no beneficial interest.
7. Held Indirect - General Partner of RMS, Ltd.
8. Held Indirect - Held by The Berimore Company as a limited partner of RMS, Ltd.
9. Held Indirect - Powell Partners.
10. Stocks are convertible from Class B Common to Class A Common on a 1-for-1 basis.
11. Immediate - stocks are convertible at any time, there is no fixed exercisable date or expiration date.
12. Sales in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 12, 2006.
Remarks:
/s/ Geralyn M. Presti, Attorney-In-Fact for Joan K. Shafran 06/01/2007
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.