SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

LARUE DAVID J

(Last)

(First)

(Middle)

50 PUBLIC SQUARE, SUITE 1100

(Street)

CLEVELAND

44113

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/25/2010

3. Issuer Name and Ticker or Trading Symbol
FOREST CITY ENTERPRISES INC [ FCEA/FCEB ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Exec. V.P. & COO

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	46,316	I	See footnote⁽¹⁾
Class A Common Stock	12,500	D⁽²⁾
Class A Common Stock	15,000	D⁽³⁾
Class A Common Stock	20,478	D⁽⁴⁾
Class A Common Stock	45,671	D⁽⁵⁾
Class A Common Stock	2,300	I	See footnote⁽⁶⁾
Class A Common Stock	2,300	I	See footnote⁽⁷⁾
Class A Common Stock	2,300	I	See footnote⁽⁸⁾
Class A Common Stock	2,300	I	See footnote⁽⁹⁾
Class A Common Stock	2,410	D⁽¹⁰⁾
Class A Common Stock	3,054.223	I	401k account⁽¹¹⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B Common - Convertible⁽²⁰⁾	08/08/1988⁽²⁰⁾	08/08/1988⁽²⁰⁾	Common Stock	1,435.472	$0	I	401k Plan⁽¹¹⁾
2001 Stock Option Grant (right to buy)	03/08/2003⁽¹²⁾	03/08/2011	Class A Common	29,184	$14.267	D⁽¹²⁾
2003 Stock Option Grant (right to buy)	03/17/2005⁽¹³⁾	03/17/2013	Class A Common	31,900	$15.5	D⁽¹³⁾
2005 Stock Option Grant (right to buy)	04/06/2007⁽¹⁴⁾	04/06/2015	Class A Common	25,200	$31.75	D⁽¹⁴⁾
2006 Stock Option Grant (right to buy)	04/04/2008⁽¹⁵⁾	04/04/2016	Class A Common	25,200	$46.37	D⁽¹⁵⁾
2007 Stock Option Grant (right to buy)	03/29/2009⁽¹⁶⁾	03/29/2017	Class A Common	25,200	$65.35	D⁽¹⁶⁾
2008 Stock Option Grant (right to buy)	06/18/2010⁽¹⁷⁾	06/18/2018	Class A Common	28,059	$36.38	D⁽¹⁷⁾
2009 Stock Option Grant (right to buy)	04/21/2011⁽¹⁸⁾	04/21/2019	Class A Common	14,030	$7.8	D⁽¹⁸⁾
2008 Performance Shares	01/31/2012⁽¹⁹⁾	08/08/1988⁽¹⁹⁾	Class A Common	31,335	$0	D⁽¹⁹⁾

Explanation of Responses:

1. GRAT for David J. LaRue.

2. 2006 Restricted Stock Grant - 25% vest on 4/04/2008; 25% vest on 4/04/2009; and 50% vest on 4/04/2010.

3. 2007 Restricted Stock Grant - 25% vest on 3/29/2009; 25% vest on 3/29/2010; and 50% vest on 3/29/2011.

4. 2008 Restricted Stock Grant - 25% vest on 6/18/2010; 25% vest on 6/18/2011; and 50% vest on 6/18/2012.

5. 2009 Restricted Stock Grant - 25% vest on 4/21/2011; 25% vest on 4/21/2012; and 50% vest on 4/21/2013.

6. Shares held by Andre LaRue, son, Cindy LaRue (spouse) is custodian on the account - Indirect

7. Shares held by Anna LaRue, daughter, Cindy LaRue (spouse) is custodian on the account - Indirect

8. Shares held by Paul LaRue, son, Cindy LaRue (spouse) is custodian on the account - Indirect

9. Shares held by Tessa LaRue, daughter, Cindy LaRue (spouse) is custodian on the account - Indirect

10. Shares are held in street account.

11. FCE's 401k Plan account, shares are held indirect.

12. 2001 Stock Option Grant - 25% exercisable 3/8/2003; 25% exercisable 3/8/2004; and 50% exercisable 3/8/2005.

13. 2003 Stock Option Grant - 25% exercisable 3/17/2005, 25% exercisable 3/17/2006, and 50% exercisable 3/17/2007.

14. 2005 Stock Option Grant - 25% exercisable 4/06/2007; 25% exercisable 4/06/2008; and 50% exersicable 4/06/2009.

15. 2006 Stock Option Grant - 25% exercisable on 4/04/2008; 25% exercisable on 4/04/2009; and 50% exersicable on 4/04/2010.

16. 2007 Stock Option Grant - 25% exercisable 3/29/2009; 25% exercisable 3/29/2010; and 50% exercisable 3/29/2011.

17. 2008 Stock Option Grant - 25% exercisable 6/18/2010; 25% exercisable 6/18/2011; and 50% exercisable 6/18/2012.

18. 2009 Stock Option Grant - 25% exercisable 4/21/2011; 25% exercisable 4/21/2012; and 50% exercisable 4/21/2013.

19. Performance Shares Award - granted 6/18/2008 - performance period is from May 1, 2008 to January 31, 2012. 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 175% of the number of Performance Shares granted. Fair market value on date of grant is $36.38 per share. There is no fixed expirationdate.

20. Stocks are convertible from Class B to Class A on a 1-for-1 basis. There is no exercise or fixed expriation date.

Remarks:

	Geralyn M. Presti, Attorney-In-Fact for David J. LaRue	03/31/2010
	** 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 5 (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.