EX-99.1

Forest City Enterprises, Inc. and Subsidiaries
Years Ended January 31, 2009 and 2008
Supplemental Package

NYSE: FCEA, FCEB

Index


Corporate Overview			2

Supplemental Operating Information
Occupancy Data			4
Comparable Net Operating Income (NOI)			5
Comparable NOI Detail			6-7
Reconciliation of NOI to Net Earnings (Loss)			8-9
Lease Expirations Schedules			10-11
Schedules of Significant Tenants			12-13
Development Pipeline			14-17

Supplemental Financial Information
Projects under Development Debt and Mortgage Financings			18
Scheduled Maturities Table			19-20
Upcoming Maturities Summary			21-24
Forest City Enterprises, Inc.
Consolidated Balance Sheet Information			25-26
Consolidated Earnings Information			27-30
Investments in and Advances to Affiliates			31-32
Real Estate and Related Nonrecourse Mortgage Debt			33-34
Forest City Rental Properties Corporation
Consolidated Balance Sheet Information			35-36
Consolidated Earnings Information			37-38
Real Estate Activity			39-42
Results of Operations Summary			43-45
Reconciliation of Net Earnings to EBDT			46-47
Summary of EBDT			48-59
Property Listing			60-72

This Supplemental Package, together with other statements and information publicly disseminated by us, contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements reflect management’s current views with respect to financial results related to future events and are based on assumptions and expectations that may not be realized and are inherently subject to risks and uncertainties, many of which cannot be predicted with accuracy and some of which might not even be anticipated. Future events and actual results, financial or otherwise, may differ from the results discussed in the forward-looking statements. Risk factors discussed in Item 1A of our Form 10-K and other factors that might cause differences, some of which could be material, include, but are not limited to, the impact of current market conditions on our liquidity, ability to finance or refinance projects and repay our debt, general real estate investment and development risks, vacancies in our properties, further downturns in the housing market, competition, illiquidity of real estate investments, bankruptcy or defaults of tenants, anchor store consolidations or closings, international activities, the impact of terrorist acts, risks associated with an investment in a professional sports team, our substantial debt leverage and the ability to obtain and service debt, the impact of restrictions imposed by our credit facility and senior debt, exposure to hedging agreements, the level and volatility of interest rates, the continued availability of tax-exempt government financing, the impact of credit rating downgrades, effects of uninsured or underinsured losses, environmental liabilities, conflicts of interest, risks associated with developing and managing properties in partnership with others, the ability to maintain effective internal controls, compliance with governmental regulations, volatility in the market price of our publicly traded securities, litigation risks, as well as other risks listed from time to time in our reports filed with the Securities and Exchange Commission. We have no obligation to revise or update any forward-looking statements, other than imposed by law, as a result of future events or new information. Readers are cautioned not to place undue reliance on such forward-looking statements.

Forest City Enterprises, Inc. and Subsidiaries

Supplemental Operating Information

Corporate Overview
We principally engage in the ownership, development, management and acquisition of commercial and residential real estate and land throughout the United States. We operate through three strategic business units and five reportable segments. The Commercial Group, our largest business unit, owns, develops, acquires and operates regional malls, specialty/urban retail centers, office and life science buildings, hotels and mixed-use projects. The Residential Group owns, develops, acquires and operates residential rental properties, including upscale and middle-market apartments and adaptive re-use developments. Additionally, the Residential Group develops for-sale condominium projects and also owns interests in entities that develop and manage military family housing. New York City operations are part of the Commercial Group or Residential Group depending on the nature of the operations. The Land Development Group acquires and sells both land and developed lots to residential, commercial and industrial customers. It also owns and develops land into master-planned communities and mixed-use projects. Real Estate Groups are the combined Commercial, Residential and Land Development Groups. Corporate Activities and the Nets, a franchise of the National Basketball Association (“NBA”) in which we account for our investment on the equity method of accounting, are reportable segments of the Company.

We have approximately $11.4 billion of assets in 27 states and the District of Columbia at January 31, 2009. Our core markets include the New York City/Philadelphia metropolitan area, Denver, Boston, the Greater Washington, D.C./Baltimore metropolitan area, Chicago and the state of California. As a result of an ongoing effort to increase property concentration in the core markets, these markets now account for approximately 77 percent of the cost of our real estate portfolio at January 31, 2009. We have offices in Albuquerque, Boston, Chicago, Denver, London (England), Los Angeles, New York City, San Francisco, Washington, D.C. and our corporate headquarters in Cleveland, Ohio.

SUPPLEMENTAL FINANCIAL AND OPERATING INFORMATION
We recommend that this supplemental package be read in conjunction with our Form 10-K for the year ended January 31, 2009. This supplemental package contains certain measures prepared in accordance with generally accepted accounting principles (“GAAP”) under the full consolidation accounting method and certain measures prepared under the pro-rata consolidation method, a non-GAAP measure. Along with net earnings, we use an additional measure, Earnings before Depreciation, Amortization and Deferred Taxes (“EBDT”), to report operating results. EBDT is a non-GAAP measure and may not be directly comparable to similarly-titled measures reported by other companies. The non-GAAP financial measures presented under the pro-rata consolidation method, comparable net operating income (“NOI”) and EBDT, provide supplemental information about our operations. Although these measures are not presented in accordance with GAAP, we believe they are necessary to understand our business and operating results, along with net earnings and other GAAP measures. Our investors can use these non-GAAP measures as supplementary information to evaluate our business. Our non-GAAP measures are not intended to be performance measures that should be regarded as alternatives to, or more meaningful than, our GAAP measures.

Consolidation Methods
We present certain financial amounts under the pro-rata consolidation method because we believe this information is useful to investors as this method reflects the manner in which we operate our business. In line with industry practice, we have made a large number of investments in which our economic ownership is less than 100% as a means of procuring opportunities and sharing risk. Under the pro-rata consolidation method, we generally present our investments proportionate to our economic share of ownership. Under GAAP, the full consolidation method is used to report partnership assets and liabilities consolidated at 100% if deemed to be under our control or if we are deemed to be the primary beneficiary of the variable interest entity (“VIE”), even if our ownership is not 100%. We provide reconciliations from the full consolidation method to the pro-rata consolidation method throughout our supplemental package. Please refer to our property listing for the detail of our consolidated and non-consolidated properties on pages 60-72.

EBDT
We believe that EBDT, along with net earnings, provides additional information about our core operations. While property dispositions, acquisitions or other factors can affect net earnings in the short-term, we believe EBDT presents a more consistent view of the overall financial performance of our business from period-to-period. EBDT is used by the chief operating decision maker and management to assess performance and resource allocations by strategic business unit and on a consolidated basis. EBDT is similar to Funds From Operations (“FFO”), a measure of performance used by publicly traded Real Estate Investment Trusts (“REIT”), but may not be directly comparable to similarly titled measures reported by other companies. For additional discussion of EBDT as well as a reconciliation of EBDT to net earnings (loss) see pages 44-47.

Supplemental Operating Information
The operating information contained in this document includes: occupancy data, comparable NOI, reconciliation of NOI to net earnings (loss), retail and office lease expirations, significant retail and office tenant listings, and our development pipeline. We believe this information will give interested parties a better understanding and more information about our operating performance. The term “comparable,” which is used throughout this document, is generally defined as including properties that were open and operated in both the fiscal years ended January 31, 2009 and 2008.

We believe occupancy rates, retail and office lease expirations, base rent, and significant retail and office tenant listings represent meaningful operating statistics about us.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

Comparable NOI is useful because it measures the performance of the same properties on a period-to-period basis and, along with EBDT (as discussed beginning on page 44), is used to assess operating performance and resource allocation of our strategic business units. While property dispositions, acquisitions or other factors can impact net earnings in the short term, we believe comparable NOI gives a more consistent view of our overall performance from quarter-to-quarter and year-to-year. A reconciliation of net earnings (loss), the most comparable financial measure calculated in accordance with GAAP, to NOI and reconciliation from NOI to comparable NOI are provided on pages 5-7 of this document. A reconciliation of NOI to net earnings (loss) for each strategic business unit can be found on pages 48-59.

Corporate Headquarters
Forest City Enterprises, Inc.
Terminal Tower
50 Public Square, Suite 1100
Cleveland, Ohio 44113

Annual Report on Form 10-K

A copy of the Annual Report on Form 10-K for the fiscal year ended January 31, 2009 as filed with the Securities and Exchange Commission can be found on our website or may be obtained without charge upon written request to:

Thomas T. Kmiecik

Assistant Treasurer

tomkmiecik@forestcity.net

Website

www.forestcity.net

The information contained on this website is not incorporated herein by reference and does not constitute a part of this supplemental package.

Investor Relations
Robert G. O’Brien
Executive Vice President and Chief Financial Officer

Transfer Agent and Registrar
National City Bank
Stock Transfer Department
P.O. Box 92301
Cleveland, OH 44193-0900
(800) 622-6757
www.shareholder.inquiries@nationalcity.com

Stock Exchange Listing
NYSE: FCEA and FCEB

Dividend Reinvestment and Stock Purchase Plan
We offer our shareholders the opportunity to purchase additional shares of common stock through the Forest City Enterprises, Inc. Dividend Reinvestment and Stock Purchase Plan (the “Plan”) at 97% of current market value. You may obtain a copy of the Plan prospectus and an enrollment card by contacting National City Bank at (800) 622-6757.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

Occupancy Data - January 31, 2009 and 2008

We analyze our occupancy percentages by each of our major product lines as follows:


				Average					Average
	Occupancy			Occupancy		Occupancy			Occupancy
	As of			Year-to-Date		As of			Year-to-Date
	January 31, 2009			January 31, 2009		January 31, 2008			January 31, 2008


Retail ⁽¹⁾
Comparable		90.4	%		92.0%		93.5	%		93.7%
Total		88.5	%		90.4%		92.5	%		92.9%
Office
Comparable		90.8	%		90.5%		90.1	%		90.1%
Total		89.6	%		89.6%		89.7	%		89.9%
Residential ⁽²⁾
Comparable		92.5	%		92.2%		93.3	%		93.5%
Total		89.5	%		88.8%		91.9	%		91.9%
Hotels
Comparable and Total					68.8%					70.0%
Comparable ADR and Total ADR				$	146.26				$	141.60



(1)		Reflects Circuit City stores as vacant as of January 31, 2009. While there were eight Circuit City stores that impacted our portfolio (241,032 square feet), seven affected occupancy (206,459 square feet), the eighth was a ground lease.
(2)		Excludes military housing units.

Retail and office occupancy as of January 31, 2009 and 2008 is based on square feet leased at the end of the fiscal quarter. Average Occupancy Year-to-Date as of January 31, 2009 and 2008 for retail and office is calculated by dividing the sum of leased square feet at the beginning and end of the period by two. Residential occupancy as of January 31, 2009 and 2008 represents total units occupied divided by total units available. Average residential occupancy for the year ended January 31, 2009 and 2008 is calculated by dividing gross potential rent less vacancy by gross potential rent. Average Daily Rate (“ADR”) is calculated by dividing revenue by the number of rooms sold for the year ended January 31, 2009 and 2008.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information



	Net Operating Income (dollars in thousands)
	Three Months Ended January 31, 2009														Three Months Ended January 31, 2008														% Change
								Plus														Plus
		Full			Less			Unconsolidated			Plus		Pro-Rata			Full			Less			Unconsolidated			Plus		Pro-Rata			Full		Pro-Rata
		Consolidation			Minority			Investments at			Discontinued		Consolidation			Consolidation			Minority			Investments at			Discontinued		Consolidation			Consolidation		Consolidation
		(GAAP)			Interest			Pro-Rata			Operations		(Non-GAAP)			(GAAP)			Interest			Pro-Rata			Operations		(Non-GAAP)			(GAAP)		(Non-GAAP)

Commercial Group
Retail
Comparable	$	60,146		$	2,017		$	5,531		$	-	$	63,660		$	63,401		$	2,286		$	6,116		$	-	$	67,231			(5.1	%)	(5.3	%)

Total		65,140			3,181			5,595			-		67,554			68,409			3,214			6,631			-		71,826

Office Buildings
Comparable		46,044			2,482			2,915			-		46,477			45,906			2,528			1,784			-		45,162			0.3	%	2.9	%

Total		62,795			992			2,999			-		64,802			55,074			3,641			1,974			-		53,407

Hotels
Comparable		2,029			-			-			-		2,029			2,162			-			268			-		2,430			(6.2	%)	(16.5	%)

Total		2,740			-			-			-		2,740			1,805			(23	)		1,153			-		2,981

Earnings from Commercial
Land Sales		11,318			6			-			-		11,312			15,096			879			-			-		14,217

Other ⁽¹⁾		(9,394	)		(149	)		(277	)		-		(9,522	)		(5,995	)		(2,777	)		(254	)		-		(3,472	)


Total Commercial Group
Comparable		108,219			4,499			8,446			-		112,166			111,469			4,814			8,168			-		114,823			(2.9	%)	(2.3	%)

Total		132,599			4,030			8,317			-		136,886			134,389			4,934			9,504			-		138,959

Residential Group
Apartments
Comparable		26,406			691			6,745			-		32,460			26,790			772			7,152			-		33,170			(1.4	%)	(2.1	%)

Total		29,936			934			8,532			1,199		38,733			30,487			825			8,069			2,336		40,067

Military Housing
Comparable ⁽²⁾		-			-			-			-		-			-			-			-			-		-

Total		10,520			(134	)		196			-		10,850			12,285			-			730			-		13,015

Other ⁽¹⁾		3,040			83			(1	)		-		2,956			(6,800	)		175			(1	)		-		(6,976	)


Total Residential Group
Comparable		26,406			691			6,745			-		32,460			26,790			772			7,152			-		33,170			(1.4	%)	(2.1	%)

Total		43,496			883			8,727			1,199		52,539			35,972			1,000			8,798			2,336		46,106

Total Rental Properties
Comparable		134,625			5,190			15,191			-		144,626			138,259			5,586			15,320			-		147,993			(2.6	%)	(2.3	%)

Total		176,095			4,913			17,044			1,199		189,425			170,361			5,934			18,302			2,336		185,065

Land Development Group		8,001			751			171			-		7,421			31,018			4,397			273			-		26,894

The Nets		(9,109	)		-			866			-		(8,243	)		(5,825	)		-			738			-		(5,087	)

Corporate Activities		(14,438	)		-			-			-		(14,438	)		(6,945	)		-			-			-		(6,945	)


Grand Total	$	160,549		$	5,664		$	18,081		$	1,199	$	174,165		$	188,609		$	10,331		$	19,313		$	2,336	$	199,927

	(1)		Includes write-offs of abandoned development projects, non-capitalizable development costs and unallocated management and service company overhead, net of historic and new market tax credit income.
	(2)		Comparable NOI for Military Housing commences once the operating projects complete initial development phase.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information



	Net Operating Income (dollars in thousands)
	Year Ended January 31, 2009														Year Ended January 31, 2008													% Change
								Plus													Plus
		Full			Less			Unconsolidated			Plus		Pro-Rata			Full			Less		Unconsolidated			Plus		Pro-Rata			Full		Pro-Rata
		Consolidation			Minority			Investments at			Discontinued		Consolidation			Consolidation			Minority		Investments at			Discontinued		Consolidation			Consolidation		Consolidation
		(GAAP)			Interest			Pro-Rata			Operations		(Non-GAAP)			(GAAP)			Interest		Pro-Rata			Operations		(Non-GAAP)			(GAAP)		(Non-GAAP)

Commercial Group
Retail
Comparable	$	229,009		$	9,271		$	22,052		$	-	$	241,790		$	226,952		$	9,620	$	23,788		$	-	$	241,120			0.9	%	0.3	%

Total		250,043			12,511			22,300			-		259,832			248,438			13,126		24,359			-		259,671

Office Buildings
Comparable		178,876			10,473			9,961			-		178,364			180,513			10,313		6,079			-		176,279			(0.9	%)	1.2	%

Total		251,931			7,385			10,461			-		255,007			199,624			12,537		6,677			-		193,764

Hotels
Comparable		14,237			-			216			-		14,453			14,096			-		1,104			-		15,200			1.0	%	(4.9	%)

Total		14,543			-			216			-		14,759			15,013			118		2,610			-		17,505

Earnings from Commercial Land Sales		19,713			2,410			-			-		17,303			23,555			1,670		-			-		21,885

Other ⁽¹⁾		(44,478	)		(52	)		(1,828	)		-		(46,254	)		(17,470	)		3,047		(402	)		-		(20,919	)

Total Commercial Group
Comparable		422,122			19,744			32,229			-		434,607			421,561			19,933		30,971			-		432,599			0.1	%	0.5	%

Total		491,752			22,254			31,149			-		500,647			469,160			30,498		33,244			-		471,906

Residential Group
Apartments
Comparable		106,288			2,716			26,577			-		130,149			103,283			2,865		29,429			-		129,847			2.9	%	0.2	%

Total		123,715			2,960			32,014			6,486		159,255			119,834			3,542		38,075			11,777		166,144

Military Housing
Comparable ⁽²⁾		-			-			-			-		-			-			-		-			-		-

Total		51,269			3,794			974			-		48,449			28,873			-		1,823			-		30,696

Other ⁽¹⁾		(20,547	)		375			(1	)		-		(20,923	)		(21,113	)		175		-			-		(21,288	)

Sale of Residential Development Project		-			-			-			-		-			17,830			-		-			-		17,830


Total Residential Group
Comparable		106,288			2,716			26,577			-		130,149			103,283			2,865		29,429			-		129,847			2.9	%	0.2	%

Total		154,437			7,129			32,987			6,486		186,781			145,424			3,717		39,898			11,777		193,382

Total Rental Properties
Comparable		528,410			22,460			58,806			-		564,756			524,844			22,798		60,400			-		562,446			0.7	%	0.4	%

Total		646,189			29,383			64,136			6,486		687,428			614,584			34,215		73,142			11,777		665,288

Land Development Group ⁽³⁾		2,914			(179	)		538			-		3,631			43,396			5,194		676			-		38,878

The Nets		(40,989	)		-			6,073			-		(34,916	)		(20,878	)		-		3,427			-		(17,451	)

Corporate Activities		(45,712	)		-			-			-		(45,712	)		(41,916	)		-		-			-		(41,916	)


Grand Total	$	562,402		$	29,204		$	70,747		$	6,486	$	610,431		$	595,186		$	39,409	$	77,245		$	11,777	$	644,799

	(1)		Includes write-offs of abandoned development projects, non-capitalizable development costs and unallocated management and service company overhead, net of historic and new market tax credit income.
	(2)		Comparable NOI for Military Housing commences once the operating projects complete initial development phase.
	(3)		Includes a reduction in fair value during the year ended January 31, 2009 of a bond performance fee at our Stapleton project due from Lehman Brothers of $13,816 at full consolidation and $12,434 at pro-rata consolidation.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

Reconciliation of Net Operating Income (non-GAAP) to Net Earnings (Loss) (GAAP) (in thousands):


	Three Months Ended January 31, 2009															Three Months Ended January 31, 2008
								Plus															Plus
		Full			Less			Unconsolidated			Plus			Pro-Rata			Full			Less			Unconsolidated			Plus			Pro-Rata
		Consolidation			Minority			Investments at			Discontinued			Consolidation			Consolidation			Minority			Investments at			Discontinued			Consolidation
		(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)			(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)

Revenues from real estate operations	$	322,974		$	8,437		$	93,153		$	1,651		$	409,341		$	404,380		$	19,717		$	87,410		$	2,366		$	474,439
Exclude straight-line rent adjustment (1)		1,476			-			-			-			1,476			(9,018	)		-			-			-			(9,018	)

Adjusted revenues		324,450			8,437			93,153			1,651			410,817			395,362			19,717			87,410			2,366			465,421

Operating expenses		187,835			3,093			60,698			452			245,892			240,551			10,374			52,582			221			282,980
Add back non-Real Estate depreciation and amortization (b)		3,416			-			5,876			-			9,292			3,233			-			4,160			-			7,393
Add back amortization of mortgage procurement costs for non-Real Estate Groups (d)		-			-			52			-			52			-			-			20			-			20
Exclude straight-line rent adjustment (2)		(2,808	)		-			-			-			(2,808	)		(1,755	)		-			-			-			(1,755	)
Exclude preference payment		(585	)		-			-			-			(585	)		(936	)		-			-			-			(936	)

Adjusted operating expenses		187,858			3,093			66,626			452			251,843			241,093			10,374			56,762			221			287,702

Add interest income and other income		14,430			387			1,442			-			15,485			21,002			800			2,375			191			22,768
Add equity in earnings (loss), including impairment of unconsolidated entities		(16,798	)		(67	)		16,437			-			(294	)		6,465			188			(6,837	)		-			(560	)
Remove gain on disposition of unconsolidated entities		-			-			-			-			-			(12,286	)		-			12,286			-			-
Add back impairment of unconsolidated entities		15,259			-			(15,259	)		-			-			11,469			-			(11,469	)		-			-
Add back depreciation and amortization of unconsolidated entities (see below)		11,066			-			(11,066	)		-			-			7,690			-			(7,690	)		-			-

Net Operating Income		160,549			5,664			18,081			1,199			174,165			188,609			10,331			19,313			2,336			199,927

Interest expense		(105,616	)		(1,265	)		(17,350	)		(378	)		(122,079	)		(90,133	)		(440	)		(18,417	)		(1,281	)		(109,391	)

Loss on early extinguishment of debt		(620	)		-			-			-			(620	)		(52	)		(33	)		(896	)		-			(915	)

Equity in earnings (loss), including impairment of unconsolidated entities		16,798			67			(16,437	)		-			294			(6,465	)		(188	)		6,837			-			560

Gain on disposition of unconsolidated entities		-			-			-			-			-			12,286			-			-			-			12,286

Impairment of unconsolidated entities		(15,259	)		-			-			-			(15,259	)		(11,469	)		-			-			-			(11,469	)

Depreciation and amortization of unconsolidated entities (see above)		(11,066	)		-			11,066			-			-			(7,690	)		-			7,690			-			-

Gain on disposition of rental properties and other investments		-			-			-			5,778			5,778			-			-			-			1,046			1,046

Preferred return on disposition		-			-			(731	)		-			(731	)		-			-			-			-			-

Impairment of real estate		(1,262	)		-			-			-			(1,262	)		(102	)		(10	)		-			-			(92	)

Depreciation and amortization - Real Estate Groups (a)		(65,419	)		(787	)		(10,553	)		(326	)		(75,511	)		(58,937	)		(1,118	)		(7,096	)		(478	)		(65,393	)

Amortization of mortgage procurement costs - Real Estate Groups (c)		(3,332	)		(119	)		(513	)		(53	)		(3,779	)		(2,573	)		(114	)		(594	)		(90	)		(3,143	)

Straight-line rent adjustment (1) + (2)		(4,284	)		-			-			-			(4,284	)		7,263			-			-			-			7,263

Preference payment		(585	)		-			-			-			(585	)		(936	)		-			-			-			(936	)


Earnings (loss) before income taxes		(30,096	)		3,560			(16,437	)		6,220			(43,873	)		29,801			8,428			6,837			1,533			29,743

Income tax provision		1,486			-			-			(2,404	)		(918	)		(15,985	)		-			-			(593	)		(16,578	)
Minority interest		(3,493	)		(3,493	)		-			-			-			(8,616	)		(8,616	)		-			-			-
Equity in earnings (loss), including impairment of unconsolidated entities		(16,798	)		(67	)		16,437			-			(294	)		6,465			188			(6,837	)		-			(560	)

Earnings (loss) from continuing operations		(48,901	)		-			-			3,816			(45,085	)		11,665			-			-			940			12,605

Discontinued operations, net of tax		3,816			-			-			(3,816	)		-			940			-			-			(940	)		-


Net earnings (loss)	$	(45,085	)	$	-		$	-		$	-		$	(45,085	)	$	12,605		$	-		$	-		$	-		$	12,605


(a) Depreciation and amortization - Real Estate Groups	$	65,419		$	787		$	10,553		$	326		$	75,511		$	58,937		$	1,118		$	7,096		$	478		$	65,393
(b) Depreciation and amortization - Non-Real Estate		3,416			-			5,876			-			9,292			3,233			-			4,160			-			7,393

Total depreciation and amortization	$	68,835		$	787		$	16,429		$	326		$	84,803		$	62,170		$	1,118		$	11,256		$	478		$	72,786


(c) Amortization of mortgage procurement costs - Real Estate Groups	$	3,332		$	119		$	513		$	53		$	3,779		$	2,573		$	114		$	594		$	90		$	3,143
(d) Amortization of mortgage procurement costs - Non-Real Estate		-			-			52			-			52			-			-			20			-			20

Total amortization of mortgage procurement costs	$	3,332		$	119		$	565		$	53		$	3,831		$	2,573		$	114		$	614		$	90		$	3,163

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

Reconciliation of Net Operating Income (non-GAAP) to Net Earnings (Loss) (GAAP) (in thousands):


	Year Ended January 31, 2009															Year Ended January 31, 2008
								Plus															Plus
		Full			Less			Unconsolidated			Plus			Pro-Rata			Full			Less			Unconsolidated			Plus			Pro-Rata
		Consolidation			Minority			Investments at			Discontinued			Consolidation			Consolidation			Minority			Investments at			Discontinued			Consolidation
		(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)			(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)

Revenues from real estate operations	$	1,290,390		$	56,132		$	380,297		$	7,356		$	1,621,911		$	1,286,470		$	69,078		$	344,638		$	33,492		$	1,595,522
Exclude straight-line rent adjustment (1)		(6,726	)		-			-			-			(6,726	)		(25,166	)		-			-			-			(25,166	)

Adjusted revenues		1,283,664			56,132			380,297			7,356			1,615,185			1,261,304			69,078			344,638			33,492			1,570,356

Operating expenses		782,266			28,651			272,305			931			1,026,851			783,720			33,204			224,833			22,732			998,081
Add back non-Real Estate depreciation and amortization (b)		13,356			-			20,641			-			33,997			10,663			-			10,431			-			21,094
Add back amortization of mortgage procurement costs for non-Real Estate Groups (d)		-			-			221			-			221			-			-			125			-			125
Exclude straight-line rent adjustment (2)		(6,368	)		-			-			-			(6,368	)		(8,615	)		-			-			-			(8,615	)
Exclude preference payment		(3,329	)		-			-			-			(3,329	)		(3,707	)		-			-			-			(3,707	)

Adjusted operating expenses		785,925			28,651			293,167			931			1,051,372			782,061			33,204			235,389			22,732			1,006,978

Add interest income and other income		42,481			1,807			5,127			61			45,862			73,282			2,651			11,533			1,017			83,181
Add equity in earnings (loss), including impairment of unconsolidated entities		(35,585	)		(84	)		36,257			-			756			9,073			884			(9,949	)		-			(1,760	)
Remove gain on disposition of unconsolidated entities		(1,081	)		-			1,081			-			-			(14,392	)		-			14,392			-			-
Add back impairment of unconsolidated entities		21,285			-			(21,285	)		-			-			11,469			-			(11,469	)		-			-
Add back depreciation and amortization of unconsolidated entities (see below)		37,563			-			(37,563	)		-			-			36,511			-			(36,511	)		-			-


Net Operating Income		562,402			29,204			70,747			6,486			610,431			595,186			39,409			77,245			11,777			644,799

Interest expense		(367,882	)		(11,624	)		(69,757	)		(2,612	)		(428,627	)		(325,505	)		(11,199	)		(70,851	)		(6,935	)		(392,092	)

Loss on early extinguishment of debt		(1,670	)		(119	)		(51	)		-			(1,602	)		(8,955	)		(1,283	)		(1,360	)		(363	)		(9,395	)

Equity in earnings (loss), including impairment of unconsolidated entities		35,585			84			(36,257	)		-			(756	)		(9,073	)		(884	)		9,949			-			1,760

Gain on disposition of unconsolidated entities		1,081			-			-			-			1,081			14,392			-			-			-			14,392

Impairment of unconsolidated entities		(21,285	)		-			-			-			(21,285	)		(11,469	)		-			-			-			(11,469	)

Depreciation and amortization of unconsolidated entities (see above)		(37,563	)		-			37,563			-			-			(36,511	)		-			36,511			-			-

Gain on disposition of rental properties and other investments		150			-			-			14,405			14,555			603			-			-			106,333			106,936

Preferred return on disposition		-			-			(939	)		-			(939	)		-			-			(5,034	)		-			(5,034	)

Impairment of real estate		(1,262	)		-			-			-			(1,262	)		(102	)		(10	)		-			-			(92	)

Depreciation and amortization - Real Estate Groups (a)		(256,204	)		(3,142	)		(35,720	)		(1,986	)		(290,768	)		(219,974	)		(6,794	)		(34,369	)		(3,402	)		(250,951	)

Amortization of mortgage procurement costs - Real Estate Groups (c)		(12,145	)		(502	)		(1,843	)		(302	)		(13,788	)		(11,296	)		(619	)		(2,142	)		(307	)		(13,126	)

Straight-line rent adjustment (1) + (2)		358			-			-			-			358			16,551			-			-			-			16,551

Preference payment		(3,329	)		-			-			-			(3,329	)		(3,707	)		-			-			-			(3,707	)


Earnings (loss) before income taxes		(101,764	)		13,901			(36,257	)		15,991			(135,931	)		140			18,620			9,949			107,103			98,572

Income tax provision		29,154			-			-			(6,179	)		22,975			(3,002	)		-			-			(41,385	)		(44,387	)
Minority interest		(13,817	)		(13,817	)		-			-			-			(19,504	)		(19,504	)		-			-			-
Equity in earnings (loss), including impairment of unconsolidated entities		(35,585	)		(84	)		36,257			-			756			9,073			884			(9,949	)		-			(1,760	)

Earnings (loss) from continuing operations		(122,012	)		-			-			9,812			(112,200	)		(13,293	)		-			-			65,718			52,425

Discontinued operations, net of tax		9,812			-			-			(9,812	)		-			65,718			-			-			(65,718	)		-


Net earnings (loss)	$	(112,200	)	$	-		$	-		$	-		$	(112,200	)	$	52,425		$	-		$	-		$	-		$	52,425


(a) Depreciation and amortization - Real Estate Groups	$	256,204		$	3,142		$	35,720		$	1,986		$	290,768		$	219,974		$	6,794		$	34,369		$	3,402		$	250,951
(b) Depreciation and amortization - Non-Real Estate		13,356			-			20,641			-			33,997			10,663			-			10,431			-			21,094

Total depreciation and amortization	$	269,560		$	3,142		$	56,361		$	1,986		$	324,765		$	230,637		$	6,794		$	44,800		$	3,402		$	272,045

(c) Amortization of mortgage procurement costs - Real Estate Groups	$	12,145		$	502		$	1,843		$	302		$	13,788		$	11,296		$	619		$	2,142		$	307		$	13,126
(d) Amortization of mortgage procurement costs - Non-Real Estate		-			-			221			-			221			-			-			125			-			125

Total amortization of mortgage procurement costs	$	12,145		$	502		$	2,064		$	302		$	14,009		$	11,296		$	619		$	2,267		$	307		$	13,251

Forest City Enterprises, Inc. and Subsidiaries

Supplemental Operating Information

Retail Lease Expirations as of January 31, 2009 ⁽⁴⁾



													AVERAGE
													BASE
	NUMBER OF		SQUARE FEET		PERCENTAGE			NET		PERCENTAGE			RENT PER
EXPIRATION	EXPIRING		OF EXPIRING		OF TOTAL			BASE RENT		OF TOTAL			SQUARE FEET
YEAR	LEASES		LEASES ⁽³⁾		LEASED GLA ⁽¹⁾			EXPIRING ⁽²⁾		BASE RENT			EXPIRING ⁽³⁾


2009		289		888,255		7.10	%	$	18,428,150		6.52	%	$	25.92
2010		237		625,704		5.00			15,303,671		5.42			30.04
2011		326		1,131,346		9.04			30,276,720		10.72			30.26
2012		209		852,938		6.82			21,805,793		7.72			29.05
2013		239		1,072,096		8.57			27,144,329		9.61			28.11
2014		158		754,258		6.03			16,409,766		5.81			27.89
2015		166		694,016		5.55			18,206,009		6.45			29.91
2016		234		1,222,498		9.77			33,247,122		11.77			37.57
2017		156		1,040,274		8.32			23,594,056		8.35			26.35
2018		175		918,133		7.34			19,425,882		6.88			23.08
Thereafter		109		3,310,227		26.46			58,591,730		20.75			19.76

Total		2,298		12,509,745		100.00	%	$	282,433,228		100.00	%	$	26.60


(1)		GLA = Gross Leasable Area.
(2)		Net base rent expiring is an operating statistic and is not comparable to rental revenue, a GAAP financial measure. The primary differences arise because net base rent is determined using the tenant’s contractual rental agreements at our ownership share of the base rental income from expiring leases as determined within the rent agreement and it does not include adjustments such as the impact of straight-line rent and contingent rental payments, which are not reasonably estimatable.
(3)		Square feet of expiring leases and average base rent per square feet are operating statistics that represent 100% of the square footage and base rental income per square foot from expiring leases.
(4)		Excludes eight Circuit City leases (241,032 square feet) as of January 31, 2009.

Forest City Enterprises, Inc. and Subsidiaries

Supplemental Operating Information

Office Lease Expirations as of January 31, 2009



													AVERAGE
													BASE
	NUMBER OF		SQUARE FEET		PERCENTAGE			NET		PERCENTAGE			RENT PER
EXPIRATION	EXPIRING		OF EXPIRING		OF TOTAL			BASE RENT		OF TOTAL			SQUARE FEET
YEAR	LEASES		LEASES ⁽³⁾		LEASED GLA ⁽¹⁾			EXPIRING ⁽²⁾		BASE RENT			EXPIRING ⁽³⁾

2009		91		576,424		5.26	%	$	12,381,634		3.97	%	$	24.06
2010		76		1,140,276		10.40			23,937,357		7.68			24.58
2011		66		730,159		6.66			17,160,388		5.50			26.33
2012		56		1,047,592		9.56			30,580,680		9.81			30.75
2013		76		1,192,957		10.88			27,194,773		8.72			24.30
2014		24		679,479		6.20			15,661,919		5.02			27.92
2015		8		202,067		1.84			3,715,421		1.19			19.13
2016		18		452,556		4.13			8,993,741		2.88			22.34
2017		18		267,072		2.44			8,320,707		2.67			34.05
2018		16		957,117		8.73			28,563,191		9.16			33.34
Thereafter		43		3,715,040		33.90			135,299,955		43.40			38.10

Total		492		10,960,739		100.00	%	$	311,809,766		100.00	%	$	30.82


(1)		GLA = Gross Leasable Area.
(2)		Net base rent expiring is an operating statistic and is not comparable to rental revenue, a GAAP financial measure. The primary differences arise because net base rent is determined using the tenant’s contractual rental agreements at our ownership share of the base rental income from expiring leases as determined within the rent agreement and it does not include adjustments such as the impact of straight-line rent and contingent rental payments, which are not reasonably estimatable.
(3)		Square feet of expiring leases and average base rent per square feet are operating statistics that represent 100% of the square footage and base rental income per square foot from expiring leases.

Forest City Enterprises, Inc. and Subsidiaries

Supplemental Operating Information

Development Pipeline

January 31, 2009

2008 Openings and Acquisitions (14)


																Cost at FCE
			Date					Pro-Rata				Cost at Full		Total Cost		Pro-Rata Share	Sq. ft./			Gross
		Dev (D)	Opened /		FCE Legal			FCE % (h)				Consolidation		at 100%		(Non-GAAP) (b)	No. of			Leasable
Property	Location	Acq (A)	Acquired		Ownership % (h)			(1)				(GAAP) (a)		(2)		(1) X (2)	Units			Area
											(in millions)
*Retail Centers:*
Orchard Town Center	Westminster, CO	D		Q1-08		100.0	%		100.0	%	$	165.0	$	165.0	$	165.0		980,000			565,000	(f)
Shops at Wiregrass	Tampa, FL	D		Q3-08		50.0	%		100.0	%		150.8		150.8		150.8		642,000			352,000
White Oak Village	Richmond, VA	D		Q3-08		50.0	%		100.0	%		67.4		67.4		67.4		800,000			294,000

											$	383.2	$	383.2	$	383.2		2,422,000			1,211,000

*Office:*
818 Mission Street (c)	San Francisco, CA	A		Q1-08		50.0	%		50.0	%	$	0.0	$	20.6	$	10.3		28,000
Johns Hopkins - 855 North Wolfe Street	East Baltimore, MD	D		Q1-08		76.6	%		76.6	%		102.2		102.2		73.3		279,000	(i)
Mesa Del Sol Town Center (c)	Albuquerque, NM	D		Q4-08		47.5	%		47.5	%		0.0		18.7		8.9		74,000	(j)
Mesa Del Sol - Fidelity (c) (e)	Albuquerque, NM	D		Q4-08/Q3-09		47.5	%		47.5	%		0.0		26.7		12.7		210,000

											$	102.2	$	168.2	$	105.2		591,000


*Residential:*
Lucky Strike	Richmond, VA	D		Q1-08		100.0	%		100.0	%	$	37.9	$	37.9	$	37.9		131
Uptown Apartments (c) (e)	Oakland, CA	D		Q1-08/Q4-08		50.0	%		50.0	%		0.0		209.8		104.9		665
Mercantile Place on Main (e)	Dallas, TX	D		Q1-08/Q4-08		100.0	%		100.0	%		143.7		143.7		143.7		366	(k)
Barrington Place (c)	Raleigh, NC	A		Q3-08		49.0	%		49.0	%		0.0		23.2		11.4		274
Legacy Arboretum (c)	Charlotte, NC	A		Q3-08		49.0	%		49.0	%		0.0		22.4		11.0		266
Hamel Mill Lofts (e)	Haverhill, MA	D		Q4-08/Q2-09		100.0	%		100.0	%		76.0		76.0		76.0		305
Legacy Crossroads (c) (e)	Cary, NC	A/D		Q4-08/Q3-09		50.0	%		50.0	%		0.0		41.0		20.5		344

											$	257.6	$	554.0	$	405.4		2,351



Total Openings and Acquisitions (d)											$	743.0	$	1,105.4	$	893.8




*Residential Phased-In Units (c) (e):*																	Opened in ‘08 / Total

Cobblestone Court	Painesville, OH	D		2006-08		50.0	%		50.0	%	$	0.0	$	24.6	$	12.3		96/304
Sutton Landing	Brimfield, OH	D		2007-09		50.0	%		50.0	%		0.0		15.9		8.0		156/216
Stratford Crossing	Wadsworth, OH	D		2007-10		50.0	%		50.0	%		0.0		25.3		12.7		108/348

Total (g)											$	0.0	$	65.8	$	33.0		360/868

See attached footnotes.

Forest City Enterprises, Inc. and Subsidiaries

Supplemental Operating Information

Development Pipeline
January 31, 2009
Under Construction and To Be Acquired (8)


																Cost at FCE
								Pro-Rata				Cost at Full		Total Cost		Pro-Rata Share	Sq. ft./			Gross
		Dev (D)	Anticipated		FCE Legal			FCE % (h)				Consolidation		at 100%		(Non-GAAP) (b)	No. of			Leasable			Lease
Property	Location	Acq (A)	Opening		Ownership % (h)			(1)				(GAAP) (a)		(2)		(1) X (2)	Units			Area			Commitment %
											(in millions)
*Retail Centers:*
Promenade at Temecula Expansion	Temecula, CA	D		Q1-09		75.0	%		100.0	%	$	106.5	$	106.5	$	106.5		127,000			127,000			61	%
East River Plaza (c) (e)	Manhattan, NY	D		Q4-09/Q1-10		35.0	%		50.0	%		0.0		392.2		196.1		517,000			517,000			74	%
Village at Gulfstream	Hallandale, FL	D		Q1-10		50.0	%		50.0	%		200.8		200.8		100.4		500,000			500,000	(n)		50	%
Ridge Hill (e)	Yonkers, NY	D		Q3-10/11		70.0	%		100.0	%		685.5		685.5		685.5		1,200,000			1,200,000	(o)		21	%

											$	992.8	$	1,385.0	$	1,088.5		2,344,000			2,344,000


*Office:*
Waterfront Station — East 4th & West 4th Buildings	Washington, D.C.	D		Q1-10		45.0	%		45.0	%	$	330.6	$	330.6	$	148.8		628,000	(p)					98	%


*Residential:*
80 Dekalb Avenue (e)	Brooklyn, NY	D		Q3-09/Q1-10		70.0	%		100.0	%	$	163.3	$	163.3	$	163.3		365
Presidio	San Francisco, CA	D		Q2-10		100.0	%		100.0	%		108.3		108.3		108.3		161
Beekman (e)	Manhattan, NY	D		Q2-10/11		49.0	%		70.0	%		875.7		875.7		613.0		904

											$	1,147.3	$	1,147.3	$	884.6		1,430



Total Under Construction (l)											$	2,470.7	$	2,862.9	$	2,121.9




*Residential Phased-In Units (c) (e):*																		Under Const./Total
Sutton Landing	Brimfield, OH	D		2007-09		50.0	%		50.0	%	$	0.0	$	15.9	$	8.0			36/216
Stratford Crossing	Wadsworth, OH	D		2007-10		50.0	%		50.0	%		0.0		25.3		12.7			132/348

Total (m)											$	0.0	$	41.2	$	20.7			168/564

See attached footnotes.

Military housing — see Footnote q.

Forest City Enterprises, Inc. and Subsidiaries

Supplemental Operating Information

Development Pipeline

January 31, 2009 Footnotes

	(a)		Amounts are presented on the full consolidation method of accounting, a GAAP measure. Under full consolidation, costs are reported as consolidated at 100 percent if we are deemed to have control or to be the primary beneficiary of our investments in the variable interest entity (“VIE”).

	(b)		Cost at pro-rata share represents Forest City’s share of cost, based on the Company’s pro-rata ownership of each property (a non-GAAP measure). Under the pro-rata consolidation method of accounting the Company determines its pro-rata share by multiplying its pro-rata ownership by the total cost of the applicable property.

	(c)		Reported under the equity method of accounting. This method represents a GAAP measure for investments in which the Company is not deemed to have control or to be the primary beneficiary of our investments in a VIE.

	(d)		The difference between the full consolidation cost amount (GAAP) of $743.0 million to the Company’s pro-rata share (a non-GAAP measure) of $893.8 million consists of a reduction to full consolidation for minority interest of $28.9 million of cost and the addition of its share of cost for unconsolidated investments of $179.7 million.

	(e)		Phased-in openings. Costs are representative of the total project.

	(f)		Includes 177,000 square feet for Target and 97,000 square feet for JC Penney that opened in Q3-06, as well as 16,000 square feet of office space.

	(g)		The difference between the full consolidation cost amount (GAAP) of $0.0 million to the Company’s pro-rata share (a non-GAAP measure) of $33.0 million consists of the Company’s share of cost for unconsolidated investments of $33.0 million.

	(h)		As is customary within the real estate industry, the Company invests in certain real estate projects through joint ventures. For some of these projects, the Company provides funding at percentages that differ from the Company’s legal ownership.

	(i)		Includes 20,000 square feet of retail space.

	(j)		Includes 22,000 square feet of retail space.

	(k)		Includes 18,000 square feet of retail space.

	(l)		The difference between the full consolidation cost amount (GAAP) of $2,470.7 million to the Company’s pro-rata share (a non-GAAP measure) of $2,121.9 million consists of a reduction to full consolidation for minority interest of $544.9 million of cost and the addition of its share of cost for unconsolidated investments of $196.1 million.

	(m)		The difference between the full consolidation cost amount (GAAP) of $0.0 million to the Company’s pro-rata share (a non-GAAP measure) of $20.7 million consists of the Company’s share of cost for unconsolidated investments of $20.7 million.

	(n)		Includes 86,000 square feet of office space.

	(o)		Includes 156,000 square feet of office space.

	(p)		Includes 85,000 square feet of retail space.

	(q)		Below is a summary of our equity method investments for Military Housing Development projects. The Company provides services for these projects including development, construction, and management and receives agreed upon fees for these services. (See pages 6-7 for net fee revenue included in NOI.)


		Anticipated		FCE		Cost at Full		Total Cost		Sq. ft./
Property	Location	Opening		Pro-Rata % (h)		Consolidation (a)		at 100%		No. of Units
						(in millions)
*Military Housing -* Openings (1)
Ohana Military Communities, Hawaii Increment I	Honolulu, HI		2005-Q2-08		*	$	0.0	$	316.5		1,952


*Military Housing -* Under Construction (7)
Midwest Millington	Memphis, TN		2008-2009		*		0.0		38.1		318
Navy Midwest	Chicago, IL		2006-2009		*		0.0		264.7		1,658
Air Force Academy	Colorado Springs, CO		2007-2009		50.0%		0.0		80.4		427
Marines, Hawaii Increment II	Honolulu, HI		2007-2010		*		0.0		338.8		1,175
Navy, Hawaii Increment III	Honolulu, HI		2007-2010		*		0.0		614.6		2,520
Pacific Northwest Communities	Seattle, WA		2007-2010		*		0.0		277.0		2,986
Hawaii Phase IV	Kaneohe, HI		2007-2014		*		0.0		394.3		917

Total Under Construction							0.0		2,007.9		10,001


Total Military Housing (8)						$	0.0	$	2,324.4		11,953


*		The Companys’ share of residual cash flow ranges from 0-20% during the life cycle of the project.

Forest City Enterprises, Inc. and Subsidiaries

Supplemental Operating Information

Development Pipeline
January 31, 2009
Equity Requirements for Projects Under Construction ⁽¹⁾


					Less									Plus
					Unconsolidated		Full			Less				Unconsolidated		Pro - Rata
					Investments			Consolidation			Minority			Investments			Consolidation
		100%			at 100%			(GAAP)			Interest			at Pro Rata			(Non-GAAP)
	(dollars in millions)

Total Cost Under Construction	$	2,862.9		$	392.2		$	2,470.7		$	544.9		$	196.1		$	2,121.9
Total Loan Draws and Other Sources at Completion ⁽²⁾		2,270.6			285.0			1,985.6			396.8			142.5			1,731.3

Net Equity at Completion	$	592.3		$	107.2		$	485.1		$	148.1		$	53.6		$	390.6


Net Costs Incurred to Date	$	1,437.6		$	314.9		$	1,122.7		$	276.0		$	157.4		$	1,004.1
Loan Draws to Date		827.3			175.7			651.6			121.5			87.8			617.9

Net Equity to Date	$	610.3		$	139.2		$	471.1		$	154.5		$	69.6		$	386.2


% of Total Equity		103	%					97	%								99	%

Remaining Costs	$	1,425.3		$	77.3		$	1,348.0		$	268.9		$	38.7		$	1,117.8
Remaining Loan Draws and Other Sources ⁽³⁾		1,443.3			109.3			1,334.0			275.3			54.7			1,113.4

Remaining Equity	$	(18.0	)	$	(32.0	)	$	14.0		$	(6.4	)	$	(16.0	)	$	4.4


% of Total Equity		-3%						3%									1	%


(1)		This schedule includes only the eight properties listed on page 15. This does not include costs associated with phased openings, operating property renovations and military housing.
(2)		“Other Sources” includes third party subsidies, tax credit proceeds and outlot land sales.
(3)		Five of the loan commitments require specific leasing hurdles to be achieved prior to drawing the final amount of the loan. The Company estimates that approximately $214.7 million at 100%, $183.3 million at full consolidation, and $164.4 million at pro-rata consolidation of loan commitments are at risk should these leasing hurdles not be achieved.

Forest City Enterprises, Inc. and Subsidiaries

Supplemental Financial Information

Projects under Development Debt

We use nonrecourse mortgage debt for the financing of our development pipeline. We draw on these financings to partially fund the cost incurred with the development of our real estate. As of January 31, 2009, the detail of how much is outstanding compared to the total commitment under the financing is as follows:


						Plus
		Full		Less		Unconsolidated		Pro-Rata
		Consolidation		Minority		Investments at		Consolidation
	(GAAP)		Interest		Pro-Rata		(Non-GAAP)
	(in thousands)

Outstanding
Fixed	$	30,677	$	—	$	107,915	$	138,592
Variable ⁽¹⁾
Taxable		633,866		150,477		113,364		596,753
Tax-Exempt		236,750		61,986		20,000		194,764

Total outstanding on projects under development	$	901,293	$	212,463	$	241,279	$	930,109


Commitment
Fixed	$	75,000	$	—	$	107,915	$	182,915
Variable
Taxable		1,783,824		427,561		166,918		1,523,181
Tax-Exempt		313,400		61,986		20,000		271,414

Total commitment	$	2,172,224	$	489,547	$	294,833	$	1,977,510


(1)		$50,455 and $95,359, at full and pro-rata consolidation, respectively, of proceeds from outstanding debt described above is recorded as restricted cash in our Consolidated Balance Sheets. For bonds issued in conjunction with development, the full amount of the bonds is issued at the beginning of construction and must remain in escrow until costs are incurred.

Mortgage Financings

We use taxable and tax-exempt nonrecourse debt for our real estate projects. For those real estate projects financed with taxable debt, we generally seek long-term, fixed-rate financing for those operating projects whose loans mature within the next 12 months or are projected to open and achieve stabilized operations during that same time frame. However, due to the limited availability of long-term fixed-rate mortgage debt based upon the current market conditions, we are attempting to extend maturities with existing lenders at current market terms. For real estate projects financed with tax-exempt debt, we generally utilize variable-rate debt. For construction loans, we generally pursue variable-rate financings with maturities ranging from two to five years.

We are actively working to refinance and/or extend the maturities of the nonrecourse debt that is coming due in the next 24 months. During the year ended January 31, 2009, we completed the following financings:


						Plus
				Less		Unconsolidated
		Full		Minority		Investments at		Pro-Rata
Purpose of Financing		Consolidation		Interest		Pro-Rata		Consolidation
	(in thousands)

Refinancings	$	579,789	$	11,850	$	135,216	$	703,155
Development projects and acquisitions ⁽¹⁾		1,083,625		206,720		215,243		1,092,148
Loan extensions/additional fundings		643,234		76,409		38,892		605,717

	$	2,306,648	$	294,979	$	389,351	$	2,401,020


(1)		Represents the full amount available to be drawn on the loans.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Scheduled Maturities Table: Nonrecourse Mortgage Debt (dollars in thousands)

As of January 31, 2009



	Year Ending January 31, 2010													Year Ending January 31, 2011
									Plus													Plus
						Less			Unconsolidated										Less			Unconsolidated
			Full			Minority			Investments at			Pro-Rata				Full			Minority			Investments at			Pro-Rata
			Consolidation			Interest			Pro-Rata			Consolidation				Consolidation			Interest			Pro-Rata			Consolidation

Fixed:
Fixed-rate debt		$	182,492		$	4,050		$	39,606		$	218,048			$	220,677		$	14,747		$	23,316		$	229,246
Weighted average rate			6.74	%		6.84	%		6.62	%		6.71	%			7.17	%		6.52	%		7.07	%		7.20	%

Variable:
Variable-rate debt			700,224			133,303			143,863			710,784				446,192			-			15,327			461,519
Weighted average rate			3.63	%		3.21	%		2.78	%		3.54	%			2.45	%		-	%		3.06	%		2.47	%

Tax-Exempt			-			-			43,688			43,688				-			-			-			-
Weighted average rate			-	%		-	%		0.95	%		0.95	%			-	%		-	%		-	%		-	%

Total variable-rate debt			700,224			133,303			187,551			754,472				446,192			-			15,327			461,519


Total Nonrecourse Mortgage Debt		$	882,716		$	137,353		$	227,157		$	972,520			$	666,869		$	14,747		$	38,643		$	690,765
Weighted Average Rate			4.27	%		3.32	%		3.10	%		4.13	%			4.01	%		6.52	%		5.48	%		4.04	%



	Year Ending January 31, 2012													Year Ending January 31, 2013
									Plus													Plus
						Less			Unconsolidated										Less			Unconsolidated
			Full			Minority			Investments at			Pro-Rata				Full			Minority			Investments at			Pro-Rata
			Consolidation			Interest			Pro-Rata			Consolidation				Consolidation			Interest			Pro-Rata			Consolidation

Fixed:
Fixed-rate debt		$	371,070		$	3,570		$	74,705		$	442,205			$	331,067		$	6,925		$	30,204		$	354,346
Weighted average rate			7.04	%		5.00	%		6.28	%		6.93	%			5.97	%		6.28	%		6.52	%		6.01	%

Variable:
Variable-rate debt			185,413			36,304			28,270			177,379				45,366			-			3,237			48,603
Weighted average rate			3.55	%		3.09	%		3.41	%		3.62	%			6.26	%		-	%		3.04	%		6.04	%

Tax-Exempt			33,520			67			-			33,453				204,616			62,057			-			142,559
Weighted average rate			3.11	%		1.03	%		-	%		3.12	%			2.46	%		2.47	%		-	%		2.46	%

Total variable-rate debt			218,933			36,371			28,270			210,832				249,982			62,057			3,237			191,162


Total Nonrecourse Mortgage Debt		$	590,003		$	39,941		$	102,975		$	653,037			$	581,049		$	68,982		$	33,441		$	545,508
Weighted Average Rate			5.72	%		3.26	%		5.49	%		5.84	%			4.76	%		2.85	%		6.18	%		5.09	%

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Scheduled Maturities Table: Nonrecourse Mortgage Debt (dollars in thousands) (continued)
As of January 31, 2009



	Year Ending January 31, 2014													Thereafter
								Plus													Plus
					Less			Unconsolidated										Less			Unconsolidated
		Full			Minority			Investments at			Pro-Rata				Full			Minority			Investments at			Pro-Rata
		Consolidation			Interest			Pro-Rata			Consolidation				Consolidation			Interest			Pro-Rata			Consolidation

Fixed:
Fixed-rate debt		$	782,056		$	14,699		$	48,560		$	815,917			$	2,227,383		$	142,158		$	826,788		$	2,912,013
Weighted average rate			5.82	%		5.57	%		5.69	%		5.82	%			5.80	%		6.02	%		5.69	%		5.76	%

Variable:
Variable-rate debt			46,412			-			1,315			47,727				652,413			-			39,191			691,604
Weighted average rate			6.05	%		-	%		2.53	%		5.96	%			6.31	%		-	%		3.12	%		6.13	%

Tax-Exempt			765			77			-			688				648,724			21,062			156,944			784,606
Weighted average rate			1.03	%		1.02	%		-	%		1.03	%			1.47	%		2.00	%		1.30	%		1.42	%

Total variable-rate debt			47,177			77			1,315			48,415				1,301,137			21,062			196,135			1,476,210


Total Nonrecourse Mortgage Debt		$	829,233		$	14,776		$	49,875		$	864,332			$	3,528,520		$	163,220		$	1,022,923		$	4,388,223
Weighted Average Rate			5.83	%		5.55	%		5.60	%		5.82	%			5.10	%		5.50	%		4.92	%		5.04	%


	Total
								Plus
					Less			Unconsolidated
		Full			Minority			Investments at			Pro-Rata
		Consolidation			Interest			Pro-Rata			Consolidation

Fixed:
Fixed-rate debt		$	4,114,745		$	186,149		$	1,043,179		$	4,971,775
Weighted average rate			6.04	%		6.03	%		5.82	%		6.00	%

Variable:
Variable-rate debt			2,076,020			169,607			231,203			2,137,616
Weighted average rate			4.32	%		3.19	%		2.93	%		4.26	%

Tax-Exempt			887,625			83,263			200,632			1,004,994
Weighted average rate			1.76	%		2.35	%		1.22	%		1.60	%

Total variable-rate debt			2,963,645			252,870			431,835			3,142,610


Total Nonrecourse Mortgage Debt		$	7,078,390		$	439,019		$	1,475,014		$	8,114,385
Weighted Average Rate			5.00	%		4.23	%		4.75	%		5.00	%

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

The following tables provide detail of our maturities for 2009, 2010 and 2011 as of January 31, 2009, as well as the level of exposure to various lending sources, operating/development designation and product type:

Upcoming Maturities Summary (dollars in thousands)

As of January 31, 2009


			Less							Plus
			Unconsolidated		Full			Less		Unconsolidated		Pro - Rata
			Investments		Consolidation			Minority		Investments		Consolidation
Year Ending January 31, 2010	100%		at 100%		(GAAP)			Interest		at Pro Rata		(Non-GAAP)

Total Maturities	$	1,361,023	$	478,307	$	882,716	⁽²⁾	$	137,353	$	227,157	$	972,520	⁽³⁾
Less: Scheduled Payments		103,894		32,964		70,930			2,443		12,739		81,226

Net Maturities		1,257,129		445,343		811,786			134,910		214,418		891,294


Closed Loans / To be Fully Amortized ⁽⁵⁾		203,032		20,343		182,689			65,375		4,312		121,626
Committed Deals / Automatic Extensions ⁽⁵⁾		91,360		22,147		69,213			1,606		10,820		78,427
Extension Available ⁽¹⁾⁽⁵⁾		609,482		193,354		416,128			61,210		93,361		448,279

Subtotal		903,874		235,844		668,030			128,191		108,493		648,332


Remaining to Finance	$	353,255	$	209,499	$	143,756		$	6,719	$	105,925		242,962




			Less							Plus
			Unconsolidated		Full			Less		Unconsolidated		Pro - Rata
			Investments		Consolidation			Minority		Investments		Consolidation
Year Ending January 31, 2011	100%		at 100%		(GAAP)			Interest		at Pro Rata		(Non-GAAP)

Total Maturities	$	747,610	$	80,741	$	666,869	⁽²⁾	$	14,747	$	38,643	$	690,765	⁽³⁾
Less: Scheduled Payments		97,466		24,464		73,002			1,978		12,690		83,714
Add: Corporate Debt ⁽⁴⁾		384,410		-		384,410			-		-		384,410

Net Maturities		1,034,554		56,277		978,277			12,769		25,953		991,461


Closed Loans / To be Fully Amortized ⁽⁵⁾		323		323		-			-		157		157
Committed Deals / Automatic Extensions ⁽⁵⁾		2,401		-		2,401			480		-		1,921
Extension Available ⁽¹⁾⁽⁵⁾		321,670		30,023		291,647			-		14,234		305,881

Subtotal		324,394		30,346		294,048			480		14,391		307,959


Remaining to Finance	$	710,160	$	25,931	$	684,229		$	12,289	$	11,562	$	683,502




			Less							Plus
			Unconsolidated		Full			Less		Unconsolidated		Pro - Rata
			Investments		Consolidation			Minority		Investments		Consolidation
Year Ending January 31, 2012	100%		at 100%		(GAAP)			Interest		at Pro Rata		(Non-GAAP)

Total Maturities	$	795,151	$	205,148	$	590,003	⁽²⁾	$	39,941	$	102,975	$	653,037	⁽³⁾
Less: Scheduled Payments		95,076		22,851		72,225			2,237		11,943		81,931
Add: Corporate Debt		272,500		-		272,500			-		-		272,500

Net Maturities		972,575		182,297		790,278			37,704		91,032		843,606


Closed Loans / To be Fully Amortized ⁽⁵⁾		160		160		-			-		80		80
Committed Deals / Automatic Extensions ⁽⁵⁾		-		-		-			-		-		-
Extension Available ⁽¹⁾⁽⁵⁾		259,980		31,860		228,120			36,304		15,813		207,629

Subtotal		260,140		32,020		228,120			36,304		15,893		207,709


Remaining to Finance	$	712,435	$	150,277	$	562,158		$	1,400	$	75,139	$	635,897


(1)		Includes loans that have extensions based upon pre-determined underwriting qualifications.

(2)		Excludes maturities of the Company’s notes payable of $14,782, $1,287 and $1,355 for the years ending January 31, 2010, 2011 and 2012, respectively.

(3)		Excludes maturities of the Company’s notes payable of $26,497, $4,268 and $14,425 for the years ending January 31, 2010, 2011 and 2012, respectively.

(4)		The credit facility amount of $365,500 outstanding as of January 31, 2009 has a maximum commitment of $750,000. The remaining availability of $384,500 is further reduced by $65,949 in outstanding letters of credit as of January 31, 2009.

(5)		Reflects activity through March 24, 2009.

(6)		Amount includes $18,910 (net of fair market value adjustment of $1,490) related to $20,400 of redevelopment bonds included in senior and subordinated debt in the Company’s Balance Sheet.

Forest City Enterprises, Inc. and Subsidiaries

Supplemental Financial Information

Net Maturities at 100%, by Operations and Development Projects (dollars in thousands)
As of January 31, 2009


							Total
Year Ending January 31,	2010		2011		2012		by Type		Percent		Max		Median

Operating	$	655,108	$	757,891	$	804,341	$	2,217,340		68%	$	365,500	$	13,542

Under Construction		233,783		261,649		145,481		640,913		20%	$	261,650	$	34,093

Development/ Land		368,238		15,014		22,753		406,005		12%	$	176,891	$	5,216


Total By Maturity	$	1,257,129	$	1,034,554	$	972,575	$	3,264,258		100%	$	365,500	$	11,882

Net Maturities at 100%, by Lender Type (dollars in thousands)
As of January 31, 2009


Year Ending January 31,	2010		2011		2012		Total		Percent		Max		Median

Conventional Lenders	$	956,360	$	720,087	$	275,325	$	1,951,772		60%	$	365,500	$	10,963

Life Insurance		102,590		105,178		304,869		512,637		16%		97,490		45,858

Fannie/Freddie		112,405		28,333		60,526		201,264		6%		80,000		9,242

State and Local Government		1,774		11,178		8,767		21,719		1%		8,000		1,774

Securitized		84,000		169,778		323,088		576,866		17%		272,500		21,036


Total By Maturity	$	1,257,129	$	1,034,554	$	972,575	$	3,264,258		100%	$	365,500	$	11,973

Net Maturities at 100%, by Product Type (dollars in thousands)
As of January 31, 2009


Year Ending January 31,	2010		2011		2012		Total		Percent		Max		Median

Apartments	$	160,976	$	28,334	$	199,788	$	389,098		12%	$	80,000	$	10,611

Retail		556,464		384,102		209,856		1,150,422		35%		261,650		19,713

Office		155,225		181,625		267,678		604,528		19%		75,880		15,817

Hotel		18,000		45,858		-		63,858		2%		45,858		31,929

Land		366,464		10,225		22,753		399,442		12%		176,891		6,258

Corporate		-		384,410		272,500		656,910		20%		365,500		272,500


Total By Maturity	$	1,257,129	$	1,034,554	$	972,575	$	3,264,258		100%	$	365,500	$	11,973

Forest City Enterprises, Inc. and Subsidiaries

Supplemental Financial Information

Net Maturities by Operations and Development Projects (dollars in thousands)
As of January 31, 2009


											Less Unconsolidated									Full Consolidation
			At 100%								Investments at 100%									(GAAP)
Year Ending January 31,	2010		2011		2012		Total		2010			2011		2012		Total		2010			2011		2012		Total

Operating	$	655,108	$	757,891	$	804,341	$	2,217,340	$	150,260		$	46,312	$	147,021	$	343,593	$	504,848		$	711,579	$	657,320	$	1,873,747
Count		21		20		23		64		8			6		9		23		13			14		14		41

Development/ Land ⁽¹⁾		368,238		15,014		22,753		406,005		106,192			9,965		22,753		138,910		262,046			5,049		-		267,095
Count		20		2		1		23		8			1		1		10		12			1		-		13

Under Construction ⁽²⁾		233,783		261,649		145,481		640,913		188,891			-		12,523		201,414		44,892			261,649		132,958		439,499
Count		5		1		4		10		4			-		1		5		1			1		3		5


Total By Maturity	$	1,257,129	$	1,034,554	$	972,575	$	3,264,258	$	445,343		$	56,277	$	182,297	$	683,917	$	811,786		$	978,277	$	790,278	$	2,580,341
Total Count		46		23		28		97		20			7		11		38		26			16		17		59


(1)		$406,005 and $267,094 outstanding at 100% and Full Consolidation, respectively, have maximum commitments available of $446,763 at 100% and $280,333 at Full Consolidation.

(2)		$640,913 and $439,499 outstanding at 100% and Full Consolidation, respectively, have maximum commitments available of $1,489,452 at 100% and $1,182,900 at Full Consolidation.

Net Maturities by Lender Type (dollars in thousands)
As of January 31, 2009


											Less Unconsolidated									Full Consolidation
			At 100%								Investments at 100%									(GAAP)
Year Ending January 31,	2010		2011		2012		Total		2010			2011		2012		Total		2010			2011		2012		Total

Conventional Lenders ⁽¹⁾	$	956,360	$	720,087	$	275,325	$	1,951,772	$	315,203		$	30,070	$	54,613	$	399,886	$	641,157		$	690,017	$	220,712	$	1,551,886
Count		34		13		10		57		14			4		4		22		20			9		6		35

Life Insurance ⁽²⁾		102,590		105,178		304,869		512,637		39,287			-		86,436		125,723		63,303			105,178		218,433		386,914
Count		3		2		6		11		2			-		2		4		1			2		4		7

Fannie/Freddie		112,405		28,333		60,526		201,264		89,079			25,932		41,088		156,099		23,326			2,401		19,438		45,165
Count		6		3		5		14		3			2		4		9		3			1		1		5

State and Local Government		1,774		11,178		8,767		21,719		1,774			275		160		2,209		-			10,903		8,607		19,510
Count		1		2		3		6		1			1		1		3		-			1		2		3

Securitized		84,000		169,778		323,088		576,866		-			-		-		-		84,000			169,778		323,088		576,866
Count		2		3		4		9		-			-		-		-		2			3		4		9


Total By Maturity	$	1,257,129	$	1,034,554	$	972,575	$	3,264,258	$	445,343		$	56,277	$	182,297	$	683,917	$	811,786		$	978,277	$	790,278	$	2,580,341
Total Count		46		23		28		97		20			7		11		38		26			16		17		59


(1)		Of the $1,951,772 at 100% and $1,551,885 at Full Consolidation, $37,855 and $20,305 at 100% and Full Consolidation, respectively, can be securitized by the lender at the Lender’s options without the Company’s knowledge. As of January 31, 2009, it is the Company’s belief that loans described are currently not securitized.

(2)		Of the $512,637 at 100% and $386,914 at Full Consolidation, $126,010 and $46,945 at 100% and Full Consolidation, respectively, can be securitized by the lender at the Lender’s options without the Company’s knowledge. As of January 31, 2009, it is the Company’s belief that loans described are currently not securitized.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Net Maturities by Product Type (dollars in thousands)
As of January 31, 2009


											Less Unconsolidated								Full Consolidation
			At 100%								Investments at 100%								(GAAP)

Year Ending January 31,	2010		2011		2012		Total		2010		2011		2012		Total		2010		2011		2,012		Total

Apartments	$	160,976	$	28,334	$	199,788	$	389,098	$	112,374	$	25,932	$	68,431	$	206,737	$	48,602	$	2,402	$	131,357	$	182,361
Count		8		3		12		23		4		2		7		13		4		1		5		10

Retail		556,464		384,102		209,856		1,150,422		189,630		2,783		-		192,413		366,834		381,319		209,856		958,009
Count		12		9		5		26		5		2		-		7		7		7		5		19

Office		155,225		181,625		267,678		604,528		38,921		17,597		91,113		147,631		116,304		164,028		176,565		456,897
Count		6		6		9		21		4		2		3		9		2		4		6		12

Hotel		18,000		45,858		-		63,858		-		-		-		-		18,000		45,858		-		63,858
Count		1		1		-		2		-		-		-		-		1		1		-		2

Land		366,464		10,225		22,753		399,442		104,418		9,965		22,753		137,136		262,046		260		-		262,306
Count		19		2		1		22		7		1		1		9		12		1		-		13

Corporate		-		384,410		272,500		656,910		-		-		-		-		-		384,410		272,500		656,910
Count		-		2		1		3		-		-		-		-		-		2		1		3


Total By Maturity	$	1,257,129	$	1,034,554	$	972,575	$	3,264,258	$	445,343	$	56,277	$	182,297	$	683,917	$	811,786	$	978,277	$	790,278	$	2,580,341
Total Count		46		23		28		97		20		7		11		38		26		16		17		59

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

As discussed earlier, we present certain financial amounts under the pro-rata consolidation method (a non-GAAP measure). This information is useful to our investors because we believe that it more accurately reflects the manner in which we operate our business. This is because, in line with industry practice, we have a large number of investments in which our economic ownership is less than 100% as a means of procuring opportunities and sharing risk. The tables below present amounts for both full consolidation, a GAAP measure, and pro-rata consolidation, providing a reconciliation of the difference between the two methods. Under the pro-rata consolidation method, we present our partnership investments proportionate to our share of ownership for each line item of our consolidated financial statements. Under full consolidation, partnership assets and liabilities are reported as consolidated at 100% if deemed to be under our control or if we are deemed to be the primary beneficiary for our investments in a VIE. Partnership assets and liabilities are reported on the equity or cost method of accounting if we do not have control, or, in the case of investments in VIEs, we are not deemed the primary beneficiary.

Consolidated Balance Sheet Information – January 31, 2009 (Unaudited)

Plus

Full

Less

Unconsolidated

Pro-Rata

Consolidation

Minority

Investments at

Consolidation

(GAAP)

Interest

Pro-Rata

(Non-GAAP)

(in thousands)

Assets

Real Estate

Completed rental properties

8,203,095

238,107

1,391,085

9,356,073

Projects under development

2,233,576

467,632

354,643

2,120,587

Land held for development or sale

195,213

19,629

122,377

297,961

Total Real Estate

10,631,884

725,368

1,868,105

11,774,621

Less accumulated depreciation

(1,419,050

)

(47,555

)

(332,619

)

(1,704,114

)

Real Estate, net

9,212,834

677,813

1,535,486

10,070,507

Cash and equivalents

267,305

5,111

11,858

274,052

Restricted cash

291,224

31,529

115,863

375,558

Notes and accounts receivable, net

427,410

14,767

65,488

478,131

Investments in and advances to affiliates

287,242

(37,493

)

(60,221

)

264,514

Other assets

936,902

63,022

77,733

951,613

Total Assets

11,422,917

754,749

1,746,207

12,414,375

Liabilities and Shareholders’ Equity

Liabilities

Mortgage debt, nonrecourse

7,078,390

439,019

1,475,014

8,114,385

Notes payable

181,919

12,794

90,013

259,138

Bank revolving credit facility

365,500

Senior and subordinated debt

870,410

Accounts payable and accrued expenses

1,277,199

93,663

181,961

1,365,497

Deferred income taxes

439,282

Total Liabilities

10,212,700

545,476

1,746,988

11,414,212

Minority Interest

396,075

209,273

(781

)

186,021

⁽¹⁾

Shareholders’ Equity

Shareholders’ equity before accumulated other comprehensive loss

921,663

Accumulated other comprehensive loss

(107,521

)

(107,521

)

Total Shareholders’ Equity

814,142

Total Liabilities and Shareholders’ Equity

11,422,917

754,749

1,746,207

12,414,375

(1)

The $186,021 represents the value of the Class A Common Units exchanged for Bruce C. Ratner’s minority interests in the Forest City Ratner Company portfolio. The reduction in this amount of $12,624 from January 31, 2008 is due to the conversion of certain of the Class A Common Units into shares of the Company’s Class A common stock and cash.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Consolidated Balance Sheet Information – January 31, 2008 (Unaudited)



								Plus
		Full			Less			Unconsolidated			Plus			Pro-Rata
		Consolidation			Minority			Investments at			Discontinued			Consolidation
	(GAAP)			Interest				Pro-Rata		Operations			(Non-GAAP)

								(in thousands)

Assets
Real Estate
Completed rental properties	$	7,561,685		$	334,392		$	1,208,040		$	31,328		$	8,466,661
Projects under development		1,499,495			185,806			506,658			-			1,820,347
Land held for development or sale		155,524			7,658			118,335			-			266,201

Total Real Estate		9,216,704			527,856			1,833,033			31,328			10,553,209
Less accumulated depreciation		(1,244,391	)		(73,924	)		(301,604	)		(1,470	)		(1,473,541	)

Real Estate, net		7,972,313			453,932			1,531,429			29,858			9,079,668

Cash and equivalents		254,434			12,466			26,217			-			268,185
Restricted cash		248,262			8,970			182,675			-			421,967
Notes and accounts receivable, net		419,090			19,271			46,091			179			446,089
Investments in and advances to affiliates		495,828			14,844			(188,029	)		-			292,955
Other assets		829,998			23,826			87,777			1,635			895,584
Operating property assets held for sale		31,672			-			-			(31,672	)		-


Total Assets	$	10,251,597		$	533,309		$	1,686,160		$	-		$	11,404,448


Liabilities and Shareholders’ Equity
Liabilities
Mortgage debt, nonrecourse	$	6,338,610		$	345,849		$	1,458,579		$	27,700		$	7,479,040
Notes payable		143,874			1,101			85,582			-			228,355
Bank revolving credit facility		39,000			-			-			-			39,000
Senior and subordinated debt		886,900			-			-			-			886,900
Accounts payable and accrued expenses		1,015,844			35,659			142,171			798			1,123,154
Deferred income taxes		477,238			-			-			-			477,238
Operating property liabilities held for sale		28,498			-			-			(28,498	)		-

Total Liabilities		8,929,964			382,609			1,686,332			-			10,233,687

Minority Interest		349,517			150,700			(172	)		-			198,645	⁽¹⁾


Shareholders’ Equity
Shareholders’ equity before accumulated other comprehensive loss		1,044,772			-			-			-			1,044,772
Accumulated other comprehensive loss		(72,656	)		-			-			-			(72,656	)

Total Shareholders’ Equity		972,116			-			-			-			972,116


Total Liabilities and Shareholders’ Equity	$	10,251,597		$	533,309		$	1,686,160		$	-		$	11,404,448

(1)

The $198,645 represents the value of the Class A Common Units exchanged for Bruce C. Ratner’s minority interests in the Forest City Ratner Company portfolio.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Consolidated Earnings Information – Three Months Ended January 31, 2009 (Unaudited)

Plus

Full

Less

Unconsolidated

Plus

Pro-Rata

Consolidation

Minority

Investments at

Discontinued

Consolidation

(GAAP)

Interest

Pro-Rata

Operations

(Non-GAAP)

(in thousands)

Revenues from real estate operations

322,974

8,437

93,153

1,651

409,341

Expenses

Operating expenses

187,835

3,093

60,698

452

245,892

Depreciation and amortization

68,835

787

16,429

326

84,803

Impairment of real estate

1,262

15,259

16,521

257,932

3,880

92,386

778

347,216

Interest expense

(105,616

)

(1,265

)

(17,350

)

(378

)

(122,079

)

Amortization of mortgage procurement costs

(3,332

)

(119

)

(565

)

(53

)

(3,831

)

Loss on early extinguishment of debt

(620

)

(620

)

Interest and other income

14,430

387

1,442

15,485

Gain on disposition of rental properties

(731

)

5,778

5,047

Earnings (loss) before income taxes

(30,096

)

3,560

(16,437

)

6,220

(43,873

)

Income tax expense (benefit)

Current

(12,501

)

20,633

8,132

Deferred

11,015

(18,229

)

(7,214

)

(1,486

)

2,404

918

Minority interest

(3,493

)

(3,493

)

Equity in earnings (loss), including impairment of unconsolidated entities

(16,798

)

(67

)

16,437

(294

)

Earnings (loss) from continuing operations

(48,901

)

3,816

(45,085

)

Discontinued operations, net of tax:

Operating earnings from rental properties

271

(271

)

Gain on disposition of rental properties

2,865

(2,865

)

Gain on disposition of Lumber Group

680

(680

)

3,816

(3,816

)

Net loss

(45,085

)

(45,085

)

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Consolidated Earnings Information – Year Ended January 31, 2009 (Unaudited)



								Plus
		Full			Less			Unconsolidated			Plus			Pro-Rata
		Consolidation			Minority			Investments at			Discontinued			Consolidation
		(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)

							(in thousands)

Revenues from real estate operations	$	1,290,390		$	56,132		$	380,297		$	7,356		$	1,621,911

Expenses
Operating expenses		782,266			28,651			272,305			931			1,026,851
Depreciation and amortization		269,560			3,142			56,361			1,986			324,765
Impairment of real estate		1,262			-			21,285			-			22,547

		1,053,088			31,793			349,951			2,917			1,374,163


Interest expense		(367,882	)		(11,624	)		(69,757	)		(2,612	)		(428,627	)
Amortization of mortgage procurement costs		(12,145	)		(502	)		(2,064	)		(302	)		(14,009	)
Loss on early extinguishment of debt		(1,670	)		(119	)		(51	)		-			(1,602	)

Interest and other income		42,481			1,807			5,127			61			45,862
Gain on disposition of rental properties and other investments		150			-			142			14,405			14,697


Earnings (loss) before income taxes		(101,764	)		13,901			(36,257	)		15,991			(135,931	)


Income tax expense (benefit)
Current		(27,539	)		-			-			19,991			(7,548	)
Deferred		(1,615	)		-			-			(13,812	)		(15,427	)

		(29,154	)		-			-			6,179			(22,975	)


Minority interest		(13,817	)		(13,817	)		-			-			-

Equity in earnings (loss), including impairment of unconsolidated entities		(35,585	)		(84	)		36,257			-			756


Earnings (loss) from continuing operations		(122,012	)		-			-			9,812			(112,200	)

Discontinued operations, net of tax:
Operating earnings from rental properties		973			-			-			(973	)		-
Gain on disposition of rental properties		8,159			-			-			(8,159	)		-
Gain on disposition of Lumber Group		680			-			-			(680	)		-

		9,812			-			-			(9,812	)		-


Net loss	$	(112,200	)	$	-		$	-		$	-		$	(112,200	)

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Consolidated Earnings Information – Three Months Ended January 31, 2008 (Unaudited)



								Plus
		Full			Less			Unconsolidated			Plus			Pro-Rata
		Consolidation			Minority			Investments at			Discontinued			Consolidation
		(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)

							(in thousands)

Revenues from real estate operations	$	404,380		$	19,717		$	87,410		$	2,366		$	474,439

Expenses
Operating expenses		240,551			10,374			52,582			221			282,980
Depreciation and amortization		62,170			1,118			11,256			478			72,786
Impairment of real estate		102			10			11,469			-			11,561

		302,823			11,502			75,307			699			367,327


Interest expense		(90,133	)		(440	)		(18,417	)		(1,281	)		(109,391	)
Amortization of mortgage procurement costs		(2,573	)		(114	)		(614	)		(90	)		(3,163	)
Loss on early extinguishment of debt		(52	)		(33	)		(896	)		-			(915	)

Interest and other income		21,002			800			2,375			191			22,768
Gain on disposition of rental properties and other investments		-			-			12,286			1,046			13,332


Earnings before income taxes		29,801			8,428			6,837			1,533			29,743


Income tax expense
Current		5,555			-			-			93			5,648
Deferred		10,430			-			-			500			10,930

		15,985			-			-			593			16,578


Minority interest		(8,616	)		(8,616	)		-			-			-

Equity in earnings (loss), including impairment of unconsolidated entities		6,465			188			(6,837	)		-			(560	)


Earnings from continuing operations		11,665			-			-			940			12,605

Discontinued operations, net of tax:
Operating earnings from rental properties		298			-			-			(298	)		-
Gain on disposition of Lumber Group		642			-			-			(642	)		-

		940			-			-			(940	)		-


Net earnings	$	12,605		$	-		$	-		$	-		$	12,605

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Consolidated Earnings Information – Year Ended January 31, 2008 (Unaudited)



								Plus
		Full			Less			Unconsolidated			Plus			Pro-Rata
		Consolidation			Minority			Investments at			Discontinued			Consolidation
		(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)

								(in thousands)

Revenues from real estate operations	$	1,286,470		$	69,078		$	344,638		$	33,492		$	1,595,522

Expenses
Operating expenses		783,720			33,204			224,833			22,732			998,081
Depreciation and amortization		230,637			6,794			44,800			3,402			272,045
Impairment of real estate		102			10			11,469			-			11,561

		1,014,459			40,008			281,102			26,134			1,281,687


Interest expense		(325,505	)		(11,199	)		(70,851	)		(6,935	)		(392,092	)
Amortization of mortgage procurement costs		(11,296	)		(619	)		(2,267	)		(307	)		(13,251	)
Loss on early extinguishment of debt		(8,955	)		(1,283	)		(1,360	)		(363	)		(9,395	)

Interest and other income		73,282			2,651			11,533			1,017			83,181
Gain on disposition of rental properties and other investments		603			-			9,358			106,333			116,294


Earnings before income taxes		140			18,620			9,949			107,103			98,572


Income tax expense (benefit)
Current		(10,653	)		-			-			25,294			14,641
Deferred		13,655			-			-			16,091			29,746

		3,002			-			-			41,385			44,387


Minority interest		(19,504	)		(19,504	)		-			-			-

Equity in earnings (loss), including impairment of unconsolidated entities		9,073			884			(9,949	)		-			(1,760	)


Earnings (loss) from continuing operations		(13,293	)		-			-			65,718			52,425

Discontinued operations, net of tax and minority interest:
Operating earnings from rental properties		472			-			-			(472	)		-
Gain on disposition of rental properties		64,604			-			-			(64,604	)		-
Gain on disposition of Lumber Group		642			-			-			(642	)		-

		65,718			-			-			(65,718	)		-


Net earnings	$	52,425		$	-		$	-		$	-		$	52,425

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

The following schedules present information on investments in and advances to affiliates.

Investments in and Advances to Affiliates

Included in Investments in and Advances to Affiliates in the Consolidated Balance Sheet Information tables are unconsolidated investments in entities that we do not control and/or are not deemed to be the primary beneficiary, and which are accounted for under the equity method of accounting, as well as advances to partners and other affiliates.

Following is a reconciliation of members’ and partners’ equity to our carrying value in the accompanying Consolidated Balance Sheet Information:


	January 31,
	2009		2008

	(in thousands)

Members’ and partners’ equity as below	$	488,197	$	741,871
Equity of other members and partners		427,976		553,842


Company’s investment in partnerships	$	60,221	$	188,029
Advances to and on behalf of other affiliates		227,021		307,799


Total investments in and advances to affiliates	$	287,242	$	495,828

Summarized financial information for the unconsolidated entities is as follows:


	Combined (100%)						Pro-Rata Share
	(GAAP)						(Non-GAAP)
Year Ended January 31,	2009			2008			2009			2008

				(in thousands)

Balance Sheet:
Real Estate
Completed rental properties	$	3,967,896		$	2,989,525		$	1,391,085		$	1,208,040
Projects under development		931,411			1,271,998			354,643			506,658
Land held for development or sale		278,438			265,943			122,377			118,335

Total Real Estate		5,177,745			4,527,466			1,868,105			1,833,033

Less accumulated depreciation		(680,013	)		(606,961	)		(332,619	)		(301,604	)


Real Estate, net		4,497,732			3,920,505			1,535,486			1,531,429

Restricted cash - military housing bond funds		795,616			1,264,941			43,085			69,589
Other restricted cash		207,507			339,200			72,778			113,086
Other assets		375,465			409,973			155,079			160,085

Total Assets	$	5,876,320		$	5,934,619		$	1,806,428		$	1,874,189


Mortgage debt, nonrecourse	$	4,571,375		$	4,486,786		$	1,475,014		$	1,458,579
Other liabilities		816,748			705,962			271,974			227,753
Minority interest		-			-			(781	)		(172	)
Members’ and partners’ equity		488,197			741,871			60,221			188,029

Total Liabilities and Members’/Partners’ Equity	$	5,876,320		$	5,934,619		$	1,806,428		$	1,874,189

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Investments in and Advances to Affiliates (continued)


	Combined (100%)						Pro-Rata Share
	(GAAP)						(Non-GAAP)
Year Ended January 31,	2009			2008			2009			2008

				(in thousands)

Operations:
Revenues	$	959,068		$	888,139		$	380,297		$	344,638
Equity in earnings of unconsolidated entities on a pro-rata basis		-			-			756			(1,760	)
Operating expenses		(686,596	)		(587,895	)		(272,305	)		(224,833	)
Interest expense including early extinguishment of debt		(233,240	)		(213,891	)		(69,808	)		(72,211	)
Impairment of unconsolidated entities ⁽¹⁾		(74,566	)		(25,726	)		(21,285	)		(11,469	)
Depreciation and amortization		(155,711	)		(133,646	)		(58,425	)		(47,067	)
Interest and other income		49,579			62,061			4,188			6,499
Minority interest		-			-			(84	)		884


Earnings (loss) from continuing operations		(141,466	)		(10,958	)		(36,666	)		(5,319	)


Discontinued operations:
Gain on disposition of unconsolidated entities ⁽²⁾		3,470			31,148			1,081			14,392
Earnings (loss) from discontinued operations		(21	)		1,956			-			-

Discontinued operations subtotal		3,449			33,104			1,081			14,392


Net earnings (loss) (pre-tax)	$	(138,017	)	$	22,146		$	(35,585	)	$	9,073


	(1)	The following table shows the detail of the impairment of unconsolidated entities:



		Combined (100%)				Pro-Rata Share
		(GAAP)				(Non-GAAP)
		Year Ended January 31,
		2009		2008		2009		2008
				(in thousands)

Navy Midwest (Military Housing Project) ^(a)	(Chicago, Illinois)	$	30,000	$	-	$	300	$	-
Mercury (Condominium)	(Los Angeles, California)		28,910		22,526		8,036		8,269
Pittsburgh Peripheral (Land Project)	(Pittsburgh , Pennsylvania)		3,937		-		3,937		-
Classic Residence by Hyatt (Supported-living Apartments)	(Yonkers, New York)		1,107		-		1,107		-
Specialty Retail Centers
El Centro Mall	(El Centro, California)		4,737		-		2,030		-
Coachella Plaza	(Coachella, California)		1,870		-		1,870		-
Southgate Mall	(Yuma, Arizona)		1,356		-		1,356		-
Mixed-Use Land Development
Palmer	(Manatee County, Florida)		1,214		-		1,214		-
Cargor VI	(Manatee County, Florida)		892		-		892		-
Old Stone Crossing at Caldwell Creek	(Charlotte, North Carolina)		365		300		365		300
Smith Family Homes	(Tampa, Florida)		-		2,050		-		2,050
Gladden Forest	(Marana, Arizona)		-		850		-		850
Other			178		-		178		-

Total impairment of unconsolidated entities		$	74,566	$	25,726	$	21,285	$	11,469


		(a) Amount relates to impairment of land located in Puerto Rico held by Navy Midwest.

(2)		The following table shows the detail of the gains on disposition of unconsolidated entities:



		Combined (100%)				Pro-Rata Share
		(GAAP)				(Non-GAAP)
				Year Ended January 31,
		2009		2008		2009		2008
				(in thousands)

One International Place (Office Building)	(Cleveland, Ohio)	$	3,070	$	-	$	881	$	-
Emery-Richmond (Office Building)	(Warrensville Heights, Ohio)		400		-		200		-
University Park at MIT Hotel	(Cambridge, Massachusetts)		-		26,936		-		12,286
White Acres (Apartments)	(Richmond Heights, Ohio)		-		4,212		-		2,106

Total gain on disposition of unconsolidated entities		$	3,470	$	31,148	$	1,081	$	14,392

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Real Estate and Related Nonrecourse Mortgage Debt – January 31, 2009


			Nonrecourse
			Mortgage
	Total Cost		Debt

	(in thousands)

Full Consolidation
Completed rental properties
Residential	$	1,700,320	$	1,078,486
Commercial
Retail centers		3,242,908		2,532,986
Office and other buildings		3,248,822		2,474,846
Corporate and other equipment		11,045		-

		8,203,095		6,086,318


Projects under development
Residential
Under construction		512,859		264,250
In development		612,551		156,549
Commercial
Retail centers
Under construction		653,508		337,218
In development		37,712		-
Office and other buildings
Under construction		208,590		72,608
In development		208,356		70,668

		2,233,576		901,293

Land held for development or sale		195,213		90,779


Total - Full Consolidation	$	10,631,884	$	7,078,390




Less Minority Interest
Completed rental properties
Residential	$	37,677	$	30,524
Commercial
Retail centers		84,003		83,953
Office and other buildings		116,427		100,560
Corporate and other equipment		-		-

		238,107		215,037

Projects under development
Residential
Under construction		110,944		61,986
In development		181,689		65,375
Commercial
Retail centers
Under construction		43,721		22,446
In development		101		-
Office and other buildings
Under construction		77,144		36,304
In development		54,033		26,352

		467,632		212,463

Land held for development or sale		19,629		11,519


Total - Minority Interest	$	725,368	$	439,019

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Real Estate and Related Nonrecourse Mortgage Debt- January 31, 2009 (continued)


				Nonrecourse
				Mortgage
		Total Cost		Debt
	(in thousands)

Plus Unconsolidated Investments at Pro-Rata
Completed rental properties
Residential	$	781,758	$	618,829
Commercial
Retail centers		418,820		437,451
Office and other buildings		190,506		116,964
Corporate and other equipment		1		-

		1,391,085		1,173,244


Projects under development
Residential
Under construction		53,129		103,574
In development		8,133		-
Commercial
Retail centers
Under construction		203,931		99,684
In development		10,825		-
Office and other buildings
Under construction		24,704		15,623
In development		53,921		22,398

		354,643		241,279

Land held for development or sale		122,377		60,491


Total - Unconsolidated Investments at Pro-Rata	$	1,868,105	$	1,475,014




Pro-Rata Consolidation
Completed rental properties
Residential	$	2,444,401	$	1,666,791
Commercial
Retail centers		3,577,725		2,886,484
Office and other buildings		3,322,901		2,491,250
Corporate and other equipment		11,046		-

		9,356,073		7,044,525


Projects under development
Residential
Under construction		455,044		305,838
In development		438,995		91,174
Commercial
Retail centers
Under construction		813,718		414,456
In development		48,436		-
Office and other buildings
Under construction		156,150		51,927
In development		208,244		66,714

		2,120,587		930,109

Land held for development or sale		297,961		139,751

Total - Pro-Rata Consolidation	$	11,774,621	$	8,114,385

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Rental Properties Corporation (“Rental Properties”) is a wholly-owned subsidiary of Forest City Enterprises, Inc. engaged in the ownership, development, acquisition and management of real estate projects, including apartment complexes, regional malls and retail centers, hotels, office buildings and mixed-use facilities, as well as large land development projects. Consolidated Balance Sheet information and Consolidated Earnings information for Rental Properties and its subsidiaries follow.

Forest City Rental Properties Corporation and Subsidiaries

Consolidated Balance Sheet Information – January 31, 2009 (Unaudited)



								Plus
		Full			Less			Unconsolidated			Pro-Rata
		Consolidation			Minority			Investments at			Consolidation
		(GAAP)			Interest			Pro-Rata			(Non-GAAP)
	(in thousands)

Assets
Real Estate
Completed rental properties	$	8,192,051		$	238,107		$	1,391,084		$	9,345,028
Projects under development		2,233,576			467,632			354,643			2,120,587
Land held for development or sale		68,544			5,772			53,903			116,675

Total Real Estate		10,494,171			711,511			1,799,630			11,582,290
Less accumulated depreciation		(1,413,081	)		(47,555	)		(332,618	)		(1,698,144	)

Real Estate, net		9,081,090			663,956			1,467,012			9,884,146

Cash and equivalents		240,063			5,091			8,640			243,612
Restricted cash		264,668			31,494			115,621			348,795
Notes and accounts receivable, net		399,508			13,074			59,107			445,541
Investments in and advances to affiliates		238,633			(35,412	)		(30,273	)		243,772
Other assets		882,741			62,962			77,037			896,816


Total Assets	$	11,106,703		$	741,165		$	1,697,144		$	12,062,682


Liabilities and Shareholders’ Equity
Liabilities
Mortgage debt, nonrecourse	$	7,040,240		$	432,764		$	1,442,970		$	8,050,446
Notes payable		167,251			12,794			87,506			241,963
Bank revolving credit facility		365,500			-			-			365,500
Senior and subordinated debt		18,910			-			-			18,910
Accounts payable and accrued expenses		1,146,503			92,841			167,343			1,221,005
Accounts payable to Forest City Enterprises, Inc.		553,190			(497	)		106			553,793
Deferred income taxes		505,619			-			-			505,619

Total Liabilities		9,797,213			537,902			1,697,925			10,957,236

Minority Interest		390,065			203,263			(781	)		186,021


Total Shareholders’ Equity		919,425			-			-			919,425


Total Liabilities and Shareholders’ Equity	$	11,106,703		$	741,165		$	1,697,144		$	12,062,682

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Rental Properties Corporation and Subsidiaries
Consolidated Balance Sheet Information – January 31, 2008 (Unaudited)



								Plus
		Full			Less			Unconsolidated			Plus			Pro-Rata
		Consolidation			Minority			Investments at			Discontinued			Consolidation
		(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)
	(in thousands)

Assets
Real Estate
Completed rental properties	$	7,550,590		$	334,392		$	1,208,040		$	31,328		$	8,455,566
Projects under development		1,499,495			185,806			506,658			-			1,820,347
Land held for development or sale		52,614			4,921			42,458			-			90,151

Total Real Estate		9,102,699			525,119			1,757,156			31,328			10,366,064
Less accumulated depreciation		(1,239,123	)		(73,924	)		(301,604	)		(1,470	)		(1,468,273	)

Real Estate, net		7,863,576			451,195			1,455,552			29,858			8,897,791

Cash and equivalents		184,130			12,438			21,396			-			193,088
Restricted cash		243,368			8,141			181,752			-			416,979
Notes and accounts receivable, net		392,903			17,032			39,492			179			415,542
Investments in and advances to affiliates		435,738			15,974			(150,584	)		-			269,180
Other assets		768,312			23,804			87,159			1,635			833,302
Operating property assets held for sale		31,672			-			-			(31,672	)		-


Total Assets	$	9,919,699		$	528,584		$	1,634,767		$	-		$	11,025,882


Liabilities and Shareholders’ Equity
Liabilities
Mortgage debt, nonrecourse	$	6,303,142		$	344,456		$	1,423,791		$	27,700		$	7,410,177
Notes payable		129,808			1,101			83,061			-			211,768
Bank revolving credit facility		39,000			-			-			-			39,000
Senior and subordinated debt		20,400			-			-			-			20,400
Accounts payable and accrued expenses		799,419			35,081			128,133			798			893,269
Accounts payable to Forest City Enterprises, Inc.		614,115			(505	)		(46	)		-			614,574
Deferred income taxes		566,587			-			-			-			566,587
Operating property liabilities held for sale		28,498			-			-			(28,498	)		-

Total Liabilities		8,500,969			380,133			1,634,939			-			9,755,775

Minority Interest		347,268			148,451			(172	)		-			198,645


Total Shareholders’ Equity		1,071,462			-			-			-			1,071,462


Total Liabilities and Shareholders’ Equity	$	9,919,699		$	528,584		$	1,634,767		$	-		$	11,025,882

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Rental Properties Corporation and Subsidiaries

Consolidated Earnings Information – Year Ended January 31, 2009 (Unaudited)

Plus

Full

Less

Unconsolidated

Plus

Pro-Rata

Consolidation

Minority

Investments at

Discontinued

Consolidation

(GAAP)

Interest

Pro-Rata

Operations

(Non-GAAP)

(in thousands)

Revenues from real estate operations

1,273,268

55,420

369,945

7,356

1,595,149

Expenses

Operating expenses

715,282

27,981

266,103

931

954,335

Depreciation and amortization

265,949

3,142

56,361

1,986

321,154

Impairment of real estate

1,262

18,635

19,897

982,493

31,123

341,099

2,917

1,295,386

Interest expense

(362,569

)

(11,491

)

(69,219

)

(2,612

)

(422,909

)

Amortization of mortgage procurement costs

(11,847

)

(459

)

(1,746

)

(302

)

(13,436

)

Loss on early extinguishment of debt

(5,851

)

(119

)

(51

)

(5,783

)

Interest and other income

38,793

1,696

5,065

42,223

Gain on disposition of rental properties

142

13,297

13,439

Earnings (loss) before income taxes

(50,699

)

13,924

(36,963

)

14,883

(86,703

)

Income tax expense (benefit)

Current

(20,568

)

19,991

(577

)

Deferred

3,257

(14,240

)

(10,983

)

(17,311

)

5,751

(11,560

)

Minority interest

(13,840

)

(13,840

)

Equity in earnings (loss), including impairment of unconsolidated entities

(35,472

)

(84

)

36,963

1,575

Earnings (loss) from continuing operations

(82,700

)

9,132

(73,568

)

Discontinued operations, net of tax:

Operating earnings from rental properties

973

(973

)

Gain on disposition of rental properties

8,159

(8,159

)

9,132

(9,132

)

Net loss

(73,568

)

(73,568

)

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Rental Properties Corporation and Subsidiaries
Consolidated Earnings Information – Year Ended January 31, 2008 (Unaudited)



								Plus
		Full			Less			Unconsolidated			Plus			Pro-Rata
		Consolidation			Minority			Investments at			Discontinued			Consolidation
		(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)
	(in thousands)

Revenues from real estate operations	$	1,245,840		$	66,813		$	332,631		$	33,492		$	1,545,150

Expenses
Operating expenses		709,366			33,100			216,550			22,732			915,548
Depreciation and amortization		227,649			6,794			44,800			3,402			269,057
Impairment of real estate		102			10			8,269			-			8,361

		937,117			39,904			269,619			26,134			1,192,966


Interest expense		(321,906	)		(11,005	)		(70,175	)		(6,935	)		(388,011	)
Amortization of mortgage procurement costs		(10,917	)		(619	)		(1,999	)		(307	)		(12,604	)
Loss on early extinguishment of debt		(8,955	)		(1,283	)		(1,360	)		(363	)		(9,395	)

Interest and other income		69,925			2,565			11,375			1,017			79,752
Gain on disposition of rental properties		-			-			9,358			105,287			114,645


Earnings before income taxes		36,870			16,567			10,211			106,057			136,571


Income tax expense
Current		11,005			-			-			25,294			36,299
Deferred		8,949			-			-			15,687			24,636

		19,954			-			-			40,981			60,935


Minority interest		(17,451	)		(17,451	)		-			-			-

Equity in earnings (loss), including impairment of unconsolidated entities		11,569			884			(10,211	)		-			474


Earnings from continuing operations		11,034			-			-			65,076			76,110

Discontinued operations, net of tax and minority interest:
Operating earnings from rental properties		472			-			-			(472	)		-
Gain on disposition of rental properties		64,604			-			-			(64,604	)		-

		65,076			-			-			(65,076	)		-


Net earnings	$	76,110		$	-		$	-		$	-		$	76,110

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

The following is a summary of the real estate activity of Forest City Rental Properties Corporation’s Real Estate Groups as presented on
pro-rata consolidation including a reconciliation from full consolidation to pro-rata consolidation.

Forest City Rental Properties Corporation – Real Estate Activity ⁽¹⁾


	Pro-Rata Consolidation (Non-GAAP)
	January 31,
	2009				2008				2007				2006
	(in thousands)

Forest City Rental Properties Corporation – Real Estate Activity ⁽¹⁾
Real estate - end of year
Completed rental properties	$	9,345,028			$	8,455,566			$	7,510,737			$	6,319,189
Projects under development		2,120,587				1,820,347				1,568,088				1,196,663
Land held for development or sale		116,675				90,151				79,909				50,275

Total real estate - Forest City Rental Properties		11,582,290				10,366,064				9,158,734				7,566,127
Less accumulated depreciation		(1,698,144	)			(1,468,273	)			(1,295,623	)			(1,104,286	)

Real estate, net - Forest City Rental Properties	$	9,884,146			$	8,897,791			$	7,863,111			$	6,461,841

Plus real estate, net - Land Group and Corporate		186,361

Real estate, net - Forest City Enterprises	$	10,070,507


Real estate activity during the year
Completed rental properties
Capital expenditures	$	99,130			$	108,166			$	87,237			$	66,239
Transferred from projects under development		722,498				705,803				547,667				534,820
Acquisitions		98,160				335,750				314,779				58,667
Exchange of cash and Class A Common Units for partner’s interest		-				-				228,958				-
Other ⁽⁶⁾		116,679				8,502				310,275				81,396

Total additions		1,036,467				1,158,221				1,488,916				741,122
Dispositions		(147,005)		⁽²⁾		(213,392)		⁽³⁾		(297,368)		⁽⁴⁾		(198,739)	⁽⁵⁾

Completed rental properties, net additions		889,462				944,829				1,191,548				542,383

Projects under development
New development		1,023,035				1,119,554				813,834				926,217
Transferred to completed rental properties		(722,498	)			(705,803	)			(547,667	)			(534,820	)
Cost of land sales		(34,391	)			(161,492	)			(38,135	)			(63,999	)
Other ⁽⁷⁾		34,094				-				143,393				-

Projects under development, net additions		300,240				252,259				371,425				327,398

Land held for development or sale, net change		26,524				10,242				29,634				(2,732	)

Increase in real estate, at cost	$	1,216,226			$	1,207,330			$	1,592,607			$	867,049

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Rental Properties Corporation – Real Estate Activity ⁽¹⁾ - (Continued)

Plus

Less

Unconsolidated

Plus

Pro-Rata

Full

Minority

Investments

Discontinued

Consolidation

Years Ended January 31,

Consolidation

Interest

at Pro-Rata

Operations

(Non-GAAP)

(in thousands)

2009

Real estate - end of year

Completed rental properties

8,192,051

238,107

1,391,084

–

9,345,028

Projects under development

2,233,576

467,632

354,643

–

2,120,587

Land held for development or sale

68,544

5,772

53,903

–

116,675

Total real estate - Forest City Rental Properties

10,494,171

711,511

1,799,630

–

11,582,290

Less accumulated depreciation

(1,413,081

)

(47,555

)

(332,618

)

–

(1,698,144

)

Real estate, net - Forest City Rental Properties

9,081,090

663,956

1,467,012

–

9,884,146

Plus real estate, net - Land Group and Corporate

131,744

13,857

68,474

–

186,361

Real estate, net - Forest City Enterprises

9,212,834

677,813

1,535,486

–

10,070,507

Real estate activity during the year

Completed rental properties

Capital expenditures

90,348

2,415

11,197

–

99,130

Transferred from projects under development

585,120

10,886

148,264

–

722,498

Acquisitions

80,972

2,641

19,829

–

98,160

Other ⁽⁶⁾

13,031

(94,407

)

9,241

–

116,679

Total additions

769,471

(78,465

)

188,531

–

1,036,467

Dispositions

(128,010

)

(17,820

)

(5,487

)

(31,328

)

(147,005)

⁽²⁾

Completed rental properties, net additions

641,461

(96,285

)

183,044

(31,328

)

889,462

Projects under development

New development

922,248

134,386

235,173

–

1,023,035

Transferred to completed rental properties

(585,120

)

(10,886

)

(148,264

)

–

(722,498

)

Cost of land sales

(12,264

)

(141

)

(22,268

)

–

(34,391

)

Other ⁽⁷⁾

409,217

158,467

(216,656

)

–

34,094

Projects under development, net additions

734,081

281,826

(152,015

)

–

300,240

Land held for development or sale, net additions

15,930

851

11,445

–

26,524

Increase (decrease) in real estate, at cost

1,391,472

186,392

42,474

(31,328

)

1,216,226

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Rental Properties Corporation – Real Estate Activity ⁽¹⁾ - (Continued)



								Plus
					Less			Unconsolidated			Plus			Pro-Rata
		Full			Minority			Investments			Discontinued			Consolidation
Years Ended January 31,		Consolidation			Interest			at Pro-Rata			Operations			(Non-GAAP)
	(in thousands)

2008
Real estate - end of year
Completed rental properties	$	7,550,590		$	334,392		$	1,208,040		$	31,328		$	8,455,566
Projects under development		1,499,495			185,806			506,658			-			1,820,347
Land held for development or sale		52,614			4,921			42,458			-			90,151

Real estate, at cost		9,102,699			525,119			1,757,156			31,328			10,366,064
Less accumulated depreciation		(1,239,123	)		(73,924	)		(301,604	)		(1,470	)		(1,468,273	)

Total real estate	$	7,863,576		$	451,195		$	1,455,552		$	29,858		$	8,897,791

Real estate activity during the year
Completed rental properties
Capital expenditures	$	91,677		$	3,588		$	20,077		$	-		$	108,166
Transferred from projects under development		678,997			11,656			38,462			-			705,803
Acquisitions		334,655			-			1,095			-			335,750
Other ⁽⁶⁾		17,652			(27,175	)		(36,325	)		-			8,502

Total additions		1,122,981			(11,931	)		23,309			-			1,158,221
Operating property held for sale		(31,328	)		-			-			31,328			-
Dispositions		(190,534	)		-			(22,858	)		-			(213,392	) ⁽³⁾

Completed rental properties, net additions		901,119			(11,931	)		451			31,328			944,829

Projects under development
New development		908,349			71,499			282,704			-			1,119,554
Transferred to completed rental properties		(678,997	)		(11,656	)		(38,462	)		-			(705,803	)
Cost of land sales		(125,940	)		(697	)		(36,249	)		-			(161,492	)

Projects under development, net additions		103,412			59,146			207,993			-			252,259

Land held for development or sale, net additions		(5,794	)		(596	)		15,440			-			10,242

Increase (decrease) in real estate, at cost	$	998,737		$	46,619		$	223,884		$	31,328		$	1,207,330


2007
Real estate - end of year
Completed rental properties	$	6,649,471		$	346,323		$	1,207,589		$	-		$	7,510,737
Projects under development		1,396,083			126,660			298,665			-			1,568,088
Land held for development or sale		58,408			5,517			27,018			-			79,909

Real estate, at cost		8,103,962			478,500			1,533,272			-			9,158,734
Less accumulated depreciation		(1,080,432	)		(70,863	)		(286,054	)		-			(1,295,623	)

Total real estate	$	7,023,530		$	407,637		$	1,247,218		$	-		$	7,863,111

Real estate activity during the year
Completed rental properties
Capital expenditures	$	78,663		$	17,488		$	26,062		$	-		$	87,237
Transferred from projects under development		359,649			6,835			194,853			-			547,667
Acquisitions		218,763			17,785			113,801			-			314,779
Exchange of cash and Class A Common Units for partner’s interest		228,958			-			-			-			228,958
Other ⁽⁶⁾		32,884			(330,388	)		(52,997	)		-			310,275

Total additions		918,917			(288,280	)		281,719			-			1,488,916
Dispositions		(423,281	)		(131,224	)		(5,311	)		-			(297,368	) ⁽⁴⁾

Completed rental properties, net additions		495,636			(419,504	)		276,408			-			1,191,548

Projects under development
New development		686,039			49,927			177,722			-			813,834
Transferred to completed rental properties		(359,649	)		(6,835	)		(194,853	)		-			(547,667	)
Cost of land sales		(29,085	)		(673	)		(9,723	)		-			(38,135	)
Other ⁽⁶⁾		212,522			-			(69,129	)		-			143,393

Projects under development, net additions		509,827			42,419			(95,983	)		-			371,425

Land held for development or sale, net additions		20,317			2,097			11,414			-			29,634

Increase (decrease) in real estate, at cost	$	1,025,780		$	(374,988	)	$	191,839		$	-		$	1,592,607

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Rental Properties Corporation – Real Estate Activity ⁽¹⁾ - (Continued)



								Plus
					Less			Unconsolidated			Plus		Pro-Rata
		Full			Minority			Investments			Discontinued		Consolidation
Years Ended January 31,		Consolidation			Interest			at Pro-Rata			Operations		(Non-GAAP)
	(in thousands)

2006
Real estate - end of year
Completed rental properties	$	6,153,835		$	765,827		$	931,181		$	-	$	6,319,189
Projects under development		886,256			84,241			394,648			-		1,196,663
Land held for development or sale		38,091			3,420			15,604			-		50,275

Real estate, at cost		7,078,182			853,488			1,341,433			-		7,566,127
Less accumulated depreciation		(982,249	)		(147,375	)		(269,412	)		-		(1,104,286	)

Total real estate	$	6,095,933		$	706,113		$	1,072,021		$	-	$	6,461,841

Real estate activity during the year
Completed rental properties
Capital expenditures	$	78,132		$	1,855		$	(10,038	)	$	-	$	66,239
Transferred from projects under development		490,278			11,968			56,510			-		534,820
Acquisitions		58,667			-			-			-		58,667
Other ⁽⁶⁾		-			(86,432	)		(5,036	)		-		81,396

Total additions		627,077			(72,609	)		41,436			-		741,122
Dispositions		(164,403	)		(5,195	)		(39,531	)		-		(198,739	)⁽⁵⁾

Completed rental properties, net additions		462,674			(77,804	)		1,905			-		542,383

Projects under development
New development		807,768			78,696			197,145			-		926,217
Transferred to completed rental properties		(490,278	)		(11,968	)		(56,510	)		-		(534,820	)
Cost of land sales		(65,675	)		(2,787	)		(1,111	)		-		(63,999	)

Projects under development, net additions		251,815			63,941			139,524			-		327,398

Land held for development or sale, net additions		(2,455	)		(157	)		(434	)		-		(2,732	)

Increase (decrease) in real estate, at cost	$	712,034		$	(14,020	)	$	140,995		$	-	$	867,049

	(1)		The table includes only the real estate activity for Real Estate Groups owned by Forest City Rental Properties Corporation, a wholly-owned subsidiary of the Company engaged in the ownership, development, acquisition and management of real estate projects, including apartment complexes, regional malls and retail centers, hotels, office buildings and mixed-use facilities, as well as large land development projects.

	(2)		Primarily reflects the dispositions of Sterling Glen of Lynbrook, Sterling Glen of Rye Brook, One International Place, and Emery Richmond. Sterling Glen of Lynbrook is a 130-unit supported-living apartment community in Lynbrook, New York. Sterling Glen of Rye Brook is a 168-unit supported-living apartment community in Rye Brook, New York. One International Place has 88,000 square feet in Cleveland, Ohio. Emery Richmond has 5,000 square feet in Warrensville Heights, Ohio.

	(3)		Primarily reflects the dispositions of Landings of Brentwood, Sterling Glen of Bayshore, Sterling Glen of Center City, Sterling Glen of Darien, Sterling Glen of Forest Hills, Sterling Glen of Plainview, Sterling Glen of Stamford, and University Park at MIT Hotel. Landings of Brentwood is a 724-unit apartment community in Nashville, Tennessee. Sterling Glen of Bayshore is an 85-unit supported-living apartment community in Bayshore, New York. Sterling Glen of Center City is a 135-unit supported-living apartment community in Philadelphia, Pennsylvania. Sterling Glen of Darien is an 80-unit supported-living apartment community in Darien, Connecticut. Sterling Glen of Forest Hills is an 83-unit supported-living apartment community in Forest Hills, New York. Sterling Glen of Plainview is a 79-unit supported-living apartment community in Plainview, New York. Sterling Glen of Stamford is a 166-unit supported-living apartment community in Stamford, Connecticut. University Park at MIT Hotel has 210 rooms in Cambridge, Massachusetts.

	(4)		Primarily reflects the dispositions of Providence at Palm Harbor, Mount Vernon Square, Midtown Plaza, G Street, Battery Park City, Embassy Suites Hotel, and Hilton Times Square. Providence at Palm Harbor is a 236-units apartment community in Tampa, Florida. Mount Vernon Square is a 1,387-units apartment community in Alexandria, Virginia. Midtown Plaza has 240,000 square feet in Parma, Ohio. G Street has 13,000 square feet in Philadelphia, Pennsylvania. Battery Park City has 166,000 square feet in Manhattan, New York. Embassy Suites Hotel and Hilton Times Square have 463 and 444 rooms respectively in Manhattan, New York.

	(5)		Primarily reflects the dispositions of Cherrywood Village, Ranchstone, Colony Place, Enclave, Flower Park, and Showcase. Cherrywood Village and Ranchstone are apartment communities in Denver, Colorado with 360 and 368 units, respectively. Colony Place is a 300-unit apartment community in Fort Myers, Florida. Enclave is a 637-unit apartment community in San Jose, California. Flower Park is a 199-unit apartment community in Santa Ana, California. Showcase has 186,000 square feet in Las Vegas, Nevada.

	(6)		Primarily relates to non-cash changes in completed rental properties as a result of assuming a larger portion of the existing mortgage debt upon acquisition of a partners’ interest.

	(7)		Change to full consolidation method of accounting from equity method due to the occurrence of a triggering event as described in FIN No. 46(R), “Consolidation of Variable Interest Entities,” for Waterfront Station, Village at Gulf stream, Shops at Wiregrass and a mixed-use development project located in Las Vegas, “Nevada in the Commercial Group.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Results of Operations

Net Earnings (Loss) – Net loss for the year ended January 31, 2009 was ($112,200,000) versus net earnings of $52,425,000 for the year ended January 31, 2008. Although we have substantial recurring revenue sources from our properties, we also enter into significant one-time transactions, which could create substantial variances in net earnings (loss) between periods. This variance to the prior year is primarily attributable to the following decreases, which are net of tax and minority interest:

	•		$64,604,000 ($105,287,000, pre-tax) related to the 2007 gains on disposition of Landings of Brentwood, a consolidated apartment community in Nashville, Tennessee and the following six consolidated supported-living apartment communities: Sterling Glen of Bayshore in Bayshore, New York, Sterling Glen of Center City in Philadelphia, Pennsylvania, Sterling Glen of Darien in Darien, Connecticut, Sterling Glen of Forest Hills in Forest Hills, New York, Sterling Glen of Plainview in Plainview, New York and Sterling Glen of Stamford in Stamford, Connecticut;

	•		$18,758,000 ($30,879,000, pre-tax) related to increased write-offs of abandoned development projects in 2008 compared to 2007. The increase primarily relates to the write-off at Summit at Lehigh Valley, a Commercial development project with a housing component in Allentown, Pennsylvania, of $13,069,000 ($21,513,000, pre-tax) in 2008;

	•		$17,920,000 ($20,111,000, pre-tax) related to the increased share of losses from our equity investment in the New Jersey Nets basketball team;

	•		$10,940,000 ($17,830,000, pre-tax) related to the 2007 net gain recognized in other income on the sale of Sterling Glen of Roslyn a consolidated supported-living apartment community under construction in Roslyn, New York;

	•		$8,168,000 ($13,311,000, pre-tax) related to the 2007 gains on disposition of two equity method properties, University Park at MIT Hotel in Cambridge, Massachusetts and White Acres, an apartment community in Richmond Heights, Ohio offset by the 2008 gains on disposition of two equity method properties, One International Place and Emery-Richmond, office buildings in Cleveland, Ohio and Warrensville Heights, Ohio, respectively;

	•		$7,930,000 related to a cumulative effect of change in our effective tax rate during 2008;

	•		$7,554,000 ($12,434,000 pre-tax) related to the 2008 reduction in fair value of the Denver Urban Renewal Authority (“DURA”) purchase obligation and fee;

	•		$6,707,000 ($10,986,000, pre-tax) related to the 2008 increase in impairment charges of consolidated and unconsolidated entities;

	•		$5,611,000 ($9,237,000, pre-tax) in 2008 related to the change in fair market value between the comparable periods of one of our 10-year forward swaps and a related interest rate floor which was marked to market through interest expense as a result of the derivatives not qualifying for hedge accounting;

	•		$5,255,000 ($8,651,000, pre-tax) related to the 2008 increase in outplacement and severance costs related to involuntary employee separations.

These decreases were partially offset by the following increases, net of tax and minority interest:

	•		$13,924,000 ($18,197,000, pre-tax) primarily related to military housing fee income from the management and development of units located primarily in Hawaii, Illinois, Washington and Colorado;

	•		$8,159,000 ($13,297,000, pre-tax) related to the 2008 gains on disposition of two supported-living apartment communities, Sterling Glen of Lynbrook in Lynbrook, New York and Sterling Glen of Rye Brook in Rye Brook, New York;

	•		$4,734,000 ($7,793,000 pre-tax) primarily related to the gain on early extinguishment of a portion of our puttable equity-linked senior notes due October 15, 2011 in 2008 as compared to the loss on early extinguishment of nonrecourse mortgage debt primarily at Eleven MetroTech Center, an office building in Brooklyn, New York, in order to secure more favorable financing terms and at New York Times, an office building in Manhattan, New York, in order to obtain permanent financing, both in 2007;

	•		$2,417,000 ($3,978,000, pre-tax) related to lease termination fee income in 2008 at an office building in Cleveland, Ohio; and

	•		$2,035,000 ($3,350,000, pre-tax) related to the 2008 gain on the sale of an ownership interest in a parking management company.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Net Operating Income (NOI) from Real Estate Groups - NOI, a non-GAAP measure, is defined as revenues (excluding straight-line rent adjustments) less operating expenses (including depreciation and amortization and amortization of mortgage procurement costs for non-real estate groups) plus interest income plus equity in earnings (loss) of unconsolidated entities (excluding gain on disposition and impairment of unconsolidated entities) plus depreciation and amortization of unconsolidated entities. We believe NOI provides us, as well as our investors, additional information about our core business operations and, along with earnings, is necessary to understand our business and operating results.

Full Consolidation - Under the full consolidation method (GAAP), NOI from the combination of the Commercial Group and the Residential Group (“Rental Properties”) for the three months ended January 31, 2009 was $176,095,000 compared to $170,361,000 for the three months ended January 31, 2008, a 3.4% increase. NOI for the year ended January 31, 2009 was $646,189,000 compared to $614,584,000 for the year ended January 31, 2008, a 5.1% increase. A reconciliation of NOI to the most comparable GAAP measure, net earnings (loss), is presented on pages 8-9. A reconciliation of NOI to net earnings (loss) for each strategic business unit can be found on pages 48-59.

Pro-Rata Consolidation - Management also analyzes property NOI using the pro-rata consolidation method because it provides operating data at our ownership share, and we publicly disclose and discuss our performance using this method of consolidation to complement our GAAP disclosures. Under the pro-rata consolidation method, NOI from Rental Properties for the three months ended January 31, 2009 was $189,425,000 compared to $185,065,000 for the three months ended January 31, 2008, a 2.4% increase. NOI for the year ended January 31, 2009 was $687,428,000 compared to $665,288,000 for the year ended January 31, 2008, a 3.3% increase. Comparable NOI decreased 2.3% for the three months ended January 31, 2009 compared to the prior year. Retail comparable NOI decreased 5.3% and office comparable NOI increased 2.9% from the prior year. Hotels decreased 16.5% and our residential portfolio decreased 2.1%. Comparable NOI increased 0.4% for the year ended January 31, 2009 compared to the prior year. Retail and office comparable NOI increased 0.3% and 1.2%, respectively, from the prior year. Hotels decreased 4.9% and our residential portfolio generated an increase of 0.2%.

Stabilized Pro-rata NOI - Including the expected NOI for the twelve months following stabilization for the properties that were opened, expanded or acquired through January 31, 2009, less the actual annual NOI of property disposals through January 31, 2009, NOI for Real Estate Groups would be approximately $743,000,000 for the year ended January 31, 2009. This amount includes Commercial Group land sales and condominium sales of $15,386,000 and income recognition on the sale of state and federal historic rehabilitation and new market tax credits of $11,168,000, military housing income of $48,449,000 and development project write-offs of $49,966,000.

EBDT - We use an additional measure, along with net earnings, to report our operating results. This non-GAAP measure, referred to as Earnings Before Depreciation, Amortization and Deferred Taxes (“EBDT”), is not a measure of operating results or cash flows from operations as defined by GAAP and may not be directly comparable to similarly-titled measures reported by other companies.

We believe that EBDT provides additional information about our core operations and, along with net earnings, is necessary to understand our operating results. EBDT is used by the chief operating decision maker and management in assessing operating performance and to consider capital requirements and allocation of resources by segment and on a consolidated basis. We believe EBDT is important to investors because it provides another method for the investor to measure our long-term operating performance as net earnings can vary from year to year due to property dispositions, acquisitions and other factors that have a short-term impact.

EBDT is defined as net earnings excluding the following items: i) gain (loss) on disposition of rental properties, divisions and other investments (net of tax); ii) the adjustment to recognize rental revenues and rental expense using the straight-line method; iii) non-cash charges for real estate depreciation, amortization, amortization of mortgage procurement costs and deferred income taxes; iv) preferred payment classified as minority interest expense on our Consolidated Statement of Earnings; v) impairment of real estate (net of tax); vi) extraordinary items (net of tax); and vii) cumulative effect of change in accounting principle (net of tax). Unlike the real estate segments, EBDT for the Nets segment equals net earnings.

EBDT is reconciled to net earnings, the most comparable financial measure calculated in accordance with GAAP, on page 46. The adjustment to recognize rental revenues and rental expenses on the straight-line method is excluded because it is management’s opinion that rental revenues and expenses should be recognized when due from the tenants or due to the landlord. We exclude depreciation and amortization expense related to real estate operations from EBDT because we believe the values of our properties, in general, have appreciated over time in excess of their original cost. Deferred taxes from real estate operations, which are the result of timing differences of certain net expense items deducted in a future year for federal income tax purposes, are excluded until the year in which they are reflected in our current tax provision. The impairment of real estate is excluded from EBDT because it varies from year to year based on factors unrelated to our overall financial performance and is related to the ultimate gain on dispositions of operating properties. Our EBDT may not be directly comparable to similarly-titled measures reported by other companies.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Our EBDT for the three months ended January 31, 2009 decreased by 22.7% to $70,502,000 from $91,188,000 for the three months ended January 31, 2008. Our portfolio of rental properties improved primarily from lower interest expense as a result of lower interest rates, while net operating income (NOI) was relatively flat due to the weakened economy for the three months ended January 31, 2009. This improvement in EBDT from the portfolio was offset by a decrease in our Land Development Group of $21,938,000, pre-tax, the change in fair market value between the comparable periods for one of our 10-year forward swaps and a related interest rate floor which were marked to market through interest expense of $10,996,000, pre-tax, increase in outplacement and severance costs related to involuntary employee separations of $8,651,000, pre-tax and reporting a larger share of losses $3,284,000, pre-tax for the Nets compared with prior year. EBDT was favorably impacted by a larger tax benefit of $17,500,000 in the quarter compared with the fourth quarter of 2007.

Our EBDT for the year ended January 31, 2009 decreased by 17.6% to $218,937,000 from $265,718,000 for the year ended January 31, 2008. Our portfolio of rental properties provided an EBDT increase, as our new properties ramped up and our mature portfolio experienced EBDT growth from increased NOI and decreased interest expense. This increase in the portfolio was favorably impacted by pre-tax EBDT increases of $18,302,000 from military housing, primarily related to housing fee income from the management and development of units in Hawaii, Illinois, Washington and Colorado, $13,800,000 of lower interest expense on our mature portfolio and $12,228,000 as a result of lease termination fee income. These increases in pre-tax EBDT from the portfolio were more than offset by pre-tax EBDT decreases in our Land Development Group of $35,052,000 which includes the reduction in fair value of the DURA purchase obligation and fee of $12,434,000, increased project write-offs of $30,879,000, a 2007 gain on sale of the Sterling Glen of Roslyn development project of $17,830,000 which did not recur in 2008, the change in fair market value between the comparable periods for one of our 10-year forward swaps and a related interest rate floor which were marked to market through interest expense of $9,237,000, increase in outplacement and severance costs related to involuntary employee separations of $8,651,000 and reporting a larger share of losses $20,111,000 for the Nets compared with prior year. EBDT was favorably impacted by a larger tax benefit of $16,300,000 compared with the prior year.

Summary of EBDT - The information in the tables on pages 46-59 present amounts for both full consolidation and pro-rata consolidation, providing a reconciliation of the difference between the two methods, as well as reconciliation from NOI to EBDT to net earnings. Under the pro-rata consolidation method, we present our partnership investments proportionate to our pro-rata share for each line item of our consolidated financial statements. Under full consolidation, partnership assets and liabilities are reported as consolidated at 100% if deemed under our control or if we are deemed to be the primary beneficiary for investments in the VIEs, or on the equity method of accounting if we do not have control or are not the primary beneficiary for investments in VIEs.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Reconciliation of Net Earnings to Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) ⁽²⁾


	Three Months Ended January 31,								Years Ended January 31,
	2009				2008				2009				2008
	(in thousands)								(in thousands)

Net earnings (loss)	$	(45,085	)	$		12,605		$		(112,200	)	$		52,425
Depreciation and amortization – Real Estate Groups ⁽⁵⁾		75,511				65,393				290,768				250,951
Amortization of mortgage procurement costs – Real Estate Groups ⁽⁵⁾		3,779				3,143				13,788				13,126
Deferred income tax expense – Real Estate Groups ⁽⁶⁾		(913	)			11,283				(5,671	)			32,864
Deferred income tax expense - Non-Real Estate Groups: ⁽⁶⁾
Gain on disposition of other investments		428				404				486				347

Current income tax expense on non-operating earnings: ⁽⁶⁾
Gain on disposition of other investments		-				-				-				290
Gain on disposition included in discontinued operations		20,439				-				20,439				26,834
Gain on disposition of unconsolidated entities		-				6,458				506				6,458

Straight-line rent adjustment ⁽³⁾		4,284				(7,263	)			(358	)			(16,551	)
Preference payment ⁽⁴⁾		585				936				3,329				3,707
Preferred return on disposition		731				-				939				5,034
Impairment of real estate		1,262				92				1,262				92
Impairment of unconsolidated entities		15,259				11,469				21,285				11,469
Gain on disposition of unconsolidated entities		-				(12,286	)			(1,081	)			(14,392	)
Gain on disposition of other investments		-				-				(150	)			(603	)

Discontinued operations: ⁽¹⁾
Gain on disposition of rental properties		(5,778	)			(1,046	)			(14,405	)			(106,333	)


Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) ⁽²⁾	$	70,502		$		91,188		$		218,937		$		265,718

	(1)		Pursuant to the definition of a component of an entity of SFAS No. 144, assuming no significant continuing involvement, all earnings of properties which have been sold or are held for sale are reported as discontinued operations.

	(2)		The Company uses an additional measure, along with net earnings, to report its operating results. This measure, referred to as Earnings Before Depreciation, Amortization and Deferred Taxes (“EBDT”), is not a measure of operating results as defined by generally accepted accounting principles and may not be directly comparable to similarly-titled measures reported by other companies. The Company believes that EBDT provides additional information about its operations, and along with net earnings, is necessary to understand its operating results. EBDT is defined as net earnings excluding the following items: i) gain (loss) on disposition of operating properties, divisions and other investments (net of tax); ii) the adjustment to recognize rental revenues and rental expense using the straight-line method; iii) non-cash charges for real estate depreciation, amortization (including amortization of mortgage procurement costs) and deferred income taxes; iv) preferred payment classified as minority interest expense on the Company’s Consolidated Statement of Earnings; v) impairment of real estate (net of tax); vi) extraordinary items (net of tax); and vii) cumulative effect of change in accounting principle (net of tax).

	(3)		The Company recognizes minimum rents on a straight-line basis over the term of the related lease pursuant to the provision of SFAS No. 13, “Accounting for Leases.” The straight-line rent adjustment is recorded as an increase or decrease to revenue or operating expense from Forest City Rental Properties Corporation, a wholly-owned subsidiary of Forest City Enterprises, Inc., with the applicable offset to either accounts receivable or accounts payable, as appropriate.

	(4)		The preference payment represents the respective period’s share of the annual preferred payment in connection with the issuance of Class A Common Units in exchange for Bruce C. Ratner’s minority interests in the Forest City Ratner Company portfolio.

	(5)		The following table provides detail of depreciation and amortization and amortization of mortgage procurement costs. The Company’s Real Estate Groups are engaged in the ownership, development, acquisition and management of real estate projects, including apartment complexes, regional malls and retail centers, hotels, office buildings and mixed-use facilities, as well as large land development projects.


	Depreciation and Amortization															Amortization of Mortgage Procurement Costs
	Three Months Ended								Years Ended							Three Months Ended								Years Ended
	January 31,								January 31,							January 31,								January 31,
	2009				2008				2009				2008			2009				2008				2009				2008

Full Consolidation	$	68,835		$		62,170		$		269,560		$		230,637		$	3,332		$		2,573		$		12,145		$		11,296

Non-Real Estate		(3,416	)			(3,233	)			(13,356	)			(10,663	)		-				-				-				-

Real Estate Groups Full Consolidation		65,419				58,937				256,204				219,974			3,332				2,573				12,145				11,296

Real Estate Groups related to minority interest		(787	)			(1,118	)			(3,142	)			(6,794	)		(119	)			(114	)			(502	)			(619	)

Real Estate Groups Unconsolidated		10,553				7,096				35,720				34,369			513				594				1,843				2,142

Real Estate Groups Discontinued Operations		326				478				1,986				3,402			53				90				302				307

Real Estate Groups Pro-Rata Consolidation	$	75,511		$		65,393		$		290,768		$		250,951		$	3,779		$		3,143		$		13,788		$		13,126

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Reconciliation of Net Earnings to Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) ⁽²⁾(continued)

(6)

The following table provides detail of Income Tax Expense (Benefit):


		Three Months Ended January 31,						Years Ended January 31,
		2009			2008			2009			2008
		(in thousands)						(in thousands)

(A)	Operating earnings
	Current	$	(12,501	)	$	(903	)	$	(28,045	)	$	(17,401	)
	Deferred		17,716			16,609			7,524			21,022

			5,215			15,706			(20,521	)		3,621


(B)	Impairment of real estate
	Deferred		(488	)		(36	)		(488	)		(36	)
	Deferred - unconsolidated entities		(5,930	)		(4,431	)		(8,258	)		(4,431	)

			(6,418	)		(4,467	)		(8,746	)		(4,467	)


(C)	Gain on disposition of other investments
	Current - Non-Real Estate Groups		-			-			-			290
	Deferred - Non-Real Estate Groups		-			-			58			(57	)

			-			-			58			233


(D)	Gain on disposition of unconsolidated entities
	Current		-			6,458			506			6,458
	Deferred		(283	)		(1,712	)		(451	)		(2,843	)

			(283	)		4,746			55			3,615


	Subtotal (A) (B) (C) (D)
	Current		(12,501	)		5,555			(27,539	)		(10,653	)
	Deferred		11,015			10,430			(1,615	)		13,655

	Income tax expense		(1,486	)		15,985			(29,154	)		3,002


(E)	Discontinued operations - Rental Properties
	Operating earnings
	Current		194			93			(448	)		(1,540	)
	Deferred		(23	)		96			1,061			1,838

			171			189			613			298


	Gain on disposition of rental properties
	Current		20,439			-			20,439			26,834
	Deferred		(18,634	)		-			(15,301	)		13,849

			1,805			-			5,138			40,683


	Deferred gain on disposition of Lumber Group
	Current		-			-			-			-
	Deferred		428			404			428			404

			428			404			428			404

	Subtotal		2,404			593			6,179			41,385


	Grand Total (A) (B) (C) (D) (E)
	Current		8,132			5,648			(7,548	)		14,641
	Deferred		(7,214	)		10,930			(15,427	)		29,746

		$	918		$	16,578		$	(22,975	)	$	44,387


	Recap of Grand Total:
	Real Estate Groups
	Current	$	430			13,598		$	(140	)	$	37,885
	Deferred		(913	)		11,283			(5,671	)		32,864

			(483	)		24,881			(5,811	)		70,749


	Non-Real Estate Groups
	Current		7,702			(7,950	)		(7,408	)		(23,244	)
	Deferred		(6,301	)		(353	)		(9,756	)		(3,118	)

			1,401			(8,303	)		(17,164	)		(26,362	)

	Grand Total	$	918		$	16,578		$	(22,975	)	$	44,387

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) — Three Months Ended January 31, 2009 (in thousands)


	Commercial Group 2008																				Residential Group 2008
									Plus																			Plus
		Full			Less				Unconsolidated				Plus			Pro-Rata				Full					Less			Unconsolidated				Plus				Pro-Rata
		Consolidation			Minority				Investments at				Discontinued			Consolidation				Consolidation					Minority			Investments at				Discontinued				Consolidation
		(GAAP)			Interest				Pro-Rata				Operations			(Non-GAAP)				(GAAP)					Interest			Pro-Rata				Operations				(Non-GAAP)

Revenues from real estate operations	$	251,704		$		4,975		$		29,887		$		-	$		276,616		$			61,266		$		2,131	$		43,421		$		1,651		$		104,207
Exclude straight-line rent adjustment		1,459				-				-				-			1,459					16				-			-				-				16

Adjusted revenues		253,163				4,975				29,887				-			278,075					61,282				2,131			43,421				1,651				104,223

Operating expenses		131,019				978				14,139				-			144,180					34,560				1,353			27,841				452				61,500
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		1,556				-				-				-			1,556					907				-			-				-				907
Exclude straight-line rent adjustment		(2,808	)			-				-				-			(2,808	)				-				-			-				-				-
Exclude preference payment		(585	)			-				-				-			(585	)				-				-			-				-				-

Adjusted operating expenses		129,182				978				14,139				-			142,343					35,467				1,353			27,841				452				62,407

Add interest and other income		1,139				152				165				-			1,152					9,780				53			1,193				-				10,920

Add equity in earnings (loss), including impairment of unconsolidated entities		(5,308	)			(119	)			5,191				-			2					(3,187	)			52			3,042				-				(197	)

Remove gain on disposition of unconsolidated entities		-				-				-				-			-					-				-			-				-				-

Add back impairment of unconsolidated entities		7,929				-				(7,929	)			-			-					5,045				-			(5,045	)			-				-

Add back depreciation and amortization of unconsolidated entities		4,858				-				(4,858	)			-			-					6,043				-			(6,043	)			-				-

Net operating income		132,599				4,030				8,317				-			136,886					43,496				883			8,727				1,199				52,539

Interest expense		79,007				807				8,317				-			86,517					9,524				416			7,996				378				17,482

Loss on early extinguishment of debt		-				-				-				-			-					620				-			-				-				620

Preferred return on disposition		-				-				-				-			-					731				-			(731	)			-				-

Minority interest in earnings before depreciation and amortization		3,223				3,223				-				-			-					467				467			-				-				-

Add: EBDT from discontinued operations		-				-				-				-			-					627				-			-				(627	)			-

Pre-Tax EBDT		50,369				-				-				-			50,369					34,243				-			-				194				34,437

Income tax expense (benefit)		(8,189	)			-				-				-			(8,189	)				(12,416	)			-			-				194				(12,222	)


Earnings before depreciation, amortization and deferred taxes (EBDT)	$	58,558		$		-		$		-		$		-	$		58,558		$			46,659		$		-	$		-		$		-		$		46,659

Reconciliation to net earnings:

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	58,558		$		-		$		-		$		-	$		58,558		$			46,659		$		-	$		-		$		-		$		46,659

Depreciation and amortization - Real Estate Groups		(53,750	)			-				-				-			(53,750	)				(21,024	)			-			-				(326	)			(21,350	)

Amortization of mortgage procurement costs - Real Estate Groups		(2,752	)			-				-				-			(2,752	)				(736	)			-			-				(53	)			(789	)

Deferred taxes - Real Estate Groups		(14,636	)			-				-				-			(14,636	)				(14,528	)			-			-				23				(14,505	)

Straight-line rent adjustment		(4,267	)			-				-				-			(4,267	)				(16	)			-			-				-				(16	)

Preference payment		(585	)			-				-				-			(585	)				-				-			-				-				-

Preferred return on disposition, net of tax		-				-				-				-			-					(448	)			-			-				-				(448	)

Gain on disposition of rental properties and other investments, net of tax		-				-				-				-			-					-				-			-				2,865				2,865

Impairment of real estate, net of tax		-				-				(4,831	)			-			(4,831	)				(774	)			-			(3,096	)			-				(3,870	)

Gain on disposition of unconsolidated entities, net of tax		-				-				-				-			-					-				-			-				-				-

Impairment of unconsolidated entities, net of tax		(4,831	)			-				4,831				-			-					(3,096	)			-			3,096				-				-

Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		-				-				-				-			-					(326	)			-			-				326				-
Amortization of mortgage procurement costs - Real Estate Groups		-				-				-				-			-					(53	)			-			-				53				-
Deferred taxes - Real Estate Groups		-				-				-				-			-					23				-			-				(23	)			-
Gain on disposition of rental properties		-				-				-				-			-					2,865				-			-				(2,865	)			-
Deferred gain on disposition of Lumber Group		-				-				-				-			-					-				-			-				-				-


Net earnings (loss)	$	(22,263	)	$		-		$		-		$		-	$		(22,263	)	$			8,546		$		-	$		-		$		-		$		8,546

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) — Three Months Ended January 31, 2009 (in thousands) (continued)


	Land Development Group 2008																			The Nets 2008
								Plus																			Plus
		Full			Less			Unconsolidated				Plus			Pro-Rata				Full					Less			Unconsolidated			Plus			Pro-Rata
		Consolidation			Minority			Investments at				Discontinued			Consolidation				Consolidation					Minority			Investments at			Discontinued			Consolidation
		(GAAP)			Interest			Pro-Rata				Operations			(Non-GAAP)				(GAAP)					Interest			Pro-Rata			Operations			(Non-GAAP)

Revenues from real estate operations	$	10,004		$		1,331	$		6,325		$		-	$		14,998		$			-		$		-	$		13,520	$		-	$		13,520
Exclude straight-line rent adjustment		1				-			-				-			1					-				-			-			-			-

Adjusted revenues		10,005				1,331			6,325				-			14,999					-				-			13,520			-			13,520

Operating expenses		8,031				762			2,815				-			10,084					-				-			15,903			-			15,903
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		127				-			-				-			127					-				-			5,928			-			5,928
Exclude straight-line rent adjustment		-				-			-				-			-					-				-			-			-			-
Exclude preference payment		-				-			-				-			-					-				-			-			-			-

Adjusted operating expenses		8,158				762			2,815				-			10,211					-				-			21,831			-			21,831

Add interest and other income		2,898				182			16				-			2,732					-				-			68			-			68

Add equity in earnings (loss), including impairment of unconsolidated entities		806				-			(905	)			-			(99	)				(9,109	)			-			9,109			-			-

Remove gain on disposition of unconsolidated entities		-				-			-				-			-					-				-			-			-			-

Add back impairment of unconsolidated entities		2,285				-			(2,285	)			-			-					-				-			-			-			-

Add back depreciation and amortization of unconsolidated entities		165				-			(165	)			-			-					-				-			-			-			-


Net operating income		8,001				751			171				-			7,421					(9,109	)			-			866			-			(8,243	)

Interest expense		262				42			171				-			391					-				-			866			-			866

Loss on early extinguishment of debt		-				-			-				-			-					-				-			-			-			-

Preferred return on disposition		-				-			-				-			-					-				-			-			-			-

Minority interest in earnings before depreciation and amortization		709				709			-				-			-					-				-			-			-			-

Add: EBDT from discontinued operations		-				-			-				-			-					-				-			-			-			-


Pre-Tax EBDT		7,030				-			-				-			7,030					(9,109	)			-			-			-			(9,109	)

Income tax expense (benefit)		(6,771	)			-			-				-			(6,771	)				(56	)			-			-			-			(56	)


Earnings before depreciation, amortization and deferred taxes (EBDT)	$	13,801		$		-	$		-		$		-	$		13,801		$			(9,053	)	$		-	$		-	$		-		$	(9,053	)

Reconciliation to net earnings:

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	13,801		$		-	$		-		$		-	$		13,801		$			(9,053	)	$		-	$		-	$		-		$	(9,053	)

Depreciation and amortization - Real Estate Groups		(411	)			-			-				-			(411	)				-				-			-			-			-

Amortization of mortgage procurement costs - Real Estate Groups		(238	)			-			-				-			(238	)				-				-			-			-			-

Deferred taxes - Real Estate Groups		1,663				-			-				-			1,663					-				-			-			-			-

Straight-line rent adjustment		(1	)			-			-				-			(1	)				-				-			-			-			-

Preference payment		-				-			-				-			-					-				-			-			-			-

Preferred return on disposition, net of tax		-				-			-				-			-					-				-			-			-			-

Gain on disposition of rental properties and other investments, net of tax		-				-			-				-			-					-				-			-			-			-

Impairment of real estate, net of tax		-				-			(1,402	)			-			(1,402	)				-				-			-			-			-

Gain on disposition of unconsolidated entities, net of tax		-				-			-				-			-					-				-			-			-			-

Impairment of unconsolidated entities, net of tax		(1,402	)			-			1,402				-			-					-				-			-			-			-

Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		-				-			-				-			-					-				-			-			-			-
Amortization of mortgage procurement costs - Real Estate Groups		-				-			-				-			-					-				-			-			-			-
Deferred taxes - Real Estate Groups		-				-			-				-			-					-				-			-			-			-
Gain on disposition of rental properties		-				-			-				-			-					-				-			-			-			-
Deferred gain on disposition of Lumber Group		-				-			-				-			-					-				-			-			-			-


Net earnings (loss)	$	13,412		$		-	$		-		$		-	$		13,412		$			(9,053	)	$		-	$		-	$		-		$	(9,053	)

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) — Three Months Ended January 31, 2009 (in thousands) (continued)


	Corporate Activities 2008																			Total 2008
								Plus																				Plus
		Full			Less			Unconsolidated			Plus				Pro-Rata				Full					Less				Unconsolidated				Plus				Pro-Rata
		Consolidation			Minority			Investments at			Discontinued				Consolidation				Consolidation					Minority				Investments at				Discontinued				Consolidation
		(GAAP)			Interest			Pro-Rata			Operations				(Non-GAAP)				(GAAP)					Interest				Pro-Rata				Operations				(Non-GAAP)

Revenues from real estate operations	$	-		$		-	$		-	$		-		$		-		$			322,974		$		8,437		$		93,153		$		1,651		$		409,341
Exclude straight-line rent adjustment		-				-			-			-				-					1,476				-				-				-				1,476

Adjusted revenues		-				-			-			-				-					324,450				8,437				93,153				1,651				410,817

Operating expenses		14,225				-			-			-				14,225					187,835				3,093				60,698				452				245,892
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		826				-			-			-				826					3,416				-				5,928				-				9,344
Exclude straight-line rent adjustment		-				-			-			-				-					(2,808	)			-				-				-				(2,808	)
Exclude preference payment		-				-			-			-				-					(585	)			-				-				-				(585	)

Adjusted operating expenses		15,051				-			-			-				15,051					187,858				3,093				66,626				452				251,843

Add interest and other income		613				-			-			-				613					14,430				387				1,442				-				15,485

Add equity in earnings (loss), including impairment of unconsolidated entities		-				-			-			-				-					(16,798	)			(67	)			16,437				-				(294	)

Remove gain on disposition of unconsolidated entities		-				-			-			-				-					-				-				-				-				-

Add back impairment of unconsolidated entities		-				-			-			-				-					15,259				-				(15,259	)			-				-

Add back depreciation and amortization of unconsolidated entities		-				-			-			-				-					11,066				-				(11,066	)			-				-

Net operating income		(14,438	)			-			-			-				(14,438	)				160,549				5,664				18,081				1,199				174,165

Interest expense		16,823				-			-			-				16,823					105,616				1,265				17,350				378				122,079

Loss on early extinguishment of debt		-				-			-			-				-					620				-				-				-				620

Preferred return on disposition		-				-			-			-				-					731				-				(731	)			-				-

Minority interest in earnings before depreciation and amortization		-				-			-			-				-					4,399				4,399				-				-				-

Add: EBDT from discontinued operations		-				-			-			-				-					627				-				-				(627	)			-

Pre-Tax EBDT		(31,261	)			-			-			-				(31,261	)				51,272				-				-				194				51,466

Income tax expense (benefit)		8,202				-			-			-				8,202					(19,230	)			-				-				194				(19,036	)


Earnings before depreciation, amortization and deferred taxes (EBDT)	$	(39,463	)		$	-	$		-	$		-			$	(39,463	)	$			70,502		$		-		$		-		$		-		$		70,502

Reconciliation to net earnings:

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	(39,463	)		$	-	$		-	$		-			$	(39,463	)	$			70,502		$		-		$		-		$		-		$		70,502

Depreciation and amortization - Real Estate Groups		-				-			-			-				-					(75,185	)			-				-				(326	)			(75,511	)

Amortization of mortgage procurement costs - Real Estate Groups		-				-			-			-				-					(3,726	)			-				-				(53	)			(3,779	)

Deferred taxes - Real Estate Groups		3,056				-			-			-				3,056					(24,445	)			-				-				23				(24,422	)

Straight-line rent adjustment		-				-			-			-				-					(4,284	)			-				-				-				(4,284	)

Preference payment		-				-			-			-				-					(585	)			-				-				-				(585	)

Preferred return on disposition, net of tax		-				-			-			-				-					(448	)			-				-				-				(448	)

Gain on disposition of rental properties and other investments, net of tax		-				-			-			680				680					-				-				-				3,545				3,545

Impairment of real estate, net of tax		-				-			-			-				-					(774	)			-				(9,329	)			-				(10,103	)

Gain on disposition of unconsolidated entities, net of tax		-				-			-			-				-					-				-				-				-				-

Impairment of unconsolidated entities, net of tax		-				-			-			-				-					(9,329	)			-				9,329				-				-

Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		-				-			-			-				-					(326	)			-				-				326				-
Amortization of mortgage procurement costs - Real Estate Groups		-				-			-			-				-					(53	)			-				-				53				-
Deferred taxes - Real Estate Groups		-				-			-			-				-					23				-				-				(23	)			-
Gain on disposition of rental properties		-				-			-			-				-					2,865				-				-				(2,865	)			-
Deferred gain on disposition of Lumber Group		680				-			-			(680	)			-					680				-				-				(680	)			-


Net earnings (loss)	$	(35,727	)	$		-	$		-	$		-			$	(35,727	)	$			(45,085	)	$		-		$		-		$		-			$	(45,085	)

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) — Year Ended January 31, 2009 (in thousands)


	Commercial Group 2008														Residential Group 2008
								Plus														Plus
		Full			Less			Unconsolidated			Plus		Pro-Rata				Full			Less		Unconsolidated			Plus			Pro-Rata
		Consolidation			Minority			Investments at			Discontinued		Consolidation				Consolidation			Minority		Investments at			Discontinued			Consolidation
		(GAAP)			Interest			Pro-Rata			Operations		(Non-GAAP)				(GAAP)			Interest		Pro-Rata			Operations			(Non-GAAP)

Revenues from real estate operations	$	970,653		$	34,326		$	112,059		$	-	$	1,048,386			$	285,889		$	19,431	$	198,584		$	7,356		$	472,398
Exclude straight-line rent adjustment		(6,724	)		-			-			-		(6,724	)			(5	)		-		-			-			(5	)

Adjusted revenues		963,929			34,326			112,059			-		1,041,662				285,884			19,431		198,584			7,356			472,393

Operating expenses		507,895			12,373			59,367			-		554,889				177,396			12,590		137,824			931			303,561
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		6,186			-			-			-		6,186				3,601			-		-			-			3,601
Exclude straight-line rent adjustment		(6,368	)		-			-			-		(6,368	)			-			-		-			-			-
Exclude preference payment		(3,329	)		-			-			-		(3,329	)			-			-		-			-			-

Adjusted operating expenses		504,384			12,373			59,367			-		551,378				180,997			12,590		137,824			931			307,162

Add interest and other income		8,744			450			2,217			-		10,511				19,710			223		2,692			61			22,240

Add equity in earnings (loss), including impairment of unconsolidated entities		(1,216	)		(149	)		919			-		(148	)			(250	)		65		(375	)		-			(690	)

Remove gain on disposition of unconsolidated entities		(1,081	)		-			1,081			-		-				-			-		-			-			-

Add back impairment of unconsolidated entities		9,192			-			(9,192	)		-		-				9,443			-		(9,443	)		-			-

Add back depreciation and amortization of unconsolidated entities		16,568			-			(16,568	)		-		-				20,647			-		(20,647	)		-			-


Net operating income		491,752			22,254			31,149			-		500,647				154,437			7,129		32,987			6,486			186,781

Interest expense		261,989			9,955			31,149			-		283,183				41,103			1,537		31,997			2,612			74,175

(Gain) loss on early extinguishment of debt		1,479			119			-			-		1,360				4,372			-		51			-			4,423

Preferred return on disposition		-			-			-			-		-				939			-		(939	)		-			-

Minority interest in earnings before depreciation and amortization		12,180			12,180			-			-		-				5,592			5,592		-			-			-

Add: EBDT from discontinued operations		-			-			-			-		-				4,322			-		-			(4,322	)		-


Pre-Tax EBDT		216,104			-			-			-		216,104				108,631			-		-			(448	)		108,183

Income tax expense (benefit)		(5,472	)		-			-			-		(5,472	)			(11,771	)		-		-			(448	)		(12,219	)


Earnings before depreciation, amortization and deferred taxes (EBDT)	$	221,576		$	-		$	-		$	-	$	221,576			$	120,402		$	-	$	-		$	-		$	120,402


Reconciliation to net earnings:

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	221,576		$	-		$	-		$	-	$	221,576			$	120,402		$	-	$	-		$	-		$	120,402

Depreciation and amortization - Real Estate Groups		(210,829	)		-			-			-		(210,829	)			(77,226	)		-		-			(1,986	)		(79,212	)

Amortization of mortgage procurement costs - Real Estate Groups		(10,055	)		-			-			-		(10,055	)			(2,858	)		-		-			(302	)		(3,160	)

Deferred taxes - Real Estate Groups		(14,673	)		-			-			-		(14,673	)			(18,070	)		-		-			(1,061	)		(19,131	)

Straight-line rent adjustment		356			-			-			-		356				5			-		-			-			5

Preference payment		(3,329	)		-			-			-		(3,329	)			-			-		-			-			-

Preferred return on disposition, net of tax		-			-			-			-		-				(576	)		-		-			-			(576	)

Gain on disposition of rental properties and other investments, net of tax		-			-			663			-		663				-			-		-			8,159			8,159

Impairment of real estate, net of tax		-			-			(5,606	)		-		(5,606	)			(774	)		-		(5,795	)		-			(6,569	)

Gain on disposition of unconsolidated entities, net of tax		663			-			(663	)		-		-				-			-		-			-			-

Impairment of unconsolidated entities, net of tax		(5,606	)		-			5,606			-		-				(5,795	)		-		5,795			-			-

Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		-			-			-			-		-				(1,986	)		-		-			1,986			-
Amortization of mortgage procurement costs - Real Estate Groups		-			-			-			-		-				(302	)		-		-			302			-
Deferred taxes - Real Estate Groups		-			-			-			-		-				(1,061	)		-		-			1,061			-
Gain on disposition of rental properties		-			-			-			-		-				8,159			-		-			(8,159	)		-
Deferred gain on disposition of Lumber Group		-			-			-			-		-				-			-		-			-			-


Net earnings (loss)	$	(21,897	)	$	-		$	-		$	-	$	(21,897	)		$	19,918		$	-	$	-		$	-		$	19,918

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) — Year Ended January 31, 2009 (in thousands) (continued)


	Land Development Group 2008														The Nets 2008
								Plus														Plus
		Full			Less			Unconsolidated			Plus		Pro-Rata				Full			Less		Unconsolidated		Plus		Pro-Rata
		Consolidation			Minority			Investments at			Discontinued		Consolidation				Consolidation			Minority		Investments at		Discontinued		Consolidation
		(GAAP)			Interest			Pro-Rata			Operations		(Non-GAAP)				(GAAP)			Interest		Pro-Rata		Operations		(Non-GAAP)

Revenues from real estate operations	$	33,848		$	2,375		$	19,483		$	-	$	50,956			$	-		$	-	$	50,171	$	-	$	50,171
Exclude straight-line rent adjustment		3			-			-			-		3				-			-		-		-		-

Adjusted revenues		33,851			2,375			19,483			-		50,959				-			-		50,171		-		50,171

Operating expenses		52,878			3,688			10,731			-		59,921				-			-		64,383		-		64,383
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		539			-			-			-		539				-			-		20,862		-		20,862
Exclude straight-line rent adjustment		-			-			-			-		-				-			-		-		-		-
Exclude preference payment		-			-			-			-		-				-			-		-		-		-

Adjusted operating expenses		53,417			3,688			10,731			-		60,460				-			-		85,245		-		85,245

Add interest and other income		12,612			1,134			60			-		11,538				-			-		158		-		158

Add equity in earnings (loss), including impairment of unconsolidated entities		6,870			-			(5,276	)		-		1,594				(40,989	)		-		40,989		-		-

Remove gain on disposition of unconsolidated entities		-			-			-			-		-				-			-		-		-		-

Add back impairment of unconsolidated entities		2,650			-			(2,650	)		-		-				-			-		-		-		-

Add back depreciation and amortization of unconsolidated entities		348			-			(348	)		-		-				-			-		-		-		-


Net operating income		2,914			(179	)		538			-		3,631				(40,989	)		-		6,073		-		(34,916	)

Interest expense		234			132			538			-		640				-			-		6,073		-		6,073

(Gain) loss on early extinguishment of debt		-			-			-			-		-				-			-		-		-		-

Preferred return on disposition		-			-			-			-		-				-			-		-		-		-

Minority interest in earnings before depreciation and amortization		(311	)		(311	)		-			-		-				-			-		-		-		-

Add: EBDT from discontinued operations		-			-			-			-		-				-			-		-		-		-


Pre-Tax EBDT		2,991			-			-			-		2,991				(40,989	)		-		-		-		(40,989	)

Income tax expense (benefit)		714			-			-			-		714				(11,022	)		-		-		-		(11,022	)


Earnings before depreciation, amortization and deferred taxes (EBDT)	$	2,277		$	-		$	-		$	-	$	2,277			$	(29,967	)	$	-	$	-	$	-	$	(29,967	)


Reconciliation to net earnings:

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	2,277		$	-		$	-		$	-	$	2,277			$	(29,967	)	$	-	$	-	$	-	$	(29,967	)

Depreciation and amortization - Real Estate Groups		(727	)		-			-			-		(727	)			-			-		-		-		-

Amortization of mortgage procurement costs - Real Estate Groups		(573	)		-			-			-		(573	)			-			-		-		-		-

Deferred taxes - Real Estate Groups		11,206			-			-			-		11,206				-			-		-		-		-

Straight-line rent adjustment		(3	)		-			-			-		(3	)			-			-		-		-		-

Preference payment		-			-			-			-		-				-			-		-		-		-

Preferred return on disposition, net of tax		-			-			-			-		-				-			-		-		-		-

Gain on disposition of rental properties and other investments, net of tax		-			-			-			-		-				-			-		-		-		-

Impairment of real estate, net of tax		-			-			(1,626	)		-		(1,626	)			-			-		-		-		-

Gain on disposition of unconsolidated entities, net of tax		-			-			-			-		-				-			-		-		-		-

Impairment of unconsolidated entities, net of tax		(1,626	)		-			1,626			-		-				-			-		-		-		-

Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		-			-			-			-		-				-			-		-		-		-
Amortization of mortgage procurement costs - Real Estate Groups		-			-			-			-		-				-			-		-		-		-
Deferred taxes - Real Estate Groups		-			-			-			-		-				-			-		-		-		-
Gain on disposition of rental properties		-			-			-			-		-				-			-		-		-		-
Deferred gain on disposition of Lumber Group		-			-			-			-		-				-			-		-		-		-


Net earnings (loss)	$	10,554		$	-		$	-		$	-	$	10,554			$	(29,967	)	$	-	$	-	$	-	$	(29,967	)

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) — Year Ended January 31, 2009 (in thousands) (continued)


	Corporate Activities 2008													Total 2008
							Plus															Plus
		Full			Less		Unconsolidated		Plus			Pro-Rata				Full			Less			Unconsolidated			Plus			Pro-Rata
		Consolidation			Minority		Investments at		Discontinued			Consolidation				Consolidation			Minority			Investments at			Discontinued			Consolidation
		(GAAP)			Interest		Pro-Rata		Operations			(Non-GAAP)				(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)

Revenues from real estate operations	$	-		$	-	$	-	$	-		$	-			$	1,290,390		$	56,132		$	380,297		$	7,356		$	1,621,911
Exclude straight-line rent adjustment		-			-		-		-			-				(6,726	)		-			-			-			(6,726	)

Adjusted revenues		-			-		-		-			-				1,283,664			56,132			380,297			7,356			1,615,185

Operating expenses		44,097			-		-		-			44,097				782,266			28,651			272,305			931			1,026,851
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		3,030			-		-		-			3,030				13,356			-			20,862			-			34,218
Exclude straight-line rent adjustment		-			-		-		-			-				(6,368	)		-			-			-			(6,368	)
Exclude preference payment		-			-		-		-			-				(3,329	)		-			-			-			(3,329	)

Adjusted operating expenses		47,127			-		-		-			47,127				785,925			28,651			293,167			931			1,051,372

Add interest and other income		1,415			-		-		-			1,415				42,481			1,807			5,127			61			45,862

Add equity in earnings (loss), including impairment of unconsolidated entities		-			-		-		-			-				(35,585	)		(84	)		36,257			-			756

Remove gain on disposition of unconsolidated entities		-			-		-		-			-				(1,081	)		-			1,081			-			-

Add back impairment of unconsolidated entities		-			-		-		-			-				21,285			-			(21,285	)		-			-

Add back depreciation and amortization of unconsolidated entities		-			-		-		-			-				37,563			-			(37,563	)		-			-


Net operating income		(45,712	)		-		-		-			(45,712	)			562,402			29,204			70,747			6,486			610,431

Interest expense		64,556			-		-		-			64,556				367,882			11,624			69,757			2,612			428,627

(Gain) loss on early extinguishment of debt		(4,181	)		-		-		-			(4,181	)			1,670			119			51			-			1,602

Preferred return on disposition		-			-		-		-			-				939			-			(939	)		-			-

Minority interest in earnings before depreciation and amortization		-			-		-		-			-				17,461			17,461			-			-			-

Add: EBDT from discontinued operations		-			-		-		-			-				4,322			-			-			(4,322	)		-


Pre-Tax EBDT		(106,087	)		-		-		-			(106,087	)			180,650			-			-			(448	)		180,202

Income tax expense (benefit)		(10,736	)		-		-		-			(10,736	)			(38,287	)		-			-			(448	)		(38,735	)


Earnings before depreciation, amortization and deferred taxes (EBDT)	$	(95,351	)	$	-	$	-	$	-		$	(95,351	)		$	218,937		$	-		$	-		$	-		$	218,937


Reconciliation to net earnings:

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	(95,351	)	$	-	$	-	$	-		$	(95,351	)		$	218,937		$	-		$	-		$	-		$	218,937

Depreciation and amortization - Real Estate Groups		-			-		-		-			-				(288,782	)		-			-			(1,986	)		(290,768	)

Amortization of mortgage procurement costs - Real Estate Groups		-			-		-		-			-				(13,486	)		-			-			(302	)		(13,788	)

Deferred taxes - Real Estate Groups		3,771			-		-		-			3,771				(17,766	)		-			-			(1,061	)		(18,827	)

Straight-line rent adjustment		-			-		-		-			-				358			-			-			-			358

Preference payment		-			-		-		-			-				(3,329	)		-			-			-			(3,329	)

Preferred return on disposition, net of tax		-			-		-		-			-				(576	)		-			-			-			(576	)

Gain on disposition of rental properties and other investments, net of tax		92			-		-		680			772				92			-			663			8,839			9,594

Impairment of real estate, net of tax		-			-		-		-			-				(774	)		-			(13,027	)		-			(13,801	)

Gain on disposition of unconsolidated entities, net of tax		-			-		-		-			-				663			-			(663	)		-			-

Impairment of unconsolidated entities, net of tax		-			-		-		-			-				(13,027	)		-			13,027			-			-

Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		-			-		-		-			-				(1,986	)		-			-			1,986			-
Amortization of mortgage procurement costs - Real Estate Groups		-			-		-		-			-				(302	)		-			-			302			-
Deferred taxes - Real Estate Groups		-			-		-		-			-				(1,061	)		-			-			1,061			-
Gain on disposition of rental properties		-			-		-		-			-				8,159			-			-			(8,159	)		-
Deferred gain on disposition of Lumber Group		680			-		-		(680	)		-				680			-			-			(680	)		-


Net earnings (loss)	$	(90,808	)	$	-	$	-	$	-		$	(90,808	)		$	(112,200	)	$	-		$	-		$	-		$	(112,200	)

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) — Three Months Ended January 31, 2008 (in thousands)


	Commercial Group 2007													Residential Group 2007
							Plus														Plus
		Full			Less		Unconsolidated			Plus		Pro-Rata				Full			Less		Unconsolidated			Plus			Pro-Rata
		Consolidation			Minority		Investments at			Discontinued		Consolidation				Consolidation			Minority		Investments at			Discontinued			Consolidation
		(GAAP)			Interest		Pro-Rata			Operations		(Non-GAAP)				(GAAP)			Interest		Pro-Rata			Operations			(Non-GAAP)

Revenues from real estate operations	$	275,644		$	7,199	$	31,776		$	-	$	300,221			$	75,235		$	6,896	$	38,408		$	2,366		$	109,113
Exclude straight-line rent adjustment		(9,011	)		-		-			-		(9,011	)			(8	)		-		-			-			(8	)

Adjusted revenues		266,633			7,199		31,776			-		291,210				75,227			6,896		38,408			2,366			109,105

Operating expenses		154,834			2,741		14,863			-		166,956				50,137			6,058		22,852			221			67,152
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		1,507			-		-			-		1,507				935			-		-			-			935
Exclude straight-line rent adjustment		(1,755	)		-		-			-		(1,755	)			-			-		-			-			-
Exclude preference payment		(936	)		-		-			-		(936	)			-			-		-			-			-

Adjusted operating expenses		153,650			2,741		14,863			-		165,772				51,072			6,058		22,852			221			68,087

Add interest and other income		12,486			444		1,272			-		13,314				4,225			6		1,041			191			5,451

Add equity in earnings (loss), including impairment of unconsolidated entities		17,073			32		(16,834	)		-		207				(4,137	)		156		3,930			-			(363	)

Remove gain on disposition of unconsolidated entities		(12,286	)		-		12,286			-		-				-			-		-			-			-

Add back impairment of unconsolidated entities		-			-		-			-		-				8,269			-		(8,269	)		-			-

Add back depreciation and amortization of unconsolidated entities		4,133			-		(4,133	)		-		-				3,460			-		(3,460	)		-			-


Net operating income		134,389			4,934		9,504			-		138,959				35,972			1,000		8,798			2,336			46,106

Interest expense		64,331			12		8,688			-		73,007				12,784			413		8,718			1,281			22,370

(Gain) loss on early extinguishment of debt		(601	)		-		816			-		215				653			33		80			-			700

Minority interest in earnings before depreciation and amortization		4,922			4,922		-			-		-				554			554		-			-			-

Add: EBDT from discontinued operations		-			-		-			-		-				962			-		-			(962	)		-


Pre-Tax EBDT		65,737			-		-			-		65,737				22,943			-		-			93			23,036

Income tax expense (benefit)		3,506			-		-			-		3,506				(162	)		-		-			93			(69	)


Earnings before depreciation, amortization and deferred taxes (EBDT)	$	62,231		$	-	$	-		$	-	$	62,231			$	23,105		$	-	$	-		$	-		$	23,105


Reconciliation to net earnings:

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	62,231		$	-	$	-		$	-	$	62,231			$	23,105		$	-	$	-		$	-		$	23,105

Depreciation and amortization - Real Estate Groups		(46,181	)		-		-			-		(46,181	)			(18,672	)		-		-			(478	)		(19,150	)

Amortization of mortgage procurement costs - Real Estate Groups		(2,189	)		-		-			-		(2,189	)			(670	)		-		-			(90	)		(760	)

Deferred taxes - Real Estate Groups		(14,151	)		-		-			-		(14,151	)			(3,623	)		-		-			(96	)		(3,719	)

Straight-line rent adjustment		7,256			-		-			-		7,256				8			-		-			-			8

Preference payment		(936	)		-		-			-		(936	)			-			-		-			-			-

Gain on disposition of rental properties and other investments, net of tax		-			-		7,540			-		7,540				-			-		-			-			-

Impairment of real estate, net of tax		-			-		-			-		-				-			-		(5,074	)		-			(5,074	)

Gain on disposition of unconsolidated entities, net of tax		7,540			-		(7,540	)		-		-				-			-		-			-			-

Impairment of unconsolidated entities, net of tax		-			-		-			-		-				(5,074	)		-		5,074			-			-

Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		-			-		-			-		-				(478	)		-		-			478			-
Amortization of mortgage procurement costs - Real Estate Groups		-			-		-			-		-				(90	)		-		-			90			-
Deferred taxes - Real Estate Groups		-			-		-			-		-				(96	)		-		-			96			-
Deferred gain on disposition of Lumber Group		-			-		-			-		-				-			-		-			-			-


Net earnings (loss)	$	13,570		$	-	$	-		$	-	$	13,570			$	(5,590	)	$	-	$	-		$	-		$	(5,590	)

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) — Three Months Ended January 31, 2008 (in thousands) (continued)


	Land Development Group 2007													The Nets 2007
							Plus														Plus
		Full			Less		Unconsolidated			Plus		Pro-Rata				Full			Less		Unconsolidated			Plus		Pro-Rata
		Consolidation			Minority		Investments at			Discontinued		Consolidation				Consolidation			Minority		Investments at			Discontinued		Consolidation
		(GAAP)			Interest		Pro-Rata			Operations		(Non-GAAP)				(GAAP)			Interest		Pro-Rata			Operations		(Non-GAAP)

Revenues from real estate operations	$	53,501		$	5,622	$	7,747		$	-	$	55,626			$	-		$	-	$	9,479		$	-	$	9,479
Exclude straight-line rent adjustment		1			-		-			-		1				-			-		-			-		-

Adjusted revenues		53,502			5,622		7,747			-		55,627				-			-		9,479			-		9,479

Operating expenses		28,645			1,575		4,482			-		31,552				-			-		10,385			-		10,385
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		111			-		-			-		111				-			-		4,180			-		4,180
Exclude straight-line rent adjustment		-			-		-			-		-				-			-		-			-		-
Exclude preference payment		-			-		-			-		-				-			-		-			-		-

Adjusted operating expenses		28,756			1,575		4,482			-		31,663				-			-		14,565			-		14,565

Add interest and other income		3,621			350		63			-		3,334				-			-		(1	)		-		(1	)

Add equity in earnings (loss), including impairment of unconsolidated entities		(646	)		-		242			-		(404	)			(5,825	)		-		5,825			-		-

Remove gain on disposition of unconsolidated entities		-			-		-			-		-				-			-		-			-		-

Add back impairment of unconsolidated entities		3,200			-		(3,200	)		-		-				-			-		-			-		-

Add back depreciation and amortization of unconsolidated entities		97			-		(97	)		-		-				-			-		-			-		-


Net operating income		31,018			4,397		273			-		26,894				(5,825	)		-		738			-		(5,087	)

Interest expense		(2,332	)		15		273			-		(2,074	)			-			-		738			-		738

(Gain) loss on early extinguishment of debt		-			-		-			-		-				-			-		-			-		-

Minority interest in earnings before depreciation and amortization		4,382			4,382		-			-		-				-			-		-			-		-

Add: EBDT from discontinued operations		-			-		-			-		-				-			-		-			-		-


Pre-Tax EBDT		28,968			-		-			-		28,968				(5,825	)		-		-			-		(5,825	)

Income tax expense (benefit)		7,909			-		-			-		7,909				(3,151	)		-		-			-		(3,151	)


Earnings before depreciation, amortization and deferred taxes (EBDT)	$	21,059		$	-	$	-		$	-	$	21,059			$	(2,674	)	$	-	$	-		$	-	$	(2,674	)


Reconciliation to net earnings:

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	21,059		$	-	$	-		$	-	$	21,059			$	(2,674	)	$	-	$	-		$	-	$	(2,674	)

Depreciation and amortization - Real Estate Groups		(62	)		-		-			-		(62	)			-			-		-			-		-

Amortization of mortgage procurement costs - Real Estate Groups		(194	)		-		-			-		(194	)			-			-		-			-		-

Deferred taxes - Real Estate Groups		(6,616	)		-		-			-		(6,616	)			-			-		-			-		-

Straight-line rent adjustment		(1	)		-		-			-		(1	)			-			-		-			-		-

Preference payment		-			-		-			-		-				-			-		-			-		-

Gain on disposition of rental properties and other investments, net of tax		-			-		-			-		-				-			-		-			-		-

Impairment of real estate, net of tax		(56	)		-		(1,964	)		-		(2,020	)			-			-		-			-		-

Gain on disposition of unconsolidated entities, net of tax		-			-		-			-		-				-			-		-			-		-

Impairment of unconsolidated entities, net of tax		(1,964	)		-		1,964			-		-				-			-		-			-		-

Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		-			-		-			-		-				-			-		-			-		-
Amortization of mortgage procurement costs - Real Estate Groups		-			-		-			-		-				-			-		-			-		-
Deferred taxes - Real Estate Groups		-			-		-			-		-				-			-		-			-		-
Deferred gain on disposition of Lumber Group		-			-		-			-		-				-			-		-			-		-


Net earnings (loss)	$	12,166		$	-	$	-		$	-	$	12,166			$	(2,674	)	$	-	$	-		$	-	$	(2,674	)

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) — Three Months Ended January 31, 2008 (in thousands) (continued)


	Corporate Activities 2007													Total 2007
							Plus														Plus
		Full			Less		Unconsolidated		Plus			Pro-Rata				Full			Less		Unconsolidated			Plus			Pro-Rata
		Consolidation			Minority		Investments at		Discontinued			Consolidation				Consolidation			Minority		Investments at			Discontinued			Consolidation
		(GAAP)			Interest		Pro-Rata		Operations			(Non-GAAP)				(GAAP)			Interest		Pro-Rata			Operations			(Non-GAAP)

Revenues from real estate operations	$	-		$	-	$	-	$	-		$	-			$	404,380		$	19,717	$	87,410		$	2,366		$	474,439
Exclude straight-line rent adjustment		-			-		-		-			-				(9,018	)		-		-			-			(9,018	)

Adjusted revenues		-			-		-		-			-				395,362			19,717		87,410			2,366			465,421

Operating expenses		6,935			-		-		-			6,935				240,551			10,374		52,582			221			282,980
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		680			-		-		-			680				3,233			-		4,180			-			7,413
Exclude straight-line rent adjustment		-			-		-		-			-				(1,755	)		-		-			-			(1,755	)
Exclude preference payment		-			-		-		-			-				(936	)		-		-			-			(936	)

Adjusted operating expenses		7,615			-		-		-			7,615				241,093			10,374		56,762			221			287,702

Add interest and other income		670			-		-		-			670				21,002			800		2,375			191			22,768

Add equity in earnings (loss), including impairment of unconsolidated entities		-			-		-		-			-				6,465			188		(6,837	)		-			(560	)

Remove gain on disposition of unconsolidated entities		-			-		-		-			-				(12,286	)		-		12,286			-			-

Add back impairment of unconsolidated entities		-			-		-		-			-				11,469			-		(11,469	)		-			-

Add back depreciation and amortization of unconsolidated entities		-			-		-		-			-				7,690			-		(7,690	)		-			-


Net operating income		(6,945	)		-		-		-			(6,945	)			188,609			10,331		19,313			2,336			199,927

Interest expense		15,350			-		-		-			15,350				90,133			440		18,417			1,281			109,391

(Gain) loss on early extinguishment of debt		-			-		-		-			-				52			33		896			-			915

Minority interest in earnings before depreciation and amortization		-			-		-		-			-				9,858			9,858		-			-			-

Add: EBDT from discontinued operations		-			-		-		-			-				962			-		-			(962	)		-


Pre-Tax EBDT		(22,295	)		-		-		-			(22,295	)			89,528			-		-			93			89,621

Income tax expense (benefit)		(9,762	)		-		-		-			(9,762	)			(1,660	)		-		-			93			(1,567	)


Earnings before depreciation, amortization and deferred taxes (EBDT)	$	(12,533	)	$	-	$	-	$	-		$	(12,533	)		$	91,188		$	-	$	-		$	-		$	91,188


Reconciliation to net earnings:

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	(12,533	)	$	-	$	-	$	-		$	(12,533	)		$	91,188		$	-	$	-		$	-		$	91,188

Depreciation and amortization - Real Estate Groups		-			-		-		-			-				(64,915	)		-		-			(478	)		(65,393	)

Amortization of mortgage procurement costs - Real Estate Groups		-			-		-		-			-				(3,053	)		-		-			(90	)		(3,143	)

Deferred taxes - Real Estate Groups		7,024			-		-		-			7,024				(17,366	)		-		-			(96	)		(17,462	)

Straight-line rent adjustment		-			-		-		-			-				7,263			-		-			-			7,263

Preference payment		-			-		-		-			-				(936	)		-		-			-			(936	)

Gain on disposition of rental properties and other investments, net of tax		-			-		-		642			642				-			-		7,540			642			8,182

Impairment of real estate, net of tax		-			-		-		-			-				(56	)		-		(7,038	)		-			(7,094	)

Gain on disposition of unconsolidated entities, net of tax		-			-		-		-			-				7,540			-		(7,540	)		-			-

Impairment of unconsolidated entities, net of tax		-			-		-		-			-				(7,038	)		-		7,038			-			-

Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		-			-		-		-			-				(478	)		-		-			478			-
Amortization of mortgage procurement costs - Real Estate Groups		-			-		-		-			-				(90	)		-		-			90			-
Deferred taxes - Real Estate Groups		-			-		-		-			-				(96	)		-		-			96			-
Deferred gain on disposition of Lumber Group		642			-		-		(642	)		-				642			-		-			(642	)		-


Net earnings (loss)	$	(4,867	)	$	-	$	-	$	-		$	(4,867	)		$	12,605		$	-	$	-		$	-		$	12,605

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) — Year Ended January 31, 2008 (in thousands)


	Commercial Group 2007													Residential Group 2007
							Plus														Plus
		Full			Less		Unconsolidated			Plus		Pro-Rata				Full			Less		Unconsolidated			Plus			Pro-Rata
		Consolidation			Minority		Investments at			Discontinued		Consolidation				Consolidation			Minority		Investments at			Discontinued			Consolidation
		(GAAP)			Interest		Pro-Rata			Operations		(Non-GAAP)				(GAAP)			Interest		Pro-Rata			Operations			(Non-GAAP)

Revenues from real estate operations	$	928,436		$	41,962	$	120,069		$	-	$	1,006,543			$	265,777		$	19,697	$	181,397		$	33,492		$	460,969
Exclude straight-line rent adjustment		(30,144	)		-		-			-		(30,144	)			4,975			-		-			-			4,975

Adjusted revenues		898,292			41,962		120,069			-		976,399				270,752			19,697		181,397			33,492			465,944

Operating expenses		491,320			12,825		63,241			-		541,736				183,078			16,886		118,090			22,732			307,014
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		5,082			-		-			-		5,082				2,645			-		-			-			2,645
Exclude straight-line rent adjustment		(8,615	)		-		-			-		(8,615	)			-			-		-			-			-
Exclude preference payment		(3,707	)		-		-			-		(3,707	)			-			-		-			-			-

Adjusted operating expenses		484,080			12,825		63,241			-		534,496				185,723			16,886		118,090			22,732			309,659

Add interest and other income		27,607			1,357		3,566			-		29,816				29,709			26		7,693			1,017			38,393

Add equity in earnings (loss), including impairment of unconsolidated entities		23,773			4		(23,582	)		-		187				4,133			880		(4,549	)		-			(1,296	)

Remove gain on disposition of unconsolidated entities		(12,286	)		-		12,286			-		-				(2,106	)		-		2,106			-			-

Add back impairment of unconsolidated entities		-			-		-			-		-				8,269			-		(8,269	)		-			-

Add back depreciation and amortization of unconsolidated entities		15,854			-		(15,854	)		-		-				20,390			-		(20,390	)		-			-


Net operating income		469,160			30,498		33,244			-		471,906				145,424			3,717		39,898			11,777			193,382

Interest expense		214,785			9,522		32,391			-		237,654				46,525			1,423		34,357			6,935			86,394

Loss on early extinguishment of debt		6,526			1,250		853			-		6,129				2,429			33		507			363			3,266

Preferred return on disposition		-			-		-			-		-				5,034			-		(5,034	)		-			-

Minority interest in earnings before depreciation and amortization		19,726			19,726		-			-		-				2,261			2,261		-			-			-

Add: EBDT from discontinued operations		-			-		-			-		-				6,019			-		-			(6,019	)		-


Pre-Tax EBDT		228,123			-		-			-		228,123				105,262			-		-			(1,540	)		103,722

Income tax expense (benefit)		10,922			-		-			-		10,922				7,496			-		-			(1,540	)		5,956


Earnings before depreciation, amortization and deferred taxes (EBDT)	$	217,201		$	-	$	-		$	-	$	217,201			$	97,766		$	-	$	-		$	-		$	97,766


Reconciliation to net earnings:

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	217,201		$	-	$	-		$	-	$	217,201			$	97,766		$	-	$	-		$	-		$	97,766

Depreciation and amortization - Real Estate Groups		(177,992	)		-		-			-		(177,992	)			(69,311	)		-		-			(3,402	)		(72,713	)

Amortization of mortgage procurement costs - Real Estate Groups		(9,238	)		-		-			-		(9,238	)			(2,935	)		-		-			(307	)		(3,242	)

Deferred taxes - Real Estate Groups		(21,435	)		-		-			-		(21,435	)			(3,420	)		-		-			(1,838	)		(5,258	)

Straight-line rent adjustment		21,529			-		-			-		21,529				(4,975	)		-		-			-			(4,975	)

Preference payment		(3,707	)		-		-			-		(3,707	)			-			-		-			-			-

Preferred return on disposition, net of tax		-			-		-			-		-				(3,089	)		-		-			-			(3,089	)

Gain on disposition of rental properties and other investments, net of tax		-			-		7,540			-		7,540				-			-		1,292			64,604			65,896

Impairment of real estate, net of tax		-			-		-			-		-				-			-		(5,074	)		-			(5,074	)

Gain on disposition of unconsolidated entities, net of tax		7,540			-		(7,540	)		-		-				1,292			-		(1,292	)		-			-

Impairment of unconsolidated entities, net of tax		-			-		-			-						(5,074	)		-		5,074			-			-

Discontinued operations, net of tax and minority interest:
Depreciation and amortization - Real Estate Groups		-			-		-			-		-				(3,402	)		-		-			3,402			-
Amortization of mortgage procurement costs - Real Estate Groups		-			-		-			-		-				(307	)		-		-			307			-
Deferred taxes - Real Estate Groups		-			-		-			-		-				(1,838	)		-		-			1,838			-
Gain on disposition of rental properties		-			-		-			-		-				64,604			-		-			(64,604	)		-
Deferred gain on disposition of Lumber Group		-			-		-			-		-				-			-		-			-			-


Net earnings (loss)	$	33,898		$	-	$	-		$	-	$	33,898			$	69,311		$	-	$	-		$	-		$	69,311

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) — Year Ended January 31, 2008 (in thousands) (continued)


	Land Development Group 2007													The Nets 2007
							Plus														Plus
		Full			Less		Unconsolidated			Plus		Pro-Rata				Full			Less		Unconsolidated		Plus		Pro-Rata
		Consolidation			Minority		Investments at			Discontinued		Consolidation				Consolidation			Minority		Investments at		Discontinued		Consolidation
		(GAAP)			Interest		Pro-Rata			Operations		(Non-GAAP)				(GAAP)			Interest		Pro-Rata		Operations		(Non-GAAP)

Revenues from real estate operations	$	92,257		$	7,419	$	18,220		$	-	$	103,058			$	-		$	-	$	24,952	$	-	$	24,952
Exclude straight-line rent adjustment		3			-		-			-		3				-			-		-		-		-

Adjusted revenues		92,260			7,419		18,220			-		103,061				-			-		24,952		-		24,952

Operating expenses		67,687			3,493		11,630			-		75,824				-			-		31,872		-		31,872
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		397			-		-			-		397				-			-		10,556		-		10,556
Exclude straight-line rent adjustment		-			-		-			-		-				-			-		-		-		-
Exclude preference payment		-			-		-			-		-				-			-		-		-		-

Adjusted operating expenses		68,084			3,493		11,630			-		76,221				-			-		42,428		-		42,428

Add interest and other income		13,708			1,268		211			-		12,651				-			-		63		-		63

Add equity in earnings (loss), including impairment of unconsolidated entities		2,045			-		(2,658	)		-		(613	)			(20,878	)		-		20,840		-		(38	)

Remove gain on disposition of unconsolidated entities		-			-		-			-		-				-			-		-		-		-

Add back impairment of unconsolidated entities		3,200			-		(3,200	)		-		-				-			-		-		-		-

Add back depreciation and amortization of unconsolidated entities		267			-		(267	)		-		-				-			-		-		-		-


Net operating income		43,396			5,194		676			-		38,878				(20,878	)		-		3,427		-		(17,451	)

Interest expense		413			254		676			-		835				-			-		3,427		-		3,427

Loss on early extinguishment of debt		-			-		-			-		-				-			-		-		-		-

Preferred return on disposition		-			-		-			-		-				-			-		-		-		-

Minority interest in earnings before depreciation and amortization		4,940			4,940		-			-		-				-			-		-		-		-

Add: EBDT from discontinued operations		-			-		-			-		-				-			-		-		-		-


Pre-Tax EBDT		38,043			-		-			-		38,043				(20,878	)		-		-		-		(20,878	)

Income tax expense (benefit)		9,949			-		-			-		9,949				(8,831	)		-		-		-		(8,831	)


Earnings before depreciation, amortization and deferred taxes (EBDT)	$	28,094		$	-	$	-		$	-	$	28,094			$	(12,047	)	$	-	$	-	$	-	$	(12,047	)


Reconciliation to net earnings:

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	28,094		$	-	$	-		$	-	$	28,094			$	(12,047	)	$	-	$	-	$	-	$	(12,047	)

Depreciation and amortization - Real Estate Groups		(246	)		-		-			-		(246	)			-			-		-		-		-

Amortization of mortgage procurement costs - Real Estate Groups		(646	)		-		-			-		(646	)			-			-		-		-		-

Deferred taxes - Real Estate Groups		(8,103	)		-		-			-		(8,103	)			-			-		-		-		-

Straight-line rent adjustment		(3	)		-		-			-		(3	)			-			-		-		-		-

Preference payment		-			-		-			-		-				-			-		-		-		-

Preferred return on disposition, net of tax		-			-		-			-		-				-			-		-		-		-

Gain on disposition of rental properties and other investments, net of tax		-			-		-			-		-				-			-		-		-		-

Impairment of real estate, net of tax		(56	)		-		(1,964	)		-		(2,020	)			-			-		-		-		-

Gain on disposition of unconsolidated entities, net of tax		-			-		-			-		-				-			-		-		-		-

Impairment of unconsolidated entities, net of tax		(1,964	)		-		1,964			-		-				-			-		-		-		-

Discontinued operations, net of tax and minority interest:
Depreciation and amortization - Real Estate Groups		-			-		-			-		-				-			-		-		-		-
Amortization of mortgage procurement costs - Real Estate Groups		-			-		-			-		-				-			-		-		-		-
Deferred taxes - Real Estate Groups		-			-		-			-		-				-			-		-		-		-
Gain on disposition of rental properties		-			-		-			-		-				-			-		-		-		-
Deferred gain on disposition of Lumber Group		-			-		-			-		-				-			-		-		-		-


Net earnings (loss)	$	17,076		$	-	$	-		$	-	$	17,076			$	(12,047	)	$	-	$	-	$	-	$	(12,047	)

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) — Year Ended January 31, 2008 (in thousands) (continued)


	Corporate Activities 2007													Total 2007
							Plus														Plus
		Full			Less		Unconsolidated		Plus			Pro-Rata				Full			Less		Unconsolidated			Plus			Pro-Rata
		Consolidation			Minority		Investments at		Discontinued			Consolidation				Consolidation			Minority		Investments at			Discontinued			Consolidation
		(GAAP)			Interest		Pro-Rata		Operations			(Non-GAAP)				(GAAP)			Interest		Pro-Rata			Operations			(Non-GAAP)

Revenues from real estate operations	$	-		$	-	$	-	$	-		$	-			$	1,286,470		$	69,078	$	344,638		$	33,492		$	1,595,522
Exclude straight-line rent adjustment		-			-		-		-			-				(25,166	)		-		-			-			(25,166	)

Adjusted revenues		-			-		-		-			-				1,261,304			69,078		344,638			33,492			1,570,356

Operating expenses		41,635			-		-		-			41,635				783,720			33,204		224,833			22,732			998,081
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		2,539			-		-		-			2,539				10,663			-		10,556			-			21,219
Exclude straight-line rent adjustment		-			-		-		-			-				(8,615	)		-		-			-			(8,615	)
Exclude preference payment		-			-		-		-			-				(3,707	)		-		-			-			(3,707	)

Adjusted operating expenses		44,174			-		-		-			44,174				782,061			33,204		235,389			22,732			1,006,978

Add interest and other income		2,258			-		-		-			2,258				73,282			2,651		11,533			1,017			83,181

Add equity in earnings (loss), including impairment of unconsolidated entities		-			-		-		-			-				9,073			884		(9,949	)		-			(1,760	)

Remove gain on disposition of unconsolidated entities		-			-		-		-			-				(14,392	)		-		14,392			-			-

Add back impairment of unconsolidated entities		-			-		-		-			-				11,469			-		(11,469	)		-			-

Add back depreciation and amortization of unconsolidated entities		-			-		-		-			-				36,511			-		(36,511	)		-			-


Net operating income		(41,916	)		-		-		-			(41,916	)			595,186			39,409		77,245			11,777			644,799

Interest expense		63,782			-		-		-			63,782				325,505			11,199		70,851			6,935			392,092

Loss on early extinguishment of debt		-			-		-		-			-				8,955			1,283		1,360			363			9,395

Preferred return on disposition		-			-		-		-			-				5,034			-		(5,034	)		-			-

Minority interest in earnings before depreciation and amortization		-			-		-		-			-				26,927			26,927		-			-			-

Add: EBDT from discontinued operations		-			-		-		-			-				6,019			-		-			(6,019	)		-


Pre-Tax EBDT		(105,698	)		-		-		-			(105,698	)			244,852			-		-			(1,540	)		243,312

Income tax expense (benefit)		(40,402	)		-		-		-			(40,402	)			(20,866	)		-		-			(1,540	)		(22,406	)


Earnings before depreciation, amortization and deferred taxes (EBDT)	$	(65,296	)	$	-	$	-	$	-		$	(65,296	)		$	265,718		$	-	$	-		$	-		$	265,718


Reconciliation to net earnings:

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	(65,296	)	$	-	$	-	$	-		$	(65,296	)		$	265,718		$	-	$	-		$	-		$	265,718

Depreciation and amortization - Real Estate Groups		-			-		-		-			-				(247,549	)		-		-			(3,402	)		(250,951	)

Amortization of mortgage procurement costs - Real Estate Groups		-			-		-		-			-				(12,819	)		-		-			(307	)		(13,126	)

Deferred taxes - Real Estate Groups		8,471			-		-		-			8,471				(24,487	)		-		-			(1,838	)		(26,325	)

Straight-line rent adjustment		-			-		-		-			-				16,551			-		-			-			16,551

Preference payment		-			-		-		-			-				(3,707	)		-		-			-			(3,707	)

Preferred return on disposition, net of tax		-			-		-		-			-				(3,089	)		-		-			-			(3,089	)

Gain on disposition of rental properties and other investments, net of tax		370			-		-		642			1,012				370			-		8,832			65,246			74,448

Impairment of real estate, net of tax		-			-		-		-			-				(56	)		-		(7,038	)		-			(7,094	)

Gain on disposition of unconsolidated entities, net of tax		-			-		-		-			-				8,832			-		(8,832	)		-			-

Impairment of unconsolidated entities, net of tax		-			-		-		-			-				(7,038	)		-		7,038			-			-

Discontinued operations, net of tax and minority interest:
Depreciation and amortization - Real Estate Groups		-			-		-		-			-				(3,402	)		-		-			3,402			-
Amortization of mortgage procurement costs - Real Estate Groups		-			-		-		-			-				(307	)		-		-			307			-
Deferred taxes - Real Estate Groups		-			-		-		-			-				(1,838	)		-		-			1,838			-
Gain on disposition of rental properties		-			-		-		-			-				64,604			-		-			(64,604	)		-
Deferred gain on disposition of Lumber Group		642			-		-		(642	)		-				642			-		-			(642	)		-


Net earnings (loss)	$	(55,813	)	$	-	$	-	$	-		$	(55,813	)		$	52,425		$	-	$	-		$	-		$	52,425

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate

COMMERCIAL GROUP
OFFICE BUILDINGS


			Date of											Leasable
			Opening/									Leasable		Square
			Acquisition/	Legal			Pro-Rata					Square		Feet at Pro-
Name			Expansion	Ownership		⁽¹⁾	Ownership		⁽²⁾	Location	Major Tenants	Feet		Rata %

Consolidated Office Buildings
		2 Hanson Place	2004		100.00%			100.00%		Brooklyn, NY	Bank of New York, HSBC		399,000		399,000
		250 Huron (formerly Chase Financial Tower)	1991		95.00%			100.00%		Cleveland, OH	Leasing in progress		119,000		119,000
		35 Landsdowne Street	2002		100.00%			100.00%		Cambridge, MA	Millennium Pharmaceuticals		202,000		202,000
		40 Landsdowne Street	2003		100.00%			100.00%		Cambridge, MA	Millennium Pharmaceuticals		215,000		215,000
		45/75 Sidney Street	1999		100.00%			100.00%		Cambridge, MA	Millennium Pharmaceuticals; Novartis		277,000		277,000
		65/80 Landsdowne Street	2001		100.00%			100.00%		Cambridge, MA	Partners HealthCare System		122,000		122,000
		88 Sidney Street	2002		100.00%			100.00%		Cambridge, MA	Alkermes, Inc.		145,000		145,000
		Ballston Common Office Center	2005		100.00%			100.00%		Arlington, VA	US Coast Guard		174,000		174,000
		Colorado Studios	2007		90.00%			90.00%		Denver, CO	Colorado Studios		75,000		68,000
		Commerce Court	2007		70.00%			100.00%		Pittsburg, PA	US Bank; Wesco Distributors; Cardworks Services; Marc USA		379,000		379,000
		Edgeworth Building	2006		100.00%			100.00%		Richmond, VA	Hirschler Fleischer		137,000		137,000
		Eleven MetroTech Center	1995		85.00%			85.00%		Brooklyn, NY	City of New York - DoITT; E-911		216,000		184,000
		Fairmont Plaza	1998		85.00%			85.00%		San Jose, CA	Littler Mendelson; Merrill Lynch; Calpine; UBS Financial; Camera 12 Cinemas; Accenture		405,000		344,000
		Fifteen MetroTech Center	2003		95.00%			95.00%		Brooklyn, NY	Wellchoice, Inc.; City of New York - HRA		650,000		618,000
		Halle Building	1986		75.00%			100.00%		Cleveland, OH	Case Western Reserve University; Grant Thornton; CEOGC		406,000		406,000
		Harlem Center	2003		100.00%			100.00%		Manhattan, NY	Office of General Services-Temporary Disability & Assistance; State Liquor Authority		147,000		147,000
⁽⁵⁾		Higbee Building	1990		100.00%			100.00%		Cleveland, OH	Greater Cleveland Partnership; Key Bank		815,000		815,000
		Illinois Science and Technology Park
		- Building A	2006		100.00%			100.00%		Skokie, IL	Northshore University Hospital		224,000		224,000
		- Building P	2006		100.00%			100.00%		Skokie, IL	NanoInk, Inc.; Midwest Bio Research		128,000		128,000
		- Building Q	2007		100.00%			100.00%		Skokie, IL	Astellas Pharmacy; NanoInk, Inc.; Polyera		158,000		158,000
		Jackson Building	1987		100.00%			100.00%		Cambridge, MA	Ariad Pharmaceuticals		99,000		99,000
	+	Johns Hopkins - 855 North Wolfe Street	2008		76.60%			76.60%		East Baltimore, MD	Johns Hopkins; Brain Institute; Howard Hughes Institute		279,000		214,000
		New York Times	2007		100.00%			100.00%		Manhattan, NY	ClearBridge Advisors, LLC, a Legg Mason Company; Covington & Burling; Osler Hoskin; Seyfarth Shaw		737,000		737,000
		Nine MetroTech Center North	1997		85.00%			85.00%		Brooklyn, NY	City of New York - Fire Department		317,000		269,000
		One MetroTech Center	1991		82.50%			82.50%		Brooklyn, NY	JP Morgan Chase; National Grid		937,000		773,000
		One Pierrepont Plaza	1988		100.00%			100.00%		Brooklyn, NY	Morgan Stanley; Goldman Sachs		656,000		656,000
		Post Office Plaza (formerly M. K. Ferguson)	1990		100.00%			100.00%		Cleveland, OH	Washington Group; Chase Manhattan Mortgage Corp; Educational Loan Servicing Corp; Quicken Loans		476,000		476,000
⁽⁵⁾		Resurrection Health Care (4930 Oakton)	2006		100.00%			100.00%		Skokie, IL	Leasing in progress		40,000		40,000
		Richards Building	1990		100.00%			100.00%		Cambridge, MA	Genzyme Biosurgery; Alkermes, Inc.		126,000		126,000

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate

COMMERCIAL GROUP
OFFICE BUILDINGS (continued)


			Date of											Leasable
			Opening/									Leasable		Square
			Acquisition/	Legal			Pro-Rata					Square		Feet at Pro-
Name			Expansion	Ownership		⁽¹⁾	Ownership		⁽²⁾	Location	Major Tenants	Feet		Rata %

Consolidated Office Buildings (continued)
		Richmond Office Park	2007		100.00%			100.00%		Richmond, VA	Anthem Blue Cross Blue Shield; The Brinks Co.; Wachovia Bank		570,000		570,000
		Skylight Office Tower	1991		92.50%			100.00%		Cleveland, OH	Cap Gemini; Ulmer & Berne, LLP		321,000		321,000
		Stapleton Medical Office Building	2006		90.00%			90.00%		Denver, CO	University of Colorado Hospital		45,000		41,000
		Ten MetroTech Center	1992		100.00%			100.00%		Brooklyn, NY	Internal Revenue Service		365,000		365,000
		Terminal Tower	1983		100.00%			100.00%		Cleveland, OH	Forest City Enterprises, Inc.; Cuyahoga Community College		584,000		584,000
		Twelve MetroTech Center	2004		100.00%			100.00%		Brooklyn, NY	National Union Fire Insurance Co.		177,000		177,000
		Two MetroTech Center	1990		82.50%			82.50%		Brooklyn, NY	Securities Industry Automation Corp.; City of New York - Board of Education		521,000		430,000
		University of Pennsylvania	2004		100.00%			100.00%		Philadelphia, PA	University of Pennsylvania		122,000		122,000
⁽³⁾	*	Waterfront Station - East 4th & West 4th Bldgs	2010		45.00%			45.00%		Washington, D.C.	Washington, D.C. Government		628,000		283,000

		*Consolidated Office Buildings Subtotal*											12,393,000		11,544,000


Unconsolidated Office Buildings
		350 Massachusetts Ave	1998		50.00%			50.00%		Cambridge, MA	Star Market; Tofias		169,000		85,000
⁽⁵⁾	+	818 Mission Street	2008		50.00%			50.00%		San Francisco, CA	Denny’s		28,000		14,000
		Advent Solar	2006		47.50%			47.50%		Albuquerque, NM	Advent Solar		87,000		41,000
⁽⁵⁾		Bulletin Building	2006		50.00%			50.00%		San Francisco, CA	Great West Life and Annuity; Corinthian School		78,000		39,000
		Chagrin Plaza I & II	1969		66.67%			66.67%		Beachwood, OH	National City Bank; Benihana; H&R Block		113,000		75,000
		Clark Building	1989		50.00%			50.00%		Cambridge, MA	Santa Fe Acambis		122,000		61,000
		Enterprise Place	1998		50.00%			50.00%		Beachwood, OH	University of Phoenix; Advance Payroll; PS Executive Centers		132,000		66,000
		Liberty Center	1986		50.00%			50.00%		Pittsburgh, PA	Federated Investors		526,000		263,000
	+	Mesa Del Sol Town Center	2008		47.50%			47.50%		Albuquerque, NM	Leasing in progress		74,000		35,000
	^*	Mesa Del Sol - Fidelity	2008/2009		47.50%			47.50%		Albuquerque, NM	Fidelity Investments		210,000		100,000
		Signature Square I	1986		50.00%			50.00%		Beachwood, OH	Ciuni & Panichi		79,000		40,000
		Signature Square II	1989		50.00%			50.00%		Beachwood, OH	Cleveland Clinic Ophthalmology; Allen Telecom, Inc.		82,000		41,000

		*Unconsolidated Office Buildings Subtotal*											1,700,000		860,000


		Total Office Buildings at January 31, 2009											14,093,000		12,404,000

		Total Office Buildings at January 31, 2008											13,451,000		12,050,000

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate

COMMERCIAL GROUP
RETAIL CENTERS


			Date of											Total				Gross
			Opening/									Total		Square		Gross		Leasable
			Acquisition/	Legal			Pro-Rata					Square		Feet at Pro-		Leasable		Area at Pro-
Name			Expansion	Ownership		⁽¹⁾	Ownership		⁽²⁾	Location	Major Tenants	Feet		Rata %		Area		Rata %

Consolidated Regional Malls
		Antelope Valley Mall	1990/1999		78.00%			78.00%		Palmdale, CA	Sears; JCPenney; Harris Gottschalks; Dillard’s; Forever 21; Cinemark Theatre		995,000		776,000		363,000		283,000
		Ballston Common Mall	1986/1999		100.00%			100.00%		Arlington, VA	Macy’s; Sport & Health; Regal Cinemas		579,000		579,000		310,000		310,000
		Galleria at Sunset	1996/2002		100.00%			100.00%		Henderson, NV	Dillard’s; Macy’s; JCPenney; Dick’s Sporting Goods; Kohl’s		1,048,000		1,048,000		412,000		412,000
		Mall at Robinson	2001		56.67%			100.00%		Pittsburgh, PA	Macy’s; Sears; JCPenney; Dick’s Sporting Goods		880,000		880,000		383,000		383,000
		Mall at Stonecrest	2001		66.67%			100.00%		Atlanta, GA	Kohl’s; Sears; JCPenney; Dillard’s; AMC Theatre; Macy’s		1,171,000		1,171,000		397,000		397,000
		Northfield at Stapleton	2005/2006		95.00%			100.00%		Denver, CO	Bass Pro; Target; Harkins Theatre; JCPenney; Macy’s		1,106,000		1,106,000		664,000		664,000
	+	Orchard Town Center	2008		100.00%			100.00%		Westminster, CO	JCPenney; Macy’s; Target; AMC Theatre		980,000		980,000		565,000		565,000
		Promenade Bolingbrook	2007		100.00%			100.00%		Bolingbrook, IL	Bass Pro; Macy’s; Village Roadshow		750,000		750,000		575,000		575,000
	**	Promenade in Temecula	1999/2002/2009		75.00%			100.00%		Temecula, CA	JCPenney; Sears; Macy’s; Edwards Cinema		1,140,000		1,140,000		540,000		540,000
	^*	Ridge Hill	2010/2011		70.00%			100.00%		Yonkers, NY	National Amusements; Whole Foods; LL Bean; Cheesecake Factory		1,200,000		1,200,000		1,200,000		1,200,000
⁽³⁾	+	Shops at Wiregrass	2008		50.00%			100.00%		Tampa, FL	JCPenney; Dillard’s; Macy’s		642,000		642,000		356,000		356,000
		Short Pump Town Center	2003/2005		50.00%			100.00%		Richmond, VA	Nordstrom; Macy’s; Dillard’s; Dick’s Sporting Goods		1,193,000		1,193,000		582,000		582,000
		Simi Valley Town Center	2005		85.00%			100.00%		Simi Valley, CA	Macy’s		612,000		612,000		351,000		351,000
⁽⁵⁾		South Bay Galleria	1985/2001		100.00%			100.00%		Redondo Beach, CA	Macy’s; Nordstrom; Kohl’s; AMC Theatre		955,000		955,000		389,000		389,000
		Victoria Gardens	2004/2007		80.00%			80.00%		Rancho Cucamonga, CA	Bass Pro; Macy’s; JCPenney; AMC Theatre		1,342,000		1,074,000		829,000		663,000
⁽³⁾	*	Village of Gulfstream	2010		50.00%			50.00%		Hallendale, FL	Crate & Barrel; Pottery Barn; The Container Store; Texas de Brazil; III Forks		500,000		250,000		500,000		250,000

		*Consolidated Regional Malls Subtotal*											15,093,000		14,356,000		8,416,000		7,920,000

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate

COMMERCIAL GROUP
RETAIL CENTERS (continued)


		Date of											Total				Gross
		Opening/									Total		Square		Gross		Leasable
		Acquisition/	Legal			Pro-Rata					Square		Feet at Pro-		Leasable		Area at Pro-
Name		Expansion	Ownership		⁽¹⁾	Ownership		⁽²⁾	Location	Major Tenants	Feet		Rata %		Area		Rata %

Consolidated Specialty Retail Centers
	42nd Street	1999		100.00%			100.00%		Manhattan, NY	AMC Theatre; Madame Tussaud’s Wax Museum; Modell’s; Dave & Buster’s		309,000		309,000		309,000		309,000
	Atlantic Center	1996		100.00%			100.00%		Brooklyn, NY	Pathmark; OfficeMax; Old Navy; Marshall’s; Sterns; NYC - Dept. of Motor Vehicles		399,000		399,000		392,000		392,000
	Atlantic Center Site V	1998		100.00%			100.00%		Brooklyn, NY	Modell’s		17,000		17,000		17,000		17,000
	Atlantic Terminal	2004		100.00%			100.00%		Brooklyn, NY	Target; Designer Shoe Warehouse; Chuck E. Cheese’s; Daffy’s		373,000		373,000		371,000		371,000
	Avenue at Tower City Center	1990		100.00%			100.00%		Cleveland, OH	Hard Rock Café; Morton’s of Chicago; Cleveland Cinemas		365,000		365,000		365,000		365,000
	Brooklyn Commons	2004		100.00%			100.00%		Brooklyn, NY	Lowe’s		151,000		151,000		151,000		151,000
	Bruckner Boulevard	1996		100.00%			100.00%		Bronx, NY	Conway; Old Navy		113,000		113,000		113,000		113,000
	Columbia Park Center	1999		75.00%			75.00%		North Bergen, NJ	Shop Rite; Old Navy; Staples; Bally’s; Shopper’s World		347,000		260,000		347,000		260,000
	Court Street	2000		100.00%			100.00%		Brooklyn, NY	United Artists; Barnes & Noble		103,000		103,000		102,000		102,000
	Eastchester	2000		100.00%			100.00%		Bronx, NY	Pathmark		63,000		63,000		63,000		63,000
	Forest Avenue	2000		100.00%			100.00%		Staten Island, NY	United Artists		70,000		70,000		70,000		70,000
	Grand Avenue	1997		100.00%			100.00%		Queens, NY	Stop & Shop		119,000		119,000		119,000		119,000
	Gun Hill Road	1997		100.00%			100.00%		Bronx, NY	Home Depot; Chuck E. Cheese’s		147,000		147,000		147,000		147,000
	Harlem Center	2002		100.00%			100.00%		Manhattan, NY	Marshall’s; CVS/Pharmacy; Staples; H&M		126,000		126,000		126,000		126,000
	Kaufman Studios	1999		100.00%			100.00%		Queens, NY	United Artists		84,000		84,000		84,000		84,000
	Market at Tobacco Row	2002		100.00%			100.00%		Richmond, VA	Rich Foods; CVS/Pharmacy		43,000		43,000		43,000		43,000
	Northern Boulevard	1997		100.00%			100.00%		Queens, NY	Stop & Shop; Marshall’s; Old Navy; AJ Wright		218,000		218,000		218,000		218,000
	Quartermaster Plaza	2004		100.00%			100.00%		Philadelphia, PA	Home Depot; BJ’s Wholesale; Staples; PetSmart; Walgreen’s		459,000		459,000		456,000		456,000
	Quebec Square	2002		90.00%			90.00%		Denver, CO	Wal-Mart; Home Depot; Sam’s Club; Ross Dress for Less; Office Depot; PetSmart		739,000		665,000		216,000		194,000
	Queens Place	2001		100.00%			100.00%		Queens, NY	Target; Best Buy; Macy’s Furniture; Designer Shoe Warehouse		455,000		455,000		221,000		221,000
	Richmond Avenue	1998		100.00%			100.00%		Staten Island, NY	Staples		76,000		76,000		76,000		76,000
	Saddle Rock Village	2005		80.00%			100.00%		Aurora, CO	Target; JoAnn Fabrics; PetSmart; OfficeMax		279,000		279,000		97,000		97,000
⁽⁵⁾	South Bay Southern Center	1978		100.00%			100.00%		Redondo Beach, CA	Bank of America		78,000		78,000		78,000		78,000

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate

COMMERCIAL GROUP
RETAIL CENTERS (continued)


		Date of											Total				Gross
		Opening/									Total		Square		Gross		Leasable
		Acquisition/	Legal			Pro-Rata					Square		Feet at Pro-		Leasable		Area at Pro-
Name		Expansion	Ownership		⁽¹⁾	Ownership		⁽²⁾	Location	Major Tenants	Feet		Rata %		Area		Rata %

Consolidated Specialty Retail Centers (continued)
	Station Square	1994/2002		100.00%			100.00%		Pittsburgh, PA	Hard Rock Café; Grand Concourse Restaurant; Buca Di Beppo		291,000		291,000		291,000		291,000
+	White Oak Village	2008		50.00%			100.00%		Richmond, VA	Target; Lowes; Sam’s Club; JCPenney; OfficeMax; PetSmart; Ukrop’s		800,000		800,000		294,000		294,000
	Woodbridge Crossing	2002		100.00%			100.00%		Woodbridge, NJ	Modell’s; Thomasville Furniture; Party City		284,000		284,000		284,000		284,000

	*Consolidated Specialty Retail Centers Subtotal*											6,508,000		6,347,000		5,050,000		4,941,000


	*Consolidated Retail Centers Total*											21,601,000		20,703,000		13,466,000		12,861,000


Unconsolidated Regional Malls
	Boulevard Mall	1996/2000		50.00%			50.00%		Amherst, NY	JCPenney; Macy’s; Sears; Michael’s		912,000		456,000		336,000		168,000
	Charleston Town Center	1983		50.00%			50.00%		Charleston, WV	Macy’s; JCPenney; Sears		897,000		449,000		363,000		182,000
	San Francisco Centre	2006		50.00%			50.00%		San Francisco, CA	Nordstrom; Bloomingdale’s; Century Theaters		1,462,000		731,000		788,000		394,000

	*Unconsolidated Regional Malls Subtotal*											3,271,000		1,636,000		1,487,000		744,000


Unconsolidated Specialty Retail Centers
^{(4)^*}	East River Plaza	2009/2010		35.00%			50.00%		Manhattan, NY	Home Depot; Target; Best Buy		517,000		259,000		517,000		259,000
	Golden Gate	1958		50.00%			50.00%		Mayfield Hts., OH	OfficeMax; Old Navy; Marshall’s; Cost Plus; HHGregg		361,000		181,000		361,000		181,000
	Marketplace at Riverpark	1996		50.00%			50.00%		Fresno, CA	JCPenney; Best Buy; Marshall’s; OfficeMax; Old Navy; Target; Sports Authority		471,000		236,000		296,000		148,000
⁽⁵⁾	Metreon	2006		50.00%			50.00%		San Francisco, CA	AMC Loews		279,000		140,000		279,000		140,000
	Plaza at Robinson Town Center	1989		50.00%			50.00%		Pittsburgh, PA	T.J. Maxx; Marshall’s; IKEA; Value City; JoAnn Fabrics; OfficeMax		507,000		254,000		507,000		254,000

	*Unconsolidated Specialty Retail Centers Subtotal*											2,135,000		1,070,000		1,960,000		982,000


	*Unconsolidated Retail Centers Total*											5,406,000		2,706,000		3,447,000		1,726,000


	Total Retail Centers at January 31, 2009											27,007,000		23,409,000		16,913,000		14,587,000

	Total Retail Centers at January 31, 2008											26,930,000		23,034,000		16,303,000		13,829,000

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate

RESIDENTIAL GROUP
APARTMENTS


			Date of
			Opening/
			Acquisition/	Legal		Pro-Rata			Leasable		Leasable Units
Name			Expansion	Ownership ⁽¹⁾		Ownership ⁽²⁾		Location	Units		at Pro-Rata %

Consolidated Apartment Communities
		100 Landsdowne Street	2005		100.00%		100.00%	Cambridge, MA		203		203
		101 San Fernando	2000		95.00%		95.00%	San Jose, CA		323		307
		1251 S. Michigan	2006		0.01%		100.00%	Chicago, IL		91		91
	^*	80 DeKalb	2009/2010		70.00%		100.00%	Brooklyn, NY		365		365
		American Cigar Company	2000		100.00%		100.00%	Richmond, VA		171		171
		Ashton Mill	2005		90.00%		100.00%	Cumberland, RI		193		193
		Autumn Ridge	2002		100.00%		100.00%	Sterling Heights, MI		251		251
	^*	Beekman	2010/2011		49.00%		70.00%	Manhattan, NY		904		633
		Botanica on the Green (East 29th Avenue Town Center)	2004		90.00%		90.00%	Denver, CO		78		70
		Botanica II	2007		90.00%		90.00%	Denver, CO		154		139
		Bowin	1998		95.05%		95.05%	Detroit, MI		193		183
		Cambridge Towers	2002		100.00%		100.00%	Detroit, MI		250		250
		Cameron Kinney	2007		100.00%		100.00%	Richmond, VA		259		259
		Consolidated-Carolina	2003		89.99%		100.00%	Richmond, VA		158		158
		Coraopolis Towers	2002		80.00%		80.00%	Coraopolis, PA		200		160
		Crescent Flats (East 29th Avenue Town Center)	2004		90.00%		90.00%	Denver, CO		66		59
		Cutter’s Ridge at Tobacco Row	2006		100.00%		100.00%	Richmond, VA		12		12
		Donora Towers	2002		100.00%		100.00%	Donora, PA		103		103
		Drake	1998		95.05%		95.05%	Philadelphia, PA		284		270
		Easthaven at the Village	1994-1995		100.00%		100.00%	Beachwood, OH		360		360
		Emerald Palms	1996/2004		100.00%		100.00%	Miami, FL		505		505
		Grand	1999		85.50%		85.50%	North Bethesda, MD		549		469
		Grand Lowry Lofts	2000		100.00%		100.00%	Denver, CO		261		261
		Grove	2003		100.00%		100.00%	Ontario, CA		101		101
	^+	Hamel Mill Lofts	2008/2009		100.00%		100.00%	Haverhill, MA		305		305
		Heritage	2002		100.00%		100.00%	San Diego, CA		230		230
⁽³⁾		Independence Place I	1973		50.00%		50.00%	Parma Hts., OH		202		101
		Independence Place II	2003		100.00%		100.00%	Parma Hts., OH		201		201
		Kennedy Biscuit Lofts	1990		98.90%		100.00%	Cambridge, MA		142		142

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate

RESIDENTIAL GROUP
APARTMENTS (continued)


			Date of
			Opening/
			Acquisition/	Legal		Pro-Rata			Leasable		Leasable Units
Name			Expansion	Ownership ⁽¹⁾		Ownership ⁽²⁾		Location	Units		at Pro-Rata %

Consolidated Apartment Communities (continued)
		Knolls	1995		1.00%		100.00%	Orange, CA		260		260
		Lakeland	1998		95.10%		95.10%	Waterford, MI		200		190
		Lenox Club	1991		95.00%		95.00%	Arlington, VA		385		366
		Lenox Park	1992		95.00%		95.00%	Silver Spring, MD		406		386
		Lofts 23	2005		100.00%		100.00%	Cambridge, MA		51		51
		Lofts at 1835 Arch	2001		95.05%		95.05%	Philadelphia, PA		191		182
	+	Lucky Strike	2008		100.00%		100.00%	Richmond, VA		131		131
	+	Mercantile Place on Main (formerly Dallas Mercantile)	2008		100.00%		100.00%	Dallas, TX		366		366
		Metro 417	2005		75.00%		100.00%	Los Angeles, CA		277		277
		Metropolitan	1989		100.00%		100.00%	Los Angeles, CA		270		270
		Midtown Towers	1969		100.00%		100.00%	Parma, OH		635		635
		Museum Towers	1997		100.00%		100.00%	Philadelphia, PA		286		286
⁽³⁾		Oceanpointe Towers	1980		5.80%		100.00%	Long Branch, NJ		151		151
		One Franklintown	1988		100.00%		100.00%	Philadelphia, PA		335		335
		Parmatown Towers and Gardens	1972-1973		100.00%		100.00%	Parma, OH		412		412
		Pavilion	1992		95.00%		95.00%	Chicago, IL		1,114		1,058
		Plymouth Square	2003		100.00%		100.00%	Detroit, MI		280		280
	*	Presidio	2010		100.00%		100.00%	San Francisco, CA		161		161
		Queenswood	1990		93.36%		100.00%	Corona, NY		296		296
		Sky55	2006		100.00%		100.00%	Chicago, IL		411		411
		Southfield	2002		100.00%		100.00%	Whitemarsh, MD		212		212
⁽³⁾		Village Center	1983		100.00%		100.00%	Detroit, MI		254		254
		Wilson Building	2007		100.00%		100.00%	Dallas, TX		143		143

		*Consolidated Apartment Communities Subtotal*								14,341		13,665

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate

RESIDENTIAL GROUP
APARTMENTS (continued)


			Date of
			Opening/
			Acquisition/	Legal			Pro-Rata				Leasable		Leasable Units
Name			Expansion	Ownership		⁽¹⁾	Ownership		⁽²⁾	Location	Units		at Pro-Rata %

Consolidated Supported-Living Apartments
		Forest Trace	2000		100.00%			100.00%		Lauderhill, FL		322		322
		Sterling Glen of Glen Cove	2000		100.00%			100.00%		Glen Cove, NY		80		80
		Sterling Glen of Great Neck	2000		100.00%			100.00%		Great Neck, NY		142		142

		*Consolidated Supported-Living Apartments Subtotal*										544		544


		*Consolidated Apartments Total*										14,885		14,209

Unconsolidated Apartment Communities
		Arbor Glen	2001-2007		50.00%			50.00%		Twinsburg, OH		288		144
	+	Barrington Place	2008		49.00%			49.00%		Raleigh, NC		274		134
		Bayside Village	1988-1989		50.00%			50.00%		San Francisco, CA		862		431
		Big Creek	1996-2001		50.00%			50.00%		Parma Hts., OH		516		258
		Boulevard Towers	1969		50.00%			50.00%		Amherst, NY		402		201
		Brookpark Place	1976		100.00%			100.00%		Wheeling, WV		152		152
		Brookview Place	1979		3.00%			3.00%		Dayton, OH		232		7
		Burton Place	2000		90.00%			90.00%		Burton, MI		200		180
		Camelot	1967		50.00%			50.00%		Parma Hts., OH		151		76
		Carl D. Perkins	2002		100.00%			100.00%		Pikeville, KY		150		150
		Cedar Place	1974		2.98%			100.00%		Lansing, MI		220		220
		Cherry Tree	1996-2000		50.00%			50.00%		Strongsville, OH		442		221
		Chestnut Lake	1969		50.00%			50.00%		Strongsville, OH		789		395
		Clarkwood	1963		50.00%			50.00%		Warrensville Hts., OH		568		284
	+	Cobblestone Court Apartments	2006-2008		50.00%			50.00%		Painesville, OH		304		152
		Colonial Grand	2003		50.00%			50.00%		Tampa, FL		176		88
		Connellsville Towers	1981		7.96%			7.96%		Connellsville, PA		111		9
		Coppertree	1998		50.00%			50.00%		Mayfield Hts., OH		342		171
		Deer Run	1987-1990		43.03%			43.03%		Twinsburg, OH		562		242
		Eaton Ridge	2002-2004		50.00%			50.00%		Sagamore Hills, OH		260		130

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate

RESIDENTIAL GROUP
APARTMENTS (continued)


			Date of
			Opening/
			Acquisition/	Legal			Pro-Rata				Leasable		Leasable Units
Name			Expansion	Ownership		⁽¹⁾	Ownership		⁽²⁾	Location	Units		at Pro-Rata %

Unconsolidated Apartment Communities (continued)
		Farmington Place	1980		100.00%			100.00%		Farmington, MI		153		153
		Fenimore Court	1982		7.06%			50.00%		Detroit, MI		144		72
		Fort Lincoln II	1979		45.00%			45.00%		Washington, D.C.		176		79
		Fort Lincoln III & IV	1981		24.90%			24.90%		Washington, D.C.		306		76
		Frenchtown Place	1975		8.24%			100.00%		Monroe, MI		151		151
		Glendora Gardens	1983		1.99%			99.00%		Glendora, CA		105		104
		Granada Gardens	1966		50.00%			50.00%		Warrensville Hts., OH		940		470
		Hamptons	1969		50.00%			50.00%		Beachwood, OH		651		326
		Hunter’s Hollow	1990		50.00%			50.00%		Strongsville, OH		208		104
	+	Legacy Arboretum	2008		49.00%			49.00%		Charlotte, NC		266		130
	^+	Legacy Crossroads	2008-2009		50.00%			50.00%		Cary, NC		344		172
		Liberty Hills	1979-1986		50.00%			50.00%		Solon, OH		396		198
		Metropolitan Lofts	2005		50.00%			50.00%		Los Angeles, CA		264		132
		Millender Center	1985		3.97%			100.00%		Detroit, MI		339		339
		Miramar Towers	1980		5.80%			100.00%		Los Angeles, CA		157		157
		Newport Landing	2002-2005		50.00%			50.00%		Coventry Township, OH		336		168
		Noble Towers	1979		50.00%			50.00%		Pittsburgh, PA		133		67
		North Port Village	1981		27.00%			27.00%		Port Huron, MI		251		68
		Nu Ken Tower (Citizen’s Plaza)	1981		8.84%			50.00%		New Kensington, PA		101		51
		Panorama Towers	1978		99.00%			99.00%		Panorama City, CA		154		152
		Park Place Towers	1975		12.68%			100.00%		Mt. Clemens, MI		187		187
		Parkwood Village	2001-2002		50.00%			50.00%		Brunswick, OH		204		102
		Pebble Creek	1995-1996		50.00%			50.00%		Twinsburg, OH		148		74
		Perrytown	1973		8.24%			100.00%		Pittsburgh, PA		231		231
		Pine Grove Manor	1973		7.83%			100.00%		Muskegon Township, MI		172		172
		Pine Ridge Valley	1967-1974, 2005-2007		50.00%			50.00%		Willoughby Hills, OH		1,309		655
		Potomac Heights Village	1981		5.80%			100.00%		Keyser, WV		141		141
		Residences at University Park	2002		40.00%			40.00%		Cambridge, MA		135		54
		Riverside Towers	1977		8.30%			100.00%		Coshocton, OH		100		100

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate

RESIDENTIAL GROUP
APARTMENTS (continued)


			Date of
			Opening/
			Acquisition/	Legal		Pro-Rata			Leasable		Leasable Units
Name			Expansion	Ownership ⁽¹⁾		Ownership ⁽²⁾		Location	Units		at Pro-Rata %

Unconsolidated Apartment Communities (continued)
		Settler’s Landing at Greentree	2000-2004		50.00%		50.00%	Streetsboro, OH		408		204
		Shippan Avenue	1980		100.00%		100.00%	Stamford, CT		148		148
		St. Mary’s Villa	2002		40.07%		40.07%	Newark, NJ		360		144
	^*	Stratford Crossing	2007-2010		50.00%		50.00%	Wadsworth, OH		348		174
		Surfside Towers	1970		50.00%		50.00%	Eastlake, OH		246		123
	^*	Sutton Landing	2007-2009		50.00%		50.00%	Brimfield, OH		216		108
		Tamarac	1990-2001		50.00%		50.00%	Willoughby, OH		642		321
		The Springs	1981		5.80%		100.00%	La Mesa, CA		129		129
		Tower 43	2002		100.00%		100.00%	Kent, OH		101		101
		Towne Centre Place	1975		4.92%		100.00%	Ypsilanti, MI		170		170
		Twin Lake Towers	1966		50.00%		50.00%	Denver, CO		254		127
	+	Uptown Apartments	2008		50.00%		50.00%	Oakland, CA		665		333
		Village Square	1978		100.00%		100.00%	Williamsville, NY		100		100
		Westwood Reserve	2002		50.00%		50.00%	Tampa, FL		340		170
		Woodgate / Evergreen Farms	2004-2006		33.00%		33.00%	Olmsted Township, OH		348		115
		Worth Street	2003		50.00%		50.00%	Manhattan, NY		330		165
		Ziegler Place	1978		100.00%		100.00%	Livonia, MI		141		141

		*Unconsolidated Apartment Communities Subtotal*								20,149		11,303


Unconsolidated Supported-Living Apartments
		Classic Residence by Hyatt	1989		50.00%		50.00%	Teaneck, NJ		220		110
		Classic Residence by Hyatt	1990		50.00%		50.00%	Chevy Chase, MD		339		170
		Classic Residence by Hyatt	2000		50.00%		50.00%	Yonkers, NY		310		155

		*Unconsolidated Supported-Living Apartments Subtotal*								869		435

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate

RESIDENTIAL GROUP
APARTMENTS (continued)

Date of

Opening/

Acquisition/

Legal

Pro-Rata

Leasable

Leasable Units

Name

Expansion

Ownership

⁽¹⁾

Ownership

⁽²⁾

Location

Units

at Pro-Rata %

Unconsolidated Military Housing

Air Force Academy

2007-2009

50.00%

Colorado Springs, CO

427

214

Midwest Millington

2008-2009

1.00%

Memphis, TN

318

Navy Midwest

2006-2009

1.00%

Chicago, IL

1,658

Ohana Military Communities, Hawaii Increment I

2005-2008

1.00%

Honolulu, HI

1,952

Ohana Military Communities, Hawaii Increment II

2007-2010

1.00%

Honolulu, HI

1,175

Ohana Military Communities, Hawaii Increment III

2007-2010

1.00%

Honolulu, HI

2,520

Ohana Military Communities, Hawaii Increment IV

2007-2014

1.00%

Kaneohe, HI

917

Pacific Northwest Communities

2007-2010

20.00%

Seattle, WA

2,986

Unconsolidated Military Housing Subtotal

11,953

214

Unconsolidated Apartments Total

32,971

11,952

Combined Apartments Total

47,856

26,161

Federally Subsidized Housing (Total of 8 Buildings)

1,260

Total Apartment Units at January 31, 2009

49,116

Total Apartment Units at January 31, 2008

47,098

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate

RESIDENTIAL GROUP
CONDOMINIUMS

Date of

Opening/

Units Sold as

Acquisition/

Legal

Pro-Rata

Total Units at

Units Sold as

of 1/31/09 at

Name

Expansion

Ownership

⁽¹⁾

Ownership

⁽²⁾

Location

Total Units

Pro-Rata %

of 1/31/09

Pro-Rata %

Unconsolidated For Sale Condominiums

Mercury

2007-2008

50.00%

Los Angeles, CA

238

119

Central Station

1995-2012

25.00%

Chicago, IL

4,520

1,130

3,440

860

Unconsolidated For Sale Condominiums Total

4,758

1,249

3,529

905

Total For Sale Condominiums at January 31, 2009

4,758

Total For Sale Condominiums at January 31, 2008

5,017


*		Property under construction as of January 31, 2009.

**		Expansion of property under construction as of January 31, 2009.

+		Property opened or acquired in 2008.

++		Expansion of property.

^		Property to open in phases.

^^		The Company’s share of residual cash flow ranges from 0-20% during the life cycle of the project.

(1)		Represents the Company’s share of a property’s profits and losses upon settlement of any preferred returns to which the Company or its partner(s) may be entitled.

(2)		Represents the Company’s share of a property’s profits and losses adjusted for any preferred returns to which the Company or its partner(s) may be entitled.

(3)		Due to triggering events under FIN (46), these properties are now fully consolidated.

(4)		At East River Plaza, Home Depot may be replaced with Costco under an executed tri-party lease assignment between Landlord, Home Depot and Costco. Costco will assume Home Depot space and rent. It is subject to a modification in the project’s special permit.

(5)		Operating properties identified for redevelopment.


	NUMBER		LEASED		PERCENTAGE OF
	OF		SQUARE		TOTAL RETAIL
TENANT	LEASES		FEET		SQUARE FEET


AMC Entertainment, Inc.		6		515,097		4.12	%

Bass Pro Shops, Inc.		3		510,855		4.08

Regal Entertainment Group		5		379,072		3.03

The Gap		24		305,756		2.44

TJX Companies		9		291,131		2.33

The Home Depot		2		282,000		2.25

Dick’s Sporting Goods		5		257,486		2.06

Abercrombie & Fitch Stores, Inc.		30		223,567		1.79

The Limited		38		217,474		1.74

Footlocker, Inc.		37		143,005		1.14

Pathmark Stores, Inc.		2		123,500		0.99

Ahold USA (Stop & Shop)		2		115,861		0.93

American Eagle Outfitters		19		108,372		0.86


Subtotal		182		3,473,176		27.76


All Others		2,116		9,036,569		72.24


Total		2,298		12,509,745		100.00	%


	LEASED		PERCENTAGE OF
	SQUARE		TOTAL OFFICE
TENANT	FEET		SQUARE FEET


City of New York		890,185		8.12	%

Millennium Pharmaceuticals, Inc.		693,743		6.33

U.S. Government		608,158		5.55

Wellchoice, Inc.		458,209		4.18

Morgan Stanley & Co.		444,685		4.06

Securities Industry Automation Corp.		433,971		3.96

Forest City Enterprises, Inc. ⁽¹⁾		385,404		3.52

JP Morgan Chase & Co.		385,254		3.51

Bank of New York		323,043		2.95

National Grid		254,034		2.32

Alkermes, Inc.		210,248		1.92

Clearbridge Advisors, LLC, a Legg Mason Company		193,249		1.76

Covington & Burling, LLP		160,565		1.46

Seyfarth Shaw, LLP		96,909		0.88


Subtotal		5,537,657		50.52


All Others		5,423,082		49.48


Total		10,960,739		100.00	%


(1)		All intercompany rental income is eliminated in consolidation.