SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

SHAFRAN JOSEPH M

(Last)

(First)

(Middle)

2720 VAN AKEN BOULEVARD

SUITE 200

(Street)

CLEVELAND

44120

(City)

(State)

(Zip)

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

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

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/18/2006

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common								354	I	See footnote⁽¹⁾
Class A Common Stock								100,000	D⁽²⁾
Class A Common Stock	10/18/2006		S		500	D	$54	8,275	D⁽³⁾
Class A Common Stock	10/18/2006		S		1,300	D	$54.15	6,975	D⁽³⁾
Class A Common Stock	10/18/2006		S		500	D	$54.11	6,475	D⁽³⁾
Class A Common Stock	10/18/2006		S		500	D	$54.1	5,975	D⁽³⁾
Class A Common Stock	10/18/2006		S		1,500	D	$54.25	4,475	D⁽³⁾
Class A Common Stock	10/18/2006		S		500	D	$53.95	3,975	D⁽³⁾
Class A Common Stock	10/18/2006		S		3,475	D	$53.75	500	D⁽³⁾
Class A Common Stock	10/18/2006		S		500	D	$53.758	0	D⁽³⁾
Class A Common Stock								40,625	D⁽⁴⁾
Class A Common Stock								10,000	D⁽³⁾
Class A Common Stock								10,000	D⁽⁵⁾
Class A Common								692	I	See footnote⁽⁶⁾
Class A Common								14,156	I	See footnote⁽⁷⁾
Class A Common								15,608	I	See footnote⁽⁸⁾
Class A Common								38,592	I	See footnote⁽⁹⁾
Class A Common Stock	10/18/2006		S		700	D	$54.15	229,622	I	See footnote⁽¹⁰⁾
Class A Common Stock	10/18/2006		S		600	D	$53.75	229,022	I	See footnote⁽¹⁰⁾
Class A Common								50,000	D⁽¹¹⁾
Class A Common								238,000	I	See footnote⁽¹²⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common - Convertible	$0⁽¹⁶⁾							08/08/1988⁽¹⁷⁾	08/08/1988⁽¹⁷⁾	Common Stock	900		900	I	See footnote⁽¹³⁾
Class B Common - Convertible	$0⁽¹⁶⁾							08/08/1988⁽¹⁷⁾	08/08/1988⁽¹⁷⁾	Common Stock	2,879,008		2,879,008	I	See fote note⁽¹⁴⁾
Class B Common - Convertible	$0⁽¹⁶⁾							08/08/1988⁽¹⁷⁾	08/08/1988⁽¹⁷⁾	Common Stock	13,500		13,500	I	See foot note⁽¹⁵⁾

Explanation of Responses:

1. Held Indirect - by Powell Partners of which Mr. Shafran is a general partner.

2. Held Direct - are being held in a street account at Provident.

3. Shares are held in a street account with Ryan, Beck & Co.

4. Shares are held in an account with First Merritt.

5. Shares are held in an account with JP Morgan.

6. Held by spouse Marla Shafran

7. Faynne Shafran GST Trust - Joan Shafran and Joseph Shafran are Trustees, they have no beneficial interest. Change reflects the regular distributions to the beneficiaries.

8. Nathan Shafran GST Trust - Joan Shafran and Joseph Shafran are Trustees, they have no beneficial interest. Change reflects the regular distributions to the beneficiaries.

9. Held by the Jospeh Shafran Trust - in a street account at Sky Bank. Mr. Shafran has no beneficial interest. These shares were previously reported and indavertantly removed from the Form 4 reports.

10. The Joseph Shafran Trust, Spouse is Trustee, his children are the benficiaries. Mr. Shafran has no beneficial interest.

11. Held direct in an account at with Chase. Shares were received as a partnership distribution from The Berimore Company and transferred to this account. No money was tendered for this transaction.

12. Held Indirect by The Berimore Company. The partnership distributed shares and the shares were transferred to an an account at Chase. No money was tendered for this transaction.

13. Held as General Partner of RMS, Ltd.

14. Held Indirect - Held by The Berimore Company as a limited partner of RMS, Ltd.

15. Held Indirect - Powell Partners of which Mr. Shafran is a general partner.

16. Stocks are convertible from Class B Common to Class A Common on a 1-for-1 basis.

17. Immediate - stocks are convertible at any time, there is no fixed exercisable date or expiration date.

Remarks:

	Geralyn M. Presti, Attorney-In-Fact for Joseph M. Shafran	10/20/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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