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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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 OH 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) 05/10/2007
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock								354	I	See footnote(1)
Class A Common Stock								20,000	D(2)
Class A Common Stock	05/10/2007		S(19)		720	D	$67.1	108,705	D(3)
Class A Common Stock	05/10/2007		S(19)		200	D	$67.11	108,505	D(3)
Class A Common Stock	05/10/2007		S(19)		200	D	$67.12	108,305	D(3)
Class A Common Stock								4,000	D(4)
Class A Common Stock								59,858	D(5)
Class A Common Stock								692	I	See footnote(6)
Class A Common Stock								14,156	I	See footnote(7)
Class A Common Stock								15,608	I	See footnote(8)
Class A Common Stock								38,592	I	See footnote(9)
Class A Common Stock								210,169	I	See footnote(10)
Class A Common Stock								211,220	I	See footnote(11)
Class A Common Stock								171,164	I	See footnote(12)
Class A Common Stock								1,263	I	See footnote(13)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Common - Convertible	$0(17)							08/08/1988(18)	08/08/1988(18)	Common Stock	900		900	I	See footnote(14)
Class B Common - Convertible	$0(17)							08/08/1988(18)	08/08/1988(18)	Common Stock	2,579,008		2,579,008	I	See footnote(15)
Class B Common - Convertible	$0(17)							08/08/1988(18)	08/08/1988(18)	Common Stock	13,500		13,500	I	See foot note(16)

Explanation of Responses:

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

2. Shares are held in an account with Sky Bank . Shares were tranferred from the Jospeh Shafran Trust.

3. Shares are held in an account with First Merit.

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

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

6. Held by spouse Marla Shafran

7. Faynne Shafran GST Trust - Joan Shafran and Joseph Shafran are Trustees, they have no beneficial interest.

8. Nathan Shafran GST Trust - Joan Shafran and Joseph Shafran are Trustees, they have no beneficial interest.

9. Held by the Jospeh Shafran Trust - in a street account at Sky Bank. Mr. Shafran has no beneficial interest.

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

11. Held Indirect by The Berimore Company.

12. Joseph Shafran Family TR (Joseph Shafran, trustee).

13. Joseph Shafran Irr TR (Joan K. Shafran, trustee).

14. Held as General Partner of RMS, Ltd.

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

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

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

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

19. Sales in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on April 23, 2007.

Remarks:

	Geralyn M. Presti, Attorney-In-Fact for Joseph M. Shafran	05/11/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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