• Most Popular
  • Most Shared

Forest City Reports Third-Quarter and Year-to-Date Financial Results

Thu Dec 6, 2007 5:30pm EST
CLEVELAND--(Business Wire)--Forest City Enterprises, Inc. (NYSE:FCEA) and (NYSE:FCEB) today
announced revenues, net earnings and EBDT for the third quarter and
nine months ended October 31, 2007.

   EBDT (Earnings Before Depreciation, Amortization and Deferred
Taxes) for the third quarter grew to $68.8 million, or $0.64 per
share, a 14.3 percent increase on a per share basis compared with last
year's third-quarter EBDT of $57.4 million, or $0.56 per share. EBDT
for the nine months ended October 31, 2007 was $174.5 million, or
$1.62 per share, a decrease of 5.9 percent on a per share basis
compared with last year's $177.4 million, or $1.72 per share. For an
explanation of the variances, see "Discussion of Results."

   The fiscal third-quarter net loss was $10.8 million, or $0.11 per
share, compared with net earnings of $45.9 million, or $0.45 per
share, in the prior year. Net earnings for the nine months were $39.8
million, or $0.38 per share, compared with $106.6 million, or $1.05
per share, in 2006. The primary reason for the decrease in 2007 net
earnings for the quarter and year-to-date was the larger gains on
disposition of properties that occurred in 2006 compared with 2007.

   Third-quarter 2007 consolidated revenues were $333.6 million
compared with $262.5 million for the same period last year. Nine-month
revenues were $889.6 million compared with $775.1 million for the nine
months ended October 31, 2006.

   EBDT and EBDT per share are non-Generally Accepted Accounting
Principle (GAAP) measures. A reconciliation of net earnings (the most
directly comparable GAAP measure to EBDT) to EBDT is provided in the
Financial Highlights table in this news release.

   Discussion of Results

   Charles A. Ratner, president and chief executive officer of Forest
City Enterprises, said, "The real estate business is in the midst of
fundamental changes driven by a variety of factors, including the
meltdown in single-family home sales, tightening of credit markets,
declining consumer confidence, and the beginnings of a slowdown in
retail sales. In this environment, real estate stocks, including ours,
have performed poorly in recent months. Notwithstanding these
difficult industry conditions, we continue to create long-term
shareholder value with the opening of new, premier properties in
excellent markets, combined with solid operating results in our core
portfolio. While we face short-term challenges, notably in our land
business, we continue to maintain a robust development pipeline and a
near-record level of liquidity."

   Ratner continued, "Our portfolio results are good and the
fundamentals of the real estate business are strong, but the land
business, which has been negatively impacted by the troubled housing
market, continues to be extremely soft. New project openings are
performing at or above expectations and our portfolio of mature
properties continues to deliver solid results as evidenced by stable
occupancies and favorable comparable property NOI performance.

   "Our EBDT for the quarter increased $11.4 million primarily due to
the strong performance of our core operating portfolio and the
recognition of an additional gain from the second-quarter sale of an
under construction, supported-living apartment community. These strong
results went straight to the bottom line while our land business was
flat in the third quarter compared to last year. We expect land sales
to be down in the fourth quarter with continuing softness into 2008.

   "For the first nine months, our overall EBDT decreased by $2.9
million. Our rental properties business performed well, as EBDT from
our mature portfolio, including the Military Housing business, was up
approximately $17.1 million. The nine-month results were also
favorably impacted by the $9.9 million gain on sale of the
supported-living apartment community (mentioned above) and the change
in market value of $9.5 million of 10-year forward swaps. More than
offsetting these increases were a $25.2 million decrease in EBDT from
lower sales in our Land Development Group combined with a decline in
commercial outlot sales in our Commercial Group; a decrease in
Historic Preservation Tax Credits of $6.2 million; and an increase in
corporate interest expense of $8.3 million, due primarily to the
Senior Notes issued in October 2006."

   Comparable property net operating income (NOI) in the third
quarter was up 6.9 percent compared with the same period a year ago.
The retail portfolio was up 10.5 percent, with the strong results for
the quarter spurred by filling several major vacancies in the New York
portfolio. The office and residential portfolios were up 3.0 percent
and 6.8 percent, respectively. Ratner said, "While these Comp NOI
increases are some of the highest in recent history, we expect these
trends to moderate as retail sales have shown recent signs of
softening and the supply of rental residential space grows as a result
of failed condominium units entering the for-rent market." Comparable
property NOI, defined as NOI from properties operated in both 2007 and
2006, is a non-GAAP financial measure, and is based on the pro-rata
consolidation method, also a non-GAAP financial measure. Included in
this release is a schedule that presents comparable property NOI on
the full consolidation method.

   Comparable retail occupancies increased to 94.3 percent in 2007
compared with 94.0 percent in 2006. Comparable office occupancies were
93.0 percent in 2007 compared with 93.4 percent last year. Comparable
occupancies in the residential business increased to 95.8 percent
compared with 95.6 percent in the prior year.

   Recent Milestones

   Opening of New York Times Building

   The 1.5-million-square-foot New York Times Building officially
opened to Forest City's tenants in the third quarter. The building's
largest office tenants include the law firm of Goodwin Procter and the
global asset management firm of Legg Mason. Forest City expects that
all signed tenants will have moved in by early 2008. Signed lease
agreements currently represent 93 percent of the 737,000 square feet
of space owned by Forest City. Designed by Pritzker Prize-winning
architect Renzo Piano in the Times Square area of New York City, the
52-story office tower is jointly owned by The New York Times Company
and Forest City.

   During the quarter, the Company closed on a $640 million loan with
HSH Nordbank AG to refinance Forest City's portion of the Times
building. The deal is the largest permanent loan in the Company's
history. The Times building represents $517.5 million of cost at
Forest City's share and on a full consolidation basis.

   Ratner said, "The New York Times Building now represents the
largest single asset we have ever opened and adds tremendous value to
our ownership position in the core market of New York City. The
building is almost fully leased with great tenants, which is a
testament to the aesthetic and financial success of this property. We
are tremendously proud of the persistence and creativity of our New
York team that made this project a reality."

   With the opening of the Times building, Forest City has completed
all 10 projects scheduled for opening in fiscal 2007, representing
$945.0 million at the Company's pro-rata share ($956.0 million on a
full consolidation basis).

   Acquisition - Military Family Housing

   Shortly after quarter-end, Forest City closed on the acquisition
of 2,986 military family housing units in the U.S. Navy's Northwest
Region, which encompasses multiple neighborhoods associated with three
Naval Installations in the Puget Sound area of the state of
Washington. Forest City has assumed responsibility for demolition,
renovation and new construction of homes, representing approximately
$158 million in development costs, as well as property management.

   The acquisition of the Navy Northwest units and ancillary
facilities from American Eagle Communities brings Forest City's
military housing portfolio to more than 11,900 permanent units,
located in Hawaii, the Midwest, and Colorado, in addition to the
Pacific Northwest. Forest City recently received two national awards
for its public-private housing partnership with the Navy in Hawaii,
including the "Navy Installation Housing Team of the Year" award from
the Professional Housing Management Association and a "Project of the
Year" merit award from Multifamily Executive magazine.

   Disposition - Hotel

   In the fourth quarter, Forest City disposed of its ownership
interest in the 210-room University Park at MIT Hotel, at the
Company's University Park at MIT mixed-use campus in Cambridge,
Massachusetts. The total sales price at 100 percent was $63.2 million,
or $301,000 per room, generating net cash proceeds to Forest City of
approximately $18 million. The ground-leased property was sold at a
cap rate of approximately 6.75 percent. Forest City was a 50 percent
owner in the hotel, which opened in 1998.

   The Company uses dispositions to take advantage of market
conditions and high valuations, or to dispose of non-strategic assets.
Despite the benefits of long-term value creation, dispositions can
have a short-term negative effect on earnings, until the capital can
be redeployed in the development pipeline, which ultimately leads to
openings of larger, higher-impact properties.

   Award-Winning Projects

   Forest City retail centers recently won several major awards,
including both a MAXI Silver Award and an Albert Sussman Humanitarian
Award (for community relations) for Victoria Gardens in Rancho
Cucamonga, California; and a MAXI Silver Award and Superior
Achievement in Design and Imaging (SADI) Award for San Francisco
Centre.

   In the residential portfolio, Forest City properties won three
major awards from Multifamily Executive (MFE). Grand awards were given
to two apartment communities at the Company's Central Station
development in Chicago - Sky55 and The Apartments at 1251 South
Michigan. Forest City also earned its first LEED Gold certification
from the U.S. Green Building Council for 3055 Roslyn Street, an office
building located at the Company's Stapleton mixed-use project.

   Development Pipeline Highlights

   A schedule of the Company's project openings and acquisitions, and
the pipeline of projects under construction, is included in this news
release. The schedule includes comparable project costs on both a full
consolidation and pro-rata share basis. Described below are several of
the Company's projects under construction or under development.

   Projects Under Construction

   At the end of the third quarter, Forest City's pipeline included
19 projects under construction or to be acquired, representing a total
cost of $2.1 billion of cost at the Company's pro-rata share ($1.4
billion on a full consolidation basis). Seven of these projects are
scheduled to open during 2008, representing $672.4 million at the
Company's share ($523.0 million on a full consolidation basis).

   In the retail pipeline, the Company has seven projects currently
under construction, representing 4.7 million square feet. Of these
projects, three retail centers, totaling approximately 2.4 million
square feet, are scheduled to open in 2008. The most recent
groundbreaking was for the 1.2-million-square-foot Ridge Hill
mixed-use project in Yonkers, New York.

   Forest City currently has four residential properties, with a
combined 1,467 rental units, under construction. Haverhill rental
residential community, the most recent residential groundbreaking, is
an adaptive re-use project in Haverhill, Massachusetts, and will have
305 historically renovated units, representing $73.6 million of total
cost. Scheduled to open in 2008 are Uptown Apartments in center city
Oakland, California; the Mercantile redevelopment project in downtown
Dallas, Texas; and the Lucky Strike Building at the Company's Tobacco
Row development in Richmond, Virginia.

   Projects Under Development

   At the end of the third quarter, Forest City had 15 projects under
development, representing approximately $2.0 billion of cost at the
Company's pro-rata share and on a full consolidation basis. Among the
projects under development and scheduled to begin construction during
the next year are 13 projects totaling more than $1.5 billion of cost
at the Company's pro-rata share and on a full consolidation basis.

   Forest City's Washington, D.C. portfolio features two major
mixed-use redevelopment projects - Waterfront and The Yards. Forest
City began demolition in the fourth quarter on the site of
Waterfront's first two government office buildings, totaling
600,000-plus square feet. At the 42-acre Yards project, demolition and
construction of infrastructure began in the fall.

   In Texas, Forest City continues to identify additional development
opportunities in the Dallas/Fort Worth area, which is home to nearly 2
million people in the nation's second-largest state. Forest City is in
the early stages of development of three Dallas-area projects. The
most notable is in partnership with General Growth Properties - Frisco
in suburban Dallas will be a 400-acre master-planned community that is
expected to include a 1.5-million-square-foot retail destination.

   At Atlantic Yards in Brooklyn, Forest City now controls more than
85 percent of the land necessary for the project, which includes up to
6.5 million square feet of developable land on the 22-acre site.
Forest City expects to begin construction in 2008 on the Frank
Gehry-designed Barclays Center arena, which will become the planned
home of the Nets basketball team, in which Forest City has an
ownership interest. The first phase of the project will also include
commercial and residential development, including an affordable
housing component.

   Financing Activity

   The capital markets for real estate have changed significantly in
the last quarter. Lenders and investors have pulled back from the
market, demanding increased premiums to underwrite risk. Loan
originations for Commercial Mortgage-Backed Securities (CMBS) have
fallen dramatically and pricing power has shifted to the lenders.
Capital for real estate remains available; however, lender spreads
have increased and underwriting criteria have been tightened. "The
Company has successfully closed a number of large financings in this
new environment. The strong relationships we have with our lenders,
together with our proven track record, give us confidence we can
access the capital necessary for our business," Ratner noted.

   During the first nine months of 2007, Forest City closed on
transactions totaling $2.5 billion in nonrecourse mortgage financings,
including $1.0 billion in refinancings, $925.7 million in development
projects and acquisitions, and $543.5 million in loan extensions and
additional fundings.

   As of October 31, 2007, the Company's weighted average cost of
mortgage debt decreased to 6.06 percent from 6.09 percent at October
31, 2006, primarily due to a decrease in fixed-rate mortgage debt.
Fixed-rate mortgage debt, which represented 62.9 percent of the
Company's total nonrecourse mortgage debt, declined from 6.20 percent
at October 31, 2006 to 6.08 percent at October 31, 2007. The
variable-rate mortgage debt increased from 5.84 percent at October 31,
2006 to 6.02 percent at October 31, 2007.

   Outlook

   Ratner said, "The real estate industry has changed drastically in
the past few months. In these uncertain times, liquidity is at a
premium - we have maintained and continue to build on our high level
of liquidity to address this uncertainty and take advantage of market
opportunities. As we said at the end of the second quarter, the
current state of the capital markets, general weakness in the economy,
and the timing of transactions make it difficult to have clarity on
how our EBDT will perform in the short term.

   "Despite the current challenges and the impact on the short-term
measurement of EBDT, our longer-term focus on value creation is very
clear. We completed all 10 projects scheduled for opening in fiscal
2007, representing more than $900 million. These new assets, together
with the growth in our core operating portfolio, continue to create
value for our shareholders. These projects reflect our belief that
real estate is a long-term business, with long-term growth horizons -
a marathon, not a sprint. We are well positioned to continue to
deliver on projects in our development pipeline, ensuring our future
growth."

   Corporate Description

   Forest City Enterprises, Inc. is a $10 billion NYSE-listed
national real estate company. The Company is principally engaged in
the ownership, development, management and acquisition of commercial
and residential real estate and land throughout the United States.

   Supplemental Package

   Please refer to the Investor Relations section of the Company's
website at www.forestcity.net for a Supplemental Package, which the
Company will also furnish to the Securities and Exchange Commission on
Form 8-K. This Supplemental Package includes operating and financial
information for the quarter ended October 31, 2007, with
reconciliations of non-GAAP financial measures, such as EBDT,
comparable NOI and pro-rata financial statements, to their most
directly comparable GAAP financial measures.

   EBDT

   The Company uses an additional measure, along with net earnings,
to report its operating results. This non-GAAP measure, referred to as
Earnings Before Depreciation, Amortization and Deferred Taxes, 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.

   The Company believes that EBDT provides additional information
about its core operations and, along with net earnings, is necessary
to understand its 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. The Company believes
EBDT is important to investors because it provides another method for
the investor to measure its 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 the
Company's Consolidated Statement of Earnings; v) provision for decline
in 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, in the table titled
Financial Highlights below and in the Company's Supplemental Package,
which the Company will also furnish to the SEC on Form 8-K. 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. The Company excludes depreciation
and amortization expense related to real estate operations from EBDT
because it believes the values of its 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 the Company's current tax provision. The provision
for decline in real estate is excluded from EBDT because it varies
from year to year based on factors unrelated to the Company's overall
financial performance and is related to the ultimate gain on
dispositions of operating properties. The Company's EBDT may not be
directly comparable to similarly titled measures reported by other
companies.

   Pro-Rata Consolidation Method

   This press release contains certain financial measures prepared in
accordance with GAAP under the full consolidation accounting method
and certain financial measures prepared in accordance with the
pro-rata consolidation method (non-GAAP). The Company presents certain
financial amounts under the pro-rata method because it believes this
information is useful to investors as this method reflects the manner
in which the Company operates its business. In line with industry
practice, the Company has made a large number of investments in which
its economic ownership is less than 100 percent as a means of
procuring opportunities and sharing risk. Under the pro-rata
consolidation method, the Company presents its investments
proportionate to its economic share of ownership. Under GAAP, the full
consolidation method is used to report partnership assets and
liabilities consolidated at 100 percent if deemed to be under its
control or if the Company is deemed to be the primary beneficiary of
the variable interest entities, even if its ownership is not 100
percent. The Company provides reconciliations from the full
consolidation method to the pro-rata consolidation method in the
exhibits below and throughout its Supplemental Package, which the
Company will also furnish to the SEC on Form 8-K.

   Safe Harbor Language

   Statements made in this news release that state the Company's or
management's intentions, hopes, beliefs, expectations or predictions
of the future are forward-looking statements. The Company's actual
results could differ materially from those expressed or implied in
such forward-looking statements due to various risks, uncertainties
and other factors. Risks and factors that could cause actual results
to differ materially from those in the forward-looking statements
include, but are not limited to, real estate development and
investment risks, economic conditions in the Company's primary
markets, dependence on rental income from real property, downturns in
the housing market, competition, illiquidity of real estate
investments, bankruptcy or insolvency of tenants, reliance on major
tenants, the impact of terrorist acts, risks associated with an
investment in and the operation of a professional sports franchise,
conflicts of interest, the Company's substantial debt leverage and the
ability to service debt, the impact of restrictions imposed by the
Company's credit facility, changes in interest rates, the continued
availability of tax-exempt government financing, effects of uninsured
losses, environmental liabilities, risks associated with developing
and managing properties in partnership with others, the ability to
maintain effective internal controls, compliance with governmental
regulations, litigation risks, and other risk factors as disclosed
from time to time in the Company's SEC filings, including but not
limited to, the Company's annual and quarterly reports.

-0-
*T
            Forest City Enterprises, Inc. and Subsidiaries
                         Financial Highlights
     Three Months and Nine Months Ended October 31, 2007 and 2006
            (dollars in thousands, except per share data)


                          Three Months Ended,
                              October 31,         Increase (Decrease)
                      --------------------------- -------------------
                          2007          2006        Amount    Percent
                      ------------- ------------- ----------- -------
Operating Results:
Loss from continuing
 operations           $    (11,414) $     (7,947)   $ (3,467)
Discontinued
 operations, net of
 tax and minority
 interest (1)                  640        53,822     (53,182)
                      ------------- ------------- -----------
Net earnings          $    (10,774) $     45,875    $(56,649)
                      ============= ============= ===========

Earnings Before
 Depreciation,
 Amortization and
 Deferred Taxes (EBDT)
 (2)                  $     68,795  $     57,400    $ 11,395    19.9%
                      ============= ============= ===========

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

  Net Earnings (loss) $    (10,774) $     45,875    $(56,649)

  Depreciation and
   amortization - Real
   Estate Groups (7)        58,559        47,222      11,337

  Amortization of
   mortgage
   procurement costs -
   Real Estate Groups
   (7)                       3,526         2,743         783

  Deferred income tax
   expense - Real
   Estate Groups (8)        (1,456)       29,739     (31,195)

  Deferred income tax
   expense - Non-Real
   Estate Groups: (8)
     Gain on
      disposition of
      other
      investments                -             -           -

  Current income tax
   expense on non-
   operating earnings:
   (8)
     Gain on
      disposition of
      other
      investments               66             -          66
     Gain on
      disposition
      included in
      discontinued
      operations            18,746        17,227       1,519
     Gain on
      disposition of
      equity method
      rental
      properties                 -             -           -

Straight-line rent
 adjustment (3)             (1,668)       (1,528)       (140)

Preference payment (6)         937             -         937

Preferred return on
 disposition                     -             -           -

 Provision for decline
  in real estate, net
  of minority interest           -             -           -

 Provision for decline
  in real estate of
  equity method rental
  properties                     -             -           -

 Gain on disposition
  of equity method
  rental properties              -             -           -

 Gain on disposition
  of other investments        (172)            -        (172)

 Discontinued
  operations: (1)
     Gain on
      disposition of
      rental
      properties             1,031      (143,494)    144,525
     Minority interest
      - Gain on
      disposition                -        59,616     (59,616)

                      ------------- ------------- -----------

  Earnings Before
   Depreciation,
   Amortization and
   Deferred Taxes
   (EBDT) (2)         $     68,795  $     57,400    $ 11,395    19.9%
                      ============= ============= ===========

Diluted Earnings per
 Common Share:

Loss from continuing
 operations           $      (0.11) $      (0.08)   $  (0.03)
Discontinued
 operations, net of
 tax and minority
 interest (1)                    -          0.53       (0.53)
                      ------------- ------------- -----------
Net earnings (loss)
 (5)                  $      (0.11) $       0.45    $  (0.56)
                      ============= ============= ===========

Earnings Before
 Depreciation,
 Amortization and
 Deferred Taxes (EBDT)
 (2) (4)              $       0.64  $       0.56    $   0.08    14.3%
                      ============= ============= ===========

Operating earnings
 (loss), net of tax (a
 non-GAAP financial
 measure)             $      (0.08) $      (0.02)   $  (0.06)

Provision for decline
 in real estate, net
 of tax                          -             -           -

Gain on disposition of
 rental properties and
 other investments,
 net of tax                  (0.01)         1.09       (1.10)

Minority interest            (0.02)        (0.62)       0.60

                      ------------- ------------- -----------
Net earnings (loss)
 (5)                  $      (0.11) $       0.45    $  (0.56)
                      ============= ============= ===========

Diluted weighted
 average shares
 outstanding (4)       102,330,172   101,680,649     649,523
                      ============= ============= ===========


                            Nine Months Ended
                               October 31,         Increase (Decrease)
                       --------------------------- -------------------
                           2007          2006        Amount    Percent
                       ------------- ------------- ----------- -------
Operating Results:
Loss from continuing
 operations            $    (24,894) $     (1,120)  $ (23,774)
Discontinued
 operations, net of tax
 and minority interest
 (1)                         64,714       107,745     (43,031)
                       ------------- ------------- -----------
Net earnings           $     39,820  $    106,625   $ (66,805)
                       ============= ============= ===========

Earnings Before
 Depreciation,
 Amortization and
 Deferred Taxes (EBDT)
 (2)                   $    174,530  $    177,404   $  (2,874)  (1.6%)
                       ============= ============= ===========

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

  Net Earnings (loss)  $     39,820  $    106,625   $ (66,805)

  Depreciation and
   amortization - Real
   Estate Groups (7)        185,558       148,807      36,751

  Amortization of
   mortgage procurement
   costs - Real Estate
   Groups (7)                 9,983         8,098       1,885

  Deferred income tax
   expense - Real
   Estate Groups (8)         21,581        73,128     (51,547)

  Deferred income tax
   expense - Non-Real
   Estate Groups: (8)
     Gain on
      disposition of
      other investments         (57)            -         (57)

  Current income tax
   expense on non-
   operating earnings:
   (8)
     Gain on
      disposition of
      other investments         290             -         290
     Gain on
      disposition
      included in
      discontinued
      operations             26,834        17,198       9,636
     Gain on
      disposition of
      equity method
      rental properties           -         2,657      (2,657)

Straight-line rent
 adjustment (3)              (9,288)       (4,559)     (4,729)

Preference payment (6)        2,771             -       2,771

Preferred return on
 disposition                  5,034             -       5,034

 Provision for decline
  in real estate, net
  of minority interest            -         1,923      (1,923)

 Provision for decline
  in real estate of
  equity method rental
  properties                      -           400        (400)

 Gain on disposition of
  equity method rental
  properties                 (2,106)       (7,662)      5,556

 Gain on disposition of
  other investments            (603)            -        (603)

 Discontinued
  operations: (1)
     Gain on
      disposition of
      rental properties    (105,287)     (287,220)    181,933
     Minority interest
      - Gain on
      disposition                 -       118,009    (118,009)

                       ------------- ------------- -----------

  Earnings Before
   Depreciation,
   Amortization and
   Deferred Taxes
   (EBDT) (2)          $    174,530  $    177,404   $  (2,874)  (1.6%)
                       ============= ============= ===========

Diluted Earnings per
 Common Share:

Loss from continuing
 operations            $      (0.24) $      (0.01)  $   (0.23)
Discontinued
 operations, net of tax
 and minority interest
 (1)                           0.62          1.06       (0.44)
                       ------------- ------------- -----------
Net earnings (loss) (5)$       0.38  $       1.05   $   (0.67)
                       ============= ============= ===========

Earnings Before
 Depreciation,
 Amortization and
 Deferred Taxes (EBDT)
 (2) (4)               $       1.62  $       1.72   $   (0.10)  (5.9%)
                       ============= ============= ===========

Operating earnings
 (loss), net of tax (a
 non-GAAP financial
 measure)              $      (0.18) $       0.10   $   (0.28)

Provision for decline
 in real estate, net of
 tax                              -         (0.01)       0.01

Gain on disposition of
 rental properties and
 other investments, net
 of tax                        0.66          2.23       (1.57)

Minority interest             (0.10)        (1.27)       1.17

                       ------------- ------------- -----------
Net earnings (loss) (5)$       0.38  $       1.05   $   (0.67)
                       ============= ============= ===========

Diluted weighted
 average shares
 outstanding (4)        102,189,119   101,670,129     518,990
                       ============= ============= ===========
*T

-0-
*T

            Forest City Enterprises, Inc. and Subsidiaries
                         Financial Highlights
     Three Months and Nine Months Ended October 31, 2007 and 2006
                        (dollars in thousands)


                             Three Months Ended,
                                 October 31,      Increase (Decrease)
                            --------------------- -------------------
                               2007       2006      Amount    Percent
                            --------------------- -------------------
Operating Earnings (a non-
 GAAP financial measure)
 and Reconciliation to Net
 Earnings:
Revenues from real estate
 operations
   Commercial Group         $ 239,039  $ 191,193  $   47,846
   Residential Group           81,170     48,406      32,764
   Land Development Group      13,417     22,934      (9,517)
   Corporate Activities             -          -           -
                            --------------------- -----------
      Total Revenues          333,626    262,533      71,093  (27.1%)

Operating expenses           (201,274)  (162,801)    (38,473)
Interest expense, including
 early extinguishment of
 debt                         (92,960)   (68,067)    (24,893)
Amortization of mortgage
 procurement costs (7)         (3,568)    (2,719)       (849)
Depreciation and
 amortization (7)             (54,414)   (43,173)    (11,241)
Interest and other income      17,544      7,023      10,521
Equity in earnings (loss)
 of unconsolidated entities    (6,526)     9,122     (15,648)
Provision for decline in
 real estate of equity
 method rental properties           -          -           -
Gain on disposition of
 equity method rental
 properties                         -          -           -
Revenues and interest
 income from discontinued
 operations (1)                 1,544     30,184     (28,640)
Expenses from discontinued
 operations (1)                   531    (26,471)     27,002
                            --------------------- -----------

Operating earnings (loss)
 (a non-GAAP financial
 measure)                      (5,497)     5,631     (11,128)
                            --------------------- -----------

Income tax expense (8)         (1,706)    (6,227)      4,521
Income tax expense from
 discontinued operations
 (1) (8)                         (404)   (33,894)     33,490
Income tax expense on non-
 operating earnings items
 (see below)                     (332)    32,410     (32,742)
                            --------------------- -----------

Operating earnings (loss),
 net of tax (a non-GAAP
 financial measure)            (7,939)    (2,080)     (5,859)
                            --------------------- -----------

Provision for decline in
 real estate                        -          -           -

Provision for decline in
 real estate of equity
 method rental properties           -          -           -

Gain on disposition of
 equity method rental
 properties                         -          -           -

Gain on disposition of
 other investments                172          -         172

Gain on disposition of
 rental properties included
 in discontinued operations
 (1)                           (1,031)   143,494    (144,525)

Income tax benefit
 (expense) on non-operating
 earnings: (8)
   Provision for decline in
    real estate                     -          -           -
   Provision for decline in
    real estate of equity
    method rental
    properties                      -          -           -
   Gain on disposition of
    other investments             (66)         -         (66)
   Gain on disposition of
    equity method rental
    properties                      -          -           -
   Gain on disposition of
    rental properties
    included in
    discontinued operations       398    (32,410)     32,808
                            --------------------- -----------
Income tax expense on non-
 operating earnings (see
 above)                           332    (32,410)     32,742
                            --------------------- -----------

Minority interest in
 continuing operations         (2,308)    (3,638)      1,330

Minority interest in
 discontinued operations:
 (1)
   Operating earnings               -        125        (125)
   Gain on disposition of
    rental properties               -    (59,616)     59,616
                            --------------------- -----------
                                    -    (59,491)     59,491
                            --------------------- -----------

Minority interest              (2,308)   (63,129)     60,821
                            --------------------- -----------

Net earnings                $ (10,774) $  45,875  $  (56,649)
                            ===================== ===========

                               Nine Months Ended
                                  October 31,      Increase (Decrease)
                             --------------------- -------------------
                                2007       2006      Amount    Percent
                             --------------------- -------------------
Operating Earnings (a non-
 GAAP financial measure) and
 Reconciliation to Net
 Earnings:
Revenues from real estate
 operations
   Commercial Group          $ 652,792  $ 568,674   $  84,118
   Residential Group           198,029    140,579      57,450
   Land Development Group       38,756     65,844     (27,088)
   Corporate Activities              -          -           -
                             --------------------- -----------
      Total Revenues           889,577    775,097     114,480  (14.8%)

Operating expenses            (547,052)  (460,514)    (86,538)
Interest expense, including
 early extinguishment of
 debt                         (246,651)  (206,158)    (40,493)
Amortization of mortgage
 procurement costs (7)          (8,971)    (8,051)       (920)
Depreciation and
 amortization (7)             (169,942)  (125,032)    (44,910)
Interest and other income       52,366     29,740      22,626
Equity in earnings (loss) of
 unconsolidated entities         2,608     15,811     (13,203)
Provision for decline in
 real estate of equity
 method rental properties            -        400        (400)
Gain on disposition of
 equity method rental
 properties                     (2,106)    (7,662)      5,556
Revenues and interest income
 from discontinued
 operations (1)                 26,352     97,633     (71,281)
Expenses from discontinued
 operations (1)                (26,173)   (90,918)     64,745
                             --------------------- -----------

Operating earnings (loss) (a
 non-GAAP financial measure)   (29,992)    20,346     (50,338)
                             --------------------- -----------

Income tax expense (8)          12,943     (9,695)     22,638
Income tax expense from
 discontinued operations (1)
 (8)                           (40,752)   (67,849)     27,097
Income tax expense on non-
 operating earnings items
 (see below)                    39,785     67,446     (27,661)
                             --------------------- -----------

Operating earnings (loss),
 net of tax (a non-GAAP
 financial measure)            (18,016)    10,248     (28,264)
                             --------------------- -----------

Provision for decline in
 real estate                         -     (1,923)      1,923

Provision for decline in
 real estate of equity
 method rental properties            -       (400)        400

Gain on disposition of
 equity method rental
 properties                      2,106      7,662      (5,556)

Gain on disposition of other
 investments                       603          -         603

Gain on disposition of
 rental properties included
 in discontinued operations
 (1)                           105,287    287,220    (181,933)

Income tax benefit (expense)
 on non-operating earnings:
 (8)
   Provision for decline in
    real estate                      -        743        (743)
   Provision for decline in
    real estate of equity
    method rental properties         -        155        (155)
   Gain on disposition of
    other investments             (233)         -        (233)
   Gain on disposition of
    equity method rental
    properties                   1,131     (2,962)      4,093
   Gain on disposition of
    rental properties
    included in discontinued
    operations                 (40,683)   (65,382)     24,699
                             --------------------- -----------
Income tax expense on non-
 operating earnings (see
 above)                        (39,785)   (67,446)     27,661
                             --------------------- -----------

Minority interest in
 continuing operations         (10,375)   (10,395)         20

Minority interest in
 discontinued operations:
 (1)
   Operating earnings                -       (332)        332
   Gain on disposition of
    rental properties                -   (118,009)    118,009
                             --------------------- -----------
                                     -   (118,341)    118,341
                             --------------------- -----------

Minority interest              (10,375)  (128,736)    118,361
                             --------------------- -----------

Net earnings                 $  39,820  $ 106,625   $ (66,805)
                             ===================== ===========
*T

-0-
*T

            Forest City Enterprises, Inc. and Subsidiaries
                         Financial Highlights
     Three Months and Nine Months Ended October 31, 2007 and 2006
                            (in thousands)

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) provision for decline in real estate (net
 of tax); vi) extraordinary items (net of tax); and vii) cumulative
 effect of change in accounting principle (net of tax). See our
 discussion of EBDT in the news release.

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) For the three and nine months ended October 31, 2007, the effect of
 5,257,146 and 5,490,925 shares respectively of dilutive securities
 were not included in the computation of diluted earnings per share
 because their effect is anti-dilutive to the loss from continuing
 operations. (Since these shares are dilutive for the computation of
 EBDT per share for the three and nine months ended October 31, 2007,
 diluted weighted average shares outstanding of 107,587,318 and
 107,680,044 were used to arrive at $0.64/share and $1.62/share,
 respectively.)

For the three and nine months ended October 31, 2006, the effect of
 1,646,734 and 1,565,938 shares respectively of dilutive securities
 were not included in the computation of diluted earnings per share
 because their effect is anti-dilutive to the loss from continuing
 operations. (Since these shares are dilutive for the computation of
 EBDT per share for the three and nine months ended October 31, 2006,
 diluted weighted average shares outstanding of 103,327,383 and
 103,236,067 were used to arrive at $0.56/share and $1.72/share,
 respectively.)

5) For the nine months ended October 31, 2007, $595,000 of net
 earnings is allocated to participating securities under EITF 03-6
 "Participating Securities and the Two-Class Method under FASB 128".
 As a result, the net earnings for purposes of calculating basic and
 diluted EPS is $39,225,000.

6) The Forest City Ratner Companies portfolio became a wholly-owned
 subsidiary of the Company November 8, 2006 upon the issuance of the
 Class A Common Units in exchange for Bruce C. Ratner's minority
 interests. For the first five years only, the Units that have not
 been exchanged are entitled to their proportionate share of an annual
 preferred payment of $2,500,000 plus an amount equal to the dividends
 paid on the same number of shares of the Company's common stock.
 After five years, the Units that have not been exchanged are entitled
 to a payment equal to the dividends paid on an equivalent number of
 shares of the Company's common stock. At October 31, 2007, the
 Company has recorded approximately $2,771,000 related to three
 quarters share of the annual preferred payment which is classified as
 minority interest expense on the Company's consolidated statement of
 earnings.

7) 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      Depreciation and
                                Amortization          Amortization
                            --------------------  --------------------
                            Three Months Ended     Nine Months Ended
                                 October 31,           October 31,
                            --------------------  --------------------
                               2007       2006       2007      2006
                            --------------------  --------------------

Full Consolidation          $   54,414  $43,173   $ 169,942  $125,032
Non-Real Estate                 (3,411)    (236)     (7,430)     (932)
                            --------------------  --------------------
Real Estate Groups Full
 Consolidation                  51,003   42,937     162,512   124,100
Real Estate Groups related
 to minority interest           (2,343)  (3,650)     (6,168)  (10,514)
Real Estate Groups Equity
 Method                          9,892    5,710      27,273    25,912
Real Estate Groups
 Discontinued Operations             7    2,225       1,941     9,309
                            --------------------  --------------------
Real Estate Groups Pro-Rata
 Consolidation              $   58,559  $47,222   $ 185,558  $148,807
                            ====================  ====================

                              Amortization of       Amortization of
                                  Mortgage              Mortgage
                              Procurement Costs     Procurement Costs
                            --------------------  --------------------
                            Three Months Ended     Nine Months Ended
                                 October 31,           October 31,
                            --------------------  --------------------
                               2007       2006       2007      2006
                            --------------------  --------------------

Full Consolidation          $    3,568  $ 2,719   $   8,971  $  8,051
Non-Real Estate                      -      (46)          -      (236)
                            --------------------  --------------------
Real Estate Groups Full
 Consolidation                   3,568    2,673       8,971     7,815
Real Estate Groups related
 to minority interest             (195)    (311)       (616)     (900)
Real Estate Groups Equity
 Method                            142      293       1,548       860
Real Estate Groups
 Discontinued Operations            11       88          80       323
                            --------------------  --------------------
Real Estate Groups Pro-Rata
 Consolidation              $    3,526  $ 2,743   $   9,983  $  8,098
                            ====================  ====================


            Forest City Enterprises, Inc. and Subsidiaries
                         Financial Highlights
     Three Months and Nine Months Ended October 31, 2007 and 2006
                            (in thousands)

                            Three Months Ended    Nine Months Ended
                                 October 31,          October 31,
                            -------------------- ---------------------
                               2007       2006      2007       2006
                            -------------------- ---------------------
8) The following table         (in thousands)       (in thousands)
 provides detail of Income
 Tax Expense (Benefit):
   (A) Operating earnings
         Current            $  (16,419) $(8,484) $  (16,564) $(17,358)
         Deferred               18,059   14,711       4,519    24,989
                            -------------------- ---------------------
                                 1,640    6,227     (12,045)    7,631
                            -------------------- ---------------------

   (B) Provision for
    decline in real estate
         Deferred                    -        -           -      (743)
         Deferred - Equity
          method investment          -        -           -      (155)
                            -------------------- ---------------------
                                     -        -           -      (898)
                            -------------------- ---------------------
   (C) Gain on disposition
    of other investments
         Current - Non-Real
          Estate Groups             66        -         290         -
         Deferred - Non-
          Real Estate
          Groups                     -        -         (57)        -
                            -------------------- ---------------------
                                    66        -         233         -
                            -------------------- ---------------------
   (D) Gain on disposition
    of equity method rental
    properties
         Current                     -        -           -     2,657
         Deferred                    -        -      (1,131)      305
                            -------------------- ---------------------
                                     -        -      (1,131)    2,962
                            -------------------- ---------------------

      Subtotal (A) (B) (C)
       (D)
         Current               (16,353)  (8,484)    (16,274)  (14,701)
         Deferred               18,059   14,711       3,331    24,396
                            -------------------- ---------------------
         Income tax expense      1,706    6,227     (12,943)    9,695
                            -------------------- ---------------------

   (E) Discontinued
    operations - Rental
    Properties
         Operating earnings
         Current                   781      915      (1,567)    1,647
         Deferred                   21      569       1,636       820
                            -------------------- ---------------------
                                   802    1,484          69     2,467

        Gain on disposition
         of rental
         properties
        Current                 18,746   17,227      26,834    17,198
        Deferred               (19,144)  15,183      13,849    48,184
                            -------------------- ---------------------
                                  (398)  32,410      40,683    65,382
                            -------------------- ---------------------
                                   404   33,894      40,752    67,849
                            -------------------- ---------------------

     Grand Total (A) (B)
      (C) (D) (E)
         Current                 3,174    9,658       8,993     4,144
         Deferred               (1,064)  30,463      18,816    73,400
                            -------------------- ---------------------
                            $    2,110  $40,121  $   27,809  $ 77,544
                            -------------------- ---------------------

     Recap of Grand Total:
       Real Estate Groups
         Current                11,313   13,259      24,287    15,704
         Deferred               (1,456)  29,739      21,581    73,128
                            -------------------- ---------------------
                                 9,857   42,998      45,868    88,832
       Non-Real Estate
        Groups
         Current                (8,139)  (3,601)    (15,294)  (11,560)
         Deferred                  392      724      (2,765)      272
                            -------------------- ---------------------
                                (7,747)  (2,877)    (18,059)  (11,288)
                            -------------------- ---------------------
      Grand Total           $    2,110  $40,121  $   27,809  $ 77,544
                            ==================== =====================
*T

-0-
*T

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


                           Three Months Ended October 31, 2007
                    --------------------------------------------------

                                        Plus
                                       Unconsol-             Pro-Rata
                      Full             idated                 Consol-
                     Consol-   Less     Invest-     Plus      idation
                     idation  Minority ments at  Discontinued  (Non-
                     (GAAP)   Interest Pro-Rata   Operations   GAAP)
                    --------------------------------------------------

Revenues from real
 estate operations  $333,626  $20,678   $84,006       $1,002 $397,956
Exclude straight-
 line rent
 adjustment (1)       (3,148)       -         -            -   (3,148)
                    --------------------------------------------------
Adjusted revenues    330,478   20,678    84,006        1,002  394,808

Operating expenses   201,274   13,439    59,298         (845) 246,288
Add back non-Real
 Estate depreciation
 and amortization
 (b)                   3,411        -     3,754            -    7,165
Add back
 amortization of
 mortgage
 procurement costs
 for non-Real Estate
 Groups (d)                -        -        72            -       72
Exclude straight-
 line rent
 adjustment (2)       (1,480)       -         -            -   (1,480)
Exclude preference
 payment                (937)       -         -            -     (937)
                    --------------------------------------------------
Adjusted operating
 expenses            202,268   13,439    63,124         (845) 251,108

Add interest income
 and other income     17,544      438     2,307          542   19,955
Add equity in
 earnings of
 unconsolidated
 entities             (6,526)     112     5,987            -     (651)
Add back equity
 method depreciation
 and amortization
 expense (see below)  10,034        -   (10,034)           -        -
                    --------------------------------------------------

Net Operating Income 149,262    7,789    19,142        2,389  163,004

Interest expense,
 including early
 extinguishment of
 debt                (92,960)  (2,943)  (19,142)        (296)(109,455)

Gain (loss) on
 disposition of
 rental properties
 and other
 investments             172        -         -       (1,031)    (859)

Depreciation and
 amortization - Real
 Estate Groups (a)   (51,003)  (2,343)   (9,892)          (7) (58,559)

Amortization of
 mortgage
 procurement costs -
 Real Estate Groups
 (c)                  (3,568)    (195)     (142)         (11)  (3,526)

Straight-line rent
 adjustment (1) +
 (2)                   1,668        -         -            -    1,668

Preference payment      (937)       -         -            -     (937)

Equity method
 depreciation and
 amortization
 expense (see above) (10,034)       -    10,034            -        -
                    --------------------------------------------------

Earnings (loss)
 before income taxes  (7,400)   2,308         -        1,044   (8,664)

Income tax provision  (1,706)       -         -         (404)  (2,110)
                    --------------------------------------------------

Earnings (loss)
 before minority
 interest and
 discontinued
 operations           (9,106)   2,308         -          640  (10,774)

Minority Interest     (2,308)  (2,308)        -            -        -
                    --------------------------------------------------
Earnings (loss) from
 continuing
 operations          (11,414)       -         -          640  (10,774)

Discontinued
 operations, net of
 tax and minority
 interest:
      Operating
       earnings from
       rental
       properties      1,273        -         -       (1,273)       -
      Gain (loss) on
       disposition
       of rental
       properties       (633)       -         -          633        -
                    --------------------------------------------------
                         640        -         -         (640)       -

                    --------------------------------------------------
Net earnings (loss) $(10,774)      $-        $-           $- $(10,774)
                    ==================================================


(a) Depreciation and
 amortization - Real
 Estate Groups       $51,003   $2,343    $9,892           $7  $58,559
(b) Depreciation and
 amortization - Non-
 Real Estate           3,411        -     3,754            -    7,165
                    --------------------------------------------------
    Total
     depreciation
     and
     amortization    $54,414   $2,343   $13,646           $7  $65,724
                    ==================================================

(c) Amortization of
 mortgage
 procurement costs -
 Real Estate Groups   $3,568     $195      $142          $11   $3,526
(d) Amortization of
 mortgage
 procurement costs -
 Non-Real Estate           -        -        72            -       72
                    --------------------------------------------------
    Total
     amortization of
     mortgage
     procurement
     costs            $3,568     $195      $214          $11   $3,598
                    ==================================================


                           Three Months Ended October 31, 2006
                    --------------------------------------------------

                                        Plus
                                       Unconsol-             Pro-Rata
                      Full             idated                 Consol-
                     Consol-   Less     Invest-     Plus      idation
                     idation  Minority ments at  Discontinued  (Non-
                     (GAAP)   Interest Pro-Rata   Operations   GAAP)
                    --------------------------------------------------

Revenues from real
 estate operations  $262,533  $25,759   $65,075      $27,685 $329,534
Exclude straight-
 line rent
 adjustment (1)       (2,884)       -         -          (13)  (2,897)
                    --------------------------------------------------
Adjusted revenues    259,649   25,759    65,075       27,672  326,637

Operating expenses   162,801   12,798    43,066       16,958  210,027
Add back non-Real
 Estate depreciation
 and amortization
 (b)                     236        -      (251)           -      (15)
Add back
 amortization of
 mortgage
 procurement costs
 for non-Real Estate
 Groups (d)               46        1       293            -      338
Exclude straight-
 line rent
 adjustment (2)       (1,149)       -         -         (220)  (1,369)
Exclude preference
 payment                   -        -         -            -        -
                    --------------------------------------------------
Adjusted operating
 expenses            161,934   12,799    43,108       16,738  208,981

Add interest income
 and other income      7,023      802       442          156    6,819
Add equity in
 earnings of
 unconsolidated
 entities              9,122        -    (3,446)           -    5,676
Add back equity
 method depreciation
 and amortization
 expense (see below)   6,003        -    (6,003)           -        -
                    --------------------------------------------------

Net Operating Income 119,863   13,762    12,960       11,090  130,151

Interest expense,
 including early
 extinguishment of
 debt                (68,067)  (6,163)  (12,960)      (4,732) (79,596)

Gain (loss) on
 disposition of
 rental properties
 and other
 investments               -        -         -       83,878   83,878

Depreciation and
 amortization - Real
 Estate Groups (a)   (42,937)  (3,650)   (5,710)      (2,225) (47,222)

Amortization of
 mortgage
 procurement costs -
 Real Estate Groups
 (c)                  (2,673)    (311)     (293)         (88)  (2,743)

Straight-line rent
 adjustment (1) +
 (2)                   1,735        -         -         (207)   1,528

Preference payment         -        -         -            -        -

Equity method
 depreciation and
 amortization
 expense (see above)  (6,003)       -     6,003            -        -
                    --------------------------------------------------

Earnings (loss)
 before income taxes   1,918    3,638         -       87,716   85,996

Income tax provision  (6,227)       -         -      (33,894) (40,121)
                    --------------------------------------------------

Earnings (loss)
 before minority
 interest and
 discontinued
 operations           (4,309)   3,638         -       53,822   45,875

Minority Interest     (3,638)  (3,638)        -            -        -
                    --------------------------------------------------
Earnings (loss) from
 continuing
 operations           (7,947)       -         -       53,822   45,875

Discontinued
 operations, net of
 tax and minority
 interest:
      Operating
       earnings from
       rental
       properties      2,354        -         -       (2,354)       -
      Gain (loss) on
       disposition
       of rental
       properties     51,468        -         -      (51,468)       -
                    --------------------------------------------------
                      53,822        -         -      (53,822)       -

                    --------------------------------------------------
Net earnings (loss)  $45,875       $-        $-           $-  $45,875
                    ==================================================


(a) Depreciation and
 amortization - Real
 Estate Groups       $42,937   $3,650    $5,710       $2,225  $47,222
(b) Depreciation and
 amortization - Non-
 Real Estate             236        -      (251)           -      (15)
                    --------------------------------------------------
    Total
     depreciation
     and
     amortization    $43,173   $3,650    $5,459       $2,225  $47,207
                    ==================================================

(c) Amortization of
 mortgage
 procurement costs -
 Real Estate Groups   $2,673     $311      $293          $88   $2,743
(d) Amortization of
 mortgage
 procurement costs -
 Non-Real Estate          46        1       293            -      338
                    --------------------------------------------------
    Total
     amortization of
     mortgage
     procurement
     costs            $2,719     $312      $586          $88   $3,081
                    ==================================================
*T

-0-
*T

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


                           Nine Months Ended October 31, 2007
                  ----------------------------------------------------

                                      Plus
                                     Unconsol-
                    Full             idated                 Pro-Rata
                   Consol-   Less     Invest-     Plus       Consol-
                   idation  Minority ments at  Discontinued  idation
                   (GAAP)   Interest Pro-Rata   Operations (Non-GAAP)
                  ----------------------------------------------------

Revenues from real
 estate operations$889,577 $51,323  $257,228  $25,601      $1,121,083
Exclude straight-
 line rent
 adjustment (1)    (16,148)      -         -        -         (16,148)
                  ----------------------------------------------------
Adjusted revenues  873,429  51,323   257,228   25,601       1,104,935

Operating expenses 547,052  24,087   172,251   19,885         715,101
Add back non-Real
 Estate
 depreciation and
 amortization (b)    7,430       -     6,271        -          13,701
Add back
 amortization of
 mortgage
 procurement costs
 for non-Real
 Estate Groups (d)       -       -       105        -             105
Exclude straight-
 line rent
 adjustment (2)     (6,860)      -         -        -          (6,860)
Exclude preference
 payment            (2,771)      -         -        -          (2,771)
                  ----------------------------------------------------
Adjusted operating
 expenses          544,851  24,087   178,627   19,885         719,276

Add interest
 income and other
 income             52,366   1,862     9,158      751          60,413
Add equity in
 earnings of
 unconsolidated
 entities            2,608     696    (3,112)       -          (1,200)
Remove gain on
 disposition
 recorded on
 equity method      (2,106)      -     2,106        -               -
Add back provision
 for decline
 recorded on
 equity method           -       -         -        -               -
Add back equity
 method
 depreciation and
 amortization
 expense (see
 below)             28,821       -   (28,821)       -               -
                  ----------------------------------------------------

Net Operating
 Income            410,267  29,794    57,932    6,467         444,872

Interest expense,
 including early
 extinguishment of
 debt             (246,651)(12,635)  (52,898)  (4,267)       (291,181)

Gain on
 disposition of
 equity method
 rental properties
 (e)                 2,106       -         -        -           2,106

Gain on
 disposition of
 rental properties
 and other
 investments           603       -         -  105,287         105,890

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

Provision for
 decline in real
 estate                  -       -         -        -               -

Provision for
 decline in real
 estate of equity
 method rental
 properties              -       -         -        -               -

Depreciation and
 amortization -
 Real Estate
 Groups (a)       (162,512) (6,168)  (27,273)  (1,941)       (185,558)

Amortization of
 mortgage
 procurement costs
 - Real Estate
 Groups (c)         (8,971)   (616)   (1,548)     (80)         (9,983)

Straight-line rent
 adjustment (1) +
 (2)                 9,288       -         -        -           9,288

Preference payment  (2,771)      -         -        -          (2,771)

Equity method
 depreciation and
 amortization
 expense (see
 above)            (28,821)      -    28,821        -               -
                  ----------------------------------------------------

Earnings (loss)
 before income
 taxes             (27,462) 10,375         -  105,466          67,629

Income tax
 provision          12,943       -         -  (40,752)        (27,809)
                  ----------------------------------------------------

Earnings (loss)
 before minority
 interest and
 discontinued
 operations        (14,519) 10,375         -   64,714          39,820

Minority Interest  (10,375)(10,375)        -        -               -
                  ----------------------------------------------------
Earnings (loss)
 from continuing
 operations        (24,894)      -         -   64,714          39,820

Discontinued
 operations, net
 of tax and
 minority
 interest:
      Operating
       earnings
       from rental
       properties      110       -         -     (110)              -
      Gain on
       disposition
       of rental
       properties   64,604       -         -  (64,604)              -
                  ----------------------------------------------------
                    64,714       -         -  (64,714)              -

                  ----------------------------------------------------
Net earnings       $39,820      $-        $-       $-         $39,820
                  ====================================================


(a) Depreciation
 and amortization
 - Real Estate
 Groups           $162,512  $6,168   $27,273   $1,941        $185,558
(b) Depreciation
 and amortization
 - Non-Real Estate   7,430       -     6,271        -          13,701
                  ----------------------------------------------------
    Total
     depreciation
     and
     amortization $169,942  $6,168   $33,544   $1,941        $199,259
                  ====================================================

(c) Amortization
 of mortgage
 procurement costs
 - Real Estate
 Groups             $8,971    $616    $1,548      $80          $9,983
(d) Amortization
 of mortgage
 procurement costs
 - Non-Real Estate       -       -       105        -             105
                  ----------------------------------------------------
    Total
     amortization
     of mortgage
     procurement
     costs          $8,971    $616    $1,653      $80         $10,088
                  ====================================================



                            Nine Months Ended October 31, 2006
                    --------------------------------------------------

                                        Plus
                                       Unconsol-             Pro-Rata
                      Full             idated                 Consol-
                     Consol-   Less     Invest-     Plus      idation
                     idation  Minority ments at  Discontinued  (Non-
                     (GAAP)   Interest Pro-Rata   Operations   GAAP)
                    --------------------------------------------------

Revenues from real
 estate operations  $775,097  $76,831  $210,183      $88,657 $997,106
Exclude straight-
 line rent
 adjustment (1)       (8,955)       -         -          (44)  (8,999)
                    --------------------------------------------------
Adjusted revenues    766,142   76,831   210,183       88,613  988,107

Operating expenses   460,514   38,027   140,702       58,871  622,060
Add back non-Real
 Estate depreciation
 and amortization
 (b)                     932        -     7,273            -    8,205
Add back
 amortization of
 mortgage
 procurement costs
 for non-Real Estate
 Groups (d)              236        1       591            -      826
Exclude straight-
 line rent
 adjustment (2)       (3,502)       -         -         (938)  (4,440)
Exclude preference
 payment                   -        -         -            -        -
                    --------------------------------------------------
Adjusted operating
 expenses            458,180   38,028   148,566       57,933  626,651

Add interest income
 and other income     29,740    2,673       800          860   28,727
Add equity in
 earnings of
 unconsolidated
 entities             15,811        -    (2,155)           -   13,656
Remove gain on
 disposition
 recorded on equity
 method               (7,662)       -     7,662            -        -
Add back provision
 for decline
 recorded on equity
 method                  400        -      (400)           -        -
Add back equity
 method depreciation
 and amortization
 expense (see below)  26,772        -   (26,772)           -        -
                    --------------------------------------------------

Net Operating Income 373,023   41,476    40,752       31,540  403,839

Interest expense,
 including early
 extinguishment of
 debt               (206,158) (19,667)  (40,752)     (14,631)(241,874)

Gain on disposition
 of equity method
 rental properties
 (e)                   7,662        -         -            -    7,662

Gain on disposition
 of rental
 properties and
 other investments         -        -         -      169,211  169,211

Preferred return on
 disposition               -        -         -            -        -

Provision for
 decline in real
 estate               (1,923)       -         -            -   (1,923)

Provision for
 decline in real
 estate of equity
 method rental
 properties             (400)       -         -            -     (400)

Depreciation and
 amortization - Real
 Estate Groups (a)  (124,100) (10,514)  (25,912)      (9,309)(148,807)

Amortization of
 mortgage
 procurement costs -
 Real Estate Groups
 (c)                  (7,815)    (900)     (860)        (323)  (8,098)

Straight-line rent
 adjustment (1) +
 (2)                   5,453        -         -         (894)   4,559

Preference payment         -        -         -            -        -

Equity method
 depreciation and
 amortization
 expense (see above) (26,772)       -    26,772            -        -
                    --------------------------------------------------

Earnings (loss)
 before income taxes  18,970   10,395         -      175,594  184,169

Income tax provision  (9,695)       -         -      (67,849) (77,544)
                    --------------------------------------------------

Earnings (loss)
 before minority
 interest and
 discontinued
 operations            9,275   10,395         -      107,745  106,625

Minority Interest    (10,395) (10,395)        -            -        -
                    --------------------------------------------------
Earnings (loss) from
 continuing
 operations           (1,120)       -         -      107,745  106,625

Discontinued
 operations, net of
 tax and minority
 interest:
      Operating
       earnings from
       rental
       properties      3,916        -         -       (3,916)       -
      Gain on
       disposition
       of rental
       properties    103,829        -         -     (103,829)       -
                    --------------------------------------------------
                     107,745        -         -     (107,745)       -

                    --------------------------------------------------
Net earnings        $106,625       $-        $-           $- $106,625
                    ==================================================


(a) Depreciation and
 amortization - Real
 Estate Groups      $124,100  $10,514   $25,912       $9,309 $148,807
(b) Depreciation and
 amortization - Non-
 Real Estate             932        -     7,273            -    8,205
                    --------------------------------------------------
    Total
     depreciation
     and
     amortization   $125,032  $10,514   $33,185       $9,309 $157,012
                    ==================================================

(c) Amortization of
 mortgage
 procurement costs -
 Real Estate Groups   $7,815     $900      $860         $323   $8,098
(d) Amortization of
 mortgage
 procurement costs -
 Non-Real Estate         236        1       591            -      826
                    --------------------------------------------------
    Total
     amortization of
     mortgage
     procurement
     costs            $8,051     $901    $1,451         $323   $8,924
                    ==================================================


(e) Properties accounted for on the equity method do not meet the
 definition of a component of an entity under SFAS No. 144; therefore,
 are reported in continuing operations when sold. For the nine months
 ended October 31, 2007, one equity method property was sold, White
 Acres, resulting in a pre-tax gain on disposition of $2,106. For the
 nine months ended October 31, 2006, one equity method property was
 sold, Midtown Plaza, resulting in a pre-tax gain on disposition of
 $7,662.
*T

-0-
*T
           Forest City Enterprises, Inc. and Subsidiaries
                 Supplemental Operating Information


                     Net Operating Income (dollars in thousands)
                 -----------------------------------------------------
                         Three Months Ended October 31, 2007
                 ----------------------------------------------------

                                     Plus
                                    Unconsol-             Pro-Rata
                   Full             idated                  Consol-
                  Consol-   Less     Invest-     Plus      idation
                 idation  Minority ments at   Discontinued   (Non-
                   (GAAP) Interest  Pro-Rata   Operations   GAAP)
                 ----------------------------------------------------

Commercial Group
   Retail

     Comparable   $53,863    $6,393   $3,119            $-  $50,589
     ----------------------------------------------------------------
     Total         62,239     2,955    6,498             -   65,782

   Office
    Buildings

     Comparable    45,220     5,227    1,034             -   41,027
     ----------------------------------------------------------------
     Total         49,835     2,167    1,658             -   49,326

   Hotels

     Comparable     5,000         -      491             -    5,491
     ----------------------------------------------------------------
     Total          4,932        43      491             -    5,380

   Earnings from
    Commercial
    Land Sales      6,038         -        -             -    6,038

   Other           (2,271)    1,699     (284)            -   (4,254)
---------------------------------------------------------------------

Total Commercial
 Group

     Comparable   104,083    11,620    4,644             -   97,107
     ----------------------------------------------------------------
     Total        120,773     6,864    8,363             -  122,272

Residential
 Group
   Apartments

     Comparable    23,325       699    7,474             -   30,100
     ----------------------------------------------------------------
     Total         31,160       773    8,115         2,389   40,891

   Military
    Housing

     Comparable         -         -        -             -        -
     ----------------------------------------------------------------
     Total          8,707        89      533             -    9,151

   Sale of
    Residential
    Development
    Project         7,545         -        -             -    7,545
---------------------------------------------------------------------

Total
 Residential
 Group

     Comparable    23,325       699    7,474             -   30,100
     ----------------------------------------------------------------
     Total         47,412       862    8,648         2,389   57,587

Total Rental
 Properties

     Comparable   127,408    12,319   12,118             -  127,207
     ----------------------------------------------------------------
     Total        168,185     7,726   17,011         2,389  179,859

Land Development
 Group              2,282        63      204             -    2,423

The Nets           (9,576)        -    1,927             -   (7,649)

Corporate
 Activities       (11,629)        -        -             -  (11,629)

---------------------------------------------------------------------
Grand Total      $149,262    $7,789  $19,142        $2,389 $163,004

---------------------------------------------------------------------


                     Net Operating Income (dollars in thousands)
                ------------------------------------------------------
                         Three Months Ended October 31, 2006
                -----------------------------------------------------

                                     Plus
                                    Unconsol-             Pro-Rata
                   Full             idated                  Consol-
                  Consol-   Less     Invest-     Plus      idation
                 idation  Minority ments at   Discontinued   (Non-
                   (GAAP) Interest  Pro-Rata   Operations   GAAP)
                 ---------------------------------------------------

Commercial
 Group
   Retail

     Comparable   $48,054    $5,169   $2,892            $-  $45,777
     ----------------------------------------------------------------
     Total         48,763     4,971    2,952           460   47,204

   Office
    Buildings

     Comparable    44,103     5,293    1,010             -   39,820
     ----------------------------------------------------------------
     Total         42,941     5,150    1,010             -   38,801

   Hotels

     Comparable     4,777         -      494             -    5,271
     ----------------------------------------------------------------
     Total          4,567         -      494         3,891    8,952

   Earnings
    from
    Commercial
    Land Sales      7,647       766        -             -    6,881

   Other           (7,444)      968      (42)            -   (8,454)
---------------------------------------------------------------------

Total
 Commercial
 Group

     Comparable    96,934    10,462    4,396             -   90,868
     ----------------------------------------------------------------
     Total         96,474    11,855    4,414         4,351   93,384

Residential
 Group
   Apartments

     Comparable    22,345       649    6,486             -   28,182
     ----------------------------------------------------------------
     Total         20,036     1,100    7,835         6,739   33,510

   Military
    Housing

     Comparable         -         -        -             -        -
     ----------------------------------------------------------------
     Total          2,857         -       61             -    2,918

   Sale of
    Residential
    Development
    Project             -         -        -             -        -
---------------------------------------------------------------------

Total
 Residential
 Group

     Comparable    22,345       649    6,486             -   28,182
     ----------------------------------------------------------------
     Total         22,893     1,100    7,896         6,739   36,428

Total Rental
 Properties

     Comparable   119,279    11,111   10,882             -  119,050
     ----------------------------------------------------------------
     Total        119,367    12,955   12,310        11,090  129,812

Land
 Development
 Group             14,302       807      171             -   13,666

The Nets           (1,342)        -      479             -     (863)

Corporate
 Activities       (12,464)        -        -             -  (12,464)

---------------------------------------------------------------------
Grand Total      $119,863   $13,762  $12,960       $11,090 $130,151

---------------------------------------------------------------------


                          Net Operating Income (dollars in thousands)
                          --------------------------------------------
                                            % Change
                          --------------------------------------------

                           Full Consolidation  Pro-Rata Consolidation
                                  (GAAP)             (Non-GAAP)
                           -------------------------------------------

Commercial Group
   Retail

     Comparable                           12.1%                  10.5%
     ---------------------
     Total

   Office Buildings

     Comparable                            2.5%                   3.0%
     ---------------------
     Total

   Hotels

     Comparable                            4.7%                   4.2%
     ---------------------
     Total

   Earnings from
    Commercial Land Sales

   Other
--------------------------

Total Commercial Group

     Comparable                            7.4%                   6.9%
     ---------------------
     Total

Residential Group
   Apartments

     Comparable                            4.4%                   6.8%
     ---------------------
     Total

   Military Housing

     Comparable
     ---------------------
     Total

   Sale of Residential
    Development Project
--------------------------

Total Residential Group

     Comparable                            4.4%                   6.8%
     ---------------------
     Total

Total Rental Properties

     Comparable                            6.8%                   6.9%
     ---------------------
     Total

Land Development Group

The Nets

Corporate Activities

--------------------------
Grand Total

--------------------------
*T

-0-
*T
            Forest City Enterprises, Inc. and Subsidiaries
                  Supplemental Operating Information


                       Net Operating Income (dollars in thousands)
                   ---------------------------------------------------
                           Nine Months Ended October 31, 2007
                   ---------------------------------------------------

                                       Plus                Pro-Rata
                     Full             Unconsol-    Plus      Consol-
                    Consol-   Less    idated      Discon-   idation
                   idation  Minority Investments  tinued      (Non-
                     (GAAP) Interest at Pro-Rata Operations   GAAP)
                   ---------------------------------------------------

Commercial Group
   Retail

     Comparable    $157,886  $17,927     $8,240          $- $148,199
     -----------------------------------------------------------------
     Total          179,693    9,771     18,079           -  188,001

   Office Buildings

     Comparable     136,290   15,854      3,286           -  123,722
     -----------------------------------------------------------------
     Total          144,653    8,404      4,827           -  141,076

   Hotels

     Comparable      13,119        -      1,458           -   14,577
     -----------------------------------------------------------------
     Total           13,209      141      1,458           -   14,526

   Earnings from
    Commercial Land
    Sales             8,626      930        (28)          -    7,668

   Other            (11,410)   6,318       (596)          -  (18,324)
----------------------------------------------------------------------

Total Commercial
 Group

     Comparable     307,295   33,781     12,984           -  286,498
     -----------------------------------------------------------------
     Total          334,771   25,564     23,740           -  332,947

Residential Group
   Apartments

     Comparable      67,498    2,084     21,931           -   87,345
     -----------------------------------------------------------------
     Total           81,941    3,433     30,007       6,467  114,982

   Military Housing

     Comparable           -        -          -           -        -
     -----------------------------------------------------------------
     Total           13,566        -      1,093           -   14,659

   Sale of
    Residential
    Development
    Project          17,635        -          -           -   17,635
----------------------------------------------------------------------

Total Residential
 Group

     Comparable      67,498    2,084     21,931           -   87,345
     -----------------------------------------------------------------
     Total          113,142    3,433     31,100       6,467  147,276

Total Rental
 Properties

     Comparable     374,793   35,865     34,915           -  373,843
     -----------------------------------------------------------------
     Total          447,913   28,997     54,840       6,467  480,223

Land Development
 Group               12,378      797        403           -   11,984

The Nets            (15,053)       -      2,689           -  (12,364)

Corporate
 Activities         (34,971)       -          -           -  (34,971)

----------------------------------------------------------------------
Grand Total        $410,267  $29,794    $57,932      $6,467 $444,872

----------------------------------------------------------------------


                      Net Operating Income (dollars in thousands)
                  ----------------------------------------------------
                           Nine Months Ended October 31, 2006
                  ----------------------------------------------------

                                       Plus                Pro-Rata
                     Full             Unconsol-    Plus      Consol-
                    Consol-   Less    idated      Discon-   idation
                   idation  Minority Investments  tinued      (Non-
                     (GAAP) Interest at Pro-Rata Operations   GAAP)
                  ----------------------------------------------------

Commercial Group
   Retail

     Comparable    $144,486  $15,015      $8,686         $- $138,157
     -----------------------------------------------------------------
     Total          147,784   13,312       9,157      1,808  145,437

   Office
    Buildings

     Comparable     134,017   16,115       3,105          -  121,007
     -----------------------------------------------------------------
     Total          131,197   16,486       3,105          -  117,816

   Hotels

     Comparable      11,001        -       1,456          -   12,457
     -----------------------------------------------------------------
     Total           10,742        -       1,456     11,120   23,318

   Earnings from
    Commercial
    Land Sales       18,196      924           -          -   17,272

   Other            (16,524)   5,292           9          -  (21,807)
----------------------------------------------------------------------

Total Commercial
 Group

     Comparable     289,504   31,130      13,247          -  271,621
     -----------------------------------------------------------------
     Total          291,395   36,014      13,727     12,928  282,036

Residential Group
   Apartments

     Comparable      64,817    1,976      19,972          -   82,813
     -----------------------------------------------------------------
     Total           67,717    2,676      23,394     18,612  107,047

   Military
    Housing

     Comparable           -        -           -          -        -
     -----------------------------------------------------------------
     Total            6,476        -         160          -    6,636

   Sale of
    Residential
    Development
    Project               -        -           -          -        -
----------------------------------------------------------------------

Total Residential
 Group

     Comparable      64,817    1,976      19,972          -   82,813
     -----------------------------------------------------------------
     Total           74,193    2,676      23,554     18,612  113,683

Total Rental
 Properties

     Comparable     354,321   33,106      33,219          -  354,434
     -----------------------------------------------------------------
     Total          365,588   38,690      37,281     31,540  395,719

Land Development
 Group               52,279    2,786         660          -   50,153

The Nets            (14,084)       -       2,811          -  (11,273)

Corporate
 Activities         (30,760)       -           -          -  (30,760)

----------------------------------------------------------------------
Grand Total        $373,023  $41,476     $40,752    $31,540 $403,839

----------------------------------------------------------------------


                           Net Operating Income (dollars in thousands)
                           -------------------------------------------
                                             % Change
                           -------------------------------------------

                            Full Consolidation  Pro-Rata Consolidation
                                   (GAAP)             (Non-GAAP)
                           -------------------------------------------

Commercial Group
   Retail

     Comparable                             9.3%                  7.3%
     ----------------------
     Total

   Office Buildings

     Comparable                             1.7%                  2.2%
     ----------------------
     Total

   Hotels

     Comparable                            19.3%                 17.0%
     ----------------------
     Total

   Earnings from Commercial
    Land Sales

   Other
---------------------------

Total Commercial Group

     Comparable                             6.1%                  5.5%
     ----------------------
     Total

Residential Group
   Apartments

     Comparable                             4.1%                  5.5%
     ----------------------
     Total

   Military Housing

     Comparable
     ----------------------
     Total

   Sale of Residential
    Development Project
---------------------------

Total Residential Group

     Comparable                             4.1%                  5.5%
     ----------------------
     Total

Total Rental Properties

     Comparable                             5.8%                  5.5%
     ----------------------
     Total

Land Development Group

The Nets

Corporate Activities

---------------------------
Grand Total

---------------------------
*T

-0-
*T
Development Pipeline
----------------------------------------------------------------------


October 31, 2007
2007 Openings and Acquisitions (10)
                                        Dev                    Pro-
                                        (D)   Date   FCE Legal Rata
                                        Acq Opened / Ownership FCE %
Property/ Location                      (A) Acquired   % (h)   (h)(1)
----------------------------------------------------------------------


Retail Centers:
Promenade Bolingbrook/ Bolingbrook, IL   D    Q1-07     100.0% 100.0%
Victoria Gardens - Bass Pro/ Rancho
 Cucamonga, CA                           D    Q2-07      80.0%  80.0%


Office:
Colorado Studios/ Denver, CO             A    Q1-07      90.0%  90.0%
Commerce Court/ Pittsburgh, PA           A    Q1-07      70.0% 100.0%
Illinois Science and Technology Park -
 Building Q/ Skokie, IL                 A/D   Q1-07     100.0% 100.0%
Richmond Office Park/ Richmond, VA       A    Q2-07     100.0% 100.0%
New York Times/ Manhattan, NY            D    Q3-07      70.0% 100.0%


Residential:
Stapleton Town Center - Botanica Phase
 II/ Denver, CO                          D    Q2-07      90.0%  90.0%
Tobacco Row - Cameron Kinney/ Richmond,
 VA                                      A    Q2-07     100.0% 100.0%

Condominiums:
Mercury (c)/ Los Angeles, CA             D    Q2-07      50.0%  50.0%

Total Openings (d)
LESS: Above properties to be sold as
 Condominiums
Openings and Acquisitions less
 Condominiums


----------------------------------------------------------------------
Residential Phased-In Units (c) (e):
Arbor Glenn/ Twinsburg, OH               D    2004-07    50.0%  50.0%
Pine Ridge Expansion/ Willoughby Hills,
 OH                                      D    2005-07    50.0%  50.0%
Stratford Crossing/ Wadsworth, OH        D    2007-09    50.0%  50.0%
Cobblestone Court/ Painesville, OH       D    2006-08    50.0%  50.0%
Total (g)

----------------------------------------------------------------------
See Attached Footnotes


October 31, 2007
2007 Openings and Acquisitions (10)
                                 Cost at
                                  FCE Pro-
                 Cost at           Rata
                   Full            Share
                 Consol- Total     (Non-
                 idation   Cost    GAAP)    Sq. ft./        Gross
Property/        (GAAP)  at 100%    (b)      No. of        Leasable
 Location          (a)     (2)   (1) X (2)   Units           Area
----------------------------------------------------------------------
                       (in millions)
                --------------------------

Retail Centers:
Promenade
 Bolingbrook/
 Bolingbrook, IL  $148.0   $148.0   $148.0    755,000       429,000(f)
Victoria Gardens
 - Bass Pro/
 Rancho
 Cucamonga, CA      41.2     41.2     33.0    180,000       180,000
                -------------------------------------   -----------
                  $189.2   $189.2   $181.0    935,000       609,000
                ---------------------------==========   ===========

Office:
Colorado
 Studios/
 Denver, CO         $2.2     $2.2     $2.0     75,000
Commerce Court/
 Pittsburgh, PA     26.5     26.5     26.5    378,000
Illinois Science
 and Technology
 Park - Building
 Q/ Skokie, IL      48.3     48.3     48.3    158,000
Richmond Office
 Park/ Richmond,
 VA                115.0    115.0    115.0    614,000(i)
New York Times/
 Manhattan, NY     517.5    517.5    517.5    737,000(j)
                -------------------------------------
                  $709.5   $709.5   $709.3  1,962,000
                ---------------------------==========

Residential:
Stapleton Town
 Center -
 Botanica Phase
 II/ Denver, CO    $26.3    $26.3    $23.7        154
Tobacco Row -
 Cameron Kinney/
 Richmond, VA       31.0     31.0     31.0        259
                -------------------------------------
                   $57.3    $57.3    $54.7        413
                ---------------------------==========
                                                        Units Sold
                                                            at
Condominiums:                                            10/31/2007
                                                        -----------
Mercury (c)/ Los
 Angeles, CA        $0.0   $157.6    $78.8        238       57
                ---------------------------==========

                --------------------------
Total Openings
 (d)              $956.0 $1,113.6 $1,023.8
                ==========================
LESS: Above
 properties to
 be sold as
 Condominiums       $0.0   $157.6    $78.8
                --------------------------
Openings and
 Acquisitions
 less
 Condominiums     $956.0   $956.0   $945.0
                ==========================


-----------------------------------------------------
Residential
 Phased-In Units                   Opened in '07 /
 (c) (e):                                Total
                                 --------------------
Arbor Glenn/
 Twinsburg, OH      $0.0    $18.4     $9.2     48/288
Pine Ridge
 Expansion/
 Willoughby
 Hills, OH           0.0     16.4      8.2     40/162
Stratford
 Crossing/
 Wadsworth, OH       0.0     25.3     12.7     72/348
Cobblestone
 Court/
 Painesville, OH     0.0     24.6     12.3     96/304
                -------------------------------------
Total (g)           $0.0    $84.7    $42.4  256/1,102
                =====================================

-----------------------------------------------------
See Attached Footnotes
*T

-0-
*T
Development Pipeline
----------------------------------------------------------------------


October 31, 2007
Under Construction (19)
                                                               Pro-
                                     Dev                       Rata
                                     (D)             FCE Legal FCE %
                                     Acq Anticipated Ownership  (h)
Property/ Location                   (A)   Opening     % (h)    (1)
----------------------------------------------------------------------

Retail Centers:
Orchard Town Center/ Westminster, CO  D     Q1-08       100.0% 100.0%
Shops at Wiregrass (c)/ Tampa, FL     D     Q3-08        50.0%  50.0%
East River Plaza (c)/ Manhattan, NY   D     Q1-09        35.0%  50.0%
White Oak Village/ Richmond, VA       D     Q3-08        50.0% 100.0%
Village at Gulfstream (c)/
 Hallandale, FL                       D     Q1-09        50.0%  50.0%
Promenade at Temecula Expansion/
 Temecula, CA                         D     Q1-09        75.0%  75.0%
Ridge Hill Retail/ Yonkers, NY        D     Q4-09        70.0% 100.0%


Office:
Johns Hopkins - 855 North Wolfe
 Street/ East Baltimore, MD           D     Q1-08        76.6%  76.6%

Residential:
Lucky Strike/ Richmond, VA            D     Q1-08       100.0% 100.0%
Uptown Apartments (c)/ Oakland, CA    D  Q4-07/Q4-08     50.0%  50.0%
Dallas Mercantile/ Dallas, TX         D  Q1-08/Q3-08    100.0% 100.0%
Haverhill/ Haverhill, MA              D     Q1-09       100.0% 100.0%


Military Housing
Ohana Military Communities, Hawaii
 Increment I (c) (e)/ Honolulu, HI    D   2005-2008      10.0%  10.0%
Midwest Millington (c)/ Memphis, TN   D     Q3-09        25.0%  25.0%
Military Housing - Navy Midwest (c)
 (e)/ Chicago, IL                     D   2006-2009      25.0%  25.0%
Air Force Academy (c) (e)/ Colorado
 Springs, CO                          D   2007-2009      50.0%  50.0%
Military Housing - Marines, Hawaii
 Increment II (c) (e)/ Honolulu, HI   D   2007-2010      10.0%  10.0%
Military Housing - Navy, Hawaii
 Increment III (c) (e)/ Honolulu, HI  D   2007-2010      10.0%  10.0%
Navy Northwest (c)/ Seattle, WA      A/D     2010        20.0%  20.0%


Total Under Construction (k)


----------------------------------------------------------------------
Residential Phased-In Units (c) (e):
Cobblestone Court/ Painesville, OH    D    2006-08       50.0%  50.0%
Sutton Landing/ Brimfield, OH         D    2007-08       50.0%  50.0%
Stratford Crossing/ Wadsworth, OH     D    2007-09       50.0%  50.0%
Total (l)

----------------------------------------------------------------------
See Attached Footnotes


October 31, 2007
Under Construction (19)
                              Cost at
                               FCE Pro-
              Cost at           Rata
                Full            Share
              Consol-  Total    (Non-
              idation   Cost    GAAP)   Sq. ft./      Gross      Pre-
Property/     (GAAP)  at 100%    (b)     No. of     Leasable    Leased
 Location        (a)    (2)   (1) X (2)  Units        Area         %
----------------------------------------------------------------------
                    (in millions)
             --------------------------
Retail
 Centers:
Orchard Town
 Center/
 Westminster,
 CO             $160.2  $160.2   $160.2   983,000     569,000(m)   58%
Shops at
 Wiregrass
 (c)/ Tampa,
 FL                0.0   148.2     74.1   646,000     356,000      68%
East River
 Plaza (c)/
 Manhattan,
 NY                0.0   396.4    198.2   517,000     517,000      64%
White Oak
 Village/
 Richmond, VA     70.1    70.1     70.1   796,000     290,000      70%
Village at
 Gulfstream
 (c)/
 Hallandale,
 FL                0.0   146.8     73.4   392,000     392,000(n)   17%
Promenade at
 Temecula
 Expansion/
 Temecula, CA    102.5   102.5     76.9   125,000     125,000      39%
Ridge Hill
 Retail/
 Yonkers, NY     669.0   669.0    669.0 1,244,000   1,244,000(o)   13%
             ------------------------------------------------
              $1,001.8$1,693.2 $1,321.9 4,703,000   3,493,000
             --------------------------======================

Office:
             ------------------------------------
Johns Hopkins
 - 855 North
 Wolfe
 Street/ East
 Baltimore,
 MD             $109.7  $109.7    $84.0   278,000(p)               42%
             --------------------------==========

Residential:
Lucky Strike/
 Richmond, VA    $40.8   $40.8    $40.8       131
Uptown
 Apartments
 (c)/
 Oakland, CA       0.0   201.9    101.0       665
Dallas
 Mercantile/
 Dallas, TX      142.2   142.2    142.2       366(q)
Haverhill/
 Haverhill,
 MA               73.6    73.6     73.6       305
             ------------------------------------
                $256.6  $458.5   $357.6     1,467
             --------------------------==========

Military
 Housing
Ohana
 Military
 Communities,
 Hawaii
 Increment I
 (c) (e)/
 Honolulu, HI     $0.0  $316.5    $31.7     1,952
Midwest
 Millington
 (c)/
 Memphis, TN       0.0    80.4     20.1       318
Military
 Housing -
 Navy Midwest
 (c) (e)/
 Chicago, IL       0.0   264.7     66.2     1,658
Air Force
 Academy (c)
 (e)/
 Colorado
 Springs, CO       0.0    82.5     41.3       427
Military
 Housing -
 Marines,
 Hawaii
 Increment II
 (c) (e)/
 Honolulu, HI      0.0   338.8     33.9     1,175
Military
 Housing -
 Navy, Hawaii
 Increment
 III (c) (e)/
 Honolulu, HI      0.0   614.6     61.5     2,519
Navy
 Northwest
 (c)/
 Seattle, WA       0.0   264.5     52.9     2,986
             ------------------------------------
                  $0.0$1,962.0  $ 307.6    11,035
             --------------------------==========

             --------------------------
Total Under
 Construction
 (k)          $1,368.1$4,223.4$ 2,071.1
             ==========================


-------------------------------------------------
Residential
 Phased-In
 Units (c)                      Under Const. /
 (e):                                Total
                              -------------------
Cobblestone
 Court/
 Painesville,
 OH               $0.0   $24.6    $12.3    96/304
Sutton
 Landing/
 Brimfield,
 OH                0.0    15.9      8.0   216/216
Stratford
 Crossing/
 Wadsworth,
 OH                0.0    25.3     12.7   108/348
             ------------------------------------
Total (l)         $0.0   $65.8    $33.0   420/868
             ====================================

-------------------------------------------------
See Attached Footnotes
*T

-0-
*T
Development Pipeline
----------------------------------------------------------------------

2007 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 $956.0 million to the Company's pro-rata share (a non-GAAP
       measure) of $1,023.8 million consists of a reduction to full
       consolidation for minority interest of $11.0 million of cost
       and the addition of its share of cost for unconsolidated
       investments of $78.8 million.
( e ) Phased-in openings. Costs are representative of the total
       project.
( f ) Includes 39,000 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 $42.4 million consists of the Company's share of
       cost for unconsolidated investments of $42.4 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 11 office buildings.
( j ) Includes 23,000 square feet of retail space.
( k ) The difference between the full consolidation cost amount (GAAP)
       of $1,368.1 million to the Company's pro-rata share (a non-GAAP
       measure) of $2,071.1 million consists of a reduction to full
       consolidation for minority interest of $51.3 million of cost
       and the addition of its share of cost for unconsolidated
       investments of $754.3 million.
( l ) 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 Forest City's share of
       cost for unconsolidated investments of $33.0 million.
( m ) 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.
( n ) Includes 67,000 square feet of office space.
( o ) Includes 156,000 square feet of office space.
( p ) Includes 22,000 square feet of retail space.
( q ) Includes 18,000 square feet of retail space.
*T

Forest City Enterprises, Inc.
At The Company
Thomas G. Smith, Executive Vice President,
Chief Financial Officer, 216-621-6060
or
Thomas T. Kmiecik, Assistant Treasurer, 216-621-6060
or
On The Web:
www.forestcity.net

Copyright Business Wire 2007



More from Reuters

Photo

Time Warner Cable, Fox at impasse; blackout looms

NEW YORK (Reuters) - About 13 million Time Warner Cable Inc subscribers were to lose most Fox programing at midnight on Thursday unless the cable service provider reached a last-minute deal to pay fees to News Corp to broadcast the shows.

A customer is served at a counter inside a foreign exchange store displaying a poster of various banknotes including the Chinese yuan or renminbi (RMB) in Hong Kong November 20, 2009. REUTERS/Bobby Yip
OUTLOOK 2010:

Be careful what you wish for

Pressure on China to loosen its grip on the yuan will continue but the U.S. should tread carefully. Here are five world market issues to watch.  Full Article 

Clients work out on machines at the Bally Total Fitness facility in Arvada, Colorado June 15, 2009.  REUTERS/Rick Wilking

Get real with resolutions

We make them and we break them: The secret to keeping them is to avoid the impossible dream.  Full Article