FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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OMB APPROVAL
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Estimated average burden hours per response... | 0.5 |
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(Print or Type Responses)
1. Name and Address of Reporting Person *
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RATNERSALZBERG DEBORAH |
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2. Issuer Name and Ticker or Trading Symbol FOREST CITY ENTERPRISES INC [FCEA/FCEB]
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5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
__X__ Director
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__X__ 10% Owner
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_____ Officer (give title below)
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_____ Other (specify below)
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1615 L STREET NW, SUITE 400 |
3. Date of Earliest Transaction (Month/Day/Year) 04/14/2005 |
WASHINGTON, DC 20036 |
4. If Amendment, Date Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Transaction Date (Month/Day/Year)
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2A. Deemed Execution Date, if any (Month/Day/Year)
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3. Transaction Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock |
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| 413,056 | I | See footnote (2) |
Class A Common Stock |
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| 1,750 | I | See footnote (3) |
Class A Common Stock |
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| 28,111 | I | See footnote (4) |
Class A Common Stock |
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| 9,825 | I | See footnote (5) |
Class A Common Stock |
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| 1,596 | I | See footnote (6) |
Class A Common Stock |
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| 416,130 | I | See footnote (7) |
Class A Common Stock | 04/14/2005 |
| S |
| 5,000 | D |
$62.5 | 40,000 | I | See footnote (8) |
Class A Common Stock | 04/14/2005 |
| S |
| 5,000 | D |
$62.5 | 35,000 | I | See footnote (8) |
Class A Common Stock |
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| 7,978 | D |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date (Month/Day/Year)
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3A. Deemed Execution Date, if any (Month/Day/Year)
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4. Transaction Code (Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)
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6. Date Exercisable and Expiration Date (Month/Day/Year)
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7. Title and Amount of Underlying Securities (Instr. 3 and 4)
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8. Price of Derivative Security (Instr. 5)
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9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Class B Common - Convertible |
$
0
(26) |
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| 08/08/1988 (26) | 08/08/1988 (26) | Common Stock | 450 |
| 450 (1) (9) | D |
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Class B Common - Convertible |
$
0
(26) |
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| 08/08/1988 (26) | 08/08/1988 (26) | Common Stock | 188,464 |
| 188,464 | I | See footnote (9) |
Class B Common - Convertible |
$
0
(26) |
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| 08/08/1988 (26) | 08/08/1988 (26) | Common Stock | 137,526 |
| 137,526 | I | See footnote (10) |
Class B Common - Convertible |
$
0
(26) |
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| 08/08/1988 (26) | 08/08/1988 (26) | Common Stock | 46,994 |
| 46,994 | I | See footnote (11) |
Class B Common - Convertible |
$
0
(26) |
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| 08/08/1988 (26) | 08/08/1988 (26) | Common Stock | 74,400 |
| 74,400 | I | See footnote (12) |
Class B Common - Convertible |
$
0
(26) |
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| 08/08/1988 (26) | 08/08/1988 (26) | Common Stock | 3,201 |
| 3,201 | I | See footnote (13) |
Class B Common - Convertible |
$
0
(26) |
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| 08/08/1988 (26) | 08/08/1988 (26) | Common Stock | 70,200 |
| 70,200 | I | See footnote (14) |
Class B Common - Convertible |
$
0
(26) |
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| 08/08/1988 (26) | 08/08/1988 (26) | Common Stock | 2,520 |
| 2,520 | I | See footnote (15) |
Class B Common - Convertible |
$
0
(26) |
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| 08/08/1988 (26) | 08/08/1988 (26) | Common Stock | 40,970 |
| 40,970 | I | See footnote (16) |
Class B Common - Convertible |
$
0
(26) |
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| 08/08/1988 (26) | 08/08/1988 (26) | Common Stock | 40,968 |
| 40,968 | I | See footnote (18) |
Class B Common - Convertible |
$
0
(26) |
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| 08/08/1988 (26) | 08/08/1988 (26) | Common Stock | 29,196 |
| 29,196 | I | See footnote (17) |
Class B Common - Convertible |
$
0
(26) |
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| 08/08/1988 (26) | 08/08/1988 (26) | Common Stock | 100,071 |
| 100,071 | I | See footnote (18) |
Class B Common - Convertible |
$
0
(26) |
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| 08/08/1988 (26) | 08/08/1988 (26) | Common Stock | 16,067 |
| 16,067 | I | See footnote (19) |
Class B Common - Convertible |
$
0
(26) |
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| 08/08/1988 (26) | 08/08/1988 (26) | Common Stock | 60,842 |
| 60,842 | I | See footnote (20) |
Class B Common - Convertible |
$
0
(26) |
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| 08/08/1988 (26) | 08/08/1988 (26) | Common Stock | 185,260 |
| 185,260 | I | See footnote (21) |
1998 Stock Option Grant (right to buy) |
$19 |
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| 03/17/2000 (22) | 03/17/2008 | Class A Common | 10,800 |
| 10,800 | D |
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2001 Stock Option Grant (right to buy) |
$28.533 |
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| 03/08/2003 (23) | 03/08/2011 | Class A Common | 15,600 |
| 15,600 | D |
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2003 Stock Option Grant (right to buy) |
$31 |
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| 03/17/2005 (24) | 03/17/2013 | Class A Common | 15,600 |
| 15,600 | D |
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2005 Stock Option Grant (right to buy) |
$63.5 (25) |
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| 04/06/2007 (25) | 04/06/2015 | Class A Common | 12,600 |
| 12,600 | D (25) |
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Reporting Owners
Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
RATNERSALZBERG DEBORAH 1615 L STREET NW, SUITE 400 WASHINGTON, DC 20036 |
X
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X
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Signatures
Geralyn M. Presti, Attorney-In-Fact for Deborah Ratner-Salzberg | |
04/18/2005 |
**Signature of Reporting Person | Date |
Explanation of Responses:
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | General Partnership interest in RMS, Ltd., an Ohio limited partnership. |
(2) | Deborah Ratner Trust dated 11/10/55. |
(3) | Deborah Ratner Salzberg 2001 Trust. |
(4) | Michael Salzberg (spouse) held in street account at McDonald Investments. |
(5) | Michael Salzberg (spouse) shares held directly. |
(6) | Albert B. Ratner 1989 Grandchildren's Trust - for the Benefit of Anna Salzberg (daughter) 595 and Eric Salzberg (son) 595. Deborah Ratner disclaims any beneficial interest. |
(7) | Albert Ratner Remainder Interest Trust - for the benefit of Anna Salzberg (daughter) 208,065 and Eric Salzberg (son) 208,065. Deborah Ratner disclaims any beneficial interest. |
(8) | Deborah Ratner Salzberg Family Trust dated 12/29/1986 - for the benefit of Anna Salzberg (daughter) 17,500 and Eric Salzberg (son) 17,500. |
(9) | U/A Deborah Ratner-Salzberg Trust dated 2/09/1987 - limited partnership interest in RMS, Ltd. limited partnership. Shares from the Faye Ratner Trust were merged into this trust 12/31/04. |
(10) | U/A Deborah Ratner-Salzberg Trust dated 2/09/1987 - FCE Management, L.P. limited partnership interest in RMS, Ltd. limited partnership. |
(11) | Deborah Ratner Salzberg 2001 Trust. - FCE Management, L.P. limited partnership interest. |
(12) | Albert B. Ratner 1986 Grandchildren's Trust - for the benefit of Anna Salzberg (daughter). Deborah Ratner disclaims any beneficial interest. |
(13) | Deborah Ratner 1986 Family Trust - as limited partner in RMS, Ltd., for the benefit of Anna Salzberg (daughter) 1,600 and Eric Salzberg (son) 1,601. Deborah Ratner disclaims any beneficial interest. |
(14) | Deborah Ratner 1989 Irrevocable Trust - for the benefit of Anna Salzberg (daughter) 35,100 and Eric Salzberg (son) 35,100. Deborah Ratner disclaims any beneficial interest. |
(15) | Anna Salzberg (daughter), shares are held in street account at McDonald Investments as limited partner in RMS, Ltd. |
(16) | Albert B. Ratner 1989 Grandchildren's Trust - a limited partner in RMS, Ltd., for the benefit of Anna Salzberg (daughter). Deborah Ratner disclaims any beneficial interest. |
(17) | Albert B. Ratner 1987 Family Trust - a limited partner in RMS, Ltd.; for the benefit of Eric Salzberg (son). Deborah Ratner disclaims any beneficial interest. |
(18) | Albert B. Ratner 1989 Grandchildren's Trust - a limited partner in RMS, Ltd., for the benefit of Eric Salzberg (son). Deborah Ratner disclaims any beneficial interest. |
(19) | Albert B. Ratner 1989 Grandchildren's Trust - limited partnership interest in FCE Management, L.P., limited partner of RMS, Ltd., for the benefit of Anna Salzberg (daughter) . Deborah Ratner disclaims any beneficial interest. |
(20) | Albert B. Ratner 1989 Grandchildren's Trust - limited partnership interest in FCE Management, L.P., limited partner of RMS, Ltd., for the benefit of Eric Salzberg (son). Deborah Ratner disclaims any beneficial interest. |
(21) | Albert B. Ratner 1999 Revocable Trust - limited partnership interest in FCE Management, L.P., limited partner of RMS, Ltd., for the benefit of Anna Salzberg (daughter) 92,630 and Eric Salzberg (son) - 92,630. Deborah Ratner disclaims any beneficial interest. |
(22) | 1998 Stock Option Grant - 25% exercisable 3/17/2000; 33% exercisable 3/17/2001; and 42% exercisable 3/17/2002. |
(23) | 2001 Stock Option Grant - 25% exercisable 3/08/2003; 25% exercisable 3/08/2004; and 50% exercisable 3/08/2005. |
(24) | 2003 Stock Option Grant - 25% exercisable 3/17/2005; 25% exercisable 3/17/2006; and 50% exercisable 3/17/2007. |
(25) | 2005 Stock Option Grant - 25% exercisable 4/06/2007; 25% exercisable 4/06/2008; and 50% exersicable 4/06/2009. Correcting exercise price. |
(26) | Class B Common Stock is convertible to Class A Common Stock on a share -for -share basis; stock are convertible at any time - there is no fixed exercise date or expiration date. |
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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