FOREST CITY ENTERPRISES INC - FORM 8-K - EX-99.1

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8-K - FORM 8-K - FOREST CITY ENTERPRISES INC	l42254e8vk.htm

Exhibit 99.1

Forest City Enterprises, Inc.

Supplemental Package

Years Ended January 31, 2011 and 2010

Forest City Enterprises, Inc. and Subsidiaries
Years Ended January 31, 2011 and 2010

Supplemental Package

NYSE: FCEA, FCEB

Index


Corporate Overview			2-3

Selected Financial Information
Forest City Enterprises, Inc.
Consolidated Balance Sheet Information			4-7
Consolidated Earnings Information			8-11

Supplemental Operating Information
Occupancy Data			12
Comparable Net Operating Income (NOI)			13
Comparable NOI Detail			14-15
NOI By Product Type			16
NOI By Core Market			17
Reconciliation of NOI to Net Earnings (Loss)			18-19
Results of Operations Discussion			20-22
EBDT Bridge			23-24
Reconciliation of Net Earnings (Loss) to EBDT			25-26
Schedules of Lease Expirations			27-28
Schedules of Significant Tenants			29-30
Openings and Acquisitions			31
Projects Under Construction			32-33
Projects Under Development			34
Military Housing			35
Land Held for Development or Sale			36-37

Supplemental Financial Information
Projects under Construction and Development Debt and Non-Recourse Debt			38
Scheduled Maturities Table			39-40
Upcoming Maturities Summary			41
Investments in and Advances to Affiliates			42-45
Forest City Rental Properties Corporation
Consolidated Balance Sheet information			46
Consolidated Earnings Information			47
Real Estate Activity			48-50
Summary of EBDT			51-62
Property Listing			63-74

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

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial and Operating Information

Corporate Overview

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

We have approximately $11.8 billion of assets in 27 states and the District of Columbia at January 31, 2011. Our core markets include Boston, the state of California, Chicago, Denver, New York City/Philadelphia metropolitan area and the Greater Washington, D.C./Baltimore metropolitan area. Our core markets account for approximately 77 percent of the cost of our real estate portfolio at January 31, 2011. We have offices in Albuquerque, Boston, Chicago, Dallas, Denver, London (England), Los Angeles, New York City, San Francisco, Washington, D.C. and our corporate headquarters in Cleveland, Ohio.

SUPPLEMENTAL FINANCIAL AND OPERATING INFORMATION

We recommend that this supplemental package be read in conjunction with our Form 10-K for the year ended January 31, 2011. This supplemental package contains certain measures prepared in accordance with generally accepted accounting principles (“GAAP”) under the full consolidation accounting method and certain measures prepared under the pro-rata consolidation method, a non-GAAP measure. Along with net earnings, we use an additional measure, Earnings Before Depreciation, Amortization and Deferred Taxes (“EBDT”), to report operating results. EBDT is a non-GAAP measure and may not be directly comparable to similarly-titled measures reported by other companies. The non-GAAP financial measures presented under the pro-rata consolidation method, comparable net operating income (“NOI”) and EBDT, provide supplemental information about our operations. Although these measures are not presented in accordance with GAAP, we believe they are necessary to understand our business and operating results, along with net earnings and other GAAP measures. Our investors can use these non-GAAP measures as supplementary information to evaluate our business. Our non-GAAP measures are not intended to be performance measures that should be regarded as alternatives to, or more meaningful than, our GAAP measures.

Consolidation Methods

We present certain financial amounts under the pro-rata consolidation method because we believe this information is useful to investors as this method reflects the manner in which we operate our business. In line with industry practice, we have made a large number of investments in which our economic ownership is less than 100% as a means of procuring opportunities and sharing risk. Under the pro-rata consolidation method, we generally present our investments proportionate to our economic share of ownership. Under GAAP, the full consolidation method is used to report partnership assets and liabilities consolidated at 100% if deemed to be under our control or if we are deemed to be the primary beneficiary of the variable interest entity (“VIE”), even if our ownership is not 100%. Effective February 1, 2010, we adopted new accounting guidance on consolidation of VIEs that changes the approach on evaluating VIEs for consolidation. The impact of the new GAAP guidance was to consolidate one previously unconsolidated entity and deconsolidate a total of nine previously consolidated entities. The new guidance does not impact pro-rata consolidation. We provide reconciliations from the full consolidation method to the pro-rata consolidation method throughout our supplemental package. Please refer to our property listing for the detail of our consolidated and non-consolidated properties on pages 63-74.

EBDT

We believe that EBDT, along with net earnings, provides additional information about our core operations. While property dispositions, acquisitions or other factors can affect net earnings in the short-term, we believe EBDT presents a more consistent view of the overall financial performance of our business from period-to-period. EBDT is used by the chief operating decision maker and management to assess performance and resource allocations by strategic business unit and on a consolidated basis. EBDT is similar to Funds From Operations, a measure of performance used by publicly traded Real Estate Investment Trusts, but may not be directly comparable to similarly titled measures reported by other companies. For additional discussion of EBDT as well as a reconciliation of net earnings (loss) to EBDT see pages 21-26.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial and Operating Information

Supplemental Operating Information

The operating information contained in this document includes: occupancy data, comparable NOI, NOI by product type and core market, reconciliation of NOI to net earnings (loss), results of operations discussion, EBDT bridge, reconciliation of net earnings (loss) to EBDT, retail and office lease expirations, significant retail and office tenants, our development pipeline, and land held for development or sale. We believe this information will give interested parties a better understanding and more information about our operating performance. The term “comparable,” which is used throughout this document, is generally defined as including properties that were open and operated in both the years ended January 31, 2011 and 2010.

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

Comparable NOI is useful because it measures the performance of the same properties on a period-to-period basis and, along with EBDT (as discussed on pages 21-22), is used to assess operating performance and resource allocation of our strategic business units. While property dispositions, acquisitions or other factors can impact net earnings in the short term, we believe comparable NOI gives a more consistent view of our overall performance from quarter-to-quarter and year-to-year. A reconciliation of NOI to net earnings (loss), the most comparable financial measure calculated in accordance with GAAP and a reconciliation of NOI to net earnings (loss) for each strategic business unit are provided on pages 18-19 and 51-62 of this document. A reconciliation from NOI to comparable NOI can be found on pages 14-15.

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

Annual Report on Form 10-K
A copy of the Annual Report on Form 10-K as filed with the Securities and Exchange Commission for the fiscal year ended January 31, 2011 can be found on our website under SEC Filings or may be obtained without charge upon written request to:

Thomas T. Kmiecik
Assistant Treasurer
tomkmiecik@forestcity.net

Website
www.forestcity.net

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

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

Transfer Agent and Registrar
Wells Fargo
Shareowner Services
P.O. Box 64854
St. Paul, MN 55164-9440
(800) 468-9716
www.shareowneronline.com

Stock Exchange Listing
NYSE: FCEA and FCEB

Dividend Reinvestment and Stock Purchase Plan
We offer our shareholders the opportunity to purchase additional shares of common stock through the Forest City Enterprises, Inc. Dividend Reinvestment and Stock Purchase Plan (the “Plan”) at 97% of current market value. You may obtain a copy of the Plan prospectus and an enrollment card by contacting Wells Fargo Shareowner Services at (800) 468-9716 or by visiting www.shareowneronline.com.

Forest City Enterprises, Inc. and Subsidiaries
Selected Financial Information

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

Consolidated Balance Sheet Information – January 31, 2011 (Unaudited)

Plus

Full

Less

Unconsolidated

Pro-Rata

Consolidation

Noncontrolling

Investments at

Consolidation

(GAAP)

Interest

Pro-Rata

(Non-GAAP)

(in thousands)

Assets

Real Estate

Completed rental properties

Residential

1,664,490

26,028

826,356

2,464,818

Commercial

Retail centers

3,226,717

113,193

718,593

3,832,117

Office and other buildings

3,314,371

253,604

378,863

3,439,630

Corporate and other equipment

9,847

9,848

Total completed rental properties

8,215,425

392,825

1,923,813

9,746,413

Projects under construction

Residential

771,245

213,988

3,642

560,899

Commercial

Retail centers

703,397

532

50,220

753,085

Office and other buildings

297,069

199,241

1,981

99,809

Total projects under construction

1,771,711

413,761

55,843

1,413,793

Projects under development

Residential

687,125

222,514

6,063

470,674

Commercial

Retail centers

17,837

10,890

28,628

Office and other buildings

229,562

58,830

6,807

177,539

Total projects under development

934,524

281,443

23,760

676,841

Total projects under construction and development

2,706,235

695,204

79,603

2,090,634

Land held for development or sale

244,879

18,683

115,607

341,803

Total Real Estate

11,166,539

1,106,712

2,119,023

12,178,850

Less accumulated depreciation

(1,614,399

)

(63,987

)

(424,331

)

(1,974,743

)

Real Estate, net

9,552,140

1,042,725

1,694,692

10,204,107

Cash and equivalents

193,372

13,979

48,583

227,976

Restricted cash and escrowed funds

720,180

240,709

78,890

558,361

Notes and accounts receivable, net

403,101

20,329

86,729

469,501

Investments in and advances to affiliates

141,017

(240,178

)

(115,376

)

265,819

Lease and mortgage procurement costs, net

356,804

30,171

33,025

359,658

Prepaid expenses and other deferred costs, net

266,689

44,536

10,443

232,596

Intangible assets, net

135,906

1,289

137,190

Total Assets

11,769,209

1,152,276

1,838,275

12,455,208

Forest City Enterprises, Inc. and Subsidiaries
Selected Financial Information

Consolidated Balance Sheet Information – January 31, 2011 (Unaudited)

Plus

Full

Less

Unconsolidated

Pro-Rata

Consolidation

Noncontrolling

Investments at

Consolidation

(GAAP)

Interest

Pro-Rata

(Non-GAAP)

(in thousands)

Liabilities and Equity

Liabilities

Mortgage debt and notes payable, nonrecourse

Completed rental properties

Residential

1,110,095

18,998

680,572

1,771,669

Commercial

Retail centers

2,322,539

120,042

655,162

2,857,659

Office and other buildings

2,346,189

219,327

295,641

2,422,503

Total completed rental properties

5,778,823

358,367

1,631,375

7,051,831

Projects under construction

Residential

717,700

203,681

29,274

543,293

Commercial

Retail centers

379,363

Office and other buildings

82,157

60,108

22,049

Total projects under construction

1,179,220

263,789

29,274

944,705

Projects under development

Residential

155,890

61,760

94,130

Commercial

Retail centers

Office and other buildings

42,200

16,880

2,887

28,207

Total projects under development

198,090

78,640

2,887

122,337

Total projects under construction and development

1,377,310

342,429

32,161

1,067,042

Land held for development or sale

51,085

3,500

49,831

97,416

Total Mortgage debt and notes payable, nonrecourse

7,207,218

704,296

1,713,367

8,216,289

Bank revolving credit facility

137,152

Senior and subordinated debt

773,683

Construction payables

179,601

44,490

4,670

139,781

Operating accounts payable and accrued expenses

737,854

28,443

105,075

814,486

Accrued derivative liability

156,587

3,327

15,163

168,423

Total Accounts payable and accrued expenses

1,074,042

76,260

124,908

1,122,690

Deferred income taxes

489,974

Total Liabilities

9,682,069

780,556

1,838,275

10,739,788

Redeemable Noncontrolling Interest

226,829

Equity

Shareholders’ Equity

Shareholders’ equity before accumulated other comprehensive loss

1,623,828

Accumulated other comprehensive loss

(94,429

)

(94,429

)

Total Shareholders’ Equity

1,529,399

Noncontrolling interest

330,912

144,891

186,021

Total Equity

1,860,311

144,891

1,715,420

Total Liabilities and Equity

11,769,209

1,152,276

1,838,275

12,455,208

Forest City Enterprises, Inc. and Subsidiaries
Selected Financial Information

Consolidated Balance Sheet Information – January 31, 2010 (Unaudited)



							Plus
	Full			Less			Unconsolidated			Pro-Rata
	Consolidation			Noncontrolling			Investments at			Consolidation
	(GAAP)			Interest			Pro-Rata			(Non-GAAP)

	(in thousands)
Assets
Real Estate
Completed rental properties
Residential	$	1,740,394		$	41,236		$	688,409		$	2,387,567
Commercial
Retail centers		3,359,953			120,351			472,914			3,712,516
Office and other buildings		3,369,719			129,484			207,127			3,447,362
Corporate and other equipment		9,736			-			1			9,737

Total completed rental properties		8,479,802			291,071			1,368,451			9,557,182

Projects under construction
Residential		787,203			176,467			8,307			619,043
Commercial
Retail centers		782,902			67,826			203,009			918,085
Office and other buildings		263,457			132,156			66,059			197,360

Total projects under construction		1,833,562			376,449			277,375			1,734,488
Projects under development
Residential		562,781			167,290			7,965			403,456
Commercial
Retail centers		21,016			101			10,868			31,783
Office and other buildings		223,811			56,279			9,212			176,744

Total projects under development		807,608			223,670			28,045			611,983

Total projects under construction and development		2,641,170			600,119			305,420			2,346,471
Land held for development or sale		219,807			11,674			116,863			324,996

Total Real Estate		11,340,779			902,864			1,790,734			12,228,649
Less accumulated depreciation		(1,593,658	)		(57,756	)		(326,169	)		(1,862,071	)

Real Estate, net		9,747,121			845,108			1,464,565			10,366,578

Cash and equivalents		251,405			6,681			30,280			275,004
Restricted cash and escrowed funds		427,921			90,951			68,406			405,376
Notes and accounts receivable, net		388,536			22,173			71,203			437,566
Investments in and advances to affiliates		265,343			(159,978	)		(65,246	)		360,075
Lease and mortgage procurement costs, net		413,421			32,271			24,868			406,018
Prepaid expenses and other deferred costs, net		269,986			38,696			46,125			277,415
Intangible assets, net		152,978			9			1,323			154,292


Total Assets	$	11,916,711		$	875,911		$	1,641,524		$	12,682,324

Forest City Enterprises, Inc. and Subsidiaries
Selected Financial Information

Consolidated Balance Sheet Information – January 31, 2010 (Unaudited)



						Plus
	Full			Less		Unconsolidated			Pro-Rata
	Consolidation			Noncontrolling		Investments at			Consolidation
	(GAAP)			Interest		Pro-Rata			(Non-GAAP)

	(in thousands)
Liabilities and Equity
Liabilities
Mortgage debt and notes payable, nonrecourse
Completed rental properties
Residential	$	1,234,111		$	33,596	$	558,891		$	1,759,406
Commercial
Retail centers		2,511,424			119,544		437,825			2,829,705
Office and other buildings		2,480,883			100,267		145,225			2,525,841

Total completed rental properties		6,226,418			253,407		1,141,941			7,114,952

Projects under construction
Residential		499,952			144,993		35,242			390,201
Commercial
Retail centers		440,450			40,090		178,935			579,295
Office and other buildings		190,990			101,058		1,574			91,506

Total projects under construction		1,131,392			286,141		215,751			1,061,002
Projects under development
Residential		148,747			61,353		-			87,394
Commercial
Retail centers		-			-		-			-
Office and other buildings		48,932			17,360		61,148			92,720

Total projects under development		197,679			78,713		61,148			180,114

Total projects under construction and development		1,329,071			364,854		276,899			1,241,116
Land held for development or sale		64,384			4,348		55,107			115,143

Total Mortgage debt and notes payable, nonrecourse		7,619,873			622,609		1,473,947			8,471,211
Bank revolving credit facility		83,516			-		-			83,516
Senior and subordinated debt		1,076,424			-		-			1,076,424

Construction payables		218,072			26,666		47,284			238,690
Operating accounts payable and accrued expenses		784,090			45,950		104,663			842,803
Accrued derivative liability		192,526			11,326		16,463			197,663

Total Accounts payable and accrued expenses		1,194,688			83,942		168,410			1,279,156

Deferred income taxes		437,370			-		-			437,370

Total Liabilities		10,411,871			706,551		1,642,357			11,347,677

Equity
Shareholders’ Equity
Shareholders’ equity before accumulated other comprehensive loss		1,235,892			-		-			1,235,892
Accumulated other comprehensive loss		(87,266	)		-		-			(87,266	)

Total Shareholders’ Equity		1,148,626			-		-			1,148,626

Noncontrolling interest		356,214			169,360		(833	)		186,021


Total Equity		1,504,840			169,360		(833	)		1,334,647


Total Liabilities and Equity	$	11,916,711		$	875,911	$	1,641,524		$	12,682,324

Forest City Enterprises, Inc. and Subsidiaries
Selected Financial Information

Consolidated Earnings Information – Three Months Ended January 31, 2011 (Unaudited)



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

	(in thousands)

Revenues from real estate operations	$	297,790		$	19,007		$	80,167		$	2,170		$	361,120

Expenses
Operating expenses		182,787			9,454			39,254			893			213,480
Depreciation and amortization		61,399			2,344			15,237			178			74,470
Impairment of real estate		-			-			35,714			-			35,714

		244,186			11,798			90,205			1,071			323,664


Interest expense		(71,105	)		(3,682	)		(22,228	)		(765	)		(90,416	)
Amortization of mortgage procurement costs		(3,418	)		(422	)		(614	)		(7	)		(3,617	)
Gain (loss) on early extinguishment of debt		(31,688	)		-			2,785			-			(28,903	)

Interest and other income		17,862			611			381			(1	)		17,631
Net gain (loss) on disposition of rental properties		-			-			15,633			46,527			62,160


Earnings (loss) before income taxes		(34,745	)		3,716			(14,081	)		46,853			(5,689	)


Income tax expense (benefit)
Current		(5,368	)		-			-			4,622			(746	)
Deferred		(17,863	)		-			-			14,373			(3,490	)

		(23,231	)		-			-			18,995			(4,236	)


Equity in earnings (loss) of unconsolidated entities, including impairment		(12,742	)		1,719			14,081			-			(380	)


Earnings (loss) from continuing operations		(24,256	)		5,435			-			27,858			(1,833	)

Discontinued operations, net of tax:
Operating earnings from rental properties		201			-			-			(201	)		-
Gain on disposition of rental properties		27,657			-			-			(27,657	)		-

		27,858			-			-			(27,858	)		-


Net earnings (loss)		3,602			5,435			-			-			(1,833	)

Noncontrolling Interests
Earnings from continuing operations attributable to noncontrolling interests		(5,435	)		(5,435	)		-			-			-


Net earnings (loss) attributable to Forest City Enterprises, Inc.	$	(1,833	)	$	-		$	-		$	-		$	(1,833	)


Preferred dividends		(3,850	)		-			-			-			(3,850	)

Net earnings (loss) attributable to Forest City Enterprises, Inc. common shareholders	$	(5,683	)	$	-		$	-		$	-		$	(5,683	)

Forest City Enterprises, Inc. and Subsidiaries
Selected Financial Information

Consolidated Earnings Information – Year Ended January 31, 2011 (Unaudited)

Plus

Full

Less

Unconsolidated

Plus

Pro-Rata

Consolidation

Noncontrolling

Investments at

Discontinued

Consolidation

(GAAP)

Interest

Pro-Rata

Operations

(Non-GAAP)

(in thousands)

Revenues from real estate operations

1,177,661

68,419

316,900

17,848

1,443,990

Expenses

Operating expenses

685,783

36,392

169,265

7,451

826,107

Depreciation and amortization

243,847

9,267

53,072

4,296

291,948

Impairment of real estate

6,803

1,526

72,459

79,603

157,339

936,433

47,185

294,796

91,350

1,275,394

Interest expense

(315,340

)

(18,690

)

(81,184

)

(5,824

)

(383,658

)

Amortization of mortgage procurement costs

(13,487

)

(1,514

)

(2,314

)

(123

)

(14,410

)

Gain (loss) on early extinguishment of debt

(21,035

)

247

2,760

(18,522

)

Interest and other income

52,826

2,635

15,666

65,863

Net gain on disposition of rental properties

202,878

23,461

47,092

273,431

Net gain on disposition of partial interests in other investment

55,112

23,675

31,437

Earnings (loss) before income taxes

202,182

27,587

(19,507

)

(32,351

)

122,737

Income tax expense (benefit)

Current

(275

)

3,368

3,093

Deferred

69,995

(15,085

)

54,910

69,720

(11,717

)

58,003

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

(30,194

)

(4,613

)

19,507

(6,074

)

Earnings (loss) from continuing operations

102,268

22,974

(20,634

)

58,660

Discontinued operations, net of tax:

Operating earnings from rental properties

264

165

(99

)

Impairment of real estate

(48,731

)

48,731

Gain on disposition of rental properties

32,209

4,211

(27,998

)

(16,258

)

4,376

20,634

Net earnings

86,010

27,350

58,660

Noncontrolling Interests

Earnings from continuing operations attributable to noncontrolling interests

(22,974

)

(22,974

)

Earnings from discontinued operations attributable to noncontrolling interests

(4,376

)

(4,376

)

(27,350

)

(27,350

)

Net earnings attributable to Forest City Enterprises, Inc.

58,660

Preferred dividends

(11,807

)

(11,807

)

Net earnings attributable to Forest City Enterprises, Inc. common shareholders

46,853

Forest City Enterprises, Inc. and Subsidiaries
Selected Financial Information

Consolidated Earnings Information – Three Months Ended January 31, 2010 (Unaudited)



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

	(in thousands)
Revenues from real estate operations	$	318,530		$	12,655		$	70,909		$	5,727		$	382,511

Expenses
Operating expenses		181,762			6,551			71,105			2,769			249,085
Depreciation and amortization		65,911			1,717			15,237			1,693			81,124
Impairment of real estate		5,783			-			1,693			17,619			25,095

		253,456			8,268			88,035			22,081			355,304


Interest expense		(90,089	)		(3,925	)		(16,955	)		(1,743	)		(104,862	)
Amortization of mortgage procurement costs		(3,255	)		(117	)		(800	)		(73	)		(4,011	)
Loss on early extinguishment of debt		(1,396	)		-			(954	)		-			(2,350	)

Interest and other income		30,080			175			20,910			1			50,816
Gain on disposition of rental properties and other investments		-			-			45,263			1,172			46,435


Earnings (loss) before income taxes		414			520			30,338			(16,997	)		13,235


Income tax expense (benefit)
Current		15,496			-			-			(543	)		14,953
Deferred		(2,127	)		-			-			(6,048	)		(8,175	)

		13,369			-			-			(6,591	)		6,778


Equity in earnings (loss) of unconsolidated entities, including impairment		30,087			5			(30,338	)		-			(256	)


Earnings (loss) from continuing operations		17,132			525			-			(10,406	)		6,201

Discontinued operations, net of tax:
Operating earnings (loss) from rental properties		(452	)		(114	)		-			338			-
Impairment of real estate		(10,786	)		-			-			10,786			-
Gain on disposition of Lumber Group		718			-			-			(718	)		-

		(10,520	)		(114	)		-			10,406			-


Net earnings		6,612			411			-			-			6,201

Noncontrolling Interests
Earnings from continuing operations attributable to noncontrolling interests		(525	)		(525	)		-			-			-
Loss from discontinued operations attributable to noncontrolling interests		114			114			-			-			-

		(411	)		(411	)		-			-			-


Net earnings attributable to Forest City Enterprises, Inc.	$	6,201		$	-		$	-		$	-		$	6,201


Preferred dividends		-			-			-			-			-

Net earnings attributable to Forest City Enterprises, Inc. common shareholders	$	6,201		$	-		$	-		$	-		$	6,201

Forest City Enterprises, Inc. and Subsidiaries
Selected Financial Information

Consolidated Earnings Information – Year Ended January 31, 2010 (Unaudited)



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

	(in thousands)

Revenues from real estate operations	$	1,232,013		$	50,432		$	303,029		$	30,378		$	1,514,988

Expenses
Operating expenses		704,552			24,006			259,085			12,286			951,917
Depreciation and amortization		260,223			5,037			58,799			8,295			322,280
Impairment of real estate		8,907			-			36,356			27,394			72,657

		973,682			29,043			354,240			47,975			1,346,854


Interest expense		(343,146	)		(14,739	)		(66,850	)		(9,286	)		(404,543	)
Amortization of mortgage procurement costs		(13,709	)		(565	)		(2,689	)		(313	)		(16,146	)
Gain on early extinguishment of debt		36,569			-			744			-			37,313

Interest and other income		53,999			718			54,476			6			107,763
Gain on disposition of rental properties and other investments		-			-			49,761			5,720			55,481


Earnings (loss) before income taxes		(7,956	)		6,803			(15,769	)		(21,470	)		(51,998	)


Income tax expense (benefit)
Current		6,994			-			-			(730	)		6,264
Deferred		(19,223	)		-			-			(7,596	)		(26,819	)

		(12,229	)		-			-			(8,326	)		(20,555	)


Equity in earnings (loss) of unconsolidated entities, including impairment		(15,053	)		(76	)		15,769			-			792


Earnings (loss) from continuing operations		(10,780	)		6,727			-			(13,144	)		(30,651	)

Discontinued operations, net of tax:
Operating earnings (loss) from rental properties		7			(117	)		-			(124	)		-
Impairment of real estate		(16,770	)		-			-			16,770			-
Gain on disposition of rental properties		2,784			-			-			(2,784	)		-
Gain on disposition of Lumber Group		718			-			-			(718	)		-

		(13,261	)		(117	)		-			13,144			-


Net earnings (loss)		(24,041	)		6,610			-			-			(30,651	)

Noncontrolling Interests
Earnings from continuing operations attributable to noncontrolling interests		(6,727	)		(6,727	)		-			-			-
Loss from discontinued operations attributable to noncontrolling interests		117			117			-			-			-

		(6,610	)		(6,610	)		-			-			-


Net loss attributable to Forest City Enterprises, Inc.	$	(30,651	)	$	-		$	-		$	-		$	(30,651	)


Preferred dividends		-			-			-			-			-

Net loss attributable to Forest City Enterprises, Inc. common shareholders	$	(30,651	)	$	-		$	-		$	-		$	(30,651	)

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

Occupancy Data - January 31, 2011 and 2010

Retail and office occupancy as of January 31, 2011 and 2010 is based on square feet leased at the end of the fiscal quarter. Average Occupancy Year-to-Date as of January 31, 2011 and 2010 for retail and office is calculated by dividing the sum of leased square feet at the beginning and end of the period by two. Residential occupancy as of January 31, 2011 and 2010 represents total units occupied divided by total units available. Average Occupancy as of January 31, 2011 and 2010 for residential is calculated by dividing gross potential rent less vacancy by gross potential rent. Average Daily Rate (“ADR”) is calculated by dividing revenue by the number of rooms sold for the year ended January 31, 2011 and 2010.

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



				Average					Average
	Occupancy			Occupancy		Occupancy			Occupancy
	As of			Year-to-Date		As of			Year-to-Date
	January 31, 2011			January 31, 2011		January 31, 2010			January 31, 2010


Retail
Comparable		91.2	%		90.7%		90.1	%		89.8%
Total		91.2	%		90.0%		88.8	%		88.6%
Office
Comparable		88.4	%		89.2%		90.0	%		89.8%
Total		87.8	%		88.7%		89.7	%		89.5%
Residential ⁽¹⁾
Comparable		94.3	%		94.7%		93.4	%		92.1%
Total		93.4	%		90.8%		92.3	%		87.8%
Hotels
Comparable and Total					69.0%					69.1%
Comparable and Total ADR				$	140.03				$	140.01

The table below provides occupancy as reported in previous quarters. These amounts may differ from above because the properties that qualify as comparable change from period to period.


	Occupancy Recap of Quarterly Supplemental Packages
		Occupancy As of															Average Occupancy Year-to-Date
		January 31,			October 31,			July 31,			April 30,			January 31,			January 31,			October 31,			July 31,			April 30,			January 31,
		2011			2010			2010			2010			2010			2011			2010			2010			2010			2010


Retail
	Comparable		91.2	%		90.6	%		90.9	%		89.7	%		90.1	%		90.7	%		90.4	%		90.5	%		90.0	%		89.9	%
	Total		91.2	%		90.4	%		90.7	%		88.4	%		88.8	%		90.0	%		89.6	%		89.7	%		88.6	%		88.6	%
Office
	Comparable		88.4	%		90.5	%		90.0	%		89.8	%		90.3	%		89.2	%		90.3	%		90.0	%		89.9	%		90.1	%
	Total		87.8	%		90.3	%		89.9	%		89.7	%		89.7	%		88.7	%		90.0	%		89.8	%		89.7	%		89.5	%
Residential ⁽¹⁾
	Comparable		94.3	%		94.4	%		93.8	%		93.0	%		93.7	%		94.7	%		94.6	%		94.1	%		93.7	%		92.2	%
	Total		93.4	%		93.1	%		92.7	%		91.1	%		92.3	%		90.8	%		90.6	%		93.0	%		90.8	%		87.8	%
Hotels
	Comparable and Total																	69.0	%		69.9	%		66.3	%		61.0	%		69.1	%
	Comparable and Total ADR																$	140.03		$	138.92		$	139.24		$	135.43		$	140.01

(1)

Excludes military housing units.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

We use NOI, along with EBDT as discussed on page 2, to assess operating performance. Comparable NOI is defined as NOI from properties opened and operated in the three months and year ended January 31, 2011 and 2010. The schedules below present Pro-Rata Comparable NOI for the three months and year ended January 31, 2011. The following schedules on pages 14-15 present comparable NOI for each of our major product lines, as well as strategic business units under which these product lines operate. A reconciliation of NOI to the most comparable GAAP measure, net earnings (loss), is presented on pages 18-19. A reconciliation of NOI to net earnings (loss) for each strategic business unit can be found on pages 51-62.

Comparable Net Operating Income (NOI) (% change over same period prior year)


	Three Months Ended			Year Ended
	January 31, 2011			January 31, 2011

Retail		3.4	%		2.2	%

Office		0.2	%		2.1	%

Residential		(0.8	%)		2.7	%

Hotel		(13.4	%)		(3.9	%)

Total		1.1	%		2.1	%

The tables below provide the percentage change of Comparable Net Operating Income (NOI) as reported in previous quarters. GAAP reconciliations for previous quarters can be found in prior supplemental packages.

Quarterly Historical Trends


	Three Months Ended
	January 31, 2011		October 31, 2010		July 31, 2010		April 30, 2010		January 31, 2010

Retail		3.4%		4.1%		3.2%		(1.5%)		(3.9%)

Office		0.2%		2.2%		1.6%		0.8%		4.3%

Residential		(0.8%)		4.8%		3.8%		2.8%		(2.7%)

Hotel		(13.4%)		(20.3%)		7.9%		52.6%		(1.1%)

Total		1.1%		2.7%		2.9%		0.6%		(0.5%)

Annual Historical Trends


	Year Ended
	January 31, 2011		January 31, 2010		January 31, 2009

Retail		2.2%		(3.9%)		0.3%

Office		2.1%		5.4%		1.2%

Residential		2.7%		(2.8%)		0.2%

Hotel		(3.9%)		(9.9%)		(4.9%)

Total		2.1%		(0.8%)		0.4%

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information


	Net Operating Income (dollars in thousands)
	Three Months Ended January 31, 2011														Three Months Ended January 31, 2010														% Change
							Plus														Plus
	Full			Less			Unconsolidated			Plus		Pro-Rata			Full			Less			Unconsolidated			Plus		Pro-Rata			Full			Pro-Rata
	Consolidation			Noncontrolling			Investments at			Discontinued		Consolidation			Consolidation			Noncontrolling			Investments at			Discontinued		Consolidation			Consolidation			Consolidation
	(GAAP)			Interest			Pro-Rata			Operations		(Non-GAAP)			(GAAP)			Interest			Pro-Rata			Operations		(Non-GAAP)			(GAAP)			(Non-GAAP)

Commercial Group
Retail
Comparable	$	59,702		$	2,913		$	5,438		$	-	$	62,227		$	57,364		$	2,658		$	5,464		$	-	$	60,170			4.1	%		3.4	%

Total		59,073			2,915			8,036			1,132		65,326			59,927			2,611			5,581			2,111		65,008

Office Buildings
Comparable		57,638			2,382			1,537			-		56,793			57,833			2,685			1,506			-		56,654			(0.3	%)		0.2	%

Total		64,886			6,125			118			-		58,879			65,248			2,608			1,506			-		64,146

Hotels
Comparable		1,788			-			553			-		2,341			2,140			-			564			-		2,704			(16.4	%)		(13.4	%)

Total		1,788			-			553			-		2,341			2,140			-			564			-		2,704

Earnings from Commercial Land Sales		282			-			-			-		282			(144	)		-			-			-		(144	)

Other ⁽¹⁾		3,361			(26	)		1,966			-		5,353			4,159			423			(1,052	)		-		2,684


Total Commercial Group
Comparable		119,128			5,295			7,528			-		121,361			117,337			5,343			7,534			-		119,528			1.5	%		1.5	%

Total		129,390			9,014			10,673			1,132		132,181			131,330			5,642			6,599			2,111		134,398

Residential Group
Apartments
Comparable		25,346			543			6,606			-		31,409			25,729			468			6,389			-		31,650			(1.5	%)		(0.8	%)

Total		29,441			2,315			8,447			-		35,573			38,714			860			8,706			672		47,232

Military Housing
Comparable		-			-			-			-		-			-			-			-			-		-

Total		7,142			-			378			-		7,520			8,522			(451	)		311			-		9,284

Other ⁽¹⁾		(2,818	)		170			(191	)		-		(3,179	)		4,805			(11	)		-			-		4,816


Total Residential Group
Comparable		25,346			543			6,606			-		31,409			25,729			468			6,389			-		31,650			(1.5	%)		(0.8	%)

Total		33,765			2,485			8,634			-		39,914			52,041			398			9,017			672		61,332

Total Rental Properties
Comparable		144,474			5,838			14,134			-		152,770			143,066			5,811			13,923			-		151,178			1.0	%		1.1	%

Total		163,155			11,499			19,307			1,132		172,095			183,371			6,040			15,616			2,783		195,730

Land Development Group		2,941			384			136			-		2,693			365			244			(323	)		-		(202	)

The Nets
Operations		(312	)		-			-			-		(312	)		(13,648	)		-			2,616			-		(11,032	)
Gain on disposition of partial interest		-			-			-			-		-			-			-			-			-		-

Total		(312	)		-			-			-		(312	)		(13,648	)		-			2,616			-		(11,032	)

Corporate Activities		(18,004	)		-			-			-		(18,004	)		(9,466	)		-			-			-		(9,466	)


Grand Total	$	147,780		$	11,883		$	19,443		$	1,132	$	156,472		$	160,622		$	6,284		$	17,909		$	2,783	$	175,030

(1)

Includes write-offs of abandoned development projects, non-capitalizable development costs and unallocated management and service company overhead, net of historic and new market tax credit income. Write-offs of abandoned development projects for the three months ended January 31, 2011 were $7,378 at both full and pro-rata consolidation compared to $5,490 for the three months ended January 31, 2010 at both full and pro-rata consolidation.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information


	Net Operating Income (dollars in thousands)
		Year Ended January 31, 2011													Year Ended January 31, 2010															% Change
								Plus													Plus
		Full			Less			Unconsolidated		Plus		Pro-Rata			Full			Less			Unconsolidated			Plus			Pro-Rata			Full			Pro-Rata
		Consolidation			Noncontrolling			Investments at		Discontinued		Consolidation			Consolidation			Noncontrolling			Investments at			Discontinued			Consolidation			Consolidation			Consolidation
		(GAAP)			Interest			Pro-Rata		Operations		(Non-GAAP)			(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)			(GAAP)			(Non-GAAP)

Commercial Group
Retail
Comparable		$	236,459		$	11,366		$	21,643	$	-	$	246,736		$	229,780		$	10,448		$	22,055		$	-		$	241,387			2.9	%		2.2	%

Total			250,055			11,379			24,738		8,894		272,308			241,481			11,351			22,350			10,641			263,121

Office Buildings
Comparable			235,545			10,496			15,297		-		240,346			238,106			10,407			7,782			-			235,481			(1.1	%)		2.1	%

Total			259,111			20,508			9,950		-		248,553			257,147			10,446			7,782			-			254,483

Hotels
Comparable			11,501			-			1,480		-		12,981			11,997			-			1,510			-			13,507			(4.1	%)		(3.9	%)

Total			11,501			-			1,480		-		12,981			11,997			-			1,510			-			13,507

Earnings from Commercial Land Sales			4,652			14			-		-		4,638			5,416			476			-			-			4,940

Other ⁽¹⁾			(3,547	)		(762	)		7,132		-		4,347			(6,677	)		946			(2,561	)		(677	)		(10,861	)


Total Commercial Group
Comparable			483,505			21,862			38,420		-		500,063			479,883			20,855			31,347			-			490,375			0.8	%		2.0	%

Total			521,772			31,139			43,300		8,894		542,827			509,364			23,219			29,081			9,964			525,190

Residential Group
Apartments
Comparable			96,723			2,504			27,043		-		121,262			99,151			2,042			20,969			-			118,078			(2.4	%)		2.7	%

Total			113,883			4,371			31,898		900		142,310			128,316			3,749			29,611			7,265			161,443

Military Housing
Comparable			-			-			-		-		-			-			-			-			-			-

Total			26,966			(37	)		1,503		-		28,506			37,424			(303	)		1,044			-			38,771

Other ⁽¹⁾			(3,515	)		87			238		-		(3,364	)		(16,817	)		(18	)		231			-			(16,568	)


Total Residential Group
Comparable			96,723			2,504			27,043		-		121,262			99,151			2,042			20,969			-			118,078			(2.4	%)		2.7	%

Total			137,334			4,421			33,639		900		167,452			148,923			3,428			30,886			7,265			183,646

Total Rental Properties
Comparable			580,228			24,366			65,463		-		621,325			579,034			22,897			52,316			-			608,453			0.2	%		2.1	%

Total			659,106			35,560			76,939		9,794		710,279			658,287			26,647			59,967			17,229			708,836

Land Development Group			5,278			732			339		-		4,885			2,007			421			(1,925	)		-			(339	)

The Nets
Operations			(18,318	)		(6,243	)		1,146		-		(10,929	)		(43,489	)		-			8,064			-			(35,425	)
Gain on disposition of partial interest			55,112			23,675			-		-		31,437			-			-			-			-			-

Total			36,794			17,432			1,146		-		20,508			(43,489	)		-			8,064			-			(35,425	)

Corporate Activities			(48,357	)		-			-		-		(48,357	)		(41,321	)		-			-			-			(41,321	)


Grand Total		$	652,821		$	53,724		$	78,424	$	9,794	$	687,315		$	575,484		$	27,068		$	66,106		$	17,229		$	631,751

(1)

Includes write-offs of abandoned development projects, non-capitalizable development costs and unallocated management and service company overhead, net of historic and new market tax credit income. Write-offs of abandoned development projects for the year ended January 31, 2011 were $8,056 at full consolidation and $10,613 at pro-rata consolidation compared to $26,888 for the year ended January 31, 2010 at both full and pro-rata consolidation.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

Net Operating Income by Product Type

Pro-Rata Consolidation (dollars in thousands)

Year Ended January 31, 2011


NOI by Product Type:	$	714,181
The Nets
Operations		(10,929	)
Gain on disposition of partial interest		31,437

Total Nets		20,508


Corporate Activities		(48,357	)

Other ⁽¹⁾		983

Grand Total NOI	$	687,315

Year Ended January 31, 2010


NOI by Product Type:	$	735,926
The Nets
Operations		(35,425	)
Gain on disposition of partial interest		-

Total Nets		(35,425	)


Corporate Activities		(41,321	)

Other ⁽¹⁾		(27,429	)

Grand Total NOI	$	631,751

⁽¹⁾

Includes write-offs of abandoned development projects, non-capitalizable development costs and unallocated management and service company overhead, net of historic and new market tax credit income.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

Net Operating Income by Core Market

Pro-Rata Consolidation (dollars in thousands)

Year Ended January 31, 2011


NOI by Market:	$	714,181
The Nets
Operations		(10,929	)
Gain on disposition of partial interest		31,437

Total Nets		20,508


Corporate Activities		(48,357	)

Other ⁽¹⁾		983

Grand Total NOI	$	687,315

Year Ended January 31, 2010


NOI by Market:	$	735,926
The Nets
Operations		(35,425	)
Gain on disposition of partial interest		-

Total Nets		(35,425	)


Corporate Activities		(41,321	)

Other ⁽¹⁾		(27,429	)

Grand Total NOI	$	631,751

⁽¹⁾

Includes write-offs of abandoned development projects, non-capitalizable development costs and unallocated management and service company overhead, net of historic and new market tax credit income.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

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


	Three Months Ended January 31, 2011															Three Months Ended January 31, 2010
							Plus															Plus
	Full			Less			Unconsolidated			Plus			Pro-Rata			Full			Less			Unconsolidated			Plus			Pro-Rata
	Consolidation			Noncontrolling			Investments at			Discontinued			Consolidation			Consolidation			Noncontrolling			Investments at			Discontinued			Consolidation
	(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)			(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)


Revenues from real estate operations	$	297,790		$	19,007		$	80,167		$	2,170		$	361,120		$	318,530		$	12,655		$	70,909		$	5,727		$	382,511
Exclude straight-line rent adjustment (1)		(9,015	)		-			-			(144	)		(9,159	)		(5,107	)		-			-			(176	)		(5,283	)

Adjusted revenues		288,775			19,007			80,167			2,026			351,961			313,423			12,655			70,909			5,551			377,228
Add interest and other income		17,862			611			381			(1	)		17,631			30,080			175			20,910			1			50,816
Add equity in earnings (loss) of unconsolidated entities, including impairment		(12,742	)		1,719			14,081			-			(380	)		30,087			5			(30,338	)		-			(256	)
Exclude gain on disposition of unconsolidated entities		(15,633	)		-			15,633			-			-			(45,263	)		-			45,263			-			-
Exclude impairment of unconsolidated real estate		35,714			-			(35,714	)		-			-			1,693			-			(1,693	)		-			-
Exclude depreciation and amortization of unconsolidated entities (see below)		15,851			-			(15,851	)		-			-			13,293			-			(13,293	)		-			-

Adjusted total income		329,827			21,337			58,697			2,025			369,212			343,313			12,835			91,758			5,552			427,788

Operating expenses		182,787			9,454			39,254			893			213,480			181,762			6,551			71,105			2,769			249,085
Add back non-Real Estate depreciation and amortization (b)		1,091			-			-			-			1,091			3,108			-			2,583			-			5,691
Add back amortization of mortgage procurement costs for non-Real Estate Groups (d)		-			-			-			-			-			-			-			161			-			161
Exclude straight-line rent adjustment (2)		(1,246	)		-			-			-			(1,246	)		(1,594	)		-			-			-			(1,594	)
Exclude preference payment		(585	)		-			-			-			(585	)		(585	)		-			-			-			(585	)

Adjusted operating expenses		182,047			9,454			39,254			893			212,740			182,691			6,551			73,849			2,769			252,758

Net operating income		147,780			11,883			19,443			1,132			156,472			160,622			6,284			17,909			2,783			175,030
Interest expense		(71,105	)		(3,682	)		(22,228	)		(765	)		(90,416	)		(90,089	)		(3,925	)		(16,955	)		(1,743	)		(104,862	)
Gain (loss) on early extinguishment of debt		(31,688	)		-			2,785			-			(28,903	)		(1,396	)		-			(954	)		-			(2,350	)
Equity in earnings (loss) of unconsolidated entities, including impairment		12,742			(1,719	)		(14,081	)		-			380			(30,087	)		(5	)		30,338			-			256
Gain on disposition of unconsolidated entities		15,633			-			-			-			15,633			45,263			-			-			-			45,263
Impairment of unconsolidated real estate		(35,714	)		-			-			-			(35,714	)		(1,693	)		-			-			-			(1,693	)
Depreciation and amortization of unconsolidated entities (see above)		(15,851	)		-			15,851			-			-			(13,293	)		-			13,293			-			-
Net gain on disposition of rental properties and partial interests in rental properties		-			-			-			46,527			46,527			-			-			-			1,172			1,172
Impairment of consolidated real estate		-			-			-			-			-			(5,783	)		-			-			(17,619	)		(23,402	)
Depreciation and amortization - Real Estate Groups (a)		(60,308	)		(2,344	)		(15,237	)		(178	)		(73,379	)		(62,803	)		(1,717	)		(12,654	)		(1,693	)		(75,433	)
Amortization of mortgage procurement costs - Real Estate Groups (c)		(3,418	)		(422	)		(614	)		(7	)		(3,617	)		(3,255	)		(117	)		(639	)		(73	)		(3,850	)
Straight-line rent adjustment (1) + (2)		7,769			-			-			144			7,913			3,513			-			-			176			3,689
Preference payment		(585	)		-			-			-			(585	)		(585	)		-			-			-			(585	)

Earnings (loss) before income taxes		(34,745	)		3,716			(14,081	)		46,853			(5,689	)		414			520			30,338			(16,997	)		13,235
Income tax provision		23,231			-			-			(18,995	)		4,236			(13,369	)		-			-			6,591			(6,778	)
Equity in earnings (loss) of unconsolidated entities, including impairment		(12,742	)		1,719			14,081			-			(380	)		30,087			5			(30,338	)		-			(256	)


Earnings (loss) from continuing operations		(24,256	)		5,435			-			27,858			(1,833	)		17,132			525			-			(10,406	)		6,201
Discontinued operations, net of tax		27,858			-			-			(27,858	)		-			(10,520	)		(114	)		-			10,406			-


Net earnings		3,602			5,435			-			-			(1,833	)		6,612			411			-			-			6,201
Noncontrolling interests
Earnings from continuing operations attributable to noncontrolling interests		(5,435	)		(5,435	)		-			-			-			(525	)		(525	)		-			-			-
Earnings from discontinued operations attributable to noncontrolling interests		-			-			-			-			-			114			114			-			-			-


Noncontrolling interests		(5,435	)		(5,435	)		-			-			-			(411	)		(411	)		-			-			-


Net earnings attributable to Forest City Enterpirses, Inc.	$	(1,833	)	$	-		$	-		$	-		$	(1,833	)	$	6,201		$	-		$	-		$	-		$	6,201


Preferred dividends		(3,850	)		-			-			-			(3,850	)		-			-			-			-			-


Net earnings attributable to Forest City Enterpirses, Inc. common shareholders	$	(5,683	)	$	-		$	-		$	-		$	(5,683	)	$	6,201		$	-		$	-		$	-		$	6,201


(a) Depreciation and amortization - Real Estate Groups	$	60,308		$	2,344		$	15,237		$	178		$	73,379		$	62,803		$	1,717		$	12,654		$	1,693		$	75,433
(b) Depreciation and amortization - Non-Real Estate		1,091			-			-			-			1,091			3,108			-			2,583			-			5,691

Total depreciation and amortization	$	61,399		$	2,344		$	15,237		$	178		$	74,470		$	65,911		$	1,717		$	15,237		$	1,693		$	81,124


(c) Amortization of mortgage procurement costs - Real Estate Groups	$	3,418		$	422		$	614		$	7		$	3,617		$	3,255		$	117		$	639		$	73		$	3,850
(d) Amortization of mortgage procurement costs - Non-Real Estate		-			-			-			-			-			-			-			161			-			161

Total amortization of mortgage procurement costs	$	3,418		$	422		$	614		$	7		$	3,617		$	3,255		$	117		$	800		$	73		$	4,011

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

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


	Year Ended January 31, 2011															Year Ended January 31, 2010
							Plus															Plus
	Full			Less			Unconsolidated			Plus			Pro-Rata			Full			Less			Unconsolidated			Plus			Pro-Rata
	Consolidation			Noncontrolling			Investments at			Discontinued			Consolidation			Consolidation			Noncontrolling			Investments at			Discontinued			Consolidation
	(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)			(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)


Revenues from real estate operations	$	1,177,661		$	68,419		$	316,900		$	17,848		$	1,443,990		$	1,232,013		$	50,432		$	303,029		$	30,378		$	1,514,988
Exclude straight-line rent adjustment (1)		(22,883	)		-			-			(609	)		(23,492	)		(18,824	)		-			-			(869	)		(19,693	)

Adjusted revenues		1,154,778			68,419			316,900			17,239			1,420,498			1,213,189			50,432			303,029			29,509			1,495,295
Add interest and other income		52,826			2,635			15,666			6			65,863			53,999			718			54,476			6			107,763
Add gain on disposition of partial interests in other investment - Nets		55,112			23,675			-			-			31,437			-			-			-			-			-
Add equity in earnings (loss) of unconsolidated entities, including impairment		(30,194	)		(4,613	)		19,507			-			(6,074	)		(15,053	)		(76	)		15,769			-			792
Exclude gain on disposition of unconsolidated entities		(23,461	)		-			23,461			-			-			(49,761	)		-			49,761			-			-
Exclude impairment of unconsolidated real estate		72,459			-			(72,459	)		-			-			36,356			-			(36,356	)		-			-
Exclude depreciation and amortization of unconsolidated entities (see below)		54,439			-			(54,439	)		-			-			45,994			-			(45,994	)		-			-

Adjusted total income		1,335,959			90,116			248,636			17,245			1,511,724			1,284,724			51,074			340,685			29,515			1,603,850

Operating expenses		685,783			36,392			169,265			7,451			826,107			704,552			24,006			259,085			12,286			951,917
Add back non-Real Estate depreciation and amortization (b)		5,028			-			878			-			5,906			13,480			-			14,931			-			28,411
Add back amortization of mortgage procurement costs for non-Real Estate Groups (d)		-			-			69			-			69			-			-			563			-			563
Exclude straight-line rent adjustment (2)		(5,332	)		-			-			-			(5,332	)		(6,451	)		-			-			-			(6,451	)
Exclude preference payment		(2,341	)		-			-			-			(2,341	)		(2,341	)		-			-			-			(2,341	)

Adjusted operating expenses		683,138			36,392			170,212			7,451			824,409			709,240			24,006			274,579			12,286			972,099

Net operating income		652,821			53,724			78,424			9,794			687,315			575,484			27,068			66,106			17,229			631,751
Interest expense		(315,340	)		(18,690	)		(81,184	)		(5,824	)		(383,658	)		(343,146	)		(14,739	)		(66,850	)		(9,286	)		(404,543	)
Gain (loss) on early extinguishment of debt		(21,035	)		247			2,760			-			(18,522	)		36,569			-			744			-			37,313
Equity in earnings (loss) of unconsolidated entities, including impairment		30,194			4,613			(19,507	)		-			6,074			15,053			76			(15,769	)		-			(792	)
Gain on disposition of unconsolidated entities		23,461			-			-			-			23,461			49,761			-			-			-			49,761
Impairment of unconsolidated real estate		(72,459	)		-			-			-			(72,459	)		(36,356	)		-			-			-			(36,356	)
Depreciation and amortization of unconsolidated entities (see above)		(54,439	)		-			54,439			-			-			(45,994	)		-			45,994			-			-
Net gain on disposition of rental properties and partial interests in rental properties		202,878			-			-			47,092			249,970			-			-			-			5,720			5,720
Impairment of consolidated real estate		(6,803	)		(1,526	)		-			(79,603	)		(84,880	)		(8,907	)		-			-			(27,394	)		(36,301	)
Depreciation and amortization - Real Estate Groups (a)		(238,819	)		(9,267	)		(52,194	)		(4,296	)		(286,042	)		(246,743	)		(5,037	)		(43,868	)		(8,295	)		(293,869	)
Amortization of mortgage procurement costs - Real Estate Groups (c)		(13,487	)		(1,514	)		(2,245	)		(123	)		(14,341	)		(13,709	)		(565	)		(2,126	)		(313	)		(15,583	)
Straight-line rent adjustment (1) + (2)		17,551			-			-			609			18,160			12,373			-			-			869			13,242
Preference payment		(2,341	)		-			-			-			(2,341	)		(2,341	)		-			-			-			(2,341	)


Earnings (loss) before income taxes		202,182			27,587			(19,507	)		(32,351	)		122,737			(7,956	)		6,803			(15,769	)		(21,470	)		(51,998	)
Income tax provision		(69,720	)		-			-			11,717			(58,003	)		12,229			-			-			8,326			20,555
Equity in earnings (loss) of unconsolidated entities, including impairment		(30,194	)		(4,613	)		19,507			-			(6,074	)		(15,053	)		(76	)		15,769			-			792


Earnings (loss) from continuing operations		102,268			22,974			-			(20,634	)		58,660			(10,780	)		6,727			-			(13,144	)		(30,651	)
Discontinued operations, net of tax		(16,258	)		4,376			-			20,634			-			(13,261	)		(117	)		-			13,144			-


Net earnings (loss)		86,010			27,350			-			-			58,660			(24,041	)		6,610			-			-			(30,651	)
Noncontrolling interests
Earnings from continuing operations attributable to noncontrolling interests		(22,974	)		(22,974	)		-			-			-			(6,727	)		(6,727	)		-			-			-
Earnings from discontinued operations attributable to noncontrolling interests		(4,376	)		(4,376	)		-			-			-			117			117			-			-			-


Noncontrolling interests		(27,350	)		(27,350	)		-			-			-			(6,610	)		(6,610	)		-			-			-


Net earnings (loss) attributable to Forest City Enterpirses, Inc.	$	58,660		$	-		$	-		$	-		$	58,660		$	(30,651	)	$	-		$	-		$	-		$	(30,651	)


Preferred dividends		(11,807	)		-			-			-			(11,807	)		-			-			-			-			-

Net earnings (loss) attributable to Forest City Enterpirses, Inc. common shareholders	$	46,853		$	-		$	-		$	-		$	46,853		$	(30,651	)	$	-		$	-		$	-		$	(30,651	)


(a) Depreciation and amortization - Real Estate Groups	$	238,819		$	9,267		$	52,194		$	4,296		$	286,042		$	246,743		$	5,037		$	43,868		$	8,295		$	293,869
(b) Depreciation and amortization - Non-Real Estate		5,028			-			878			-			5,906			13,480			-			14,931			-			28,411

Total depreciation and amortization	$	243,847		$	9,267		$	53,072		$	4,296		$	291,948		$	260,223		$	5,037		$	58,799		$	8,295		$	322,280


(c) Amortization of mortgage procurement costs - Real Estate Groups	$	13,487		$	1,514		$	2,245		$	123		$	14,341		$	13,709		$	565		$	2,126		$	313		$	15,583
(d) Amortization of mortgage procurement costs - Non-Real Estate		-			-			69			-			69			-			-			563			-			563

Total amortization of mortgage procurement costs	$	13,487		$	1,514		$	2,314		$	123		$	14,410		$	13,709		$	565		$	2,689		$	313		$	16,146

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial and Operating Information

Results of Operations

Net Earnings (Loss) Attributable to Forest City Enterprises, Inc. – Net earnings attributable to Forest City Enterprises, Inc. for the year ended January 31, 2011 was $58,660,000 versus a net loss of $(30,651,000) for the year ended January 31, 2010. Although we have substantial recurring revenue sources from our properties, we also enter into significant transactions, which could create substantial variances in net earnings (loss) between periods. This variance to the prior year is primarily attributable to the following increases, which are net of tax and noncontrolling interest:

	•		$107,859,000 ($176,192,000, pre-tax) related to the 2010 gain on disposition of partial interest in seven mixed-use University Park life science properties in Cambridge, Massachusetts, related to the formation of a new joint venture with an outside partner;

	•		$24,496,000 ($41,372,000, pre-tax) related to the overall increased net gains on disposition included in discontinued operations in 2010 as compared to 2009. The dispositions in 2010 include Simi Valley Town Center, a regional mall in Simi Valley, California, Saddle Rock Village, a specialty retail center in Aurora, Colorado, 101 San Fernando, an apartment community in San Jose, California, and an investment in a triple net lease property located in Pueblo, Colorado. The dispositions in 2009 include Grand Avenue, a specialty retail center in Queens, New York and a deferred gain related to the sale of our Lumber Group strategic business unit;

	•		$19,245,000 ($31,437,000, pre-tax) related to the 2010 gain on disposition of partial interest in The Nets;

	•		$19,080,000 ($31,414,000, pre-tax) related to a 2010 decrease in allocated losses from our equity investment in The Nets;

	•		$17,731,000 ($29,342,000, pre-tax) related to the 2010 gain on disposition of partial interest in The Grand, Lenox Club and Lenox Park, apartment communities in North Bethesda, Maryland, Arlington, Virginia and Silver Spring, Maryland, respectively, related to the formation of a new joint venture with an outside partner;

	•		$10,088,000 ($16,479,000, pre-tax, which includes $2,741,000 for unconsolidated entities) of decreased write-offs of abandoned development projects in 2010 compared to 2009;

	•		$2,448,000 ($3,998,000, pre-tax) related to the 2009 participation payment on the refinancing of 45/75 Sidney, office buildings in Cambridge, Massachusetts, that did not recur; and

	•		$2,078,000 ($3,395,000, pre-tax) of decreased company-wide severance and outplacement costs in 2010 compared to 2009.

These increases were partially offset by the following decreases, net of tax and noncontrolling interests:

	•		$51,840,000 ($84,682,000, pre-tax) related to the 2010 increase in impairment charges of consolidated (including discontinued properties) and unconsolidated entities;

	•		$19,797,000 ($32,339,000, pre-tax, which includes $2,016,000 for unconsolidated entities) primarily related to decreased gains on early extinguishment of debt in 2010 when compared to 2009;

	•		$14,384,000 ($23,496,000, pre-tax) related to the 2010 loss on early extinguishment of debt on the exchange of a portion of our Convertible Senior Notes due 2016 for Class A common stock offset by the 2010 gain on early extinguishment of debt on the exchange of a portion of our Senior Notes due 2011, 2015 and 2017 for a new issue of Series A preferred stock and purchase of a portion of our Senior Notes due 2011 and 2017;

	•		$16,100,000 ($26,300,000, pre-tax) related to the overall decreased net gains on disposition of unconsolidated investments in 2010 as compared to 2009. The dispositions in 2010 primarily include Millender Center, a mixed-use property in Detroit, Michigan, and Woodbridge Crossing, a specialty retail center in Woodbridge, New Jersey. The dispositions in 2009 include Classic Residence by Hyatt properties, supported-living apartments in Teaneck, New Jersey, Chevy Chase, Maryland and Yonkers, New York, Clarkwood and Granada Gardens, apartment communities in Warrensville Heights, Ohio, and Boulevard Towers, an apartment community in Amherst, New York;

	•		$4,716,000 ($7,703,000, pre-tax, which includes $2,523,000 for unconsolidated entities) related to a 2009 reinstatement by the United States Department of Housing and Urban Development (“HUD”) of certain replacement reserves previously written off at four of our residential properties located in Michigan;

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial and Operating Information

	•		$6,406,000 ($9,131,000, pre-tax) primarily related to military housing fee income from the management and development of military housing units in Hawaii, Illinois, Washington and Colorado in 2010 compared to 2009;

	•		$2,203,000 ($3,599,000, pre-tax) related to a gain recognized in 2009 for insurance proceeds received related to fire damage of an apartment building in excess of the book value of the damaged asset that did not recur;

	•		$1,626,000 ($2,656,000, pre-tax) related to transaction costs expensed during 2010 that were incurred in connection with a potential partial disposition in certain rental properties that did not occur; and

	•		$1,467,000 ($2,396,000, pre-tax) related to the 2009 net gain on an industrial land sale at Mesa del Sol in Albuquerque, New Mexico.

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

Full Consolidation – Under the full consolidation method (GAAP), NOI from the combination of the Commercial Group and the Residential Group (“Rental Properties”) for the three months ended January 31, 2011 was $163,155,000 compared to $183,371,000 for the three months ended January 31, 2010, an 11.0% decrease. NOI for the year ended January 31, 2011 was $659,106,000 compared to $658,287,000 for the year ended January 31, 2010, a 0.1% increase. A reconciliation of NOI to the most comparable GAAP measure, net earnings (loss), is presented on pages 18-19. A reconciliation of NOI to net earnings (loss) for each strategic business unit can be found on pages 52-63.

Pro-Rata Consolidation – Management also analyzes property NOI using the pro-rata consolidation method because it provides operating data at our ownership share, and we publicly disclose and discuss our performance using this method of consolidation to complement our GAAP disclosures. Under the pro-rata consolidation method, NOI from Rental Properties for the three months ended January 31, 2011 was $172,095,000 compared to $195,730,000 for the three months ended January 31, 2010, a 12.1% decrease. NOI for the year ended January 31, 2011 was $710,279,000 compared to $708,836,000 for the year ended January 31, 2010, a 0.2% increase.

Comparable NOI increased 1.1% for the three months ended January 31, 2011 compared to the prior year. Retail and office comparable NOI increased 3.4% and 0.2%, respectively, while hotel comparable NOI decreased 13.4% and our residential portfolio decreased 0.8%. Comparable NOI increased 2.1% for the year ended January 31, 2011 compared to the prior year. Retail and office comparable NOI increased 2.2% and 2.1%, respectively, while hotel comparable NOI decreased 3.9% and our residential portfolio increased 2.7%.

Stabilized Pro-rata NOI – Including the expected NOI for the twelve months following stabilization for the properties that were opened, expanded or acquired through January 31, 2011, less the actual annual NOI of property disposals through January 31, 2011, NOI for Rental Properties would be approximately $747,084,000 for the year ended January 31, 2011. This amount includes Commercial Group land sales of $4,638,000 and income recognition on the sale of state and federal historic rehabilitation and new market tax credits of $31,979,000, military housing income of $28,506,000 and development project write-offs of $10,613,000.

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

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

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

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial and Operating Information

retrospective 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 (loss), the most comparable financial measure calculated in accordance with GAAP, on page 25. The adjustment to recognize rental revenues and rental expenses on the straight-line method is excluded because it is management’s opinion that rental revenues and expenses should be recognized when due from the tenants or due to the landlord. We exclude depreciation and amortization expense related to real estate operations from EBDT because we believe the values of our properties, in general, have appreciated over time in excess of their original cost. Deferred taxes from real estate operations, which are the result of timing differences of certain net expense items deducted in a future year for federal income tax purposes, are excluded until the year in which they are reflected in our current tax provision. The impairment of real estate is excluded from EBDT because it varies from year to year based on factors unrelated to our overall financial performance and is related to the ultimate gain on dispositions of operating properties. Our EBDT may not be directly comparable to similarly-titled measures reported by other companies.

Our EBDT for the three months ended January 31, 2011 decreased by $35,258,000 or 45.0% to $43,149,000 from $78,407,000 for the three months ended January 31, 2010. Our Commercial and Residential Segments combined provided a pre-tax EBDT decrease of $11,511,000. This is primarily the result of decreased income recognized on the sale of state and federal Historic Preservation, Brownfield and New Market tax credits of $12,077,000, the 2009 income from Housing and Urban Development (HUD) replacement reserve of $10,996,000 and reduced EBDT from properties sold of $6,196,000. These decreases in the portfolio were partially offset by hedging and other financial income of $8,425,000, the increased gain on early extinguishment of nonrecourse mortgage debt of $5,135,000 and the ramp up of new properties of $2,961,000.

Our Land Segment provided a pre-tax EBDT increase of $2,113,000, primarily due to increased sales.

The Nets provided a pre-tax EBDT increase of $13,336,000 due to the decrease in our allocated losses.

Corporate pre-tax EBDT decreased $34,603,000. This pre-tax EBDT decrease includes a loss on early extinguishment of debt of $31,689,000 primarily related to the exchange of a portion of our 2016 Senior Notes for Class A common stock and $4,000,000 related to a liability claim that we may be able to recoup in the future, partially offset by decreased interest expense of $5,624,000.

EBDT was unfavorably impacted by a smaller tax benefit of $4,593,000 compared to prior year.

Our EBDT for the year ended January 31, 2011 increased by $8,769,000 or 2.9% to $309,875,000 from $301,106,000 for the year ended January 31, 2010. Our Commercial and Residential Segments combined provided a pre-tax EBDT decrease of $16,654,000. This is primarily the result of reduced EBDT from properties sold of $24,232,000, reduced gain on early extinguishment of nonrecourse mortgage debt of $16,316,000 primarily due to fewer opportunities to buy back nonrecourse mortgage debt at a discount, decreased income from Housing and Urban Development (HUD) replacement reserve of $7,703,000, the decrease in military housing of $10,697,000 and increased interest expense on our mature portfolio of $10,665,000. These decreases in the portfolio were partially offset by decreased write-offs of abandoned development projects of $16,275,000, increased NOI on our mature portfolio of $12,872,000, the ramp up of new properties of $12,019,000, hedging and other financial income of $6,405,000 and the 2009 participation payment on the refinancing of 45/75 Sidney that did not recur of $3,998,000.

Our Land Segment provided a pre-tax EBDT decrease of $7,375,000, primarily due to the 2009 gain on early extinguishment of nonrecourse mortgage debt of $11,340,000 primarily from debt forgiveness at Gladden Farms which did not recur in 2010, partially offset by increased sales.

The Nets provided a pre-tax EBDT increase of $62,851,000, primarily due to the gain on disposition of partial interest of $31,437,000 and decreased losses of $31,414,000 due to a decrease in our share of allocated losses as a result of the new operating agreements amongst the partners upon sale of the controlling interest of the team on May 12, 2010.

Corporate pre-tax EBDT decreased $18,208,000. This pre-tax EBDT decrease includes a loss on early extinguishment of debt of $28,179,000 primarily related to the exchange of a portion of our 2016 Senior Notes for Class A common stock offset by gains related to the exchange of a portion of our 2011, 2015 and 2017 Senior Notes for preferred stock and $4,000,000 related to a liability claim that we may be able to recoup in the future. This decrease is partially offset by decreased interest expense of $17,007,000, primarily as a result of the reduction in the strike rate for corporate interest rate swaps and the retirement of Senior Notes in exchange for preferred stock.

EBDT was unfavorably impacted by a smaller tax benefit of $11,845,000 compared to prior year.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

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

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


	Three Months Ended January 31,						Year Ended January 31,
	2011			2010			2011			2010
	(in thousands)						(in thousands)
Net earnings (loss) attributable to Forest City Enterprises, Inc.	$	(1,833	)	$	6,201		$	58,660		$	(30,651	)
Depreciation and amortization – Real Estate Groups ⁽⁴⁾		73,379			75,433			286,042			293,869
Amortization of mortgage procurement costs – Real Estate Groups ⁽⁴⁾		3,617			3,850			14,341			15,583
Deferred income tax expense – Real Estate Groups ⁽⁵⁾		(8,772	)		(10,558	)		36,432			(12,852	)

Deferred income tax expense – Non-Real Estate Groups ⁽⁵⁾
Gain on disposition of other investments		-			454			-			454

Current income tax expense on non-operating earnings: ⁽⁵⁾
Net gain on disposition of partial interests in rental properties		5,037			-			37,483			-
Gain on disposition included in discontinued operations		5,000			-			4,902			754
Gain on disposition of unconsolidated entities		495			27,471			3,926			27,674

Straight-line rent adjustment ⁽²⁾		(7,913	)		(3,689	)		(18,160	)		(13,242	)
Preference payment ⁽³⁾		585			585			2,341			2,341
Impairment of consolidated real estate, net of minority interest		-			5,783			5,277			8,907
Impairment of unconsolidated real estate		35,714			1,693			72,459			36,356
Net gain on disposition of partial interests in rental properties		-			-			(202,878	)		-
Gain on disposition of unconsolidated entities		(15,633	)		(45,263	)		(23,461	)		(49,761	)
Discontinued operations: ⁽¹⁾
Gain on disposition of rental properties		(46,527	)		(1,172	)		(51,303	)		(5,720	)
Impairment of real estate		-			17,619			79,603			27,394
Noncontrolling interest – Gain on disposition		-			-			4,211			-


Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT)	$	43,149		$	78,407		$	309,875		$	301,106



EBDT Per Share
Numerator (in thousands):
EBDT	$	43,149		$	78,407		$	309,875		$	301,106
If-Converted Method (Pro forma numerator adjustment for interest, net of tax):
3.625% Puttable Senior Notes due 2014		1,110			1,110			4,438			1,418
5% Puttable Senior Notes due 2016		1,521			1,531			6,113			1,633

EBDT for per share data	$	45,780		$	81,048		$	320,426		$	304,157


Denominator
Weighted average shares outstanding – Basic		155,643,554			155,324,478			155,485,243			139,825,349
Effect of stock options and restricted stock		803,779			349,428			550,730			148,889
Effect of convertible preferred stock		14,550,257			-			13,115,165			-
Effect of convertible debt		28,047,083			28,133,038			28,111,373			8,269,550
Effect of convertible Class A Common Units		3,646,755			3,646,755			3,646,755			3,646,755

Weighted average shares outstanding – Diluted		202,691,428			187,453,699			200,909,266			151,890,543


EBDT Per Share	$	0.23		$	0.43		$	1.59		$	2.00



EBDT Per Share
Quarterly Historical Trends	Three Months Ended
	January 31, 2011		October 31, 2010		July 31, 2010		April 30, 2010		January 31, 2010

Numerator (in thousands):

EBDT	$	43,149	$	90,699	$	105,560	$	70,467	$	78,407
If-Converted Method (Pro forma numerator adjustment for interest, net of tax):
3.625% Puttable Senior Notes due 2014		1,110		1,110		1,110		1,110		1,110
5% Puttable Senior Notes due 2016		1,521		1,530		1,530		1,530		1,531

EBDT for per share data	$	45,780	$	93,339	$	108,200	$	73,107	$	81,048


Denominator
Weighted average shares outstanding – Basic		155,643,554		155,484,451		155,456,575		155,352,050		155,324,478
Effect of stock options and restricted stock		803,779		462,812		442,299		494,029		349,428
Effect of convertible preferred stock		14,550,257		14,550,257		14,550,257		8,664,761		-
Effect of convertible debt		28,047,083		28,133,038		28,133,038		28,133,038		28,133,038
Effect of convertible Class A Common Units		3,646,755		3,646,755		3,646,755		3,646,755		3,646,755

Weighted average shares outstanding – Diluted		202,691,428		202,277,313		202,228,924		196,290,633		187,453,699


EBDT Per Share	$	0.23	$	0.46	$	0.54	$	0.37	$	0.43


(1)		All earnings of properties which have been sold or are held for sale are reported as discontinued operations assuming no significant continuing involvement.

(2)		The Company recognizes minimum rents on a straight-line basis over the term of the related lease pursuant to 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.

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

(4)		The following table provides detail of depreciation and amortization and amortization of mortgage procurement costs presented in thousands.


	Depreciation and Amortization														Amortization of Mortgage Procurement Costs
	Three Months Ended January 31,							Year Ended January 31,							Three Months Ended January 31,							Year Ended January 31,
	2011				2010			2011				2010			2011				2010			2011				2010


Full Consolidation	$	61,399		$		65,911		$	243,847		$		260,223		$	3,418		$		3,255		$	13,487		$		13,709
Non-Real Estate		(1,091	)			(3,108	)		(5,028	)			(13,480	)		-				-			-				-

Real Estate Groups Full Consolidation		60,308				62,803			238,819				246,743			3,418				3,255			13,487				13,709
Real Estate Groups related to noncontrolling interest		(2,344	)			(1,717	)		(9,267	)			(5,037	)		(422	)			(117	)		(1,514	)			(565	)
Real Estate Groups Unconsolidated		15,237				12,654			52,194				43,868			614				639			2,245				2,126
Real Estate Groups Discontinued Operations		178				1,693			4,296				8,295			7				73			123				313

Real Estate Groups Pro-Rata Consolidation	$	73,379		$		75,433		$	286,042		$		293,869		$	3,617		$		3,850		$	14,341		$		15,583


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



	Three Months Ended January 31,						Year Ended January 31,
	2011			2010			2011			2010
	(in thousands)						(in thousands)

(A) Operating earnings
Current	$	(10,900	)	$	(11,975	)	$	(41,684	)	$	(20,680	)
Deferred		(3,292	)		10,690			55,028			6,707

		(14,192	)		(1,285	)		13,344			(13,973	)


(B) Impairment of consolidated and unconsolidated real estate
Deferred - Consolidated real estate		-			(2,244	)		(2,048	)		(3,455	)
Deferred - Unconsolidated real estate		(14,277	)		(656	)		(28,527	)		(14,100	)

		(14,277	)		(2,900	)		(30,575	)		(17,555	)


(C) Net gain on disposition of partial interests in rental properties
Current		5,037			-			37,483			-
Deferred		(5,862	)		-			40,369			-

		(825	)		-			77,852			-


(D) Gain on disposition of unconsolidated entities
Current		495			27,471			3,926			27,674
Deferred		5,568			(9,917	)		5,173			(8,375	)

		6,063			17,554			9,099			19,299


Subtotal (A) (B) (C) (D)
Current		(5,368	)		15,496			(275	)		6,994
Deferred		(17,863	)		(2,127	)		69,995			(19,223	)

Income tax expense		(23,231	)		13,369			69,720			(12,229	)


(E) Discontinued operations
Operating earnings
Current		(378	)		(543	)		(1,534	)		(1,484	)
Deferred		503			331			1,595			1,564

		125			(212	)		61			80


Gain on disposition of rental properties
Current		5,000			-			4,902			754
Deferred		13,870			-			14,192			1,010

		18,870			-			19,094			1,764


Gain on disposition of Lumber Group
Current		-			-			-			-
Deferred		-			454			-			454

		-			454			-			454


Impairment of real estate
Current		-			-			-			-
Deferred		-			(6,833	)		(30,872	)		(10,624	)

		-			(6,833	)		(30,872	)		(10,624	)

		18,995			(6,591	)		(11,717	)		(8,326	)


Grand Total (A) (B) (C) (D) (E)
Current		(746	)		14,953			3,093			6,264
Deferred		(3,490	)		(8,175	)		54,910			(26,819	)

	$	(4,236	)	$	6,778		$	58,003		$	(20,555	)


Recap of Grand Total:
Real Estate Groups
Current	$	2,629		$	15,766		$	23,593		$	14,740
Deferred		(8,772	)		(10,558	)		36,432			(12,852	)

		(6,143	)		5,208			60,025			1,888


Non-Real Estate Groups
Current		(3,375	)		(813	)		(20,500	)		(8,476	)
Deferred		5,282			2,383			18,478			(13,967	)

		1,907			1,570			(2,022	)		(22,443	)

Grand Total	$	(4,236	)	$	6,778		$	58,003		$	(20,555	)

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

Retail Lease Expirations as of January 31, 2011



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


2011		350		1,070,969		8.52	%	$	24,738,514		8.65	%	$	29.04
2012		258		930,162		7.40			21,848,214		7.64			27.80
2013		275		1,043,610		8.31			26,332,340		9.20			28.69
2014		231		1,049,878		8.36			22,275,500		7.79			27.35
2015		192		788,771		6.28			18,859,029		6.59			29.92
2016		212		1,257,730		10.01			35,877,907		12.54			37.40
2017		147		987,314		7.86			21,863,433		7.64			26.22
2018		155		714,949		5.69			17,787,781		6.22			26.52
2019		119		1,019,520		8.11			23,150,575		8.09			24.77
2020		119		893,935		7.12			19,999,278		6.99			29.54
Thereafter		99		2,806,661		22.34			53,338,446		18.65			23.66

Total		2,157		12,563,499		100.00	%	$	286,071,017		100.00	%	$	27.79


(1)		GLA = Gross Leasable Area.

(2)		Net base rent expiring is an operating statistic and is not comparable to rental revenue, a GAAP financial measure. The primary differences arise because net base rent is determined using the tenant’s contractual rental agreements at our ownership share of the base rental income from expiring leases as determined within the rent agreement and it does not include adjustments such as the impact of straight-line rent, amortization of above and below market lease values in-place, and contingent rental payments (which are not reasonably estimable).

(3)		Square feet of expiring leases and average base rent per square feet are operating statistics that represent 100% of the square footage and base rental income per square foot from expiring leases.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

Office Lease Expirations as of January 31, 2011



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


2011		85		478,656		4.11	%	$	8,844,396		2.94	%	$	20.21
2012		86		1,223,741		10.52			29,701,130		9.86			30.73
2013		91		1,162,098		9.99			26,689,597		8.86			23.95
2014		51		973,729		8.37			18,379,029		6.10			30.27
2015		40		468,673		4.03			8,406,778		2.79			21.16
2016		33		671,405		5.77			14,680,711		4.87			28.93
2017		25		375,324		3.22			9,143,986		3.04			27.51
2018		20		1,200,707		10.32			33,239,866		11.04			32.01
2019		19		713,614		6.13			13,065,080		4.34			26.12
2020		15		1,061,358		9.12			27,812,703		9.24			32.52
Thereafter		38		3,306,949		28.42			111,205,086		36.92			38.13

Total		503		11,636,254		100.00	%	$	301,168,362		100.00	%	$	31.11


(1)		GLA = Gross Leasable Area.

(2)		Net base rent expiring is an operating statistic and is not comparable to rental revenue, a GAAP financial measure. The primary differences arise because net base rent is determined using the tenant’s contractual rental agreements at our ownership share of the base rental income from expiring leases as determined within the rent agreement and it does not include adjustments such as the impact of straight-line rent, amortization of above and below market lease values in-place, and contingent rental payments (which are not reasonably estimable).

(3)		Square feet of expiring leases and average base rent per square feet are operating statistics that represent 100% of the square footage and base rental income per square foot from expiring leases.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

Schedule of Significant Retail Tenants as of January 31, 2011

(Based on net base rent 1% or greater of the Company’s ownership share)


	NUMBER		LEASED		PERCENTAGE OF
	OF		SQUARE		TOTAL RETAIL
TENANT	LEASES		FEET		SQUARE FEET


Bass Pro Shops, Inc.		3		510,855		4.07	%
Regal Entertainment Group		5		381,461		3.04
AMC Entertainment, Inc.		5		377,797		3.01
TJX Companies		11		347,457		2.77
The Gap		25		321,159		2.56
Dick’s Sporting Goods		6		293,171		2.33
The Home Depot		2		282,000		2.24
The Limited		37		220,357		1.75
Best Buy		6		207,969		1.65
Abercrombie & Fitch Stores, Inc.		25		181,272		1.44
Footlocker, Inc.		34		132,648		1.06
Pathmark Stores, Inc.		2		123,500		0.98


Subtotal		161		3,379,646		26.90


All Others		1,996		9,183,853		73.10


Total		2,157		12,563,499		100.00	%

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

Schedule of Significant Office Tenants as of January 31, 2011

(Based on net base rent 2% or greater of the Company’s ownership share)


	LEASED		PERCENTAGE OF
	SQUARE		TOTAL OFFICE
TENANT	FEET		SQUARE FEET


City of New York		978,115		8.41	%
Millennium Pharmaceuticals, Inc.		660,741		5.68
U.S. Government		614,218		5.28
District of Columbia		553,330		4.76
Morgan Stanley & Co.		444,685		3.82
Wellchoice, Inc.		392,514		3.37
JP Morgan Chase & Co.		383,341		3.29
Forest City Enterprises, Inc. ⁽¹⁾		362,177		3.11
Bank of New York		323,043		2.78
National Grid		254,034		2.18
Clearbridge Advisors, LLC, a Legg Mason Company		193,249		1.66
Covington & Burling, LLP		160,565		1.38
Seyfarth Shaw, LLP		96,909		0.83


Subtotal		5,416,921		46.55


All Others		6,219,333		53.45


Total		11,636,254		100.00	%


(1)		All intercompany rental income is eliminated in consolidation.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

Openings and Acquisitions as of January 31, 2011


														Cost at FCE
			Date				Pro-Rata			Cost at Full		Total Cost		Pro-Rata Share		Sq. ft./			Gross
		Dev (D)	Opened /	FCE Legal			FCE % (a)			Consolidation		at 100%		(Non-GAAP) (c)		No. of			Leasable		Lease
Property	Location	Acq (A)	Acquired	Ownership % (a)			(1)			(GAAP) (b)		(2)		(1) X (2)		Units			Area		Commitment %
2010 (4)										(in millions)

*Retail Centers:*
Village at Gulfstream Park (d)	Hallandale Beach, FL	D	Q1-10		50.0	%		50.0	%	$	0.0	$	214.2	$	107.1		511,000	(i)		511,000		80	%
East River Plaza (d) (e)	Manhattan, NY	D	Q2-10		35.0	%		50.0	%		0.0		390.6		195.3		527,000			527,000		90	%

										$	0.0	$	604.8	$	302.4		1,038,000			1,038,000


*Office:*
Waterfront Station - East 4th & West 4th Buildings	Washington, D.C.	D	Q1-10		45.0	%		45.0	%	$	236.0	$	236.0	$	106.2		631,000	(j)				99	%


*Residential:*
Presidio Landmark	San Francisco, CA	D	Q3-10		100.0	%		100.0	%	$	103.7	$	103.7	$	103.7		161					38	%



Total 2010 (f)										$	339.7	$	944.5	$	512.3




Prior Two Years Openings (17)
Retail Centers:
Promenade in Temecula Expansion	Temecula, CA	D	Q1-09		75.0	%		100.0	%	$	113.4	$	113.4	$	113.4		127,000			127,000		83	%
Orchard Town Center	Westminster, CO	D	Q1-08		100.0	%		100.0	%		148.3		148.3		148.3		980,000			565,000		82	%
Shops at Wiregrass	Tampa, FL	D	Q3-08		50.0	%		100.0	%		147.5		147.5		147.5		642,000			352,000		93	%
White Oak Village	Richmond, VA	D	Q3-08		50.0	%		100.0	%		66.1		66.1		66.1		800,000			294,000		76	%

										$	475.3	$	475.3	$	475.3		2,549,000			1,338,000


Office:
818 Mission Street (d)	San Francisco, CA	A	Q1-08		50.0	%		50.0	%	$	0.0	$	15.8	$	7.9		28,000					80	%
Johns Hopkins - 855 North Wolfe Street	East Baltimore, MD	D	Q1-08		76.6	%		76.6	%		89.8		89.8		68.8		279,000					84	%
Mesa del Sol - Aperture Center (d)	Albuquerque, NM	D	Q4-08		47.5	%		47.5	%		0.0		16.2		7.7		74,000					16	%
Mesa del Sol - Fidelity (d) (g)	Albuquerque, NM	D	Q4-08/Q3-09		47.5	%		47.5	%		0.0		20.4		9.7		210,000					100	%

										$	89.8	$	142.2	$	94.1		591,000


Residential (h):
North Church Towers	Parma Heights, OH	A	Q3-09		100.0	%		100.0	%	$	5.0	$	5.0	$	5.0		399					90	%
DKLB BKLN (formerly 80 Dekalb) (g)	Brooklyn, NY	D	Q4-09/10		80.0	%		100.0	%		157.8		157.8		157.8		365					99	%
Lucky Strike	Richmond, VA	D	Q1-08		100.0	%		100.0	%		35.2		35.2		35.2		131					95	%
Uptown Apartments (d) (g)	Oakland, CA	D	Q1-08/Q4-08		50.0	%		50.0	%		0.0		177.6		88.8		665					90	%
Mercantile Place on Main (g)	Dallas, TX	D	Q1-08/Q4-08		100.0	%		100.0	%		87.6		87.6		87.6		366					89	%
Barrington Place (d)	Raleigh, NC	A	Q3-08		49.0	%		49.0	%		0.0		23.7		11.6		274					87	%
Legacy Arboretum (d)	Charlotte, NC	A	Q3-08		49.0	%		49.0	%		0.0		23.1		11.3		266					93	%
Hamel Mill Lofts (g)	Haverhill, MA	D	Q4-08/Q2-09		100.0	%		100.0	%		76.9		76.9		76.9		305					94	%
Legacy Crossroads (d) (g)	Cary, NC	A/D	Q4-08/Q3-09		50.0	%		50.0	%		0.0		35.6		17.8		344					94	%

										$	362.5	$	622.5	$	492.0		3,115



Total Prior Two Years Openings (k)										$	927.6	$	1,240.0	$	1,061.4


Total 2009										$	276.2	$	276.2	$	276.2

Total 2008											651.4		963.8		785.2

										$	927.6	$	1,240.0	$	1,061.4

See footnotes on page 32.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

Projects Under Construction as of January 31, 2011 (4)


													Cost at FCE
						Pro-Rata			Cost at Full		Total Cost		Pro-Rata Share		Sq. ft./		Gross
		Anticipated	FCE Legal			FCE % (a)			Consolidation		at 100%		(Non-GAAP) (c)		No. of		Leasable			Lease
Property	Location	Opening	Ownership % (a)			(1)			(GAAP) (b)		(2)		(1) X (2)		Units		Area			Commitment %
									(in millions)
*Retail Centers:*
Westchester’s Ridge Hill (g)	Yonkers, NY	2011/2012		70.0	%		100.0	%	$	827.4	$	827.4	$	827.4		1,336,000		1,336,000	(l)		45	%


*Residential:*
8 Spruce Street (formerly Beekman) (g)	Manhattan, NY	Q1-11/12		49.0	%		70.0	%	$	875.7	$	875.7	$	613.0		903					6	% (m)
Foundry Lofts	Washington, D.C.	Q3-11		100.0	%		100.0	%		60.3		60.3		60.3		170

									$	936.0	$	936.0	$	673.3		1,073


*Arena:*
Barclays Center	Brooklyn, NY	2012		26.6	%		26.6	%	$	904.3	$	904.3	$	240.5		670,000		18,000 seats	(n)		55	% (o)



Total Under Construction (p)									$	2,667.7	$	2,667.7	$	1,741.2




*Fee Development:*																Sq. ft.

Las Vegas City Hall	Las Vegas, NV	Q1-12		-	(q)		-	(q)	$	0.0	$	146.2	$	0.0		270,000

FOOTNOTES


(a)		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.

(b)		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”).

(c)		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.

(d)		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.

(e)		The cost of the property also includes construction of the 1,248-space parking garage and structural upgrades to accommodate a possible future residential project above the retail center. This also includes Costco which opened Q4-09.

(f)		The difference between the full consolidation cost amount (GAAP) of $339.7 million to the Company’s pro-rata share (a non-GAAP measure) of $512.3 million consists of a reduction to full consolidation for noncontrolling interest of $129.8 million of cost and the addition of its share of cost for unconsolidated investments of $302.4 million.

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

(h)		The lease percentage for the residential properties represents the occupancy as of January 31, 2011.

(i)		Includes 89,000 square feet of office space.

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

(k)		The difference between the full consolidation cost amount (GAAP) of $927.6 million to the Company’s pro-rata share (a non-GAAP measure) of $1,061.4 million consists of a reduction to full consolidation for noncontrolling interest of $21.0 million of cost and the addition of its share of cost for unconsolidated investments of $154.8 million.

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

(m)		As of March 29, 2011, 53 leases have been signed since appointments with prospective residents began on February 18, 2011.

(n)		The Nets, a member of the NBA, has a 37 year license agreement to use the arena.

(o)		Represents the percentage of forecasted contractually obligated arena income that is under contract. Contractually obligated income, which includes revenue from naming rights, sponsorships, suite licenses, Nets minimum rent and food concession agreements, accounts for 72% of total forecasted revenues for the Arena.

(p)		The difference between the full consolidation cost amount (GAAP) of $2,667.7 million to the Company’s pro-rata share (a non-GAAP measure) of $1,741.2 million consists of a reduction to full consolidation for noncontrolling interest of $926.5 million.

(q)		This is a fee development project, owned by the City of Las Vegas. Therefore, these costs are not included on the full consolidation or pro-rata balance sheet.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

Equity Requirements for Projects Under Construction ^(a)
As of January 31, 2011


			Less						Plus
			Unconsolidated		Full		Less		Unconsolidated		Pro-Rata
			Investments		Consolidation		Noncontrolling		Investments		Consolidation
	100%		at 100%		(GAAP) ^(b)		Interest		at Pro-Rata		(Non-GAAP) ^(c)

	(dollars in millions)

Total Cost Under Construction	$	2,667.7	$	-	$	2,667.7	$	926.5	$	-	$	1,741.2
Total Loan Draws and Other Sources at Completion ^(d)		1,873.3		-		1,873.3		664.5		-		1,208.8

Net Equity at Completion		794.4		-		794.4		262.0		-		532.4


Net Costs Incurred to Date ^(e)		1,667.9		-		1,667.9		461.2		-		1,206.7
Loan Draws and Other Sources to Date ^(e)		914.9		-		914.9		199.2		-		715.7

Net Equity to Date ^(e)		753.0		-		753.0		262.0		-		491.0


% of Total Equity		95%				95%						92%

Remaining Costs		999.8		-		999.8		465.3		-		534.5
Remaining Loan Draws and Other Sources ^(f)		958.4		-		958.4		465.3		-		493.1

Remaining Equity	$	41.4	$	-	$	41.4	$	-	$	-	$	41.4


% of Total Equity		5%				5%						8%


(a)		This schedule includes only the four properties listed on the previous page. This does not include costs associated with phased-in units, operating property renovations and military housing.

(b)		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”).

(c)		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.

(d)		“Other Sources” includes estimates of third party subsidies and tax credit proceeds. The timing and the amounts may differ from our estimates.

(e)		Reflects activity through January 31, 2011.

(f)		One of the loan commitments require specific leasing hurdles to be achieved prior to drawing the final amount of the loan. The Company estimates that approximately $45.0 million at 100% and at full consolidation, and $31.5 million at pro-rata consolidation of loan commitments are at risk should these leasing hurdles not be achieved.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

Projects Under Development
January 31, 2011

Below is a summary of our active large scale development projects, which have yet to commence construction, often referred to as our “shadow pipeline” which are crucial to our long-term growth. While we cannot make any assurances on the timing or delivery of these projects, our track record speaks to our ability to bring large, complex, projects to fruition when there is demand and available construction financing. The projects listed below represent pro-rata costs of $566.6 million ($859.0 million at full consolidation) of Projects Under Development (“PUD”) on our balance sheet and pro-rata mortgage debt of $111.4 million ($190.1 million at full consolidation).

1) Atlantic Yards - Brooklyn, NY

Atlantic Yards is adjacent to the state-of-the art arena, the Barclays Center, which is designed by the award-winning firms Ellerbe Becket and SHoP Architects and is currently under construction. In addition, Atlantic Yards will feature more than 6,400 units of housing, including over 2,200 affordable units, approximately 250,000 square feet of retail space, and more than 8 acres of landscaped open space.

2) LiveWork Las Vegas - Las Vegas, NV

LiveWork Las Vegas is a mixed-use project on a 12.7-acre parcel in downtown Las Vegas. At full build-out, the project will have a new 260,000-square-foot City Hall for Las Vegas, a fee development project, and is also expected to include up to 1 million square feet of office space and approximately 300,000 square feet of retail.

3) The Yards - Washington, D.C.

The Yards is a 42-acre mixed-use project, located in the neighborhood of the Washington Nationals baseball park in Southeast D.C. The full development is expected to include up to 2,700 residential units, 1.8 million square feet of office space, and 300,000 square feet of retail and dining space. The Yards features a 5.5-acre publicly funded public park that is a gathering place and recreational focus for the community. The first residential building, Foundry Lofts, commenced construction in August 2010.

4) Colorado Science + Technology Park at Fitzsimons - Aurora, CO

The 184-acre Colorado Science + Technology Park at Fitzsimons is becoming a hub for the biotechnology industry in the Rocky Mountain region. Anchored by the University of Colorado at Denver Health Science Center, the University of Colorado Hospital and The Denver Children’s Hospital, the park will offer cost-effective lease rates; build-to-suit office and research sites; and flexible lab and office layouts in a cutting-edge research park. The park is also adjacent to Forest City’s 4,700-acre Stapleton mixed-used development.

5) The Science + Technology Park at Johns Hopkins - Baltimore, MD

The 31-acre Science + Technology Park at Johns Hopkins is a new center for collaborative research directly adjacent to the world-renowned Johns Hopkins medical and research complex. Initial plans call for 1.1 million square feet in five buildings, with future phases that could support additional expansion. In 2008, the Company opened the first of those buildings, 855 North Wolfe Street, a 279,000-square-foot office building anchored by the Johns Hopkins School of Medicine’s Institute for Basic Biomedical Sciences.

6) Waterfront Station - Washington, D.C.

Located in Southwest Washington, Waterfront Station is adjacent to the Waterfront/Southeastern University MetroRail station. Waterfront Station is expected to include 1.2 million square feet of office space, an estimated 350 residential units and 125,000 square feet of stores and restaurants. The project’s first two government office buildings total 631,000 square feet of office, opened in Q1 2010, and included ground-level retail space. The West 4th Building received LEED Gold certification and the East 4th Building is expected to meet LEED Silver standards at a minimum. The office component is fully leased to the District of Columbia for governmental offices and the retail space is also substantially leased.

7) 300 Massachusetts Avenue - Cambridge, MA

Located in the science and technology hub of Cambridge, MA, the 300 Massachusetts Avenue block represents an expansion of University Park @ MIT. In a 50/50 partnership with MIT, Forest City is presently focused on a project that reflects a development program of approximately 260,000 square feet of lab and office space. Potential redevelopment of the entire block is possible with the acquisition of adjacent parcels in future phases, and would result in an approximately 400,000 square foot project.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

Military Housing

Below is a summary of our equity method investments for Military Housing Development projects. The Company provides development, construction and management services for these projects and receives agreed upon fees for these services. The following phases still have a percentage of units under construction:


		Anticipated		FCE		Cost at Full		Total Cost
Property	Location	Opening		Pro-Rata %		Consolidation		at 100%		No. of Units

						(in millions)

*Military Housing* (7)

Pacific Northwest Communities	Seattle, WA		2007-2011		*	$	0.0	$	280.5		2,985

Marines, Hawaii Increment II	Honolulu, HI		2007-2011		*		0.0		292.7		1,175

Navy, Hawaii Increment III	Honolulu, HI		2007-2011		*		0.0		464.8		2,520

Navy Midwest	Chicago, IL		2006-2012		*		0.0		200.3		1,401

Midwest Millington	Memphis, TN		2008-2012		*		0.0		33.1		318

Air Force Academy	Colorado Springs, CO		2007-2013		50.0%		0.0		69.5		427

Hawaii Phase IV	Kaneohe, HI		2007-2014		*		0.0		475.1		1,141

Total Military Housing						$	0.0	$	1,816.0		9,967

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

Recent commitment not yet closed

Air Force – Southern Group was awarded on August 30, 2010. We are currently in exclusive negotiations with the Air Force. This project is expected to include 2,185 end state units at four Air Force bases in Sumter, SC, Manchester, TN, Charleston, SC and Biloxi, MS. There are 330 financially excluded units that will not be encumbered by debt and which may be removed from the end state at the sole discretion of the Air Force. The financial closing of the project and commencement of construction are expected in mid 2011.

Development fees related to our military housing projects are earned based on a contractual percentage of the actual development costs incurred. We also recognize additional development incentive fees upon successful completion of certain criteria, such as incentives to realize development cost savings, encourage small and local business participation, comply with specified safety standards and other project management incentives as specified in the development agreements. NOI from development and development incentive fees is $746,000 and $5,883,000 for the three months and year ended January 31, 2011, respectively, and $4,550,000 and $11,169,000 for the three months and year ended January 31, 2010, respectively.

Construction management fees are earned based on a contractual percentage of the actual construction costs incurred. We also recognize certain construction incentive fees based upon successful completion of certain criteria as set forth in the construction contracts. NOI from construction and incentive fees is $880,000 and $5,634,000 for the three months and year ended January 31, 2011, respectively, and $2,474,000 and $8,783,000 recognized during the three months and year ended January 31, 2010, respectively.

Property management and asset management fees are earned based on a contractual percentage of the annual net rental income and annual operating income, respectively, that is generated by the military housing privatization projects as defined in the agreements. We also recognize certain property management incentive fees based upon successful completion of certain criteria as set forth in the property management agreements. Property management, management incentive and asset management fees generated NOI of $3,060,000 and $12,865,000 during the three months and year ended January 31, 2011, respectively, and $3,025,000 and $12,073,000 during the three months and year ended January 31, 2010, respectively.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

Land Held for Development or Sale

The Land Development Group acquires and sells raw land and sells fully-entitled developed lots to residential, commercial, and industrial customers. The Land Development Group also owns and develops raw land into master-planned communities, mixed-use projects and other residential developments. Below is a summary of our large Land Development projects.


	Gross		Saleable		Option
Location	Acres ⁽¹⁾		Acres ⁽²⁾		Acres ⁽³⁾


Stapleton - Denver, CO		254		156		1,369

Mesa del Sol - Albuquerque, NM		3,023		1,659		5,731

Central Station - Chicago, IL		30		30		-

Texas		2,615		2,357		-

Florida		1,412		1,412		-

Carolinas		1,349		1,029		788

Ohio		996		663		470

Arizona		938		514		-

Other		798		789		-

Total		11,415		8,609		8,358

	(1)		Represent all acres currently owned including those used for roadways, open spaces and parks.

	(2)		Saleable acres represent the total of all acres currently owned that will be available for sales. The Land Development Group may choose to further develop some of the acres into completed sublots prior to sale.

	(3)		Option acres are those acres that the Land Development Group has a formal option to acquire. Typically these options are in the form of purchase agreements with contingencies for the satisfaction of due diligence reviews.

Stapleton - Denver, CO

Stapleton represents one of the nation’s largest urban redevelopments. At full build out of 4,700 acres or 7.5 square miles, Stapleton is planned for more than 12,000 homes and apartments, a projected 3 million square-feet of retail and 10 million square-feet of office/research and development/industrial space. Centrally located 10 minutes east of Downtown Denver and 20 minutes from Denver International Airport, Stapleton will be home to 30,000 residents and 35,000 workers when complete.

Mesa del Sol - Albuquerque, NM

Mesa del Sol is a 20-square mile, mixed-use community on the south mesa of Albuquerque, N.M., five minutes from the Albuquerque International Airport. Mesa del Sol’s master plan calls for mixed-use development that will include 1,400 acres for industrial/commercial and office development use, 4,400 acres for residential and supporting retail use, 3,200 acres for open space and parks and 800 acres for schools and universities.

Central Station - Chicago, IL

Located adjacent to the city’s Museum Campus, and just minutes from the heart of Chicago’s Loop, the 80-acre Central Station is one of the fastest growing residential community in the city, with more than 3,656 residential units completed and occupied, 573 units completed and listed for sale and another 4,000 units in development. Central Station, a 14 million-square-foot development, is being developed in partnership with The Fogelson Companies.

Other Significant Land Holdings

Legacy Lakes - Aberdeen, NC

Legacy Lakes is a master-planned community located in the Pinehurst area. This community is surrounding the Nicklaus-designed Legacy Golf Course. Legacy Lakes is 405 acres and includes 718 residential lots. Of the 405 total acres, 264 are saleable acres and 11 acres have been sold to date.

Gladden Farms - Marana, AZ

Gladden Farms is a master-planned community that includes residential and commercial uses in a suburban area of northwest Tucson. This community includes parks, trails and a school in a rural setting. Gladden Farms is 1,350 acres and includes approximately 4,141 residential lots and 223 acres of commercial space. As of January 31, 2011, 1,262 lots and 100 commercial acres have been sold. Of the 1,350 total acres, 904 are saleable acres and 432 acres have been sold to date.

Cotton Creek - Mooresville, NC

Cotton Creek is a master-planned community located in a northern suburb of Charlotte, NC. This community will feature a variety of attached and detached home sites, which will be sold to a mix of national and local builders. Cotton Creek is 532 acres. When completed the development is expected to produce approximately 1,300 residential lots.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information

Land Held for Development or Sale (continued)

Tangerine Crossing - Tucson, AZ

Tangerine Crossing is a master-planned gated residential community with a major retail component on the exterior in a desirable region of the Tucson metropolitan area. This community includes open space, trails and recreation. Tangerine Crossing is 309 acres and includes 396 residential lots and a 25-acre retail center. As of January 31, 2011, 201 lots and the 25 commercial acres have been sold. Of the 309 total acres, 103 are saleable acres and 62 acres have been sold to date.

Three Stones – Prosper, TX

Three Stones is a master-planned community of 2,031 acres located in the growth corridor north of Dallas in the town of Prosper. The community is fully entitled and the plan includes approximately 3,090 single family lots, 600 units of attached housing, over 600 acres of parks and open space and 250 acres for commercial/retail use. A variety of single family lot sizes will be offered, as well as a complete amenity center. The development of Phase 1 is expected to be completed in late 2012.

San Antonio Portfolio – San Antonio, TX

Forest City owns four (4) multi-phase communities and finished lots in six (6) additional locations in the San Antonio area, predominantly on the west side. Since January 2008, almost 900 of the total 2,563 lots have been sold. The remaining portfolio is comprised of 510 finished lots and 1,164 undeveloped “paper” lots. Our San Antonio communities serve several different price ranges, and all lots are under option contract to one of eight (8) different builders.

Woodforest – Houston, TX

Woodforest, which is not included in the acres on the previous page, is an active, 3,000-acre master planned community, is located in southern Montgomery County, north of Houston. Forest City entered into this project last year through the formation of a new partnership with Johnson Development, with Forest City providing capital for financing and development. The project is zoned for 5,700 units and six (6) active home builders are currently involved with model homes in place serving a wide range of prices. Over 200 home sales have occurred to date. The project is being developed adjacent to the 27-hole Woodforest Golf Club that opened in 2001 and has been rated one of the top courses in the state.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial and Operating Information

Debt for Projects under Construction and Development

We use nonrecourse mortgage debt and nonrecourse notes payable for the financing of our development pipeline. We draw on these financings to partially fund the cost incurred with the development of our real estate. As of January 31, 2011, the detail of how much is outstanding compared to the total commitment under the financing is as follows:


					Plus
	Full		Less		Unconsolidated		Pro-Rata
	Consolidation		Noncontrolling		Investments at		Consolidation
	(GAAP)		Interest		Pro-Rata		(Non-GAAP)

	(in thousands)
Outstanding
Fixed	$	172,635	$	70,749	$	30,161	$	132,047
Variable
Taxable		1,000,775		209,694		2,000		793,081
Tax-Exempt		203,900		61,986		-		141,914

Total outstanding on projects under construction and development ⁽¹⁾	$	1,377,310	$	342,429	$	32,161	$	1,067,042


Commitment
Fixed	$	599,857	$	371,606	$	30,412	$	258,663
Variable
Taxable		1,223,792		223,414		2,000		1,002,378
Tax-Exempt		203,900		61,986		-		141,914

Total commitment	$	2,027,549	$	657,006	$	32,412	$	1,402,955

(1)

Proceeds from outstanding debt of $150,165 and $115,066, at full and pro-rata consolidation, respectively, described above is recorded as restricted cash and escrowed funds in our Consolidated Balance Sheet. For bonds issued in conjunction with development, the full amount of the bonds at the beginning of construction must remain in escrow until costs are incurred.

Non-Recourse Debt

Our primary capital strategy seeks to isolate the operating and financial risk at the property level to maximize returns and reduce risk on and of our equity capital. As such, substantially all of our operating and development properties are separately encumbered with nonrecourse mortgage debt which in some limited circumstances is supplemented by nonrecourse notes payable (collectively “nonrecourse debt”).

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

We are actively working to refinance and/or extend the maturities of the nonrecourse debt that are coming due in the next 24 months. During the year ended January 31, 2011, we completed the following financings:


					Plus
			Less		Unconsolidated
	Full		Noncontrolling		Investments at		Pro-Rata
Purpose of Financing	Consolidation		Interest		Pro-Rata		Consolidation

	(in thousands)

Refinancings	$	231,255	$	3,740	$	43,999	$	271,514
Construction and development projects		593,208		399,761		2,889		196,336
Loan extensions/additional fundings		521,164		27,776		189,531		682,919

	$	1,345,627	$	431,277	$	236,419	$	1,150,769

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Scheduled Maturities Table: Nonrecourse Debt (dollars in thousands)
As of January 31, 2011



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

Fixed:
Fixed-rate debt	$	280,274		$	5,552		$	93,016		$	367,738		$	345,211		$	18,123		$	46,761		$	373,849
Weighted average rate		6.77	%		6.08	%		6.77	%		6.78	%		6.10	%		6.72	%		6.30	%		6.09	%

Variable:
Variable-rate debt		798,146			198,048			82,024			682,122			1,064,953			145,340			101,926			1,021,539
Weighted average rate		3.80	%		4.35	%		3.09	%		3.55	%		3.38	%		3.20	%		3.93	%		3.46	%

Tax-Exempt		132,430			67			2,917			135,280			204,616			62,057			-			142,559
Weighted average rate		2.63	%		3.79	%		1.66	%		2.61	%		2.52	%		2.52	%		-	%		2.52	%

Total variable-rate debt		930,576			198,115			84,941			817,402			1,269,569			207,397			101,926			1,164,098


Total Nonrecourse Debt	$	1,210,850		$	203,667		$	177,957		$	1,185,140		$	1,614,780		$	225,520		$	148,687		$	1,537,947
Weighted Average Rate		4.36	%		4.40	%		4.99	%		4.45	%		3.85	%		3.30	%		4.68	%		4.01	%



	Fiscal Year Ending January 31, 2014												Fiscal Year Ending January 31, 2015
							Plus												Plus
				Less			Unconsolidated									Less			Unconsolidated
	Full			Noncontrolling			Investments at			Pro-Rata			Full			Noncontrolling			Investments at			Pro-Rata
	Consolidation			Interest			Pro-Rata			Consolidation			Consolidation			Interest			Pro-Rata			Consolidation

Fixed:
Fixed-rate debt	$	855,352		$	86,525		$	76,287		$	845,114		$	462,257		$	66,414		$	155,069		$	550,912
Weighted average rate		6.56	%		9.88	%		6.08	%		6.18	%		5.96	%		5.78	%		5.35	%		5.81	%

Variable:
Variable-rate debt		46,411			-			1,466			47,877			12,414			-			19,941			32,355
Weighted average rate		6.05	%		-	%		2.57	%		5.94	%		1.46	%		-	%		4.50	%		3.33	%

Tax-Exempt		91,565			77			-			91,488			815			82			-			733
Weighted average rate		2.78	%		3.77	%		-	%		2.78	%		3.79	%		3.77	%		-	%		3.79	%

Total variable-rate debt		137,976			77			1,466			139,365			13,229			82			19,941			33,088


Total Nonrecourse Debt	$	993,328		$	86,602		$	77,753		$	984,479		$	475,486		$	66,496		$	175,010		$	584,000
Weighted Average Rate		6.19	%		9.87	%		6.01	%		5.85	%		5.84	%		5.77	%		5.25	%		5.67	%

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Scheduled Maturities Table: Nonrecourse Debt (dollars in thousands) (continued)
As of January 31, 2011



	Fiscal Year Ending January 31, 2016												Thereafter
							Plus												Plus
				Less			Unconsolidated									Less			Unconsolidated
	Full			Noncontrolling			Investments at			Pro-Rata			Full			Noncontrolling			Investments at			Pro-Rata
	Consolidation			Interest			Pro-Rata			Consolidation			Consolidation			Interest			Pro-Rata			Consolidation

Fixed:
Fixed-rate debt	$	361,758		$	29,294		$	117,513		$	449,977		$	1,570,594		$	83,135		$	692,976		$	2,180,435
Weighted average rate		5.59	%		5.84	%		5.34	%		5.51	%		5.75	%		6.06	%		5.92	%		5.79	%

Variable:
Variable-rate debt		-			-			19,620			19,620			640,220			2,592			114,753			752,381
Weighted average rate		-	%		-	%		1.41	%		1.41	%		7.18	%		3.25	%		4.12	%		6.72	%

Tax-Exempt		869			87			-			782			339,333			6,903			189,098			521,528
Weighted average rate		3.79	%		3.78	%		-	%		3.79	%		1.42	%		2.26	%		1.65	%		1.49	%

Total variable-rate debt		869			87			19,620			20,402			979,553			9,495			303,851			1,273,909


Total Nonrecourse Debt	$	362,627		$	29,381		$	137,133		$	470,379		$	2,550,147		$	92,630		$	996,827		$	3,454,344
Weighted Average Rate		5.59	%		5.84	%		4.78	%		5.34	%		5.53	%		5.70	%		4.90	%		5.34	%



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

Fixed:
Fixed-rate debt	$	3,875,446		$	289,043		$	1,181,622		$	4,768,025
Weighted average rate		6.04	%		7.16	%		5.88	%		5.93	%

Variable:
Variable-rate debt		2,562,144			345,980			339,730			2,555,894
Weighted average rate		4.50	%		3.86	%		3.67	%		4.47	%

Tax-Exempt		769,628			69,273			192,015			892,370
Weighted average rate		2.09	%		2.50	%		1.65	%		1.96	%

Total variable-rate debt		3,331,772			415,253			531,745			3,448,264


Total Nonrecourse Debt	$	7,207,218		$	704,296		$	1,713,367		$	8,216,289
Weighted Average Rate		5.07	%		5.08	%		4.97	%		5.05	%

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

The following tables provide detail of our total debt maturities for 2011, 2012 and 2013 as of January 31, 2011:

Upcoming Maturities Summary (dollars in thousands)
As of January 31, 2011


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


Total Maturities (Nonrecourse Debt)	$	1,562,810	$	351,960	$	1,210,850	$	203,667	$	177,957	$	1,185,140
Less: Scheduled Payments		108,212		33,661		74,551		2,736		18,362		90,177
Add: Corporate Recourse Debt		46,891		-		46,891		-		-		46,891

Net Maturities		1,501,489		318,299		1,183,190		200,931		159,595		1,141,854

Total Net Maturities Project Count		44		19		25		-		19		44

Closed Loans / To be Fully Amortized ⁽²⁾		303,345		37,668		265,677		61,760		18,834		222,751
Committed Deals / Automatic Extensions ⁽²⁾		123,620		45,729		77,891		-		22,865		100,756
Extension Available ^{(1) (2)}		488,385		25,421		462,964		119,408		12,710		356,266

Subtotal		915,350		108,818		806,532		181,168		54,409		679,773


Remaining to Finance	$	586,139	$	209,481	$	376,658	$	19,763	$	105,186	$	462,081

Remaining to Address Project Count		22		11		11		-		11		22



			Less						Plus
			Unconsolidated		Full		Less		Unconsolidated		Pro-Rata
			Investments		Consolidation		Noncontrolling		Investments		Consolidation
Year Ending January 31, 2013	100%		at 100%		(GAAP)		Interest		at Pro-Rata		(Non-GAAP)


Total Maturities (Nonrecourse Debt)	$	1,909,283	$	294,503	$	1,614,780	$	225,520	$	148,687	$	1,537,947
Less: Scheduled Payments		81,158		26,453		54,705		2,987		15,424		67,142
Add: Corporate Recourse Debt ⁽³⁾		137,152		-		137,152		-		-		137,152

Net Maturities		1,965,277		268,050		1,697,227		222,533		133,263		1,607,957

Total Net Maturities Project Count		36		12		24		-		12		36

Closed Loans / To be Fully Amortized ⁽²⁾		12,979		1,246		11,733		-		441		12,174
Committed Deals / Automatic Extensions ⁽²⁾		181,044		-		181,044		25,050		-		155,994
Extension Available ^{(1) (2)}		1,293,597		160,500		1,133,097		193,041		80,538		1,020,594

Subtotal		1,487,620		161,746		1,325,874		218,091		80,979		1,188,762


Remaining to Finance	$	477,657	$	106,304	$	371,353	$	4,442	$	52,284	$	419,195

Remaining to Address Project Count		23		7		16		-		7		23



			Less						Plus
			Unconsolidated		Full		Less		Unconsolidated		Pro-Rata
			Investments		Consolidation		Noncontrolling		Investments		Consolidation
Year Ending January 31, 2014	100%		at 100%		(GAAP)		Interest		at Pro-Rata		(Non-GAAP)


Total Maturities (Nonrecourse Debt)	$	1,144,699	$	151,371	$	993,328	$	86,602	$	77,753	$	984,479
Less: Scheduled Payments		71,042		25,958		45,084		3,156		15,115		57,043
Add: Corporate Recourse Debt		29,000		-		29,000		-		-		29,000

Net Maturities		1,102,657		125,413		977,244		83,446		62,638		956,436

Total Net Maturities Project Count		35		9		26		-		9		35

Closed Loans / To be Fully Amortized ⁽²⁾		300		300		-		-		297		297
Committed Deals / Automatic Extensions ⁽²⁾		63,648		13,006		50,642		-		8,263		58,905
Extension Available ^{(1) (2)}		128,592		-		128,592		10,710		-		117,882

Subtotal		192,540		13,306		179,234		10,710		8,560		177,084


Remaining to Finance	$	910,117	$	112,107	$	798,010	$	72,736	$	54,078	$	779,352

Remaining to Address Project Count		27		6		21		-		6		27


(1)		Includes loans that have extension options available, all of which require some predefined condition in order to qualify for the extension, such as, meeting or exceeding leasing hurdles, loan to value ratios or debt service coverage requirements. We cannot give assurance that the defined hurdles or milestones will be achieved to qualify for these extensions.

(2)		Reflects activity through March 30, 2011.

(3)		The credit facility amount of $137,152 outstanding as of January 31, 2011 has a maximum commitment of $470,336. Based on specific capital raising events through January 31, 2011, a permanent reduction in available borrowings of $5,574 became effective February 4, 2011. The remaining availability is further reduced by $63,418 of outstanding letters of credit and $46,891 reserve for retirement of indebtedness.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Investments in and Advances to Affiliates

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

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


	January 31, 2011		January 31, 2010
	(in thousands)

Members’ and partners’ equity, as below	$	587,164	$	557,456
Equity of other members and partners		548,422		513,708


Company’s investment in partnerships		38,742		43,748
Basis differences		76,634		21,498
Advances to and on behalf of other affiliates		25,641		200,097

Total Investments in and Advances to Affiliates	$	141,017	$	265,343

Summarized financial information for the equity method investments is as follows:


	Combined (100%)						Pro-Rata Share
	(GAAP)						(Non-GAAP)
	January 31, 2011			January 31, 2010			January 31, 2011			January 31, 2010
				(in thousands)

Balance Sheet:
Real Estate
Completed rental properties	$	5,514,041		$	4,373,423		$	1,923,813		$	1,368,451
Projects under construction and development		174,106			771,521			79,603			305,420
Land held for development or sale		272,930			271,129			115,607			116,863

Total Real Estate		5,961,077			5,416,073			2,119,023			1,790,734

Less accumulated depreciation		(944,968	)		(721,908	)		(424,331	)		(326,169	)


Real Estate, net		5,016,109			4,694,165			1,694,692			1,464,565

Cash and equivalents		109,246			102,593			48,583			30,280
Restricted cash - military housing bond funds		384,584			481,615			5,161			6,149
Other restricted cash and escrowed funds		206,778			222,752			73,729			62,257
Other assets		536,246			398,576			131,486			143,519
Operating property assets held for sale ⁽¹⁾		67,190			-			-			-

Total Assets	$	6,320,153		$	5,899,701		$	1,953,651		$	1,706,770


Mortgage debt and notes payable, nonrecourse	$	5,301,900		$	4,721,705		$	1,713,367		$	1,473,947
Other liabilities		369,871			620,540			124,908			168,410
Liabilities of operating property held for sale ⁽¹⁾		61,218			-			-			-

Total Liabilities		5,732,989			5,342,245			1,838,275			1,642,357

Members’ and partners’ equity		587,164			557,456			115,376			65,246
Noncontrolling interest		-			-			-			(833	)

Total Equity		587,164			557,456			115,376			64,413


Total Liabilities and Members’ and Partners’ Equity	$	6,320,153		$	5,899,701		$	1,953,651		$	1,706,770


(1)		Represents assets and liabilities of Met Lofts, an unconsolidated apartment community in Los Angeles, California, which was disposed on February 1, 2011.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Investments in and Advances to Affiliates (continued)


	Combined (100%)						Pro-Rata Share
	(GAAP)						(Non-GAAP)
Year Ended January 31,	2011			2010			2011			2010
	(in thousands)

Operations:
Revenues	$	918,828		$	820,645		$	316,900		$	355,195
Equity in earnings (loss) of unconsolidated entities on a pro-rata basis		-			-			(6,074	)		792
Operating expenses		(531,186	)		(529,544	)		(169,265	)		(259,085	)
Interest expense including early extinguishment of debt		(264,923	)		(217,517	)		(78,424	)		(66,106	)
Impairment of real estate ⁽¹⁾		(1,457	)		-			(743	)		-
Depreciation and amortization		(167,804	)		(145,257	)		(55,386	)		(61,488	)
Interest and other income		15,784			13,132			15,666			2,310
Noncontrolling interest		-			-			(4,613	)		(76	)

(Loss) earnings from continuing operations		(30,758	)		(58,541	)		18,061			(28,458	)


Discontinued Operations:
Operating earnings (loss) from rental properties		1,613			(2,098	)		-			-
Gain on disposition of rental properties ⁽²⁾		28,289			-			24,291			-

Discontinued operations subtotal		29,902			(2,098	)		24,291			-

Net (loss) earnings (pre-tax)		(856	)		(60,639	)		42,352			(28,458	)

Impairment of investments in unconsolidated entities ⁽¹⁾		(71,716	)		(36,356	)		(71,716	)		(36,356	)
Gain (loss) on disposition of unconsolidated investments, net ⁽²⁾		(830	)		49,761			(830	)		49,761

Net loss (pre-tax) from unconsolidated entities	$	(73,402	)	$	(47,234	)	$	(30,194	)	$	(15,053	)

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Investments in and Advances to Affiliates (continued)

(1)

The following table shows the detail of the impairment of unconsolidated entities:


		Combined (100%)				Pro-Rata Share
		(GAAP)				(Non-GAAP)
		Year Ended January 31,
		2011		2010		2011		2010
		(in thousands)
Impairment of real estate:
Mixed-Use Land Development:
Old Stone Crossing at Caldwell Creek	(Charlotte, North Carolina)	$	1,457	$	-	$	743	$	-

		$	1,457	$	-	$	743	$	-

Impairment of investment in unconsolidated entities:
Mixed-Use Land Development:
Central Station:
One Museum Park West	(Chicago, Illinois)	$	8,250	$	-	$	8,250	$	-
Museum Park Place Two	(Chicago, Illinois)		4,461		-		4,461		-
One Museum Park East	(Chicago, Illinois)		3,237		-		3,237		-
1600 Museum Park	(Chicago, Illinois)		2,363		-		2,363		-
Mercy Campus	(Chicago, Illinois)		1,817		-		1,817		-
Shamrock Business Center	(Painesville, Ohio)		170		1,150		170		1,150
Office Buildings:
818 Mission Street	(San Francisco, California)		4,018		-		4,018		-
Bulletin Building	(San Francisco, California)		3,543		-		3,543		-
Mesa del Sol - Aperture Center	(Albuquerque, New Mexico)		2,733		-		2,733		-
Mesa del Sol - 5600 University SE	(Albuquerque, New Mexico)		-		1,693		-		1,693
Specialty Retail Centers:
Village at Gulfstream Park	(Hallandale Beach, Florida)		35,000		-		35,000		-
Metreon	(San Francisco, California)		4,595		-		4,595		-
Southgate Mall	(Yuma, Arizona)		-		1,611		-		1,611
Apartment Communities:
Uptown Apartments	(Oakland, California)		-		6,781		-		6,781
Metropolitan Lofts	(Los Angeles, California)		-		2,505		-		2,505
Residences at University Park	(Cambridge, Massachusetts)		-		855		-		855
Fenimore Court	(Detroit, Michigan)		-		693		-		693
Pittsburgh Peripheral (Commercial Land Development Project)	(Pittsburgh, Pennsylvania)		-		7,217		-		7,217
Millender Center	(Detroit, Michigan)		-		10,317		-		10,317
Classic Residence by Hyatt (Supported-living Apartments)	(Yonkers, New York)		-		3,152		-		3,152
Other			1,529		382		1,529		382

Total impairment of investment in unconsolidated entities		$	71,716	$	36,356	$	71,716	$	36,356


Total impairment of unconsolidated entities		$	73,173	$	36,356	$	72,459	$	36,356

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Investments in and Advances to Affiliates (continued)

(2)

Upon disposition, unconsolidated investments accounted for on the equity method are not classified as discontinued operations; therefore, gains or losses on the disposition of unconsolidated properties are reported in continuing operations when sold. The following table shows the detail of gain (loss) on disposition of unconsolidated entities:


		Combined (100%)					Pro-Rata Share
		(GAAP)					(Non-GAAP)
		Year Ended January 31,
		2011			2010		2011			2010
		(in thousands)

Gain on disposition of rental properties:
Millender Center (hotel, parking, office and retail)	(Detroit, Michigan)	$	17,291		$	-	$	15,633		$	-
Pebble Creek (Apartment Community)	(Twinsburg, Ohio)		4,555			-		2,215			-
Woodbridge Crossing (Specialty Retail Center)	(Woodbridge, New Jersey)		6,443			-		6,443			-

Gain on disposition of rental properties		$	28,289		$	-	$	24,291		$	-


Gain (loss) on disposition of unconsolidated investments:
Specialty Retail Centers:
Coachella Plaza	(Coachella, California)	$	104		$	-	$	104		$	-
Southgate Mall	(Yuma, Arizona)		64			-		64			-
El Centro Mall	(El Centro, California)		48			-		48			-
Metreon	(San Francisco, California)		(1,046	)		-		(1,046	)		-
Apartment Communities:
Clarkwood	(Warrensville Heights, Ohio)		-			6,983		-			6,983
Granada Gardens	(Warrensville Heights, Ohio)		-			6,577		-			6,577
Boulevard Towers	(Amherst, New York)		-			4,498		-			4,498
Sale of three Classic Residence by Hyatt (Supported-living Apartments)
(Chevy Chase, Maryland, Teaneck, New Jersey and Yonkers, New York)			-			31,703		-			31,703

Gain (loss) on disposition of unconsolidated investments, net		$	(830	)	$	49,761	$	(830	)	$	49,761

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Rental Properties Corporation (“FCRPC”) is a wholly-owned subsidiary of Forest City Enterprises, Inc. engaged in the ownership, development, management and acquisition of real estate projects, including regional malls, specialty/urban retail centers, office and life science buildings, hotels, mixed-use projects, as well as large land development projects, residential rental properties, development of for-sale condominium projects and also owns interests in entities that develop and manage military family housing.

Forest City Rental Properties Corporation and Subsidiaries
Consolidated Balance Sheet Information – January 31, 2011 (Unaudited)

Plus

Full

Less

Unconsolidated

Pro-Rata

Consolidation

Noncontrolling

Investments at

Consolidation

(GAAP)

Interest

Pro-Rata

(Non-GAAP)

(in thousands)

Assets

Real Estate

Completed rental properties

8,205,578

392,825

1,923,813

9,736,566

Projects under development

2,706,235

695,204

79,603

2,090,634

Land held for development or sale

88,269

7,035

58,427

139,661

Total Real Estate

11,000,082

1,095,064

2,061,843

11,966,861

Less accumulated depreciation

(1,607,508

)

(63,987

)

(424,331

)

(1,967,852

)

Real Estate, net

9,392,574

1,031,077

1,637,512

9,999,009

Cash and equivalents

156,222

13,968

45,533

187,787

Restricted cash and escrowed funds

710,881

240,709

78,775

548,947

Notes and accounts receivable, net

376,999

18,384

83,047

441,662

Investments in and advances to affiliates

126,299

(244,719

)

(119,660

)

251,358

Other assets

711,533

74,712

44,400

681,221

Total Assets

11,474,508

1,134,131

1,769,607

12,109,984

Liabilities and Shareholders’ Equity

Liabilities

Mortgage debt and notes payable, nonrecourse

7,196,818

704,520

1,687,331

8,179,629

Bank revolving credit facility

137,152

Accounts payable and accrued expenses

940,347

76,189

117,276

981,434

Accounts payable to Forest City Enterprises, Inc.

514,742

(394

)

515,136

Deferred income taxes

559,623

Total Liabilities

9,348,682

780,315

1,804,607

10,372,974

Equity

Shareholders’ Equity

Shareholders’ equity before accumulated other comprehensive loss

1,671,867

Accumulated other comprehensive loss

(85,878

)

(85,878

)

Total Shareholders’ Equity

1,585,989

Noncontrolling interest

539,837

353,816

186,021

Total Equity

2,125,826

353,816

1,772,010

Total Liabilities and Equity

11,474,508

1,134,131

1,804,607

12,144,984

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Rental Properties Corporation and Subsidiaries

Consolidated Earnings Information – Year Ended January 31, 2011 (Unaudited)

Plus

Full

Less

Unconsolidated

Plus

Pro-Rata

Consolidation

Noncontrolling

Investments at

Discontinued

Consolidation

(GAAP)

Interest

Pro-Rata

Operations

(Non-GAAP)

(in thousands)

Revenues from real estate operations

1,164,135

68,418

307,902

17,848

1,421,467

Expenses

Operating expenses

619,995

36,210

162,113

7,451

753,349

Depreciation and amortization

241,910

9,267

53,072

4,296

290,011

Impairment of real estate

5,143

1,526

35,017

79,603

118,237

867,048

47,003

250,202

91,350

1,161,597

Interest expense

(308,799

)

(18,386

)

(80,889

)

(5,824

)

(377,126

)

Amortization of mortgage procurement costs

(13,347

)

(1,514

)

(2,226

)

(123

)

(14,182

)

Gain on early extinguishment of debt

2,461

247

2,760

4,974

Interest and other income

50,006

2,547

15,564

63,029

Net gain on disposition of rental properties

202,878

23,461

47,092

273,431

Net gain on disposition of partial interests in other investment

55,112

23,675

31,437

Earnings (loss) before income taxes

285,398

27,984

16,370

(32,351

)

241,433

Income tax expense (benefit)

Current

15,350

3,368

18,718

Deferred

84,072

(15,085

)

68,987

99,422

(11,717

)

87,705

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

5,423

(4,613

)

(16,370

)

(6,334

)

Earnings (loss) from continuing operations

191,399

23,371

(20,634

)

147,394

Discontinued operations, net of tax:

Operating earnings from rental properties

264

165

(99

)

Impairment of real estate

(48,731

)

48,731

Gain on disposition of rental properties

32,209

4,211

(27,998

)

(16,258

)

4,376

20,634

Net earnings

175,141

27,747

147,394

Noncontrolling Interests

Earnings from continuing operations attributable to noncontrolling interests

(23,371

)

(23,371

)

Earnings from discontinued operations attributable to noncontrolling interests

(4,376

)

(4,376

)

(27,747

)

(27,747

)

Net earnings attributable to Forest City Enterprises, Inc.

147,394

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

The following is a summary of the real estate activity of FCRPC as presented on pro-rata consolidation including a reconciliation from full consolidation to pro-rata consolidation.

Real Estate Activity of FCRPC


	Pro-Rata Consolidation (Non-GAAP)
	Year Ended January 31,
	2011			2010
	(in thousands)

Real estate
Completed rental properties	$	9,736,566		$	9,547,444
Projects under construction and development		2,090,634			2,346,471
Land held for development or sale		139,661			122,368

Total real estate - FCRPC		11,966,861			12,016,283
Less accumulated depreciation		(1,967,852	)		(1,856,483	)

Real estate, net - FCRPC	$	9,999,009		$	10,159,800

Plus real estate, net - Land Group and Corporate		205,098			206,778

Real estate, net - Forest City Enterprises	$	10,204,107		$	10,366,578


Real estate activity during the year
Completed rental properties
Capital expenditures	$	51,080		$	59,599
Transferred from projects under construction and development		722,828			469,479
Other ⁽⁶⁾		(114,054	)		(146,187	)

Total additions		659,854			382,891
Dispositions		(209,601	) ⁽¹⁾		(189,371	) ⁽³⁾
Dispositions of partial interests		(261,131	) ⁽²⁾		-

Completed rental properties, net additions	$	189,122		$	193,520

Projects under construction and development
New development	$	526,031		$	732,880
Transferred to completed rental properties		(722,828	)		(469,479	)
Cost of land sales		(15,259	)		(44,995	)
Other ⁽⁵⁾		(43,781	)		-

Projects under construction and development, net additions		(255,837	)		218,406

Land held for development or sale, net additions		17,293			5,693

Increase (decrease) in real estate, at cost	$	(49,422	)	$	417,619

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Real Estate Activity of FCRPC – (continued)


							Plus
				Less			Unconsolidated			Pro-Rata
	Full			Noncontrolling			Investments			Consolidation
Years Ended January 31,	Consolidation			Interest			at Pro-Rata			(Non-GAAP)
	(in thousands)
2011
Real estate - end of year
Completed rental properties	$	8,205,578		$	392,825		$	1,923,813		$	9,736,566
Projects under construction and development		2,706,235			695,204			79,603			2,090,634
Land held for development or sale		88,269			7,035			58,427			139,661

Total real estate - FCRPC		11,000,082			1,095,064			2,061,843			11,966,861
Less accumulated depreciation		(1,607,508	)		(63,987	)		(424,331	)		(1,967,852	)

Real estate, net - FCRPC	$	9,392,574		$	1,031,077		$	1,637,512		$	9,999,009

Plus real estate, net - Land Group and Corporate		159,566			11,648			57,180			205,098

Real estate, net - Forest City Enterprises	$	9,552,140		$	1,042,725		$	1,694,692		$	10,204,107

Real estate activity during the year
Completed rental properties
Capital expenditures	$	41,750		$	1,026		$	10,356		$	51,080
Transferred from projects under construction and development		559,208			128,538			292,158			722,828
Other ⁽⁶⁾		(198,402	)		(6,726	)		77,622			(114,054	)

Total additions		402,556			122,838			380,136			659,854
Dispositions		(152,510	)		(3,215	)		(60,306	)		(209,601	) ⁽¹⁾
Dispositions of partial interests		(514,533	)		(17,868	)		235,534			(261,131	) ⁽²⁾

Completed rental properties, net additions		(264,487	)		101,755			555,364			189,122

Projects under construction and development
New development		658,271			188,487			56,247			526,031
Transferred to completed rental properties		(559,208	)		(128,538	)		(292,158	)		(722,828	)
Cost of land sales		(15,347	)		(88	)		-			(15,259	)
Other ⁽⁵⁾		(18,651	)		35,224			10,094			(43,781	)

Projects under construction and development, net additions		65,065			95,085			(225,817	)		(255,837	)

Land held for development or sale, net additions		15,231			1,203			3,265			17,293

Increase (decrease) in real estate, at cost	$	(184,191	)	$	198,043		$	332,812		$	(49,422	)


2010
Real estate - end of year
Completed rental properties	$	8,470,065		$	291,070		$	1,368,449		$	9,547,444
Projects under construction and development		2,641,170			600,119			305,420			2,346,471
Land held for development or sale		73,038			5,832			55,162			122,368

Total real estate - FCRPC		11,184,273			897,021			1,729,031			12,016,283
Less accumulated depreciation		(1,588,070	)		(57,756	)		(326,169	)		(1,856,483	)

Real estate, net - FCRPC	$	9,596,203		$	839,265		$	1,402,862		$	10,159,800

Plus real estate, net - Land Group and Corporate		150,918			5,843			61,703			206,778

Real estate, net - Forest City Enterprises	$	9,747,121		$	845,108		$	1,464,565		$	10,366,578

Real estate activity during the year
Completed rental properties
Capital expenditures	$	43,787		$	1,799		$	17,611		$	59,599
Transferred from projects under construction and development		376,829			21,508			114,158			469,479
Other ⁽⁴⁾		(57,623	)		29,656			(58,908	)		(146,187	)

Total additions		362,993			52,963			72,861			382,891
Dispositions		(93,875	)		-			(95,496	)		(189,371	) ⁽³⁾

Completed rental properties, net additions		269,118			52,963			(22,635	)		193,520

Projects under construction and development
New development		805,865			153,995			81,010			732,880
Transferred to completed rental properties		(376,829	)		(21,508	)		(114,158	)		(469,479	)
Cost of land sales		(28,920	)		-			(16,075	)		(44,995	)

Projects under construction and development, net additions		400,116			132,487			(49,223	)		218,406

Land held for development or sale, net additions		4,494			60			1,259			5,693

Increase (decrease) in real estate, at cost	$	673,728		$	185,510		$	(70,599	)	$	417,619

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Real Estate Activity FCRPC – (continued)

	(1)		Reflects the disposition of Metreon (a 279,000 square foot specialty retail center in San Francisco, California), 101 San Fernando (a 323-unit apartment community in San Jose, California), Pebble Creek (a 148-unit apartment community in Twinsburg, Ohio), Coachella Plaza (a 85,000 square foot retail center in Coachella, California), El Centro Mall (a 113,000 square foot regional mall in El Centro, California), Southgate Mall (a 322,000 square foot regional mall in Yuma, Arizona), Saddle Rock Village (a 294,000 square foot specialty retail center in Aurora, Colorado), Simi Valley Town Center (a 612,000 square foot regional mall in Simi Valley, California), investment in a triple-net lease property (a 203,000 square foot retail center in Pueblo, Colorado) and Woodbridge Crossing (a 284,000 square foot specialty retail center in Woodbridge, New Jersey).

	(2)		Reflects the dispositions of partial interests in the following apartment communities in the Washington, D.C. metropolitan area: The Grand (549 units), Lenox Club (385 units), Lenox Park (406 units), and the following office buildings in Cambridge, Massachusetts: 35 Landsdowne Street (202,000 square feet), 40 Landsdowne Street (215,000 square feet), 45/75 Sidney Street (277,000 square feet), 65/80 Landsdowne Street (122,000 square feet), 88 Sidney Street (145,000 square feet), Jackson Building (202,000 square feet) and Richards Building (126,000 square feet).

	(3)		Reflects the dispositions of: Grand Avenue (a 100,000 square foot specialty retail center in Queens, New York), Sterling Glen of Glen Cove (an 80-unit supported-living apartment community in Glen Cove, New York), Sterling Glen of Great Neck (a 142-unit supported-living apartment community in Great Neck, New York), Classic Residence by Hyatt (a 220-unit supported-living apartment community in Teaneck, New Jersey), Classic Residence by Hyatt (a 339-unit supported-living apartment community in Chevy Chase, Maryland), Classic Residence by Hyatt (a 310-unit supported-living apartment community in Yonkers, New York), Granada Gardens (a 940-unit apartment community in Warrensville Heights, Ohio) and Clarkwood (a 568-unit apartment community in Warrensville Heights, Ohio).

	(4)		Relates to non-cash changes in completed rental properties with increases primarily due to acquisition of a partners’ interest and decreases primarily due to impairment of real estate assets.

	(5)		Primarily reflects the impact on projects under development based on the adoption of the new GAAP accounting guidance on consolidation of VIEs. Upon adoption of the new guidance effective February 1, 2010, the Barclays Center Arena became a consolidated entity and we deconsolidated the Village at Gulfstream. The remaining amounts are miscellaneous non-cash changes to projects under development.

	(6)		Primarily reflects the impact on completed rental properties based on the adoption of the new GAAP accounting guidance discussed in (5) above. Upon adoption of the new guidance, seven residential entities and one commercial entity in the operating portfolio were deconsolidated. The remaining amounts are miscellaneous non-cash changes to completed rental properties, including impairments of rental properties.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) – Three Months Ended January 31, 2011 and 2010 (in thousands)


	Commercial Group 2010														Commercial Group 2009
						Plus															Plus
	Full			Less		Unconsolidated			Plus			Pro-Rata			Full			Less			Unconsolidated			Plus			Pro-Rata
	Consolidation			Noncontrolling		Investments at			Discontinued			Consolidation			Consolidation			Noncontrolling			Investments at			Discontinued			Consolidation
	(GAAP)			Interest		Pro-Rata			Operations			(Non-GAAP)			(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)
Revenues from real estate operations	$	231,626		$	17,054	$	41,125		$	2,170		$	257,867		$	248,691		$	11,041		$	29,645		$	4,292		$	271,587
Exclude straight-line rent adjustment		(9,233	)		-		-			(144	)		(9,377	)		(5,053	)		-			-			(176	)		(5,229	)

Adjusted revenues		222,393			17,054		41,125			2,026			248,490			243,638			11,041			29,645			4,116			266,358
Add interest and other income		9,954			258		39			(1	)		9,734			16,929			19			(1,325	)		-			15,585
Add equity in earnings (loss) of unconsolidated entities, including impairment		(32,514	)		-		32,514			-			-			(1	)		(1	)		-			-			-
Exclude gain (loss) on disposition of unconsolidated entities		-			-		-			-			-			-			-			-			-			-
Exclude impairment of unconsolidated real estate		35,000			-		(35,000	)		-			-			1,693			-			(1,693	)		-			-
Exclude depreciation and amortization of unconsolidated entities		8,962			-		(8,962	)		-			-			4,875			-			(4,875	)		-			-

Adjusted total income		243,795			17,312		29,716			2,025			258,224			267,134			11,059			21,752			4,116			281,943
Operating expenses		115,843			8,298		19,043			893			127,481			136,395			5,417			15,153			2,005			148,136
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		395			-		-			-			395			1,589			-			-			-			1,589
Exclude straight-line rent adjustment		(1,248	)		-		-			-			(1,248	)		(1,595	)		-			-			-			(1,595	)
Exclude preference payment		(585	)		-		-			-			(585	)		(585	)		-			-			-			(585	)

Adjusted operating expenses		114,405			8,298		19,043			893			126,043			135,804			5,417			15,153			2,005			147,545
Net operating income		129,390			9,014		10,673			1,132			132,181			131,330			5,642			6,599			2,111			134,398
Interest expense		50,529			3,263		13,464			765			61,495			61,736			3,512			6,599			1,656			66,479
(Gain) loss on early extinguishment of debt		-			-		(2,791	)		-			(2,791	)		-			-			-			-			-
Noncontrolling interest in earnings before depreciation and amortization		5,751			5,751		-			-			-			2,130			2,130			-			-			-
Add: Pre-Tax EBDT from discontinued operations		367			-		-			(367	)		-			455			-			-			(455	)		-

Pre-Tax EBDT		73,477			-		-			-			73,477			67,919			-			-			-			67,919
Income tax expense (benefit)		2,138			-		-			-			2,138			(727	)		-			-			-			(727	)

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	71,339		$	-	$	-		$	-		$	71,339		$	68,646		$	-		$	-		$	-		$	68,646

Reconciliation to net earnings:
Earnings before depreciation, amortization and deferred taxes (EBDT)	$	71,339		$	-	$	-		$	-		$	71,339		$	68,646		$	-		$	-		$	-		$	68,646
Depreciation and amortization - Real Estate Groups		(53,269	)		-		-			(178	)		(53,447	)		(51,611	)		-			-			(1,297	)		(52,908	)
Amortization of mortgage procurement costs - Real Estate Groups		(2,839	)		-		-			(7	)		(2,846	)		(2,864	)		-			-			(65	)		(2,929	)
Deferred taxes - Real Estate Groups		2,800			-		-			(503	)		2,297			897			-			-			(207	)		690
Straight-line rent adjustment		7,985			-		-			144			8,129			3,458			-			-			176			3,634
Preference payment		(585	)		-		-			-			(585	)		(585	)		-			-			-			(585	)
Gain (loss) on disposition of rental properties and partial interests in rental properties, net of tax		825			-		-			27,657			28,482			-			-			-			-			-
Gain (loss) on disposition of unconsolidated entities, net of tax		-			-		-			-			-			-			-			-			-			-
Impairment of consolidated and unconsolidated real estate, net of tax		-			-		(21,000	)		-			(21,000	)		(2,174	)		-			(1,037	)		(8,067	)		(11,278	)
Impairment of unconsolidated real estate, net of tax		(21,000	)		-		21,000			-			-			(1,037	)		-			1,037			-			-
Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		(178	)		-		-			178			-			(1,297	)		-			-			1,297			-
Amortization of mortgage procurement costs - Real Estate Groups		(7	)		-		-			7			-			(65	)		-			-			65			-
Deferred taxes - Real Estate Groups		(503	)		-		-			503			-			(207	)		-			-			207			-
Straight-line rent adjustment		144			-		-			(144	)		-			176			-			-			(176	)		-
Gain on disposition of rental properties		27,657			-		-			(27,657	)		-			-			-			-			-			-
Impairment of consolidated and unconsolidated real estate		-			-		-			-			-			(8,067	)		-			-			8,067			-
Deferred gain on disposition of Lumber Group		-			-		-			-			-			-			-			-			-			-

Net earnings (loss) attributable to Forest City Enterprises, Inc.	$	32,369		$	-	$	-		$	-		$	32,369		$	5,270		$	-		$	-		$	-		$	5,270

Preferred dividends		-			-		-			-			-			-			-			-			-			-

Net earnings (loss) attributable to Forest City Enterprises, Inc. common shareholders	$	32,369		$	-	$	-		$	-		$	32,369		$	5,270		$	-		$	-		$	-		$	5,270

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) – Three Months Ended January 31, 2011 and 2010 (in thousands) (continued)


	Residential Group 2010													Residential Group 2009
						Plus														Plus
	Full			Less		Unconsolidated			Plus		Pro-Rata			Full			Less			Unconsolidated			Plus			Pro-Rata
	Consolidation			Noncontrolling		Investments at			Discontinued		Consolidation			Consolidation			Noncontrolling			Investments at			Discontinued			Consolidation
	(GAAP)			Interest		Pro-Rata			Operations		(Non-GAAP)			(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)
Revenues from real estate operations	$	53,597		$	922	$	37,102		$	-	$	89,777		$	63,063		$	1,154		$	38,266		$	1,435		$	101,610
Exclude straight-line rent adjustment		215			-		-			-		215			(54	)		-			-			-			(54	)

Adjusted revenues		53,812			922		37,102			-		89,992			63,009			1,154			38,266			1,435			101,556
Add interest and other income		5,587			151		332			-		5,768			10,831			(7	)		726			1			11,565
Add equity in earnings (loss) of unconsolidated entities, including impairment		20,883			1,719		(19,283	)		-		(119	)		43,283			6			(43,209	)		-			68
Exclude gain (loss) on disposition of unconsolidated entities		(15,633	)		-		15,633			-		-			(45,263	)		-			45,263			-			-
Exclude impairment of unconsolidated real estate		-			-		-			-		-			-			-			-			-			-
Exclude depreciation and amortization of unconsolidated entities		6,830			-		(6,830	)		-		-			8,193			-			(8,193	)		-			-

Adjusted total income		71,479			2,792		26,954			-		95,641			80,053			1,153			32,853			1,436			113,189
Operating expenses		37,463			307		18,320			-		55,476			27,057			755			23,836			764			50,902
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		249			-		-			-		249			954			-			-			-			954
Exclude straight-line rent adjustment		2			-		-			-		2			1			-			-			-			1
Exclude preference payment		-			-		-			-		-			-			-			-			-			-

Adjusted operating expenses		37,714			307		18,320			-		55,727			28,012			755			23,836			764			51,857
Net operating income		33,765			2,485		8,634			-		39,914			52,041			398			9,017			672			61,332
Interest expense		3,915			329		8,628			-		12,214			6,411			343			8,063			87			14,218
(Gain) loss on early extinguishment of debt		(1	)		-		6			-		5			1,396			-			954			-			2,350
Noncontrolling interest in earnings before depreciation and amortization		2,156			2,156		-			-		-			55			55			-			-			-
Add: Pre-Tax EBDT from discontinued operations		-			-		-			-		-			585			-			-			(585	)		-

Pre-Tax EBDT		27,695			-		-			-		27,695			44,764			-			-			-			44,764
Income tax expense (benefit)		8,596			-		-			-		8,596			4,112			-			-			-			4,112

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	19,099		$	-	$	-		$	-	$	19,099		$	40,652		$	-		$	-		$	-		$	40,652

Reconciliation to net earnings:
Earnings before depreciation, amortization and deferred taxes (EBDT)	$	19,099		$	-	$	-		$	-	$	19,099		$	40,652		$	-		$	-		$	-		$	40,652
Depreciation and amortization - Real Estate Groups		(19,870	)		-		-			-		(19,870	)		(22,017	)		-			-			(396	)		(22,413	)
Amortization of mortgage procurement costs - Real Estate Groups		(709	)		-		-			-		(709	)		(699	)		-			-			(8	)		(707	)
Deferred taxes - Real Estate Groups		8,225			-		-			-		8,225			(1,690	)		-			-			(124	)		(1,814	)
Straight-line rent adjustment		(213	)		-		-			-		(213	)		55			-			-			-			55
Preference payment		-			-		-			-		-			-			-			-			-			-
Gain (loss) on disposition of rental properties and partial interests in rental properties, net of tax		-			-		9,570			-		9,570			-			-			27,709			-			27,709
Gain (loss) on disposition of unconsolidated entities, net of tax		9,570			-		(9,570	)		-		-			27,709			-			(27,709	)		-			-
Impairment of consolidated and unconsolidated real estate, net of tax		-			-		-			-		-			-			-			-			(2,719	)		(2,719	)
Impairment of unconsolidated real estate, net of tax		-			-		-			-		-			-			-			-			-			-
Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		-			-		-			-		-			(396	)		-			-			396			-
Amortization of mortgage procurement costs - Real Estate Groups		-			-		-			-		-			(8	)		-			-			8			-
Deferred taxes - Real Estate Groups		-			-		-			-		-			(124	)		-			-			124			-
Straight-line rent adjustment		-			-		-			-		-			-			-			-			-			-
Gain on disposition of rental properties		-			-		-			-		-			-			-			-			-			-
Impairment of consolidated and unconsolidated real estate		-			-		-			-		-			(2,719	)		-			-			2,719			-
Deferred gain on disposition of Lumber Group		-			-		-			-		-			-			-			-			-			-

Net earnings (loss) attributable to Forest City Enterprises, Inc.	$	16,102		$	-	$	-		$	-	$	16,102		$	40,763		$	-		$	-		$	-		$	40,763

Preferred dividends		-			-		-			-		-			-			-			-			-			-

Net earnings (loss) attributable to Forest City Enterprises, Inc. common shareholders	$	16,102		$	-	$	-		$	-	$	16,102		$	40,763		$	-		$	-		$	-		$	40,763

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) – Three Months Ended January 31, 2011 and 2010 (in thousands) (continued)


	Land Development Group 2010													Land Development Group 2009
						Plus													Plus
	Full			Less		Unconsolidated			Plus		Pro-Rata			Full			Less		Unconsolidated			Plus		Pro-Rata
	Consolidation			Noncontrolling		Investments at			Discontinued		Consolidation			Consolidation			Noncontrolling		Investments at			Discontinued		Consolidation
	(GAAP)			Interest		Pro-Rata			Operations		(Non-GAAP)			(GAAP)			Interest		Pro-Rata			Operations		(Non-GAAP)
Revenues from real estate operations	$	12,567		$	1,031	$	1,940		$	-	$	13,476		$	6,776		$	460	$	2,998		$	-	$	9,314
Exclude straight-line rent adjustment		3			-		-			-		3			-			-		-			-		-

Adjusted revenues		12,570			1,031		1,940			-		13,479			6,776			460		2,998			-		9,314
Add interest and other income		2,216			202		10			-		2,024			2,052			163		(29	)		-		1,860
Add equity in earnings (loss) of unconsolidated entities, including impairment		(799	)		-		850			-		51			453			-		(777	)		-		(324	)
Exclude gain (loss) on disposition of unconsolidated entities		-			-		-			-		-			-			-		-			-		-
Exclude impairment of unconsolidated real estate		714			-		(714	)		-		-			-			-		-			-		-
Exclude depreciation and amortization of unconsolidated entities		59			-		(59	)		-		-			225			-		(225	)		-		-

Adjusted total income		14,760			1,233		2,027			-		15,554			9,506			623		1,967			-		10,850
Operating expenses		11,776			849		1,891			-		12,818			9,070			379		2,290			-		10,981
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		43			-		-			-		43			71			-		-			-		71
Exclude straight-line rent adjustment		-			-		-			-		-			-			-		-			-		-
Exclude preference payment		-			-		-			-		-			-			-		-			-		-

Adjusted operating expenses		11,819			849		1,891			-		12,861			9,141			379		2,290			-		11,052
Net operating income		2,941			384		136			-		2,693			365			244		(323	)		-		(202	)
Interest expense		829			90		136			-		875			486			70		(323	)		-		93
(Gain) loss on early extinguishment of debt		-			-		-			-		-			-			-		-			-		-
Noncontrolling interest in earnings before depreciation and amortization		294			294		-			-		-			174			174		-			-		-
Add: Pre-Tax EBDT from discontinued operations		-			-		-			-		-			-			-		-			-		-

Pre-Tax EBDT		1,818			-		-			-		1,818			(295	)		-		-			-		(295	)
Income tax expense (benefit)		449			-		-			-		449			(5,305	)		-		-			-		(5,305	)

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	1,369		$	-	$	-		$	-	$	1,369		$	5,010		$	-	$	-		$	-	$	5,010

Reconciliation to net earnings:
Earnings before depreciation, amortization and deferred taxes (EBDT)	$	1,369		$	-	$	-		$	-	$	1,369		$	5,010		$	-	$	-		$	-	$	5,010
Depreciation and amortization - Real Estate Groups		(62	)		-		-			-		(62	)		(112	)		-		-			-		(112	)
Amortization of mortgage procurement costs - Real Estate Groups		(62	)		-		-			-		(62	)		(214	)		-		-			-		(214	)
Deferred taxes - Real Estate Groups		236			-		-			-		236			(6,158	)		-		-			-		(6,158	)
Straight-line rent adjustment		(3	)		-		-			-		(3	)		-			-		-			-		-
Preference payment		-			-		-			-		-			-			-		-			-		-
Gain (loss) on disposition of rental properties and partial interests in rental properties, net of tax		-			-		-			-		-			-			-		-			-		-
Gain (loss) on disposition of unconsolidated entities, net of tax		-			-		-			-		-			-			-		-			-		-
Impairment of consolidated and unconsolidated real estate, net of tax		-			-		(437	)		-		(437	)		(1,365	)		-		-			-		(1,365	)
Impairment of unconsolidated real estate, net of tax		(437	)		-		437			-		-			-			-		-			-		-
Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		-			-		-			-		-			-			-		-			-		-
Amortization of mortgage procurement costs - Real Estate Groups		-			-		-			-		-			-			-		-			-		-
Deferred taxes - Real Estate Groups		-			-		-			-		-			-			-		-			-		-
Straight-line rent adjustment		-			-		-			-		-			-			-		-			-		-
Gain on disposition of rental properties		-			-		-			-		-			-			-		-			-		-
Impairment of consolidated and unconsolidated real estate		-			-		-			-		-			-			-		-			-		-
Deferred gain on disposition of Lumber Group		-			-		-			-		-			-			-		-			-		-

Net earnings (loss) attributable to Forest City Enterprises, Inc.	$	1,041		$	-	$	-		$	-	$	1,041		$	(2,839	)	$	-	$	-		$	-	$	(2,839	)

Preferred dividends		-			-		-			-		-			-			-		-			-		-

Net earnings (loss) attributable to Forest City Enterprises, Inc. common shareholders	$	1,041		$	-	$	-		$	-	$	1,041		$	(2,839	)	$	-	$	-		$	-	$	(2,839	)

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) – Three Months Ended January 31, 2011 and 2010 (in thousands) (continued)


	The Nets 2010												The Nets 2009
						Plus												Plus
	Full			Less		Unconsolidated		Plus		Pro-Rata			Full			Less		Unconsolidated		Plus		Pro-Rata
	Consolidation			Noncontrolling		Investments at		Discontinued		Consolidation			Consolidation			Noncontrolling		Investments at		Discontinued		Consolidation
	(GAAP)			Interest		Pro-Rata		Operations		(Non-GAAP)			(GAAP)			Interest		Pro-Rata		Operations		(Non-GAAP)
Revenues from real estate operations	$	-		$	-	$	-	$	-	$	-		$	-		$	-	$	-	$	-	$	-
Exclude straight-line rent adjustment		-			-		-		-		-			-			-		-		-		-

Adjusted revenues		-			-		-		-		-			-			-		-		-		-
Add interest and other income		-			-		-		-		-			-			-		21,538		-		21,538
Add equity in earnings (loss) of unconsolidated entities, including impairment		(312	)		-		-		-		(312	)		(13,648	)		-		13,648		-		-
Exclude gain (loss) on disposition of unconsolidated entities		-			-		-		-		-			-			-		-		-		-
Exclude impairment of unconsolidated real estate		-			-		-		-		-			-			-		-		-		-
Exclude depreciation and amortization of unconsolidated entities		-			-		-		-		-			-			-		-		-		-

Adjusted total income		(312	)		-		-		-		(312	)		(13,648	)		-		35,186		-		21,538
Operating expenses		-			-		-		-		-			-			-		29,826		-		29,826
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		-			-		-		-		-			-			-		2,744		-		2,744
Exclude straight-line rent adjustment		-			-		-		-		-			-			-		-		-		-
Exclude preference payment		-			-		-		-		-			-			-		-		-		-

Adjusted operating expenses		-			-		-		-		-			-			-		32,570		-		32,570
Net operating income		(312	)		-		-		-		(312	)		(13,648	)		-		2,616		-		(11,032	)
Interest expense		-			-		-		-		-			-			-		2,616		-		2,616
(Gain) loss on early extinguishment of debt		-			-		-		-		-			-			-		-		-		-
Noncontrolling interest in earnings before depreciation and amortization		-			-		-		-		-			-			-		-		-		-
Add: Pre-Tax EBDT from discontinued operations		-			-		-		-		-			-			-		-		-		-

Pre-Tax EBDT		(312	)		-		-		-		(312	)		(13,648	)		-		-		-		(13,648	)
Income tax expense (benefit)		811			-		-		-		811			(4,593	)		-		-		-		(4,593	)

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	(1,123	)	$	-	$	-	$	-	$	(1,123	)	$	(9,055	)	$	-	$	-	$	-	$	(9,055	)

Reconciliation to net earnings:
Earnings before depreciation, amortization and deferred taxes (EBDT)	$	(1,123	)	$	-	$	-	$	-	$	(1,123	)	$	(9,055	)	$	-	$	-	$	-	$	(9,055	)
Depreciation and amortization - Real Estate Groups		-			-		-		-		-			-			-		-		-		-
Amortization of mortgage procurement costs - Real Estate Groups		-			-		-		-		-			-			-		-		-		-
Deferred taxes - Real Estate Groups		-			-		-		-		-			-			-		-		-		-
Straight-line rent adjustment		-			-		-		-		-			-			-		-		-		-
Preference payment		-			-		-		-		-			-			-		-		-		-
Gain (loss) on disposition of rental properties and partial interests in rental properties, net of tax		-			-		-		-		-			-			-		-		-		-
Gain (loss) on disposition of unconsolidated entities, net of tax		-			-		-		-		-			-			-		-		-		-
Impairment of consolidated and unconsolidated real estate, net of tax		-			-		-		-		-			-			-		-		-		-
Impairment of unconsolidated real estate, net of tax		-			-		-		-		-			-			-		-		-		-
Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		-			-		-		-		-			-			-		-		-		-
Amortization of mortgage procurement costs - Real Estate Groups		-			-		-		-		-			-			-		-		-		-
Deferred taxes - Real Estate Groups		-			-		-		-		-			-			-		-		-		-
Straight-line rent adjustment		-			-		-		-		-			-			-		-		-		-
Gain on disposition of rental properties		-			-		-		-		-			-			-		-		-		-
Impairment of consolidated and unconsolidated real estate		-			-		-		-		-			-			-		-		-		-
Deferred gain on disposition of Lumber Group		-			-		-		-		-			-			-		-		-		-

Net earnings (loss) attributable to Forest City Enterprises, Inc.	$	(1,123	)	$	-	$	-	$	-	$	(1,123	)	$	(9,055	)	$	-	$	-	$	-	$	(9,055	)

Preferred dividends		-			-		-		-		-			-			-		-		-		-

Net earnings (loss) attributable to Forest City Enterprises, Inc. common shareholders	$	(1,123	)	$	-	$	-	$	-	$	(1,123	)	$	(9,055	)	$	-	$	-	$	-	$	(9,055	)

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) – Three Months Ended January 31, 2011 and 2010 (in thousands) (continued)


	Corporate Activities 2010												Corporate Activities 2009
						Plus												Plus
	Full			Less		Unconsolidated		Plus		Pro-Rata			Full			Less		Unconsolidated		Plus			Pro-Rata
	Consolidation			Noncontrolling		Investments at		Discontinued		Consolidation			Consolidation			Noncontrolling		Investments at		Discontinued			Consolidation
	(GAAP)			Interest		Pro-Rata		Operations		(Non-GAAP)			(GAAP)			Interest		Pro-Rata		Operations			(Non-GAAP)
Revenues from real estate operations	$	-		$	-	$	-	$	-	$	-		$	-		$	-	$	-	$	-		$	-
Exclude straight-line rent adjustment		-			-		-		-		-			-			-		-		-			-

Adjusted revenues		-			-		-		-		-			-			-		-		-			-
Add interest and other income		105			-		-		-		105			268			-		-		-			268
Add equity in earnings (loss) of unconsolidated entities, including impairment		-			-		-		-		-			-			-		-		-			-
Exclude gain (loss) on disposition of unconsolidated entities		-			-		-		-		-			-			-		-		-			-
Exclude impairment of unconsolidated real estate		-			-		-		-		-			-			-		-		-			-
Exclude depreciation and amortization of unconsolidated entities		-			-		-		-		-			-			-		-		-			-

Adjusted total income		105			-		-		-		105			268			-		-		-			268
Operating expenses		17,705			-		-		-		17,705			9,240			-		-		-			9,240
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		404			-		-		-		404			494			-		-		-			494
Exclude straight-line rent adjustment		-			-		-		-		-			-			-		-		-			-
Exclude preference payment		-			-		-		-		-			-			-		-		-			-

Adjusted operating expenses		18,109			-		-		-		18,109			9,734			-		-		-			9,734
Net operating income		(18,004	)		-		-		-		(18,004	)		(9,466	)		-		-		-			(9,466	)
Interest expense		15,832			-		-		-		15,832			21,456			-		-		-			21,456
(Gain) loss on early extinguishment of debt		31,689			-		-		-		31,689			-			-		-		-			-
Noncontrolling interest in earnings before depreciation and amortization		-			-		-		-		-			-			-		-		-			-
Add: Pre-Tax EBDT from discontinued operations		-			-		-		-		-			-			-		-		-			-

Pre-Tax EBDT		(65,525	)		-		-		-		(65,525	)		(30,922	)		-		-		-			(30,922	)
Income tax expense (benefit)		(17,990	)		-		-		-		(17,990	)		(4,076	)		-		-		-			(4,076	)

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	(47,535	)	$	-	$	-	$	-	$	(47,535	)	$	(26,846	)	$	-	$	-	$	-		$	(26,846	)

Reconciliation to net earnings:
Earnings before depreciation, amortization and deferred taxes (EBDT)	$	(47,535	)	$	-	$	-	$	-	$	(47,535	)	$	(26,846	)	$	-	$	-	$	-		$	(26,846	)
Depreciation and amortization - Real Estate Groups		-			-		-		-		-			-			-		-		-			-
Amortization of mortgage procurement costs - Real Estate Groups		-			-		-		-		-			-			-		-		-			-
Deferred taxes - Real Estate Groups		(2,687	)		-		-		-		(2,687	)		(1,810	)		-		-		-			(1,810	)
Straight-line rent adjustment		-			-		-		-		-			-			-		-		-			-
Preference payment		-			-		-		-		-			-			-		-		-			-
Gain (loss) on disposition of rental properties and partial interests in rental properties, net of tax		-			-		-		-		-			-			-		-		718			718
Gain (loss) on disposition of unconsolidated entities, net of tax		-			-		-		-		-			-			-		-		-			-
Impairment of consolidated and unconsolidated real estate, net of tax		-			-		-		-		-			-			-		-		-			-
Impairment of unconsolidated real estate, net of tax		-			-		-		-		-			-			-		-		-			-
Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		-			-		-		-		-			-			-		-		-			-
Amortization of mortgage procurement costs - Real Estate Groups		-			-		-		-		-			-			-		-		-			-
Deferred taxes - Real Estate Groups		-			-		-		-		-			-			-		-		-			-
Straight-line rent adjustment		-			-		-		-		-			-			-		-		-			-
Gain on disposition of rental properties		-			-		-		-		-			-			-		-		-			-
Impairment of consolidated and unconsolidated real estate		-			-		-		-		-			-			-		-		-			-
Deferred gain on disposition of Lumber Group		-			-		-		-		-			718			-		-		(718	)		-

Net earnings (loss) attributable to Forest City Enterprises, Inc.	$	(50,222	)	$	-	$	-	$	-	$	(50,222	)	$	(27,938	)	$	-	$	-	$	-		$	(27,938	)

Preferred dividends		(3,850	)		-		-		-		(3,850	)		-			-		-		-			-

Net earnings (loss) attributable to Forest City Enterprises, Inc. common shareholders	$	(54,072	)	$	-	$	-	$	-	$	(54,072	)	$	(27,938	)	$	-	$	-	$	-		$	(27,938	)

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) – Three Months Ended January 31, 2011 and 2010 (in thousands) (continued)


	Total 2010														Total 2009
						Plus														Plus
	Full			Less		Unconsolidated			Plus			Pro-Rata			Full			Less		Unconsolidated			Plus			Pro-Rata
	Consolidation			Noncontrolling		Investments at			Discontinued			Consolidation			Consolidation			Noncontrolling		Investments at			Discontinued			Consolidation
	(GAAP)			Interest		Pro-Rata			Operations			(Non-GAAP)			(GAAP)			Interest		Pro-Rata			Operations			(Non-GAAP)
Revenues from real estate operations	$	297,790		$	19,007	$	80,167		$	2,170		$	361,120		$	318,530		$	12,655	$	70,909		$	5,727		$	382,511
Exclude straight-line rent adjustment		(9,015	)		-		-			(144	)		(9,159	)		(5,107	)		-		-			(176	)		(5,283	)

Adjusted revenues		288,775			19,007		80,167			2,026			351,961			313,423			12,655		70,909			5,551			377,228
Add interest and other income		17,862			611		381			(1	)		17,631			30,080			175		20,910			1			50,816
Add equity in earnings (loss) of unconsolidated entities, including impairment		(12,742	)		1,719		14,081			-			(380	)		30,087			5		(30,338	)		-			(256	)
Exclude gain (loss) on disposition of unconsolidated entities		(15,633	)		-		15,633			-			-			(45,263	)		-		45,263			-			-
Exclude impairment of unconsolidated real estate		35,714			-		(35,714	)		-			-			1,693			-		(1,693	)		-			-
Exclude depreciation and amortization of unconsolidated entities		15,851			-		(15,851	)		-			-			13,293			-		(13,293	)		-			-

Adjusted total income		329,827			21,337		58,697			2,025			369,212			343,313			12,835		91,758			5,552			427,788
Operating expenses		182,787			9,454		39,254			893			213,480			181,762			6,551		71,105			2,769			249,085
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		1,091			-		-			-			1,091			3,108			-		2,744			-			5,852
Exclude straight-line rent adjustment		(1,246	)		-		-			-			(1,246	)		(1,594	)		-		-			-			(1,594	)
Exclude preference payment		(585	)		-		-			-			(585	)		(585	)		-		-			-			(585	)

Adjusted operating expenses		182,047			9,454		39,254			893			212,740			182,691			6,551		73,849			2,769			252,758
Net operating income		147,780			11,883		19,443			1,132			156,472			160,622			6,284		17,909			2,783			175,030
Interest expense		71,105			3,682		22,228			765			90,416			90,089			3,925		16,955			1,743			104,862
(Gain) loss on early extinguishment of debt		31,688			-		(2,785	)		-			28,903			1,396			-		954			-			2,350
Noncontrolling interest in earnings before depreciation and amortization		8,201			8,201		-			-			-			2,359			2,359		-			-			-
Add: Pre-Tax EBDT from discontinued operations		367			-		-			(367	)		-			1,040			-		-			(1,040	)		-

Pre-Tax EBDT		37,153			-		-			-			37,153			67,818			-		-			-			67,818
Income tax expense (benefit)		(5,996	)		-		-			-			(5,996	)		(10,589	)		-		-			-			(10,589	)

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	43,149		$	-	$	-		$	-		$	43,149		$	78,407		$	-	$	-		$	-		$	78,407

Reconciliation to net earnings:
Earnings before depreciation, amortization and deferred taxes (EBDT)	$	43,149		$	-	$	-		$	-		$	43,149		$	78,407		$	-	$	-		$	-		$	78,407
Depreciation and amortization - Real Estate Groups		(73,201	)		-		-			(178	)		(73,379	)		(73,740	)		-		-			(1,693	)		(75,433	)
Amortization of mortgage procurement costs - Real Estate Groups		(3,610	)		-		-			(7	)		(3,617	)		(3,777	)		-		-			(73	)		(3,850	)
Deferred taxes - Real Estate Groups		8,574			-		-			(503	)		8,071			(8,761	)		-		-			(331	)		(9,092	)
Straight-line rent adjustment		7,769			-		-			144			7,913			3,513			-		-			176			3,689
Preference payment		(585	)		-		-			-			(585	)		(585	)		-		-			-			(585	)
Gain (loss) on disposition of rental properties and partial interests in rental properties, net of tax		825			-		9,570			27,657			38,052			-			-		27,709			718			28,427
Gain (loss) on disposition of unconsolidated entities, net of tax		9,570			-		(9,570	)		-			-			27,709			-		(27,709	)		-			-
Impairment of consolidated and unconsolidated real estate, net of tax		-			-		(21,437	)		-			(21,437	)		(3,539	)		-		(1,037	)		(10,786	)		(15,362	)
Impairment of unconsolidated real estate, net of tax		(21,437	)		-		21,437			-			-			(1,037	)		-		1,037			-			-
Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		(178	)		-		-			178			-			(1,693	)		-		-			1,693			-
Amortization of mortgage procurement costs - Real Estate Groups		(7	)		-		-			7			-			(73	)		-		-			73			-
Deferred taxes - Real Estate Groups		(503	)		-		-			503			-			(331	)		-		-			331			-
Straight-line rent adjustment		144			-		-			(144	)		-			176			-		-			(176	)		-
Gain on disposition of rental properties		27,657			-		-			(27,657	)		-			-			-		-			-			-
Impairment of consolidated and unconsolidated real estate		-			-		-			-			-			(10,786	)		-		-			10,786			-
Deferred gain on disposition of Lumber Group		-			-		-			-			-			718			-		-			(718	)		-

Net earnings (loss) attributable to Forest City Enterprises, Inc.	$	(1,833	)	$	-	$	-		$	-		$	(1,833	)	$	6,201		$	-	$	-		$	-		$	6,201

Preferred dividends		(3,850	)		-		-			-			(3,850	)		-			-		-			-			-

Net earnings (loss) attributable to Forest City Enterprises, Inc. common shareholders	$	(5,683	)	$	-	$	-		$	-		$	(5,683	)	$	6,201		$	-	$	-		$	-		$	6,201

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) – Year Ended January 31, 2011 and 2010 (in thousands)


	Commercial Group 2010														Commercial Group 2009
						Plus															Plus
	Full			Less		Unconsolidated			Plus			Pro-Rata			Full			Less			Unconsolidated			Plus			Pro-Rata
	Consolidation			Noncontrolling		Investments at			Discontinued			Consolidation			Consolidation			Noncontrolling			Investments at			Discontinued			Consolidation
	(GAAP)			Interest		Pro-Rata			Operations			(Non-GAAP)			(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)
Revenues from real estate operations	$	934,045		$	62,572	$	159,015		$	15,342		$	1,045,830		$	954,669		$	44,001		$	112,723		$	19,882		$	1,043,273
Exclude straight-line rent adjustment		(22,375	)		-		-			(609	)		(22,984	)		(18,739	)		-			-			(869	)		(19,608	)

Adjusted revenues		911,670			62,572		159,015			14,733			1,022,846			935,930			44,001			112,723			19,013			1,023,665
Add interest and other income		23,392			1,318		357			2			22,433			19,569			(24	)		800			5			20,398
Add gain on disposition of partial interests in other investment - Nets		-			-		-			-			-			-			-			-			-			-
Add equity in earnings (loss) of unconsolidated entities, including impairment		(29,269	)		-		29,269			-			-			(3,864	)		-			3,862			-			(2	)
Exclude gain (loss) on disposition of unconsolidated entities		(5,613	)		-		5,613			-			-			-			-			-			-			-
Exclude impairment of unconsolidated real estate		49,889			-		(49,889	)		-			-			10,521			-			(10,521	)		-			-
Exclude depreciation and amortization of unconsolidated entities		29,581			-		(29,581	)		-			-			17,770			-			(17,770	)		-			-

Adjusted total income		979,650			63,890		114,784			14,735			1,045,279			979,926			43,977			89,094			19,018			1,044,061
Operating expenses		463,807			32,751		71,484			5,841			508,381			472,890			20,758			60,013			9,054			521,199
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		1,750			-		-			-			1,750			6,465			-			-			-			6,465
Exclude straight-line rent adjustment		(5,338	)		-		-			-			(5,338	)		(6,452	)		-			-			-			(6,452	)
Exclude preference payment		(2,341	)		-		-			-			(2,341	)		(2,341	)		-			-			-			(2,341	)

Adjusted operating expenses		457,878			32,751		71,484			5,841			502,452			470,562			20,758			60,013			9,054			518,871
Net operating income		521,772			31,139		43,300			8,894			542,827			509,364			23,219			29,081			9,964			525,190
Interest expense		227,216			17,411		46,091			5,706			261,602			232,631			13,083			29,081			6,999			255,628
(Gain) loss on early extinguishment of debt		-			-		(2,791	)		-			(2,791	)		(24,219	)		-			-			-			(24,219	)
Noncontrolling interest in earnings before depreciation and amortization		13,728			13,728		-			-			-			10,136			10,136			-			-			-
Add: Pre-Tax EBDT from discontinued operations		3,188			-		-			(3,188	)		-			2,965			-			-			(2,965	)		-

Pre-Tax EBDT		284,016			-		-			-			284,016			293,781			-			-			-			293,781
Income tax expense (benefit)		6,536			-		-			-			6,536			7,361			-			-			-			7,361

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	277,480		$	-	$	-		$	-		$	277,480		$	286,420		$	-		$	-		$	-		$	286,420

Reconciliation to net earnings:
Earnings before depreciation, amortization and deferred taxes (EBDT)	$	277,480		$	-	$	-		$	-		$	277,480		$	286,420		$	-		$	-		$	-		$	286,420
Depreciation and amortization - Real Estate Groups		(205,876	)		-		-			(3,660	)		(209,536	)		(205,277	)		-			-			(5,421	)		(210,698	)
Amortization of mortgage procurement costs - Real Estate Groups		(11,377	)		-		-			(110	)		(11,487	)		(12,019	)		-			-			(237	)		(12,256	)
Deferred taxes - Real Estate Groups		(13,746	)		-		-			(1,195	)		(14,941	)		(11,122	)		-			-			(690	)		(11,812	)
Straight-line rent adjustment		17,037			-		-			609			17,646			12,287			-			-			869			13,156
Preference payment		(2,341	)		-		-			-			(2,341	)		(2,341	)		-			-			-			(2,341	)
Gain (loss) on disposition of rental properties and partial interests in rental properties, net of tax		106,943			-		3,436			26,899			137,278			-			-			-			2,784			2,784
Gain (loss) on disposition of unconsolidated entities, net of tax		3,436			-		(3,436	)		-			-			-			-			-			-			-
Impairment of consolidated and unconsolidated real estate, net of tax		(2,213	)		-		(30,115	)		(48,731	)		(81,059	)		(2,174	)		-			(6,441	)		(8,067	)		(16,682	)
Impairment of unconsolidated real estate, net of tax		(30,115	)		-		30,115			-			-			(6,441	)		-			6,441			-			-
Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		(3,660	)		-		-			3,660			-			(5,421	)		-			-			5,421			-
Amortization of mortgage procurement costs - Real Estate Groups		(110	)		-		-			110			-			(237	)		-			-			237			-
Deferred taxes - Real Estate Groups		(1,195	)		-		-			1,195			-			(690	)		-			-			690			-
Straight-line rent adjustment		609			-		-			(609	)		-			869			-			-			(869	)		-
Gain on disposition of rental properties, net of tax		26,899			-		-			(26,899	)		-			2,784			-			-			(2,784	)		-
Impairment of consolidated and unconsolidated real estate		(48,731	)		-		-			48,731			-			(8,067	)		-			-			8,067			-
Deferred gain on disposition of Lumber Group		-			-		-			-			-			-			-			-			-			-

Net earnings (loss) attributable to Forest City Enterprises, Inc.	$	113,040		$	-	$	-		$	-		$	113,040		$	48,571		$	-		$	-		$	-		$	48,571

Preferred dividends		-			-		-			-			-			-			-			-			-			-

Net earnings (loss) attributable to Forest City Enterprises, Inc. common shareholders	$	113,040		$	-	$	-		$	-		$	113,040		$	48,571		$	-		$	-		$	-		$	48,571

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) – Year Ended January 31, 2011 and 2010 (in thousands) (continued)


	Residential Group 2010															Residential Group 2009
							Plus															Plus
	Full			Less			Unconsolidated			Plus			Pro-Rata			Full			Less			Unconsolidated			Plus			Pro-Rata
	Consolidation			Noncontrolling			Investments at			Discontinued			Consolidation			Consolidation			Noncontrolling			Investments at			Discontinued			Consolidation
	(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)			(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)
Revenues from real estate operations	$	211,485		$	3,623		$	147,786		$	2,506		$	358,154		$	257,077		$	5,144		$	178,530		$	10,496		$	440,959
Exclude straight-line rent adjustment		(516	)		-			-			-			(516	)		(85	)		-			-			-			(85	)

Adjusted revenues		210,969			3,623			147,786			2,506			357,638			256,992			5,144			178,530			10,496			440,874
Add interest and other income		19,830			551			1,166			4			20,449			23,673			52			1,215			1			24,837
Add gain on disposition of partial interests in other investment - Nets		-			-			-			-			-			-			-			-			-			-
Add equity in earnings (loss) of unconsolidated entities, including impairment		37,415			1,630			(35,350	)		-			435			28,427			(76	)		(28,154	)		-			349
Exclude gain (loss) on disposition of unconsolidated entities		(17,848	)		-			17,848			-			-			(49,761	)		-			49,761			-			-
Exclude impairment of unconsolidated real estate		-			-			-			-			-			24,303			-			(24,303	)		-			-
Exclude depreciation and amortization of unconsolidated entities		24,617			-			(24,617	)		-			-			27,801			-			(27,801	)		-			-

Adjusted total income		274,983			5,804			106,833			2,510			378,522			311,435			5,120			149,248			10,497			466,060
Operating expenses		136,296			1,383			73,194			1,610			209,717			158,686			1,692			118,362			3,232			278,588
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		1,347			-			-			-			1,347			3,825			-			-			-			3,825
Exclude straight-line rent adjustment		6			-			-			-			6			1			-			-			-			1
Exclude preference payment		-			-			-			-			-			-			-			-			-			-

Adjusted operating expenses		137,649			1,383			73,194			1,610			211,070			162,512			1,692			118,362			3,232			282,414
Net operating income		137,334			4,421			33,639			900			167,452			148,923			3,428			30,886			7,265			183,646
Interest expense		21,233			975			33,608			118			53,984			27,515			1,381			29,756			2,287			58,177
(Gain) loss on early extinguishment of debt		(2,461	)		(247	)		31			-			(2,183	)		1,799			-			1,130			-			2,929
Noncontrolling interest in earnings before depreciation and amortization		3,693			3,693			-			-			-			2,047			2,047			-			-			-
Add: Pre-Tax EBDT from discontinued operations		782			-			-			(782	)		-			4,978			-			-			(4,978	)		-

Pre-Tax EBDT		115,651			-			-			-			115,651			122,540			-			-			-			122,540
Income tax expense (benefit)		9,095			-			-			-			9,095			(229	)		-			-			-			(229	)

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	106,556		$	-		$	-		$	-		$	106,556		$	122,769		$	-		$	-		$	-		$	122,769

Reconciliation to net earnings:
Earnings before depreciation, amortization and deferred taxes (EBDT)	$	106,556		$	-		$	-		$	-		$	106,556		$	122,769		$	-		$	-		$	-		$	122,769
Depreciation and amortization - Real Estate Groups		(75,606	)		-			-			(636	)		(76,242	)		(79,910	)		-			-			(2,874	)		(82,784	)
Amortization of mortgage procurement costs - Real Estate Groups		(2,568	)		-			-			(13	)		(2,581	)		(2,627	)		-			-			(76	)		(2,703	)
Deferred taxes - Real Estate Groups		(3,118	)		-			-			(400	)		(3,518	)		(11,312	)		-			-			(874	)		(12,186	)
Straight-line rent adjustment		522			-			-			-			522			86			-			-			-			86
Preference payment		-			-			-			-			-			-			-			-			-			-
Gain (loss) on disposition of rental properties and partial interests in rental properties, net of tax		18,083			-			10,926			1,099			30,108			-			-			30,462			-			30,462
Gain (loss) on disposition of unconsolidated entities, net of tax		10,926			-			(10,926	)		-			-			30,462			-			(30,462	)		-			-
Impairment of consolidated and unconsolidated real estate, net of tax		-			-			-			-			-			(897	)		-			(14,877	)		(8,703	)		(24,477	)
Impairment of unconsolidated real estate, net of tax		-			-			-			-			-			(14,877	)		-			14,877			-			-
Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		(636	)		-			-			636			-			(2,874	)		-			-			2,874			-
Amortization of mortgage procurement costs - Real Estate Groups		(13	)		-			-			13			-			(76	)		-			-			76			-
Deferred taxes - Real Estate Groups		(400	)		-			-			400			-			(874	)		-			-			874			-
Straight-line rent adjustment		-			-			-			-			-			-			-			-			-			-
Gain on disposition of rental properties, net of tax		1,099			-			-			(1,099	)		-			-			-			-			-			-
Impairment of consolidated and unconsolidated real estate		-			-			-			-			-			(8,703	)		-			-			8,703			-
Deferred gain on disposition of Lumber Group		-			-			-			-			-			-			-			-			-			-

Net earnings (loss) attributable to Forest City Enterprises, Inc.	$	54,845		$	-		$	-		$	-		$	54,845		$	31,167		$	-		$	-		$	-		$	31,167

Preferred dividends		-			-			-			-			-			-			-			-			-			-

Net earnings (loss) attributable to Forest City Enterprises, Inc. common shareholders	$	54,845		$	-		$	-		$	-		$	54,845		$	31,167		$	-		$	-		$	-		$	31,167

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) – Year Ended January 31, 2011 and 2010 (in thousands) (continued)


	Land Development Group 2010													Land Development Group 2009
						Plus													Plus
	Full			Less		Unconsolidated			Plus		Pro-Rata			Full			Less		Unconsolidated			Plus		Pro-Rata
	Consolidation			Noncontrolling		Investments at			Discontinued		Consolidation			Consolidation			Noncontrolling		Investments at			Discontinued		Consolidation
	(GAAP)			Interest		Pro-Rata			Operations		(Non-GAAP)			(GAAP)			Interest		Pro-Rata			Operations		(Non-GAAP)
Revenues from real estate operations	$	32,131		$	2,224	$	10,099		$	-	$	40,006		$	20,267		$	1,287	$	11,776		$	-	$	30,756
Exclude straight-line rent adjustment		8			-		-			-		8			-			-		-			-		-

Adjusted revenues		32,139			2,224		10,099			-		40,014			20,267			1,287		11,776			-		30,756
Add interest and other income		9,162			766		106			-		8,502			9,508			690		8			-		8,826
Add gain on disposition of partial interests in other investment - Nets		-			-		-			-		-			-			-		-			-		-
Add equity in earnings (loss) of unconsolidated entities, including impairment		(20,022	)		-		21,381			-		1,359			3,873			-		(3,428	)		-		445
Exclude gain (loss) on disposition of unconsolidated entities		-			-		-			-		-			-			-		-			-		-
Exclude impairment of unconsolidated real estate		22,570			-		(22,570	)		-		-			1,532			-		(1,532	)		-		-
Exclude depreciation and amortization of unconsolidated entities		241			-		(241	)		-		-			423			-		(423	)		-		-

Adjusted total income		44,090			2,990		8,775			-		49,875			35,603			1,977		6,401			-		40,027
Operating expenses		38,650			2,258		8,436			-		44,828			33,119			1,556		8,326			-		39,889
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		162			-		-			-		162			477			-		-			-		477
Exclude straight-line rent adjustment		-			-		-			-		-			-			-		-			-		-
Exclude preference payment		-			-		-			-		-			-			-		-			-		-

Adjusted operating expenses		38,812			2,258		8,436			-		44,990			33,596			1,556		8,326			-		40,366
Net operating income		5,278			732		339			-		4,885			2,007			421		(1,925	)		-		(339	)
Interest expense		3,007			304		339			-		3,042			2,109			275		(51	)		-		1,783
(Gain) loss on early extinguishment of debt		-			-		-			-		-			(9,466	)		-		(1,874	)		-		(11,340	)
Noncontrolling interest in earnings before depreciation and amortization		428			428		-			-		-			146			146		-			-		-
Add: Pre-Tax EBDT from discontinued operations		-			-		-			-		-			-			-		-			-		-

Pre-Tax EBDT		1,843			-		-			-		1,843			9,218			-		-			-		9,218
Income tax expense (benefit)		(533	)		-		-			-		(533	)		(3,610	)		-		-			-		(3,610	)

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	2,376		$	-	$	-		$	-	$	2,376		$	12,828		$	-	$	-		$	-	$	12,828

Reconciliation to net earnings:
Earnings before depreciation, amortization and deferred taxes (EBDT)	$	2,376		$	-	$	-		$	-	$	2,376		$	12,828		$	-	$	-		$	-	$	12,828
Depreciation and amortization - Real Estate Groups		(264	)		-		-			-		(264	)		(387	)		-		-			-		(387	)
Amortization of mortgage procurement costs - Real Estate Groups		(273	)		-		-			-		(273	)		(624	)		-		-			-		(624	)
Deferred taxes - Real Estate Groups		(591	)		-		-			-		(591	)		(7,987	)		-		-			-		(7,987	)
Straight-line rent adjustment		(8	)		-		-			-		(8	)		-			-		-			-		-
Preference payment		-			-		-			-		-			-			-		-			-		-
Gain (loss) on disposition of rental properties and partial interests in rental properties, net of tax		-			-		-			-		-			-			-		-			-		-
Gain (loss) on disposition of unconsolidated entities, net of tax		-			-		-			-		-			-			-		-			-		-
Impairment of consolidated and unconsolidated real estate, net of tax		(1,016	)		-		(13,817	)		-		(14,833	)		(2,381	)		-		(938	)		-		(3,319	)
Impairment of unconsolidated real estate, net of tax		(13,817	)		-		13,817			-		-			(938	)		-		938			-		-
Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		-			-		-			-		-			-			-		-			-		-
Amortization of mortgage procurement costs - Real Estate Groups		-			-		-			-		-			-			-		-			-		-
Deferred taxes - Real Estate Groups		-			-		-			-		-			-			-		-			-		-
Straight-line rent adjustment		-			-		-			-		-			-			-		-			-		-
Gain on disposition of rental properties, net of tax		-			-		-			-		-			-			-		-			-		-
Impairment of consolidated and unconsolidated real estate		-			-		-			-		-			-			-		-			-		-
Deferred gain on disposition of Lumber Group		-			-		-			-		-			-			-		-			-		-

Net earnings (loss) attributable to Forest City Enterprises, Inc.	$	(13,593	)	$	-	$	-		$	-	$	(13,593	)	$	511		$	-	$	-		$	-	$	511

Preferred dividends		-			-		-			-		-			-			-		-			-		-

Net earnings (loss) attributable to Forest City Enterprises, Inc. common shareholders	$	(13,593	)	$	-	$	-		$	-	$	(13,593	)	$	511		$	-	$	-		$	-	$	511

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) – Year Ended January 31, 2011 and 2010 (in thousands) (continued)


	The Nets 2010													The Nets 2009
							Plus												Plus
	Full			Less			Unconsolidated		Plus		Pro-Rata			Full			Less		Unconsolidated		Plus		Pro-Rata
	Consolidation			Noncontrolling			Investments at		Discontinued		Consolidation			Consolidation			Noncontrolling		Investments at		Discontinued		Consolidation
	(GAAP)			Interest			Pro-Rata		Operations		(Non-GAAP)			(GAAP)			Interest		Pro-Rata		Operations		(Non-GAAP)
Revenues from real estate operations	$	-		$	-		$	-	$	-	$	-		$	-		$	-	$	-	$	-	$	-
Exclude straight-line rent adjustment		-			-			-		-		-			-			-		-		-		-

Adjusted revenues		-			-			-		-		-			-			-		-		-		-
Add interest and other income		-			-			14,037		-		14,037			-			-		52,453		-		52,453
Add gain on disposition of partial interests in other investment - Nets		55,112			23,675			-		-		31,437			-			-		-		-		-
Add equity in earnings (loss) of unconsolidated entities, including impairment		(18,318	)		(6,243	)		4,207		-		(7,868	)		(43,489	)		-		43,489		-		-
Exclude gain (loss) on disposition of unconsolidated entities		-			-			-		-		-			-			-		-		-		-
Exclude impairment of unconsolidated real estate		-			-			-		-		-			-			-		-		-		-
Exclude depreciation and amortization of unconsolidated entities		-			-			-		-		-			-			-		-		-		-

Adjusted total income		36,794			17,432			18,244		-		37,606			(43,489	)		-		95,942		-		52,453
Operating expenses		-			-			16,151		-		16,151			-			-		72,384		-		72,384
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		-			-			947		-		947			-			-		15,494		-		15,494
Exclude straight-line rent adjustment		-			-			-		-		-			-			-		-		-		-
Exclude preference payment		-			-			-		-		-			-			-		-		-		-

Adjusted operating expenses		-			-			17,098		-		17,098			-			-		87,878		-		87,878
Net operating income		36,794			17,432			1,146		-		20,508			(43,489	)		-		8,064		-		(35,425	)
Interest expense		-			-			1,146		-		1,146			-			-		8,064		-		8,064
(Gain) loss on early extinguishment of debt		-			-			-		-		-			-			-		-		-		-
Noncontrolling interest in earnings before depreciation and amortization		17,432			17,432			-		-		-			-			-		-		-		-
Add: Pre-Tax EBDT from discontinued operations		-			-			-		-		-			-			-		-		-		-

Pre-Tax EBDT		19,362			-			-		-		19,362			(43,489	)		-		-		-		(43,489	)
Income tax expense (benefit)		9,711			-			-		-		9,711			(14,815	)		-		-		-		(14,815	)

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	9,651		$	-		$	-	$	-	$	9,651		$	(28,674	)	$	-	$	-	$	-	$	(28,674	)

Reconciliation to net earnings:
Earnings before depreciation, amortization and deferred taxes (EBDT)	$	9,651		$	-		$	-	$	-	$	9,651		$	(28,674	)	$	-	$	-	$	-	$	(28,674	)
Depreciation and amortization - Real Estate Groups		-			-			-		-		-			-			-		-		-		-
Amortization of mortgage procurement costs - Real Estate Groups		-			-			-		-		-			-			-		-		-		-
Deferred taxes - Real Estate Groups		-			-			-		-		-			-			-		-		-		-
Straight-line rent adjustment		-			-			-		-		-			-			-		-		-		-
Preference payment		-			-			-		-		-			-			-		-		-		-
Gain (loss) on disposition of rental properties and partial interests in rental properties, net of tax		-			-			-		-		-			-			-		-		-		-
Gain (loss) on disposition of unconsolidated entities, net of tax		-			-			-		-		-			-			-		-		-		-
Impairment of consolidated and unconsolidated real estate, net of tax		-			-			-		-		-			-			-		-		-		-
Impairment of unconsolidated real estate, net of tax		-			-			-		-		-			-			-		-		-		-
Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		-			-			-		-		-			-			-		-		-		-
Amortization of mortgage procurement costs - Real Estate Groups		-			-			-		-		-			-			-		-		-		-
Deferred taxes - Real Estate Groups		-			-			-		-		-			-			-		-		-		-
Straight-line rent adjustment		-			-			-		-		-			-			-		-		-		-
Gain on disposition of rental properties, net of tax		-			-			-		-		-			-			-		-		-		-
Impairment of consolidated and unconsolidated real estate		-			-			-		-		-			-			-		-		-		-
Deferred gain on disposition of Lumber Group		-			-			-		-		-			-			-		-		-		-

Net earnings (loss) attributable to Forest City Enterprises, Inc.	$	9,651		$	-		$	-	$	-	$	9,651		$	(28,674	)	$	-	$	-	$	-	$	(28,674	)

Preferred dividends		-			-			-		-		-			-			-		-		-		-

Net earnings (loss) attributable to Forest City Enterprises, Inc. common shareholders	$	9,651		$	-		$	-	$	-	$	9,651		$	(28,674	)	$	-	$	-	$	-	$	(28,674	)

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) – Year Ended January 31, 2011 and 2010 (in thousands) (continued)


	Corporate Activities 2010												Corporate Activities 2009
						Plus												Plus
	Full			Less		Unconsolidated		Plus		Pro-Rata			Full			Less		Unconsolidated		Plus			Pro-Rata
	Consolidation			Noncontrolling		Investments at		Discontinued		Consolidation			Consolidation			Noncontrolling		Investments at		Discontinued			Consolidation
	(GAAP)			Interest		Pro-Rata		Operations		(Non-GAAP)			(GAAP)			Interest		Pro-Rata		Operations			(Non-GAAP)
Revenues from real estate operations	$	-		$	-	$	-	$	-	$	-		$	-		$	-	$	-	$	-		$	-
Exclude straight-line rent adjustment		-			-		-		-		-			-			-		-		-			-

Adjusted revenues		-			-		-		-		-			-			-		-		-			-
Add interest and other income		442			-		-		-		442			1,249			-		-		-			1,249
Add gain on disposition of partial interests in other investment - Nets		-			-		-		-		-			-			-		-		-			-
Add equity in earnings (loss) of unconsolidated entities, including impairment		-			-		-		-		-			-			-		-		-			-
Exclude gain (loss) on disposition of unconsolidated entities		-			-		-		-		-			-			-		-		-			-
Exclude impairment of unconsolidated real estate		-			-		-		-		-			-			-		-		-			-
Exclude depreciation and amortization of unconsolidated entities		-			-		-		-		-			-			-		-		-			-

Adjusted total income		442			-		-		-		442			1,249			-		-		-			1,249
Operating expenses		47,030			-		-		-		47,030			39,857			-		-		-			39,857
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		1,769			-		-		-		1,769			2,713			-		-		-			2,713
Exclude straight-line rent adjustment		-			-		-		-		-			-			-		-		-			-
Exclude preference payment		-			-		-		-		-			-			-		-		-			-

Adjusted operating expenses		48,799			-		-		-		48,799			42,570			-		-		-			42,570
Net operating income		(48,357	)		-		-		-		(48,357	)		(41,321	)		-		-		-			(41,321	)
Interest expense		63,884			-		-		-		63,884			80,891			-		-		-			80,891
(Gain) loss on early extinguishment of debt		23,496			-		-		-		23,496			(4,683	)		-		-		-			(4,683	)
Noncontrolling interest in earnings before depreciation and amortization		-			-		-		-		-			-			-		-		-			-
Add: Pre-Tax EBDT from discontinued operations		-			-		-		-		-			-			-		-		-			-

Pre-Tax EBDT		(135,737	)		-		-		-		(135,737	)		(117,529	)		-		-		-			(117,529	)
Income tax expense (benefit)		(49,549	)		-		-		-		(49,549	)		(25,292	)		-		-		-			(25,292	)

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	(86,188	)	$	-	$	-	$	-	$	(86,188	)	$	(92,237	)	$	-	$	-	$	-		$	(92,237	)

Reconciliation to net earnings:
Earnings before depreciation, amortization and deferred taxes (EBDT)	$	(86,188	)	$	-	$	-	$	-	$	(86,188	)	$	(92,237	)	$	-	$	-	$	-		$	(92,237	)
Depreciation and amortization - Real Estate Groups		-			-		-		-		-			-			-		-		-			-
Amortization of mortgage procurement costs - Real Estate Groups		-			-		-		-		-			-			-		-		-			-
Deferred taxes - Real Estate Groups		(19,095	)		-		-		-		(19,095	)		9,293			-		-		-			9,293
Straight-line rent adjustment		-			-		-		-		-			-			-		-		-			-
Preference payment		-			-		-		-		-			-			-		-		-			-
Gain (loss) on disposition of rental properties and partial interests in rental properties, net of tax		-			-		-		-		-			-			-		-		718			718
Gain (loss) on disposition of unconsolidated entities, net of tax		-			-		-		-		-			-			-		-		-			-
Impairment of consolidated and unconsolidated real estate, net of tax		-			-		-		-		-			-			-		-		-			-
Impairment of unconsolidated real estate, net of tax		-			-		-		-		-			-			-		-		-			-
Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		-			-		-		-		-			-			-		-		-			-
Amortization of mortgage procurement costs - Real Estate Groups		-			-		-		-		-			-			-		-		-			-
Deferred taxes - Real Estate Groups		-			-		-		-		-			-			-		-		-			-
Straight-line rent adjustment		-			-		-		-		-			-			-		-		-			-
Gain on disposition of rental properties, net of tax		-			-		-		-		-			-			-		-		-			-
Impairment of consolidated and unconsolidated real estate		-			-		-		-		-			-			-		-		-			-
Deferred gain on disposition of Lumber Group		-			-		-		-		-			718			-		-		(718	)		-

Net earnings (loss) attributable to Forest City Enterprises, Inc.	$	(105,283	)	$	-	$	-	$	-	$	(105,283	)	$	(82,226	)	$	-	$	-	$	-		$	(82,226	)

Preferred dividends		(11,807	)		-		-		-		(11,807	)		-			-		-		-			-

Net earnings (loss) attributable to Forest City Enterprises, Inc. common shareholders	$	(117,090	)	$	-	$	-	$	-	$	(117,090	)	$	(82,226	)	$	-	$	-	$	-		$	(82,226	)

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT) – Year Ended January 31, 2011 and 2010 (in thousands) (continued)


	Total 2010															Total 2009
							Plus															Plus
	Full			Less			Unconsolidated			Plus			Pro-Rata			Full			Less			Unconsolidated			Plus			Pro-Rata
	Consolidation			Noncontrolling			Investments at			Discontinued			Consolidation			Consolidation			Noncontrolling			Investments at			Discontinued			Consolidation
	(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)			(GAAP)			Interest			Pro-Rata			Operations			(Non-GAAP)
Revenues from real estate operations	$	1,177,661		$	68,419		$	316,900		$	17,848		$	1,443,990		$	1,232,013		$	50,432		$	303,029		$	30,378		$	1,514,988
Exclude straight-line rent adjustment		(22,883	)		-			-			(609	)		(23,492	)		(18,824	)		-			-			(869	)		(19,693	)

Adjusted revenues		1,154,778			68,419			316,900			17,239			1,420,498			1,213,189			50,432			303,029			29,509			1,495,295
Add interest and other income		52,826			2,635			15,666			6			65,863			53,999			718			54,476			6			107,763
Add gain on disposition of partial interests in other investment - Nets		55,112			23,675			-			-			31,437			-			-			-			-			-
Add equity in earnings (loss) of unconsolidated entities, including impairment		(30,194	)		(4,613	)		19,507			-			(6,074	)		(15,053	)		(76	)		15,769			-			792
Exclude gain (loss) on disposition of unconsolidated entities		(23,461	)		-			23,461			-			-			(49,761	)		-			49,761			-			-
Exclude impairment of unconsolidated real estate		72,459			-			(72,459	)		-			-			36,356			-			(36,356	)		-			-
Exclude depreciation and amortization of unconsolidated entities		54,439			-			(54,439	)		-			-			45,994			-			(45,994	)		-			-

Adjusted total income		1,335,959			90,116			248,636			17,245			1,511,724			1,284,724			51,074			340,685			29,515			1,603,850
Operating expenses		685,783			36,392			169,265			7,451			826,107			704,552			24,006			259,085			12,286			951,917
Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs		5,028			-			947			-			5,975			13,480			-			15,494			-			28,974
Exclude straight-line rent adjustment		(5,332	)		-			-			-			(5,332	)		(6,451	)		-			-			-			(6,451	)
Exclude preference payment		(2,341	)		-			-			-			(2,341	)		(2,341	)		-			-			-			(2,341	)

Adjusted operating expenses		683,138			36,392			170,212			7,451			824,409			709,240			24,006			274,579			12,286			972,099
Net operating income		652,821			53,724			78,424			9,794			687,315			575,484			27,068			66,106			17,229			631,751
Interest expense		315,340			18,690			81,184			5,824			383,658			343,146			14,739			66,850			9,286			404,543
(Gain) loss on early extinguishment of debt		21,035			(247	)		(2,760	)		-			18,522			(36,569	)		-			(744	)		-			(37,313	)
Noncontrolling interest in earnings before depreciation and amortization		35,281			35,281			-			-			-			12,329			12,329			-			-			-
Add: Pre-Tax EBDT from discontinued operations		3,970			-			-			(3,970	)		-			7,943			-			-			(7,943	)		-

Pre-Tax EBDT		285,135			-			-			-			285,135			264,521			-			-			-			264,521
Income tax expense (benefit)		(24,740	)		-			-			-			(24,740	)		(36,585	)		-			-			-			(36,585	)

Earnings before depreciation, amortization and deferred taxes (EBDT)	$	309,875		$	-		$	-		$	-		$	309,875		$	301,106		$	-		$	-		$	-		$	301,106

Reconciliation to net earnings:
Earnings before depreciation, amortization and deferred taxes (EBDT)	$	309,875		$	-		$	-		$	-		$	309,875		$	301,106		$	-		$	-		$	-		$	301,106
Depreciation and amortization - Real Estate Groups		(281,746	)		-			-			(4,296	)		(286,042	)		(285,574	)		-			-			(8,295	)		(293,869	)
Amortization of mortgage procurement costs - Real Estate Groups		(14,218	)		-			-			(123	)		(14,341	)		(15,270	)		-			-			(313	)		(15,583	)
Deferred taxes - Real Estate Groups		(36,550	)		-			-			(1,595	)		(38,145	)		(21,128	)		-			-			(1,564	)		(22,692	)
Straight-line rent adjustment		17,551			-			-			609			18,160			12,373			-			-			869			13,242
Preference payment		(2,341	)		-			-			-			(2,341	)		(2,341	)		-			-			-			(2,341	)
Gain (loss) on disposition of rental properties and partial interests in rental properties, net of tax		125,026			-			14,362			27,998			167,386			-			-			30,462			3,502			33,964
Gain (loss) on disposition of unconsolidated entities, net of tax		14,362			-			(14,362	)		-			-			30,462			-			(30,462	)		-			-
Impairment of consolidated and unconsolidated real estate, net of tax		(3,229	)		-			(43,932	)		(48,731	)		(95,892	)		(5,452	)		-			(22,256	)		(16,770	)		(44,478	)
Impairment of unconsolidated real estate, net of tax		(43,932	)		-			43,932			-			-			(22,256	)		-			22,256			-			-
Discontinued operations, net of tax:
Depreciation and amortization - Real Estate Groups		(4,296	)		-			-			4,296			-			(8,295	)		-			-			8,295			-
Amortization of mortgage procurement costs - Real Estate Groups		(123	)		-			-			123			-			(313	)		-			-			313			-
Deferred taxes - Real Estate Groups		(1,595	)		-			-			1,595			-			(1,564	)		-			-			1,564			-
Straight-line rent adjustment		609			-			-			(609	)		-			869			-			-			(869	)		-
Gain on disposition of rental properties, net of tax		27,998			-			-			(27,998	)		-			2,784			-			-			(2,784	)		-
Impairment of consolidated and unconsolidated real estate		(48,731	)		-			-			48,731			-			(16,770	)		-			-			16,770			-
Deferred gain on disposition of Lumber Group		-			-			-			-			-			718			-			-			(718	)		-

Net earnings (loss) attributable to Forest City Enterprises, Inc.	$	58,660		$	-		$	-		$	-		$	58,660		$	(30,651	)	$	-		$	-		$	-		$	(30,651	)

Preferred dividends		(11,807	)		-			-			-			(11,807	)		-			-			-			-			-

Net earnings (loss) attributable to Forest City Enterprises, Inc. common shareholders	$	46,853		$	-		$	-		$	-		$	46,853		$	(30,651	)	$	-		$	-		$	-		$	(30,651	)

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate
January 31, 2011

COMMERCIAL GROUP
OFFICE BUILDINGS


			Date of											Leasable
			Opening/									Leasable		Square
			Acquisition/	Legal			Pro-Rata					Square		Feet at Pro-
Name			Expansion	Ownership ⁽¹⁾			Ownership ⁽²⁾			Location	Major Tenants	Feet		Rata %

Consolidated Office Buildings
		2 Hanson Place	2004		100.00	%		100.00	%	Brooklyn, NY	Bank of New York, HSBC		399,000		399,000
		250 Huron	1991		100.00	%		100.00	%	Cleveland, OH	Leasing in progress		119,000		119,000
		4930 Oakton	2006		100.00	%		100.00	%	Skokie, IL	Sanford Brown College		40,000		40,000
		Ballston Common Office Center	2005		100.00	%		100.00	%	Arlington, VA	US Coast Guard; Better Business Bureau		174,000		174,000
		Colorado Studios	2007		90.00	%		90.00	%	Denver, CO	Colorado Studios		75,000		68,000
		Commerce Court	2007		100.00	%		100.00	%	Pittsburgh, PA	US Bank; Wesco Distributors; Cardworks Services; Marc USA		379,000		379,000
		Edgeworth Building	2006		100.00	%		100.00	%	Richmond, VA	Hirschler Fleischer; Ernst & Young		137,000		137,000
		Eleven MetroTech Center	1995		85.00	%		85.00	%	Brooklyn, NY	City of New York - DoITT; E-911		216,000		184,000
		Fairmont Plaza	1998		85.00	%		85.00	%	San Jose, CA	Littler Mendelson; Merrill Lynch; UBS Financial; Camera 12 Cinemas; Accenture		405,000		344,000
		Fifteen MetroTech Center	2003		95.00	%		95.00	%	Brooklyn, NY	Wellchoice, Inc.; City of New York - HRA		650,000		618,000
		Halle Building	1986		100.00	%		100.00	%	Cleveland, OH	Case Western Reserve University; Grant Thornton; CEOGC		409,000		409,000
		Harlem Center	2003		100.00	%		100.00	%	Manhattan, NY	Office of General Services-Temporary Disability & Assistance; State Liquor Authority		147,000		147,000
	(3)	Higbee Building	1990		100.00	%		100.00	%	Cleveland, OH	Key Bank; Horseshoe Casino		815,000		815,000
		Illinois Science and Technology Park
		- 4901 Searle (A)	2006		100.00	%		100.00	%	Skokie, IL	Northshore University Health System		224,000		224,000
		- 8025 Lamon (P)	2006		100.00	%		100.00	%	Skokie, IL	NanoInk, Inc.; Midwest Bio Research; Vetter Development Services		128,000		128,000
	+	- 8030 Lamon (J)	2010		100.00	%		100.00	%	Skokie, IL	Leasing in progress		147,000		147,000
		- 8045 Lamon (Q)	2007		100.00	%		100.00	%	Skokie, IL	Astellas; Polyera; APP Pharmaceuticals, LLC		161,000		161,000
		Johns Hopkins - 855 North Wolfe Street	2008		76.60	%		76.60	%	East Baltimore, MD	Johns Hopkins; Brain Institute; Howard Hughes Institute		279,000		214,000
		New York Times	2007		100.00	%		100.00	%	Manhattan, NY	ClearBridge Advisors, LLC, a Legg Mason Co.; Covington & Burling; Osler Hoskin & Harcourt; Seyfarth Shaw		738,000		738,000
		Nine MetroTech Center North	1997		85.00	%		85.00	%	Brooklyn, NY	City of New York - Fire Department		317,000		269,000
		One MetroTech Center	1991		82.50	%		82.50	%	Brooklyn, NY	JP Morgan Chase; National Grid		937,000		773,000
		One Pierrepont Plaza	1988		100.00	%		100.00	%	Brooklyn, NY	Morgan Stanley; U.S. Probation		659,000		659,000
		Post Office Plaza (MK Ferguson)	1990		100.00	%		100.00	%	Cleveland, OH	Washington Group; Chase Manhattan Mortgage Corp; Educational Loan Servicing Corp; Quicken Loans		476,000		476,000
		Richmond Office Park	2007		100.00	%		100.00	%	Richmond, VA	The Brinks Co.; Wachovia Bank		568,000		568,000
		Skylight Office Tower	1991		92.50	%		100.00	%	Cleveland, OH	Cap Gemini; Ulmer & Berne, LLP		321,000		321,000
		Stapleton - 3055 Roslyn	2006		90.00	%		90.00	%	Denver, CO	University of Colorado Hospital		45,000		41,000
		Ten MetroTech Center	1992		100.00	%		100.00	%	Brooklyn, NY	Internal Revenue Service		365,000		365,000
		Terminal Tower	1983		100.00	%		100.00	%	Cleveland, OH	Forest City Enterprises, Inc.; Cuyahoga Community College		589,000		589,000
		Twelve MetroTech Center	2004		100.00	%		100.00	%	Brooklyn, NY	National Union Fire Insurance Co.		177,000		177,000
		Two MetroTech Center	1990		82.50	%		82.50	%	Brooklyn, NY	Securities Industry Automation Corp.; City of New York - Board of Education		522,000		431,000
		University of Pennsylvania	2004		100.00	%		100.00	%	Philadelphia, PA	University of Pennsylvania		122,000		122,000
	+	Waterfront Station - East 4th & West 4th Buildings	2010		45.00	%		45.00	%	Washington, D.C.	Washington, D.C. Government		631,000		284,000

		*Consolidated Office Buildings Subtotal*											11,371,000		10,520,000

See footnotes on page 74.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate
January 31, 2011

COMMERCIAL GROUP
OFFICE BUILDINGS (continued)


			Date of											Leasable
			Opening/									Leasable		Square
			Acquisition/	Legal			Pro-Rata					Square		Feet at Pro-
Name			Expansion	Ownership ⁽¹⁾			Ownership ⁽²⁾			Location	Major Tenants	Feet		Rata %

Unconsolidated Office Buildings
		35 Landsdowne Street	2002		51.00	%		51.00	%	Cambridge, MA	Millennium Pharmaceuticals		202,000		103,000
		350 Massachusetts Ave	1998		50.00	%		50.00	%	Cambridge, MA	Star Market; Tofias; Novartis		169,000		85,000
		40 Landsdowne Street	2003		51.00	%		51.00	%	Cambridge, MA	Millennium Pharmaceuticals		215,000		110,000
		45/75 Sidney Street	1999		51.00	%		51.00	%	Cambridge, MA	Millennium Pharmaceuticals; Novartis		277,000		141,000
		65/80 Landsdowne Street	2001		51.00	%		51.00	%	Cambridge, MA	Partners HealthCare System		122,000		62,000
	(3)	818 Mission Street	2008		50.00	%		50.00	%	San Francisco, CA	Denny’s; Community Vocational Enterprises		28,000		14,000
		88 Sidney Street	2002		51.00	%		51.00	%	Cambridge, MA	Alkermes, Inc.		145,000		74,000
		Bulletin Building	2006		50.00	%		50.00	%	San Francisco, CA	Great West Life and Annuity; Corinthian School		78,000		39,000
		Chagrin Plaza I & II	1969		66.67	%		66.67	%	Beachwood, OH	Nine Sigma; Benihana; H&R Block		113,000		75,000
		Clark Building	1989		50.00	%		50.00	%	Cambridge, MA	Sanofi Pasteur Biologics; Agios Pharmaceuticals		122,000		61,000
		Enterprise Place	1998		50.00	%		50.00	%	Beachwood, OH	University of Phoenix; Advance Payroll; PS Executive Centers; Retina Assoc. of Cleveland		132,000		66,000
		Jackson Building	1987		51.00	%		51.00	%	Cambridge, MA	Ariad Pharmaceuticals		99,000		50,000
		Liberty Center	1986		50.00	%		50.00	%	Pittsburgh, PA	Federated Investors; Direct Energy Business		526,000		263,000
		Mesa del Sol - 5600 University SE	2006		47.50	%		47.50	%	Albuquerque, NM	MSR-FSR, LLC; CFV Solar		87,000		41,000
		Mesa del Sol - Aperture Center	2008		47.50	%		47.50	%	Albuquerque, NM	Forest City Covington NM, LLC		76,000		36,000
		Mesa del Sol - Fidelity	2008/2009		47.50	%		47.50	%	Albuquerque, NM	Fidelity Investments		210,000		100,000
		Richards Building	1990		51.00	%		51.00	%	Cambridge, MA	Genzyme Biosurgery; Alkermes, Inc.		126,000		64,000
		Signature Square I	1986		50.00	%		50.00	%	Beachwood, OH	Ciuni & Panichi; PCC Airfoils; Liberty Bank		79,000		40,000
		Signature Square II	1989		50.00	%		50.00	%	Beachwood, OH	Pro Ed Communications; Goldberg Co.; Resillience Mgt.		82,000		41,000

		*Unconsolidated Office Buildings Subtotal*											2,888,000		1,465,000


		Total Office Buildings at January 31, 2011											14,259,000		11,985,000

		Total Office Buildings at January 31, 2010											14,112,000		12,420,000

See footnotes on page 74.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate
January 31, 2011

COMMERCIAL GROUP
RETAIL CENTERS


			Date of											Total				Gross
			Opening/									Total		Square		Gross		Leasable
			Acquisition/	Legal			Pro-Rata					Square		Feet at Pro-		Leasable		Area at Pro-
Name			Expansion	Ownership ⁽¹⁾			Ownership ⁽²⁾			Location	Major Tenants	Feet		Rata %		Area		Rata %

Consolidated Regional Malls
		Antelope Valley Mall	1990/1999		78.00	%		78.00	%	Palmdale, CA	Macy’s; Sears; JCPenney; Dillard’s; Forever 21; Cinemark Theatre		1,196,000		933,000		478,000		373,000
		Ballston Common Mall	1986/1999		100.00	%		100.00	%	Arlington, VA	Macy’s; Sport & Health; Regal Cinemas		579,000		579,000		311,000		311,000
		Galleria at Sunset	1996/2002		100.00	%		100.00	%	Henderson, NV	Dillard’s; Macy’s; JCPenney; Dick’s Sporting Goods; Kohl’s		1,048,000		1,048,000		412,000		412,000
		Mall at Robinson	2001		56.67	%		100.00	%	Pittsburgh, PA	Macy’s; Sears; JCPenney; Dick’s Sporting Goods		880,000		880,000		384,000		384,000
		Mall at Stonecrest	2001		66.67	%		66.67	%	Atlanta, GA	Kohl’s; Sears; JCPenney; Dillard’s; AMC Theatre, Macy’s		1,226,000		817,000		397,000		265,000
		Northfield at Stapleton	2005/2006		95.00	%		100.00	%	Denver, CO	Bass Pro; Target; Harkins Theatre; JCPenney; Macy’s		1,127,000		1,127,000		664,000		664,000
		Orchard Town Center	2008		100.00	%		100.00	%	Westminster, CO	JCPenney; Macy’s; Target; AMC Theatre		1,018,000		1,018,000		482,000		482,000
		Promenade Bolingbrook	2007		100.00	%		100.00	%	Bolingbrook, IL	Bass Pro; Macy’s; Gold Class Cinemas; Barnes & Noble; Designer Shoe Warehouse		771,000		771,000		575,000		575,000
		Promenade in Temecula	1999/2002/2009		75.00	%		100.00	%	Temecula, CA	JCPenney; Sears; Macy’s; Edwards Cinema		1,275,000		1,275,000		540,000		540,000
		Shops at Wiregrass	2008		50.00	%		100.00	%	Tampa, FL	JCPenney; Dillard’s; Macy’s; Barnes & Noble		734,000		734,000		349,000		349,000
		Short Pump Town Center	2003/2005		50.00	%		100.00	%	Richmond, VA	Nordstrom; Macy’s; Dillard’s; Dick’s Sporting Goods		1,303,000		1,303,000		591,000		591,000
		South Bay Galleria	1985/2001		100.00	%		100.00	%	Redondo Beach, CA	Nordstrom; Macy’s; Kohl’s; AMC Theatre		956,000		956,000		389,000		389,000
		Victoria Gardens	2004/2007		80.00	%		80.00	%	Rancho Cucamonga, CA	Bass Pro; Macy’s; JCPenney; AMC Theater		1,401,000		1,121,000		829,000		663,000
	^*	Westchester’s Ridge Hill	2011/2012		70.00	%		100.00	%	Yonkers, NY	Lord & Taylor; Dick’s Sporting Goods; WESTMED Medical Group; National Amusements; Whole Foods; REI; LL Bean; Cheesecake Factory; Yard House; Texas De Brazil		1,336,000		1,336,000		1,336,000		1,336,000


		*Consolidated Regional Malls Subtotal*											14,850,000		13,898,000		7,737,000		7,334,000

See footnotes on page 74.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate
January 31, 2011

COMMERCIAL GROUP
RETAIL CENTERS (continued)


		Date of											Total				Gross
		Opening/									Total		Square		Gross		Leasable
		Acquisition/	Legal			Pro-Rata					Square		Feet at Pro-		Leasable		Area at Pro-
Name		Expansion	Ownership ⁽¹⁾			Ownership ⁽²⁾			Location	Major Tenants	Feet		Rata %		Area		Rata %

Consolidated Specialty Retail Centers
	42nd Street	1999		100.00	%		100.00	%	Manhattan, NY	AMC Theatres; Madame Tussaud’s Wax Museum; Modell’s; Dave & Buster’s; Ripley’s Believe It or Not!		309,000		309,000		309,000		309,000
	Atlantic Center	1996		100.00	%		100.00	%	Brooklyn, NY	Pathmark; OfficeMax; Old Navy; Marshall’s; NYC - Dept of Motor Vehicles; Best Buy		395,000		395,000		395,000		395,000
	Atlantic Center Site V	1998		100.00	%		100.00	%	Brooklyn, NY	Modell’s		17,000		17,000		17,000		17,000
	Atlantic Terminal	2004		100.00	%		100.00	%	Brooklyn, NY	Target; Designer Shoe Warehouse; Chuck E. Cheese’s; Daffy’s; Guitar Center		371,000		371,000		371,000		371,000
	Avenue at Tower City Center	1990		100.00	%		100.00	%	Cleveland, OH	Hard Rock Café; Morton’s of Chicago; Cleveland Cinemas; Horseshoe Casino (located in Higbee Building)		365,000		365,000		365,000		365,000
	Brooklyn Commons	2004		100.00	%		100.00	%	Brooklyn, NY	Lowe’s		151,000		151,000		151,000		151,000
	Bruckner Boulevard	1996		100.00	%		100.00	%	Bronx, NY	Conway; Old Navy; Marshall’s		113,000		113,000		113,000		113,000
	Columbia Park Center	1999		75.00	%		75.00	%	North Bergen, NJ	Shop Rite; Old Navy; Staples; Bally’s; Shopper’s World; Phoenix Theatres; Sixth Avenue Electronics		351,000		263,000		351,000		263,000
	Court Street	2000		100.00	%		100.00	%	Brooklyn, NY	United Artists; Barnes & Noble		102,000		102,000		102,000		102,000
	East 29th Avenue Town Center	2004		90.00	%		90.00	%	Denver, CO	Walgreen’s; King Soopers; Chipotle; Starbucks		181,000		163,000		98,000		88,000
	Eastchester	2000		100.00	%		100.00	%	Bronx, NY	Pathmark		63,000		63,000		63,000		63,000
	Forest Avenue	2000		100.00	%		100.00	%	Staten Island, NY	United Artists		70,000		70,000		70,000		70,000
	Gun Hill Road	1997		100.00	%		100.00	%	Bronx, NY	Home Depot; Chuck E. Cheese’s		147,000		147,000		147,000		147,000
	Harlem Center	2002		100.00	%		100.00	%	Manhattan, NY	Marshall’s; CVS/Pharmacy; Staples; H&M; Planet Fitness		126,000		126,000		126,000		126,000
	Kaufman Studios	1999		100.00	%		100.00	%	Queens, NY	United Artists Theatres		84,000		84,000		84,000		84,000
	Market at Tobacco Row	2002		100.00	%		100.00	%	Richmond, VA	Rich Foods; CVS/Pharmacy		43,000		43,000		43,000		43,000
	Northern Boulevard	1997		100.00	%		100.00	%	Queens, NY	Stop & Shop; Marshall’s; Old Navy; AJ Wright; Guitar Center		218,000		218,000		218,000		218,000
	Quartermaster Plaza	2004		100.00	%		100.00	%	Philadelphia, PA	Home Depot; BJ’s Wholesale Club; Staples; PetSmart; Walgreen’s		456,000		456,000		456,000		456,000
	Quebec Square	2002		90.00	%		90.00	%	Denver, CO	Walmart; Home Depot; Sam’s Club; Ross Dress for Less; Office Depot; PetSmart		739,000		665,000		217,000		195,000
	Queens Place	2001		100.00	%		100.00	%	Queens, NY	Target; Best Buy; Macy’s Furniture; Designer Shoe Warehouse		455,000		455,000		221,000		221,000
	Richmond Avenue	1998		100.00	%		100.00	%	Staten Island, NY	Staples		76,000		76,000		76,000		76,000
	Station Square	1994/2002		100.00	%		100.00	%	Pittsburgh, PA	Hard Rock Café; Grand Concourse Restaurant; Buca Di Beppo		291,000		291,000		291,000		291,000
	White Oak Village	2008		50.00	%		100.00	%	Richmond, VA	Target; Lowe’s; Sam’s Club; JCPenney; OfficeMax; PetSmart; Martin’s		843,000		843,000		295,000		295,000


	*Consolidated Specialty Retail Centers Subtotal*											5,966,000		5,786,000		4,579,000		4,459,000


	*Consolidated Retail Centers Total*											20,816,000		19,684,000		12,316,000		11,793,000

See footnotes on page 74.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate
January 31, 2011

COMMERCIAL GROUP
RETAIL CENTERS (continued)


			Date of											Total				Gross
			Opening/									Total		Square		Gross		Leasable
			Acquisition/	Legal			Pro-Rata					Square		Feet at Pro-		Leasable		Area at Pro-
Name			Expansion	Ownership ⁽¹⁾			Ownership ⁽²⁾			Location	Major Tenants	Feet		Rata %		Area		Rata %

Unconsolidated Regional Malls
		Boulevard Mall	1996/2000		50.00	%		50.00	%	Amherst, NY	JCPenney; Macy’s; Sears; Michael’s		912,000		456,000		336,000		168,000
		Charleston Town Center	1983		50.00	%		50.00	%	Charleston, WV	Macy’s; JCPenney; Sears; Brickstreet Insurance		897,000		449,000		363,000		182,000
		San Francisco Centre	2006		50.00	%		50.00	%	San Francisco, CA	Nordstrom; Bloomingdale’s; Century Theaters; San Francisco State University; Microsoft		1,462,000		731,000		788,000		394,000

		*Unconsolidated Regional Malls Subtotal*											3,271,000		1,636,000		1,487,000		744,000


Unconsolidated Specialty Retail Centers
	+	East River Plaza	2009/2010		35.00	%		50.00	%	Manhattan, NY	Costco; Target; Best Buy; Marshall’s; PetSmart; Bob’s Furniture; Old Navy		527,000		264,000		527,000		264,000
		Golden Gate	1958		50.00	%		50.00	%	Mayfield Heights, OH	OfficeMax; Old Navy; Marshall’s; Cost Plus; HH Gregg; PetSmart		361,000		181,000		361,000		181,000
		Marketplace at Riverpark	1996		50.00	%		50.00	%	Fresno, CA	JCPenney; Best Buy; Marshall’s; OfficeMax; Old Navy; Target; Sports Authority		471,000		236,000		296,000		148,000
		Plaza at Robinson Town Center	1989		50.00	%		50.00	%	Pittsburgh, PA	T.J. Maxx; Marshall’s; IKEA; Value City; JoAnn Fabrics		507,000		254,000		507,000		254,000
	+	Village at Gulstream Park	2010		50.00	%		50.00	%	Hallandale Beach, FL	Crate & Barrel; The Container Store; Texas de Brazil; Yard House		511,000		256,000		511,000		256,000

		*Unconsolidated Specialty Retail Centers Subtotal*											2,377,000		1,191,000		2,202,000		1,103,000


		*Unconsolidated Retail Centers Total*											5,648,000		2,827,000		3,689,000		1,847,000


		Total Retail Centers at January 31, 2011											26,464,000		22,511,000		16,005,000		13,640,000

		Total Retail Centers at January 31, 2010											27,826,000		23,753,000		16,877,000		14,409,000

See footnotes on page 74.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate
January 31, 2011

COMMERCIAL GROUP
HOTELS


			Date of
			Opening/
			Acquisition/	Legal			Pro-Rata						Hotel Rooms at
Name			Expansion	Ownership ⁽¹⁾			Ownership ⁽²⁾			Location	Rooms		Pro-Rata %

Consolidated Hotels
	++	Charleston Marriot	1983		95.00	%		100.00	%	Charleston, WV		352		352
		Ritz-Carlton, Cleveland	1990		100.00	%		100.00	%	Cleveland, OH		206		206
		Sheraton Station Square	1998/2001		100.00	%		100.00	%	Pittsburgh, PA		399		399

		*Consolidated Hotels Subtotal*										957		957


Unconsolidated Hotels
		Westin Convention Center	1986		50.00	%		50.00	%	Pittsburgh, PA		616		308

		*Unconsolidated Hotels Subtotal*										616		308

		Total Hotel Rooms at January 31, 2011										1,573		1,265

		Total Hotel Rooms at January 31, 2010										1,833		1,275

Est. Seating

Capacity for

ARENA

Capacity for

NBA

Total

Total Square

NBA

Basketball

Square

Feet at Pro-Rata

Basketball

Event at

Major Tenants

Feet

Event

Pro-Rata %

* Barclays Center

2012

26.60

Brooklyn, NY

The Nets NBA Team

670,000

178,000

18,000

4,788

See footnotes on page 74.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate
January 31, 2011

RESIDENTIAL GROUP
APARTMENTS


			Date of
			Opening/
			Acquisition/	Legal			Pro-Rata				Leasable		Leasable Units at
Name			Expansion	Ownership⁽¹⁾			Ownership⁽²⁾			Location	Units		Pro-Rata %

Consolidated Apartment Communities
		100 Landsdowne Street	2005		100.00	%		100.00	%	Cambridge, MA		203		203
	^*	8 Spruce Street (formerly Beekman)	2011/2012		49.00	%		70.00	%	Manhattan, NY		903		632
		American Cigar Company	2000		100.00	%		100.00	%	Richmond, VA		171		171
		Ashton Mill	2005		90.00	%		100.00	%	Cumberland, RI		193		193
		Cameron Kinney	2007		100.00	%		100.00	%	Richmond, VA		259		259
		Consolidated-Carolina	2003		89.99	%		100.00	%	Richmond, VA		158		158
		Cutter’s Ridge at Tobacco Row	2006		100.00	%		100.00	%	Richmond, VA		12		12
	+	DKLB BKLN (formerly 80 DeKalb)	2009/2010		80.00	%		100.00	%	Brooklyn, NY		365		365
		Drake	1998		95.05	%		95.05	%	Philadelphia, PA		284		270
		Easthaven at the Village	1994/1995		100.00	%		100.00	%	Beachwood, OH		360		360
		Emerald Palms	1996/2004		100.00	%		100.00	%	Miami, FL		505		505
	*	Foundry Lofts	2011		100.00	%		100.00	%	Washington, D.C.		170		170
		Grand Lowry Lofts	2000		100.00	%		100.00	%	Denver, CO		261		261
	+	Hamel Mill Lofts	2008/2010		90.00	%		100.00	%	Haverhill, MA		305		305
		Heritage	2002		100.00	%		100.00	%	San Diego, CA		230		230
		Kennedy Biscuit Lofts	1990		98.90	%		100.00	%	Cambridge, MA		142		142
		Knolls	1995		1.00	%		95.00	%	Orange, CA		260		247
		Lofts 23	2005		100.00	%		100.00	%	Cambridge, MA		51		51
		Lofts at 1835 Arch	2001		95.05	%		95.05	%	Philadelphia, PA		191		182
		Lucky Strike	2008		88.98	%		100.00	%	Richmond, VA		131		131
		Mercantile Place on Main	2008		100.00	%		100.00	%	Dallas, TX		366		366
		Metro 417	2005		75.00	%		100.00	%	Los Angeles, CA		277		277
		Metropolitan	1989		100.00	%		100.00	%	Los Angeles, CA		270		270
		Midtown Towers	1969		100.00	%		100.00	%	Parma, OH		635		635
		Millender Center	1985		5.25	%		90.53	%	Detroit, MI		339		307
		Museum Towers	1997		100.00	%		100.00	%	Philadelphia, PA		286		286
		North Church Towers	2009		100.00	%		100.00	%	Parma Heights, OH		399		399

See footnotes on page 74.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate
January 31, 2011

RESIDENTIAL GROUP
APARTMENTS (continued)


			Date of
			Opening/
			Acquisition/	Legal			Pro-Rata				Leasable		Leasable Units
Name			Expansion	Ownership ⁽¹⁾			Ownership ⁽²⁾			Location	Units		at Pro-Rata %

Consolidated Apartment Communities (continued)
		One Franklintown	1988		100.00	%		100.00	%	Philadelphia, PA		335		335
		Parmatown Towers and Gardens	1972-1973		100.00	%		100.00	%	Parma, OH		412		412
		Pavilion	1992		95.00	%		95.00	%	Chicago, IL		1,114		1,058
		Perrytown Place	1973		8.24	%		100.00	%	Pittsurgh, PA		231		231
	+	Presidio Landmark	2010		1.00	%		100.00	%	San Francisco, CA		161		161
		Queenswood	1990		93.36	%		93.36	%	Corona, NY		296		276
		Sky55	2006		100.00	%		100.00	%	Chicago, IL		411		411
		Southfield	2002		100.00	%		100.00	%	Whitemarsh, MD		212		212
		Town Center (Botanica on the Green & Crescent Flats)	2004/2007		90.00	%		90.00	%	Denver, CO		298		268
		Wilson Building	2007		100.00	%		100.00	%	Dallas, TX		143		143

		*Consolidated Apartment Communities Subtotal*										11,339		10,894


Consolidated Senior Housing Apartments
		1251 S. Michigan	2006		0.01	%		100.00	%	Chicago, IL		91		91
		Brookview Place	1979		3.00	%		3.00	%	Dayton, OH		232		7
		Cedar Place	1974		2.98	%		100.00	%	Lansing, MI		220		220
		Independence Place I	1973		50.00	%		50.00	%	Parma Heights, OH		202		101
		Independence Place II	2003		100.00	%		100.00	%	Parma Heights, OH		201		201

		*Consolidated Senior Housing Apartments Subtotal*										946		620


Consolidated Supported-Living Apartments
		Forest Trace	2000		100.00	%		100.00	%	Lauderhill, FL		322		322

		*Consolidated Supported-Living Apartments Subtotal*										322		322


		*Consolidated Apartments Total*										12,607		11,836

See footnotes on page 74.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate
January 31, 2011

RESIDENTIAL GROUP
APARTMENTS (continued)


			Date of
			Opening/
			Acquisition/	Legal			Pro-Rata				Leasable		Leasable Units at
Name			Expansion	Ownership ⁽¹⁾			Ownership ⁽²⁾			Location	Units		Pro-Rata %

Unconsolidated Apartment Communities
		Arbor Glen	2001-2007		50.00	%		50.00	%	Twinsburg, OH		288		144
		Barrington Place	2008		49.00	%		49.00	%	Raleigh, NC		274		134
		Bayside Village	1988-1989		50.00	%		50.00	%	San Francisco, CA		862		431
		Big Creek	1996-2001		50.00	%		50.00	%	Parma Heights, OH		516		258
		Camelot	1967		50.00	%		50.00	%	Parma Heights, OH		151		76
		Cherry Tree	1996-2000		50.00	%		50.00	%	Strongsville, OH		442		221
		Chestnut Lake	1969		50.00	%		50.00	%	Strongsville, OH		789		395
		Cobblestone Court Apartments	2006-2009		50.00	%		50.00	%	Painesville, OH		400		200
		Colonial Grand	2003		50.00	%		50.00	%	Tampa, FL		176		88
		Coppertree	1998		50.00	%		50.00	%	Mayfield Heights, OH		342		171
		Deer Run	1987-1990		46.00	%		46.00	%	Twinsburg, OH		562		259
		Eaton Ridge	2002-2004		50.00	%		50.00	%	Sagamore Hills, OH		260		130
		Fenimore Court	1982		7.06	%		50.00	%	Detroit, MI		144		72
		Grand	1999		42.75	%		42.75	%	North Bethesda, MD		549		235
		Hamptons	1969		50.00	%		50.00	%	Beachwood, OH		651		326
		Hunter’s Hollow	1990		50.00	%		50.00	%	Strongsville, OH		208		104
		Legacy Arboretum	2008		49.00	%		49.00	%	Charlotte, NC		266		130
		Legacy Crossroads	2008-2009		50.00	%		50.00	%	Cary, NC		344		172
		Lenox Club	1991		47.50	%		47.50	%	Arlington, VA		385		183
		Lenox Park	1992		47.50	%		47.50	%	Silver Spring, MD		406		193
		Liberty Hills	1979-1986		50.00	%		50.00	%	Solon, OH		396		198
	++	Metropolitan Lofts	2005		50.00	%		50.00	%	Los Angeles, CA		264		132
		Newport Landing	2002-2005		50.00	%		50.00	%	Coventry Township, OH		336		168
		Parkwood Village	2001-2002		50.00	%		50.00	%	Brunswick, OH		204		102
		Pine Ridge Valley	1967-1974, 2005-2007		50.00	%		50.00	%	Willoughby Hills, OH		1,309		655

		Residences at University Park	2002		40.00	%		40.00	%	Cambridge, MA		135		54

See footnotes on page 74.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate
January 31, 2011

RESIDENTIAL GROUP
APARTMENTS (continued)


			Date of
			Opening/
			Acquisition/	Legal			Pro-Rata				Leasable		Leasable Units
Name			Expansion	Ownership ⁽¹⁾			Ownership ⁽²⁾			Location	Units		at Pro-Rata %

Unconsolidated Apartment Communities (continued)
		Settler’s Landing at Greentree	2000-2004		50.00	%		50.00	%	Streetsboro, OH		408		204
	+	Stratford Crossing	2007-2010		50.00	%		50.00	%	Wadsworth, OH		348		174
		Sutton Landing	2007-2009		50.00	%		50.00	%	Brimfield, OH		216		108
		Tamarac	1990-2001		50.00	%		50.00	%	Willoughby, OH		642		321
	++	Twin Lake Towers	1966		50.00	%		50.00	%	Denver, CO		254		127
		Uptown Apartments	2008		50.00	%		50.00	%	Oakland, CA		665		333
		Westwood Reserve	2002		50.00	%		50.00	%	Tampa, FL		340		170
		Woodgate / Evergreen Farms	2004-2006		33.33	%		33.33	%	Olmsted Township, OH		348		116
		Worth Street	2003		50.00	%		50.00	%	Manhattan, NY		330		165


		*Unconsolidated Apartment Communities Subtotal*										14,210		6,949


Unconsolidated Senior Housing Apartments
		Autumn Ridge	2002		100.00	%		100.00	%	Sterling Heights, MI		251		251
		Bowin	1998		95.05	%		95.05	%	Detroit, MI		193		183
		Brookpark Place	1976		100.00	%		100.00	%	Wheeling, WV		152		152
		Buckeye Towers	1976		10.91	%		8.94	%	New Boston, OH		120		11
		Burton Place	2000		90.00	%		90.00	%	Burton, MI		200		180
		Cambridge Towers	2002		100.00	%		100.00	%	Detroit, MI		250		250
		Canton Towers	1978		10.91	%		8.94	%	Canton, OH		199		18
		Carl D. Perkins	2002		100.00	%		100.00	%	Pikeville, KY		150		150
		Connellsville Towers	1981		9.59	%		9.59	%	Connellsville, PA		111		11
		Coraopolis Towers	2002		80.00	%		80.00	%	Coraopolis, PA		200		160
		Donora Towers	2002		100.00	%		100.00	%	Donora, PA		103		103
		Farmington Place	1980		100.00	%		100.00	%	Farmington, MI		153		153
		Fort Lincoln II	1979		45.00	%		45.00	%	Washington, D.C.		176		79
		Fort Lincoln III & IV	1981		24.90	%		24.90	%	Washington, D.C.		306		76
		Frenchtown Place	1975		8.24	%		100.00	%	Monroe, MI		151		151
		Glendora Gardens	1983		1.99	%		99.00	%	Glendora, CA		105		104

See footnotes on page 74.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate
January 31, 2011

RESIDENTIAL GROUP
APARTMENTS (continued)


		Date of
		Opening/
		Acquisition/	Legal			Pro-Rata				Leasable		Leasable Units
Name		Expansion	Ownership ⁽¹⁾			Ownership ⁽²⁾			Location	Units		at Pro-Rata %

Unconsolidated Senior Housing Apartments (continued)
	Grove	2003		100.00	%		100.00	%	Ontario, CA		101		101
	Lakeland	1998		95.10	%		95.10	%	Waterford, MI		200		190
	Lima Towers	1977		10.91	%		8.94	%	Lima, OH		200		18
	Miramar Towers	1980		6.35	%		100.00	%	Los Angeles, CA		157		157
	Noble Towers	1979		50.00	%		50.00	%	Pittsburgh, PA		133		67
	North Port Village	1981		27.00	%		27.00	%	Port Huron, MI		251		68
	Nu Ken Tower (Citizen’s Plaza)	1981		8.84	%		50.00	%	New Kensington, PA		101		51
	Oceanpointe Towers	1980		6.35	%		100.00	%	Long Branch, NJ		151		151
	Panorama Towers	1978		99.00	%		99.00	%	Panorama City, CA		154		152
	Park Place Towers	1975		15.11	%		100.00	%	Mt. Clemens, MI		187		187
	Pine Grove Manor	1973		10.26	%		100.00	%	Muskegon Township, MI		172		172
	Plymouth Square	2003		100.00	%		100.00	%	Detroit, MI		280		280
	Potomac Heights Village	1981		6.35	%		100.00	%	Keyser, WV		141		141
	Riverside Towers	1977		9.63	%		100.00	%	Coshocton, OH		100		100
	Shippan Avenue	1980		100.00	%		100.00	%	Stamford, CT		148		148
	St. Mary’s Villa	2002		40.07	%		40.07	%	Newark, NJ		360		144
	Surfside Towers	1970		50.00	%		50.00	%	Eastlake, OH		246		123
	The Springs	1981		6.35	%		100.00	%	La Mesa, CA		129		129
	Tower 43	2002		100.00	%		100.00	%	Kent, OH		101		101
	Towne Centre Place	1975		8.80	%		100.00	%	Ypsilanti, MI		170		170
	Village Center	1983		100.00	%		100.00	%	Detroit, MI		254		254
	Village Square	1978		100.00	%		100.00	%	Williamsville, NY		100		100
	Ziegler Place	1978		100.00	%		100.00	%	Livonia, MI		141		141


	*Unconsolidated Senior Housing Apartments Subtotal*										6,797		5,177


	*Unconsolidated Apartments Total*										21,007		12,126


	*Combined Apartments Total*										33,614		23,962


	Federally Subsidized Housing (Total of 5 Buildings)										741


	Total Apartment Units at January 31, 2011										34,355


	Total Apartment Units at January 31, 2010										34,657

See footnotes on page 74.

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Forest City Enterprises, Inc. Portfolio of Real Estate
January 31, 2011

RESIDENTIAL GROUP
MILITARY HOUSING

Date of

Opening/

Acquisition/

Legal

Pro-Rata

Leasable

Leasable Units

Name

Expansion

Ownership ⁽¹⁾

Ownership ⁽²⁾

Location

Units

at Pro-Rata %

Unconsolidated Military Housing

Air Force Academy

2007-2013

50.00

Colorado Springs, CO

427

214

Hawaii Phase IV

2007-2014

1.00

Kaneohe, HI

1,141

Marines, Hawaii Increment II

2007-2011

1.00

Honolulu, HI

1,175

Midwest Millington

2008-2012

1.00

Memphis, TN

318

Navy, Hawaii Increment III

2007-2011

1.00

Honolulu, HI

2,520

Navy Midwest

2006-2012

1.00

Chicago, IL

1,401

Ohana Military Communities, Hawaii Increment I

2005-2008

1.00

Honolulu, HI

1,952

Pacific Northwest Communities

2007-2011

20.00

Seattle, WA

2,985

Unconsolidated Military Housing Total

11,919

214

Total Military Housing Units at January 31, 2011

11,919

Total Military Housing Units at January 31, 2010

11,953


*		Property under construction as of January 31, 2011.

+		Property opened or acquired in 2010.

++		Property sold subsequent to January 31, 2011.

^		Property to open in phases.

^^		Our share of residual cash flow ranges from 0-20% during the life cycle of the project.

(1)		Represents our share of a property’s profits and losses upon settlement of any preferred returns to which we or our partner(s) may be entitled.

(2)		Represents our share of a property’s profits and losses adjusted for any preferred returns to which we or our partner(s) may be entitled.

(3)		Operating properties identified for redevelopment.

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