SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of report (Date of earliest event reported): May 19, 2003
FOREST CITY ENTERPRISES, INC.
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(Exact Name of Registrant as Specified in Charter)
Ohio 1-4372 34-0863886
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(State or Other (Commission File Number) (IRS Employer
Jurisdiction of Incorporation) Identification No.)
Terminal Tower, 50 Public Square, 44113
Suite 1100, Cleveland, Ohio -----
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(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (216) 621-6060
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N/A
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. OTHER EVENTS
On May 19, 2003, Forest City Enterprises, Inc., an Ohio corporation, issued and
sold $300,000,000 aggregate principal amount of its 7.625% Senior Notes due 2015
pursuant to a shelf registration statement on Form S-3 (Reg. No. 333-87378)
previously declared effective. In connection therewith, the indenture and the
form of the note under which the 7.625% Senior Notes were issued and the opinion
of counsel are filed herewith and are attached hereto as exhibits.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
Exhibit
Number Exhibit
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4.1 Indenture, dated as of May 19, 2003, between
Forest City Enterprises, Inc., as issuer,
and The Bank of New York, as trustee
4.2 Form of Note
5.1 Opinion of Jones Day
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
FOREST CITY ENTERPRISES, INC.
By: /s/ Thomas G. Smith
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Name: Thomas G. Smith
Title: Executive Vice President,
Chief Financial Officer and
Secretary
Dated: May 20, 2003
EXHIBIT INDEX
Exhibit
Number Exhibit
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4.1 Indenture, dated as of May 19, 2003, between
Forest City Enterprises, Inc., as issuer,
and The Bank of New York, as trustee
4.2 Form of Note
5.1 Opinion of Jones Day