Exhibit 99.1 Forest City Reports Second-Quarter and Year-to-Date Financial Results CLEVELAND--(BUSINESS WIRE)--Sept. 10, 2007--Forest City Enterprises, Inc. (NYSE:FCEA)(NYSE:FCEB) today announced revenues, net earnings and EBDT for the second quarter and six months ended July 31, 2007. EBDT (Earnings Before Depreciation, Amortization and Deferred Taxes) for the second quarter was $71.2 million, or $0.66 per share, a 20.0 percent increase on a per share basis compared with last year's second-quarter EBDT of $56.7 million, or $0.55 per share. EBDT for the six months ended July 31, 2007 was $105.7 million, or $0.98 per share, compared with last year's $120.0 million, or $1.16 per share. Fiscal second-quarter net earnings were $67.8 million, or $0.63 per share, compared with $7.5 million, or $0.07 per share, in the prior year. The primary reason for the increase in net earnings for the second quarter of 2007 was the gain on disposition of properties, with no similar transactions occurring in 2006. Net earnings for the six months were $50.6 million, or $0.48 per share, compared with $60.8 million, or $0.59 per share, in 2006. Second-quarter 2007 consolidated revenues were $287.6 million compared with $250.8 million last year. First-half revenues were $556.0 million compared with $512.6 million for the six months ended July 31, 2006. EBDT and EBDT per share are non-Generally Accepted Accounting Principle (GAAP) measures. A reconciliation of net earnings (the most directly comparable GAAP measure to EBDT) to EBDT is provided in the Financial Highlights table in this news release. Discussion of Results Charles A. Ratner, president and chief executive officer of Forest City Enterprises, said, "The fundamentals in the rental properties business remain strong, as our portfolio of mature properties continues to perform well. Strong occupancies and favorable comparable NOI performance are evidence of this strength. In addition to our operating portfolio, new property openings continue to perform at or above expectations. These results are in sharp contrast to our land business, where we anticipated an industry-wide slowdown; however, the impact has been broader and deeper than expected. The downturn in the for-sale housing business and the related impacts on the sub-prime mortgage business lead us to believe that we will see no signs of improvement in the near term and, in fact, we expect to see continued softening." Ratner continued, "Our EBDT for the quarter grew by 20 percent on a per share basis - driven by approximately $11.0 million of additional EBDT from our investment real estate operations; a $9.3 million increase in the market value of certain 10-year forward-swaps used to hedge future financings; and a $5.0 million gain on the sale of Sterling Glen of Roslyn, a supported-living project that was under construction at the time of disposition. These increases were partially offset by decreased EBDT of $7.1 million reported in the Land Development Group and $4.4 million in increased pre-tax corporate interest expense primarily related to the Puttable Equity-Linked Senior Notes issued in October 2006. "For the first six months, while our EBDT decreased by 11.9 percent from the prior year, our rental properties business performed well, as EBDT from our investment Real Estate Groups was up approximately $12.3 million. First-half results were also favorably impacted by the change in fair market value of $7.8 million of 10-year forward swaps and the $5.0 million net gain on the sale of Sterling Glen of Roslyn. More than offsetting these increases were the results from our Land Development Group, which was down $16.7 million in the first half of 2007 compared with the same period last year. Additionally, sales of commercial outlots in our Commercial Group were down $5.1 million, and Historic Preservation Tax Credits income decreased by $7.1 million. Corporate interest expense was up approximately $8.0 million over last year, due primarily to the Senior Notes issued in October 2006." Comparable property net operating income (NOI) increased 4.5 percent during the second quarter compared with the same period a year ago. The retail and office portfolios were up 3.1 percent and 2.7 percent, respectively. In the residential portfolio, comparable property NOI increased 6.4 percent. Comparable property NOI, defined as NOI from properties operated in both 2007 and 2006, is a non-GAAP financial measure, and is based on the pro-rata consolidation method, also a non-GAAP financial measure. Included in this release is a schedule of comparable property NOI on the full consolidation method. Fiscal 2007 mid-year comparable occupancies were up or stable overall compared with the same period a year ago. Comparable retail occupancies were 94.7 percent through the first six months of 2007 compared with 94.4 percent in the same period a year ago. Comparable office occupancies were 92.9 percent compared with 93.1 percent last year. Comparable occupancies in the residential business increased to 95.6 percent compared with 95.3 percent last year. Recent and Upcoming Milestones Several milestones and new growth opportunities marked the Company's progress in the first half of fiscal 2007, as evidenced by the upcoming opening of the New York Times Building, the groundbreakings on three large retail projects, and the ramp-up in the Military Housing business. The 1.5-million-square-foot New York Times Building is already occupied by the The New York Times Company and will open to Forest City's tenants in the third quarter of 2007. Signed lease agreements represent 86 percent of the 737,000 square feet of space owned by Forest City. The Times building will be one of the largest single assets in the Company's portfolio - representing $411.4 million of cost at its share ($517.5 million on a full consolidation basis). During the first half, Forest City broke ground on three retail centers -- Ridge Hill, a lifestyle center in Yonkers, New York; The Shops at White Oak Village near Richmond, Virginia; and the Village at Gulfstream in Hallandale, Florida. Forest City announced three new Military Housing opportunities during the second quarter. The Military Housing group will be responsible for the demolition, renovation and new construction of homes and will provide ongoing asset and property management. The addition of these three projects will bring the Company's military family housing program to 8,966 units under management. Forest City and a 50/50 partner closed on a transaction to develop and manage 427 military family housing units at the Air Force Academy in Colorado Springs, Colorado. In addition, Forest City expects to close within 30 days on two other military family housing projects - 917 Marine Corps family homes on Oahu, bringing its total to 6,563 military family units in Hawaii; and 318 units at Naval Activities Station (NAS) Mid-South in Millington, Tennessee, bringing its total to 1,976 military family units in the Midwest. In addition, Forest City entered into an agreement to acquire American Eagle Communities' interest in 2,985 Navy housing units and ancillary facilities in the Puget Sound area of Washington state. The transaction is subject to approval by the Navy and the consent of bondholders, with the latter taking longer than anticipated. The Company continued to be an aggressive seller of real estate during the first half of the year. The short-term decline in earnings resulting from these dispositions should be more than offset by the long-term value of reinvesting the proceeds in future development projects at higher returns. During the first half, Forest City took advantage of premium property valuations, and in the second quarter, chose to exit the supported-living business by reaching an agreement with Atria Senior Living Group to sell eight and lease four properties. The transaction included 1,628 units valued at more than $600 million and is expected to generate net cash proceeds of approximately $270 million. Sales through the second quarter resulted in a pre-tax gain of $91.3 million, including the disposition of Sterling Glen of Roslyn. Eleven of the properties are in the Greater New York City market area; the other is in Florida. Forest City also disposed of the Landings of Brentwood, a 724-unit apartment community in Nashville, Tennessee, for a pre-tax gain of $25.1 million. Other second-quarter milestones included: -- Opened Botanica Phase II, a 154-unit addition to one of its first apartment communities at the Company's Stapleton project in Denver. -- Completed and opened California's first Bass Pro Shops Outdoor World, located at Forest City's Victoria Gardens, strengthening the attractiveness of this lifestyle center in Rancho Cucamonga, California. -- Completed two acquisitions to expand the Company's presence in the Richmond, Virginia area - adding the 259-unit Cameron Kinney apartments to its existing residential community at Tobacco Row, and acquiring approximately 600,000 square feet of office space in the Richmond Office Park. -- Closed on the Company's largest ever construction loan in August, a $630 million financing for the Ridge Hill regional lifestyle center in Yonkers, New York. -- Acquired a 60 percent interest in a 12.7-acre development site in downtown Las Vegas. -- Entered into a partnership with General Growth Properties to develop a mixed-use project on 400 acres in Frisco, Texas, a Dallas suburb. -- Signed an agreement with the Presidio Trust to redevelop the former public health service hospital in the Presidio of San Francisco into an apartment community. Development Pipeline Highlights A schedule of the Company's project openings and acquisitions, and the pipeline of projects under construction, is included in this news release. The schedule includes comparable project costs on both a full consolidation and pro-rata share basis. Described below are several of the Company's projects under construction or under development. Projects Under Construction/Planned Openings At the end of the second quarter, Forest City's pipeline included 17 projects under construction, representing a total cost of $2.4 billion of cost at the Company's pro-rata share ($1.8 billion on a full consolidation basis). Including the projects opened during the first half of the year, a total of 10 projects are scheduled to open in fiscal 2007. Total planned openings for the year represent $917.7 million at the Company's pro-rata share ($956.6 million of cost on a full consolidation basis). The Company broke ground on the Ridge Hill mixed-use project, with 1.2 million square feet of retail located in Yonkers, New York. Financing for this 81-acre project is being provided by Bank of America, ING Real Estate Finance and Key Bank Real Estate Capital. Ridge Hill is expected to open in 2009. Tenant commitments include: National Amusements (12-screen theater), Whole Foods Market, and L.L.Bean, as well as interest from other high-quality tenants. Also in the retail development pipeline, Forest City broke ground for The Shops at White Oak Village, a 796,000-square-foot retail center near Richmond, Virginia, representing a cost of $70.1 million on both a full consolidation and pro-rata share basis. The center is expected to include a power center and a lifestyle center component. Recently announced retailers include Sam's Club, Target, JCPenney, Lowe's, Ukrop's Super Markets and Circuit City. Under construction and scheduled to open within the next 24 months are four other retail centers: Orchard Town Center (968,000 square feet) in Westminster, Colorado; Shops at Wiregrass (646,000 square feet) in Tampa, Florida; East River Plaza (514,000 square feet) in Manhattan, New York; and Village at Gulfstream (392,000 square feet) in Hallandale, Florida. These four properties are being developed at a total cost of $582.9 million at the Company's pro-rata share ($158.5 million at full consolidation). The 278,000-square-foot 855 North Wolfe Street will be the first office building at the Company's Science + Technology Park at Johns Hopkins in East Baltimore, Maryland. This building represents $104.7 million of cost on a full consolidation basis and $80.2 million at the Company's pro-rata share. Johns Hopkins University will be the lead tenant in this building, which is currently under construction and scheduled to open in 2008. Projects Under Development At the end of the second quarter, Forest City had more than 15 projects under development, representing approximately $2.0 billion of cost on a full consolidation basis and at the Company's share. Among the projects under development and scheduled to begin construction during the next year are eight projects totaling more than $600 million of cost on a full consolidation basis and at the Company's pro-rata share. Forest City recently added two significant development opportunities to its pipeline. In downtown Las Vegas, the Company acquired a 60 percent interest in 12.7 acres, representing $136 million in total cost, to develop a major regional transportation terminal, city office buildings and other commercial buildings on a five-city-block site. In Frisco, Texas, a suburb north of Dallas, Forest City has entered into a partnership with General Growth Properties, Inc., to develop a master plan for a "town square" development that includes shopping, dining, residential, hotel and office components on approximately 400 acres. During the quarter, the Company signed an agreement with the Presidio Trust to redevelop the former public health service hospital in the Presidio of San Francisco into an apartment community of up to 161 residential units at the foot of the Golden Gate Bridge. The historic buildings on the site will be rehabilitated and the non-historic wings of the main hospital building will be removed to make way for new construction. Two other residential projects currently under development and expected to begin construction in 2007 are the 893-unit Beekman Towers in Manhattan and the 305-unit Haverhill project in Haverhill, Massachusetts. Currently not included in the development pipeline totals above are other long-term projects on which the Company continues to make progress, such as Atlantic Yards in Brooklyn, Mesa del Sol in Albuquerque, and The Yards in Washington, D.C. Financing Activity During the first six months of 2007, Forest City closed on transactions totaling $920.5 million in nonrecourse mortgage financings, including $210.7 million in refinancings, $223.1 million in development projects and acquisitions, and $486.7 million in loan extensions and additional fundings. As previously announced in June, the Company negotiated a new three-year credit agreement with its 13-member bank group. The new agreement features improved pricing and allows for a $150 million accordion feature during the term, which would increase the Company's revolving credit facility to $750 million. As of July 31, 2007, the Company's weighted average cost of mortgage debt decreased to 6.04 percent from 6.06 percent at July 31, 2006, primarily due to a decrease in fixed-rate mortgage debt. Fixed-rate mortgage debt, which represented 69.5 percent of the Company's total nonrecourse mortgage debt, decreased from 6.33 percent at July 31, 2006 to 6.08 percent at July 31, 2007. The variable-rate mortgage debt increased from 5.65 percent at July 31, 2006 to 5.96 percent at July 31, 2007. Ratner said, "It is widely acknowledged that the capital markets have changed significantly since the end of the second quarter. Difficulties in the sub-prime mortgage markets have negatively impacted lending and capital markets. There has been a 'flight to safety' by virtually all capital suppliers and they are demanding higher premiums to take on additional risk. Underwriters are proceeding more cautiously and are having difficulty determining appropriate pricing given the uncertainty in the marketplace. It will likely take some time for the market to find the appropriate level of price equilibrium -- and the markets will remain volatile until that equilibrium is reached." Despite this volatility, the Company has been able to secure financing for its projects. The closing of the Ridge Hill financing discussed above was a significant milestone. Forest City has since closed construction financings for three additional development projects (White Oak Village, The Shops at Wiregrass and Village at Gulfstream). Additionally, the Company recently closed the permanent refinancing of its Charleston (West Virginia) Mall property. Forest City is finding lenders to be more selective, utilizing more conservative underwriting and increasing their spreads. Although Forest City perhaps has not yet seen the full impact of the changes in the marketplace, to date the Company has been able to successfully identify suppliers of capital at a reasonable cost for its capital needs. Outlook Ratner said, "The strength of our diversified portfolio is crucial in times like these, and when combined with our development pipeline, should ensure our continued future growth. Consistent with our core market strategy, we remain focused on investing in the largest and highest growth markets in the country. Our unique position in retail, particularly open-air lifestyle centers, large mixed-use developments, rental apartments, military housing, and land development will continue to drive value for our shareholders over the long term. "We are confident about our business -- our operating portfolio is performing well and continues to generate earnings and deliver value. San Francisco Centre, which opened last year, and the New York Times Building, which will open in the third quarter, are excellent examples of value creation. In fact, these projects represent the two largest single-asset value propositions delivered to the marketplace in the history of the Company. We continue to make progress on projects on our development pipeline and identify new opportunities for the future. "Land sales, as expected, have slowed substantially throughout the country as the housing market continues to struggle. Our land business is reflective of these national trends and we expect it to remain soft into the foreseeable future. That said, we have significantly expanded our land business in recent years to increase our holdings in growth markets such as the Carolinas, Florida, Arizona and Texas, and therefore believe we are well-positioned for the long term. "Uncertainty in the capital markets, weakness in the housing market, and volatility in the timing of transactions make it difficult to have clarity on how our EBDT will perform in the short term, but we remain confident that we will continue to build shareholder value this year and into the future." Corporate Description Forest City Enterprises, Inc. is a $9.5 billion NYSE-listed national real estate company. The Company is principally engaged in the ownership, development, management and acquisition of commercial and residential real estate and land throughout the United States. Supplemental Package Please refer to the Investor Relations section of the Company's website at www.forestcity.net for a Supplemental Package, which the Company will also furnish to the Securities and Exchange Commission on Form 8-K. This Supplemental Package includes operating and financial information for the quarter ended July 31, 2007, with reconciliations of non-GAAP financial measures, such as EBDT, comparable NOI and pro-rata financial statements, to their most directly comparable GAAP financial measures. EBDT The Company uses an additional measure, along with net earnings, to report its operating results. This non-GAAP measure, referred to as Earnings Before Depreciation, Amortization and Deferred Taxes, is not a measure of operating results or cash flows from operations as defined by GAAP and may not be directly comparable to similarly titled measures reported by other companies. The Company believes that EBDT provides additional information about its core operations and, along with net earnings, is necessary to understand its operating results. EBDT is used by the chief operating decision maker and management in assessing operating performance and to consider capital requirements and allocation of resources by segment and on a consolidated basis. The Company believes EBDT is important to investors because it provides another method for the investor to measure its long-term operating performance, as net earnings can vary from year to year due to property dispositions, acquisitions and other factors that have a short-term impact. EBDT is defined as net earnings excluding the following items: i) gain (loss) on disposition of rental properties, divisions and other investments (net of tax); ii) the adjustment to recognize rental revenues and rental expense using the straight-line method; iii) non-cash charges for real estate depreciation, amortization, amortization of mortgage procurement costs and deferred income taxes; iv) preferred payment classified as minority interest expense on the Company's Consolidated Statement of Earnings; v) provision for decline in real estate (net of tax); vi) extraordinary items (net of tax); and vii) cumulative effect of change in accounting principle (net of tax). Unlike the real estate segments, EBDT for the Nets segment equals net earnings. EBDT is reconciled to net earnings, the most comparable financial measure calculated in accordance with GAAP, in the table titled Financial Highlights below and in the Company's Supplemental Package, which the Company will also furnish to the SEC on Form 8-K. The adjustment to recognize rental revenues and rental expenses on the straight-line method is excluded because it is management's opinion that rental revenues and expenses should be recognized when due from the tenants or due to the landlord. The Company excludes depreciation and amortization expense related to real estate operations from EBDT because it believes the values of its properties, in general, have appreciated over time in excess of their original cost. Deferred taxes from real estate operations, which are the result of timing differences of certain net expense items deducted in a future year for federal income tax purposes, are excluded until the year in which they are reflected in the Company's current tax provision. The provision for decline in real estate is excluded from EBDT because it varies from year to year based on factors unrelated to the Company's overall financial performance and is related to the ultimate gain on dispositions of operating properties. The Company's EBDT may not be directly comparable to similarly-titled measures reported by other companies. Pro-Rata Consolidation Method This press release contains certain financial measures prepared in accordance with GAAP under the full consolidation accounting method and certain financial measures prepared in accordance with the pro-rata consolidation method (non-GAAP). The Company presents certain financial amounts under the pro-rata method because it believes this information is useful to investors as this method reflects the manner in which the Company operates its business. In line with industry practice, the Company has made a large number of investments in which its economic ownership is less than 100 percent as a means of procuring opportunities and sharing risk. Under the pro-rata consolidation method, the Company presents its investments proportionate to its economic share of ownership. Under GAAP, the full consolidation method is used to report partnership assets and liabilities consolidated at 100 percent if deemed to be under its control or if the Company is deemed to be the primary beneficiary of the variable interest entities, even if its ownership is not 100 percent. The Company provides reconciliations from the full consolidation method to the pro-rata consolidation method in the exhibits below and throughout its Supplemental Package, which the Company will also furnish to the SEC on Form 8-K. Safe Harbor Language Statements made in this news release that state the Company's or management's intentions, hopes, beliefs, expectations or predictions of the future are forward-looking statements. The Company's actual results could differ materially from those expressed or implied in such forward-looking statements due to various risks, uncertainties and other factors. Risks and factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, real estate development and investment risks, economic conditions in the Company's primary markets, dependence on rental income from real property, downturns in the housing market, competition, illiquidity of real estate investments, bankruptcy or insolvency of tenants, reliance on major tenants, the impact of terrorist acts, risks associated with an investment in and the operation of a professional sports franchise, conflicts of interest, the Company's substantial debt leverage and the ability to service debt, the impact of restrictions imposed by the Company's credit facility, changes in interest rates, the continued availability of tax-exempt government financing, effects of uninsured losses, environmental liabilities, risks associated with developing and managing properties in partnership with others, the ability to maintain effective internal controls, compliance with governmental regulations, litigation risks, and other risk factors as disclosed from time to time in the Company's SEC filings, including but not limited to, the Company's annual and quarterly reports. Forest City Enterprises, Inc. and Subsidiaries Financial Highlights Six Months Ended July 31, 2007 and 2006 (dollars in thousands, except per share data) Three Months Ended, July 31, Increase (Decrease) -------------------------- ------------------- 2007 2006 Amount Percent -------------------------- ----------- ------- Operating Results: Earnings (loss) from continuing operations $ 4,189 $ (1,081) $ 5,270 Discontinued operations, net of tax and minority interest(1) 63,586 8,573 55,013 -------------------------- ----------- Net earnings $ 67,775 $ 7,492 $ 60,283 ========================== =========== Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT)(2) $ 71,206 $ 56,665 $ 14,541 25.7% ========================== =========== Reconciliation of Net Earnings to Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT)(2): Net Earnings $ 67,775 $ 7,492 $ 60,283 Depreciation and amortization - Real Estate Groups(7) 62,490 54,385 8,105 Amortization of mortgage procurement costs - Real Estate Groups(7) 3,538 2,446 1,092 Deferred income tax expense - Real Estate Groups(8) 33,397 6,959 26,438 Deferred income tax expense - Non-Real Estate Groups:(8) Gain on disposition of other investments (57) - (57) Current income tax expense on non- operating earnings:(8) Gain on disposition of other investments 224 - 224 Gain on disposition included in discontinued operations 8,088 - 8,088 Gain on disposition of equity method rental properties - 2,657 (2,657) Straight-line rent adjustment(3) (3,470) (1,900) (1,570) - Preference payment(6) 936 - 936 Preferred return on disposition 5,034 - 5,034 Provision for decline in real estate, net of minority interest - 1,923 (1,923) Provision for decline in real estate of equity method rental properties - 400 (400) Gain on disposition of equity method rental properties - (7,662) 7,662 Gain on disposition of other investments (431) - (431) Discontinued operations:(1) Gain on disposition of rental properties (106,318) (7,342) (98,976) Minority interest - Gain on disposition - (2,693) 2,693 -------------------------- ----------- Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT)(2) $ 71,206 $ 56,665 $ 14,541 25.7% ========================== =========== Diluted Earnings per Common Share: Earnings (loss) from continuing operations $ 0.04 $ (0.01) $ 0.05 Discontinued operations, net of tax and minority interest(1) 0.59 0.08 0.51 -------------------------- ----------- Net earnings(5) $ 0.63 $ 0.07 $ 0.56 ========================== =========== Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT)(2)(4) $ 0.66 $ 0.55 $ 0.11 20.0% ========================== =========== Operating earnings (loss), net of tax (a non-GAAP financial measure) $ 0.05 $ 0.01 $ 0.04 Provision for decline in real estate, net of tax - (0.01) 0.01 Gain on disposition of rental properties and other investments, net of tax 0.63 0.08 0.55 Minority interest (0.05) (0.01) (0.04) -------------------------- ----------- Net earnings(5) $ 0.63 $ 0.07 $ 0.56 ========================== =========== Diluted weighted average shares outstanding(4) 107,780,304 101,705,878 6,074,426 ========================== =========== Forest City Enterprises, Inc. and Subsidiaries Financial Highlights Six Months Ended July 31, 2007 and 2006 (dollars in thousands, except per sharedata) Six Months Ended July 31, Increase (Decrease) --------------------------- ---------------------- 2007 2006 Amount Percent --------------------------- ------------ --------- Operating Results: Earnings (loss) from continuing operations $ (13,480)$ 6,827 $ (20,307) Discontinued operations, net of tax and minority interest(1) 64,074 53,923 10,151 --------------------------- ------------ Net earnings $ 50,594 $ 60,750 $ (10,156) =========================== ============ Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT)(2) $ 105,735 $ 120,004 $ (14,269) (11.9%) =========================== ============ Reconciliation of Net Earnings to Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT)(2): Net Earnings $ 50,594 $ 60,750 $ (10,156) Depreciation and amortization - Real Estate Groups(7) 126,999 101,585 25,414 Amortization of mortgage procurement costs - Real Estate Groups(7) 6,457 5,355 1,102 Deferred income tax expense - Real Estate Groups(8) 23,037 43,389 (20,352) Deferred income tax expense - Non-Real Estate Groups:(8) Gain on disposition of other investments (57) - (57) Current income tax expense on non- operating earnings:(8) Gain on disposition of other investments 224 - 224 Gain on disposition included in discontinued operations 8,088 (29) 8,117 Gain on disposition of equity method rental properties - 2,657 (2,657) Straight-line rent adjustment(3) (7,620) (3,031) (4,589) - Preference payment(6) 1,834 - 1,834 Preferred return on disposition 5,034 - 5,034 Provision for decline in real estate, net of minority interest - 1,923 (1,923) Provision for decline in real estate of equity method rental properties - 400 (400) Gain on disposition of equity method rental properties (2,106) (7,662) 5,556 Gain on disposition of other investments (431) - (431) Discontinued operations:(1) Gain on disposition of rental properties (106,318) (143,726) 37,408 Minority interest - Gain on disposition - 58,393 (58,393) --------------------------- ------------ Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT)(2) $ 105,735 $ 120,004 $ (14,269) (11.9%) =========================== ============ Diluted Earnings per Common Share: Earnings (loss) from continuing operations $ (0.13)$ 0.07 $ (0.20) Discontinued operations, net of tax and minority interest(1) 0.61 0.52 0.09 --------------------------- ------------ Net earnings(5) $ 0.48 $ 0.59 $ (0.11) =========================== ============ Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT)(2)(4) $ 0.98 $ 1.16 $ (0.18) (15.5%) =========================== ============ Operating earnings (loss), net of tax (a non-GAAP financial measure) $ (0.10)$ 0.12 $ (0.22) Provision for decline in real estate, net of tax - (0.01) 0.01 Gain on disposition of rental properties and other investments, net of tax 0.65 1.12 (0.47) Minority interest (0.07) (0.64) 0.57 --------------------------- ------------ Net earnings(5) $ 0.48 $ 0.59 $ (0.11) =========================== ============ Diluted weighted average shares outstanding(4) 102,117,423 103,148,106 (1,030,683) =========================== ============ Forest City Enterprises, Inc. and Subsidiaries Financial Highlights Six Months Ended July 31, 2007 and 2006 (dollars in thousands) Three Months Ended, July 31, Increase (Decrease) -------------------- ------------------- 2007 2006 Amount Percent -------------------- ------------------- Operating Earnings (a non- GAAP financial measure) and Reconciliation to Net Earnings: Revenues from real estate operations Commercial Group $ 210,726 $ 181,142 $ 29,584 Residential Group 62,254 47,593 14,661 Land Development Group 14,606 22,094 (7,488) Corporate Activities - - - -------------------- ------------ Total Revenues 287,586 250,829 36,757 (14.7%) Operating expenses (177,186) (149,566) (27,620) Interest expense, including early extinguishment of debt (74,348) (71,692) (2,656) Amortization of mortgage procurement costs(7) (2,839) (2,440) (399) Depreciation and amortization(7) (55,741) (41,571) (14,170) Interest and other income 23,423 7,870 15,553 Equity in earnings of unconsolidated entities 7,773 6,310 1,463 Provision for decline in real estate of equity method rental properties - 400 (400) Gain on disposition of equity method rental properties - (7,662) 7,662 Revenues and interest income from discontinued operations(1) 12,509 33,447 (20,938) Expenses from discontinued operations(1) (15,201) (28,925) 13,724 -------------------- ------------ Operating earnings (loss) (a non-GAAP financial measure) 5,976 (3,000) 8,976 -------------------- ------------ Income tax expense(8) 609 3,679 (3,070) Income tax expense from discontinued operations(1)(8) (40,040) (5,398) (34,642) Income tax expense on non- operating earnings items (see below) 39,303 5,941 33,362 -------------------- ------------ Operating earnings (loss), net of tax (a non-GAAP financial measure) 5,848 1,222 4,626 -------------------- ------------ Provision for decline in real estate - (1,923) 1,923 Provision for decline in real estate of equity method rental properties - (400) 400 Gain on disposition of equity method rental properties - 7,662 (7,662) Gain on disposition of other investments 431 - 431 Gain on disposition of rental properties included in discontinued operations(1) 106,318 7,342 98,976 Income tax benefit (expense) on non-operating earnings:(8) Provision for decline in real estate - 743 (743) Provision for decline in real estate of equity method rental properties - 155 (155) Gain on disposition of other investments (167) - (167) Gain on disposition of equity method rental properties - (2,962) 2,962 Gain on disposition of rental properties included in discontinued operations (39,136) (3,877) (35,259) -------------------- ------------ Income tax expense on non- operating earnings (see above) (39,303) (5,941) (33,362) -------------------- ------------ Minority interest in continuing operations (5,519) (2,577) (2,942) Minority interest in discontinued operations:(1) Operating earnings - (586) 586 Gain on disposition of rental properties - 2,693 (2,693) -------------------- ------------ - 2,107 (2,107) -------------------- ------------ Minority interest (5,519) (470) (5,049) -------------------- ------------ Net earnings $ 67,775 $ 7,492 $ 60,283 ==================== ============ Forest City Enterprises, Inc. and Subsidiaries Financial Highlights Six Months Ended July 31, 2007 and 2006 (dollars in thousands) Six Months Ended July 31, Increase (Decrease) --------------------- ------------------- 2007 2006 Amount Percent --------------------- ------------------- Operating Earnings (a non- GAAP financial measure) and Reconciliation to Net Earnings: Revenues from real estate operations Commercial Group $ 413,753 $ 377,481 $ 36,272 Residential Group 116,859 92,173 24,686 Land Development Group 25,339 42,910 (17,571) Corporate Activities - - - --------------------- ------------ Total Revenues 555,951 512,564 43,387 (8.5%) Operating expenses (345,778) (297,713) (48,065) Interest expense, including early extinguishment of debt (153,691) (138,091) (15,600) Amortization of mortgage procurement costs(7) (5,403) (5,332) (71) Depreciation and amortization(7) (115,528) (81,859) (33,669) Interest and other income 34,822 22,717 12,105 Equity in earnings of unconsolidated entities 9,134 6,689 2,445 Provision for decline in real estate of equity method rental properties - 400 (400) Gain on disposition of equity method rental properties (2,106) (7,662) 5,556 Revenues and interest income from discontinued operations(1) 24,808 67,449 (42,641) Expenses from discontinued operations(1) (26,704) (64,447) 37,743 --------------------- ------------ Operating earnings (loss) (a non-GAAP financial measure) (24,495) 14,715 (39,210) --------------------- ------------ Income tax expense(8) 14,649 (3,468) 18,117 Income tax expense from discontinued operations(1)(8) (40,348) (33,955) (6,393) Income tax expense on non- operating earnings items (see below) 40,117 35,036 5,081 --------------------- ------------ Operating earnings (loss), net of tax (a non-GAAP financial measure) (10,077) 12,328 (22,405) --------------------- ------------ Provision for decline in real estate - (1,923) 1,923 Provision for decline in real estate of equity method rental properties - (400) 400 Gain on disposition of equity method rental properties 2,106 7,662 (5,556) Gain on disposition of other investments 431 - 431 Gain on disposition of rental properties included in discontinued operations(1) 106,318 143,726 (37,408) Income tax benefit (expense) on non-operating earnings:(8) Provision for decline in real estate - 743 (743) Provision for decline in real estate of equity method rental properties - 155 (155) Gain on disposition of other investments (167) - (167) Gain on disposition of equity method rental properties (814) (2,962) 2,148 Gain on disposition of rental properties included in discontinued operations (39,136) (32,972) (6,164) --------------------- ------------ Income tax expense on non- operating earnings (see above) (40,117) (35,036) (5,081) --------------------- ------------ Minority interest in continuing operations (8,067) (6,757) (1,310) Minority interest in discontinued operations:(1) Operating earnings - (457) 457 Gain on disposition of rental properties - (58,393) 58,393 --------------------- ------------ - (58,850) 58,850 --------------------- ------------ Minority interest (8,067) (65,607) 57,540 --------------------- ------------ Net earnings $ 50,594 $ 60,750 $(10,156) ===================== ============ Forest City Enterprises, Inc. and Subsidiaries Financial Highlights Six Months Ended July 31, 2007 and 2006 (in thousands) 1) Pursuant to the definition of a component of an entity of SFAS No. 144, assuming no significant continuing involvement, all earnings of properties which have been sold or are held for sale are reported as discontinued operations. 2) The Company uses an additional measure, along with net earnings, to report its operating results. This measure, referred to as Earnings Before Depreciation, Amortization and Deferred Taxes ("EBDT"), is not a measure of operating results as defined by generally accepted accounting principles and may not be directly comparable to similarly-titled measures reported by other companies. The Company believes that EBDT provides additional information about its operations, and along with net earnings, is necessary to understand its operating results. EBDT is defined as net earnings excluding the following items: i) gain (loss) on disposition of operating properties, divisions and other investments (net of tax); ii) the adjustment to recognize rental revenues and rental expense using the straight-line method; iii) non-cash charges for real estate depreciation, amortization (including amortization of mortgage procurement costs) and deferred income taxes; iv) preferred payment classified as minority interest expense on the Company's Consolidated Statement of Earnings; v) provision for decline in real estate (net of tax); vi) extraordinary items (net of tax); and vii) cumulative effect of change in accounting principle (net of tax). See our discussion of EBDT in the news release. 3) The Company recognizes minimum rents on a straight-line basis over the term of the related lease pursuant to the provision of SFAS No. 13, "Accounting for Leases." The straight-line rent adjustment is recorded as an increase or decrease to revenue from Forest City Rental Properties Corporation, a wholly-owned subsidiary of Forest City Enterprises, Inc., with the applicable offset to either accounts receivable or accounts payable, as appropriate. 4) For the six months ended July 31, 2007, the effect of 5,607,815 shares of dilutive securities were not included in the computation of diluted earnings per share because their effect is anti-dilutive to the loss from continuing operations. (Since 5,670,805 of these shares are dilutive for the computation of EBDT per share for the six months ended July 31, 2007, diluted weighted average shares outstanding of 107,725,238 were used to arrive at $0.98/share.) 5) For the six months ended July 31, 2007, $1,292,000 of net earnings is allocated to participating securities under EITF 03-6 "Participating Securities and the Two-Class Method under FASB 128". As a result, the net earnings for purposes of calculating basic and diluted EPS is $49,302,000. 6) The Forest City Ratner Companies portfolio became a wholly-owned subsidiary of the Company November 8, 2006 upon the issuance of the Class A Common Units in exchange for Bruce C. Ratner's minority interests. For the first five years only, the Units that have not been exchanged are entitled to their proportionate share of an annual preferred payment of $2,500,000 plus an amount equal to the dividends paid on the same number of shares of the Company's common stock. After five years, the Units that have not been exchanged are entitled to a payment equal to the dividends paid on an equivalent number of shares of the Company's common stock. At July 31, 2007, the Company has recorded approximately $1,834,000 related to two quarter's share of the annual preferred payment which is classified as minority interest expense on the Company's consolidated statement of earnings. 7) The following table provides detail of depreciation and amortization and amortization of mortgage procurement costs. The Company's Real Estate Groups are engaged in the ownership, development, acquisition and management of real estate projects, including apartment complexes, regional malls and retail centers, hotels, office buildings and mixed-use facilities, as well as large land development projects. Depreciation and Depreciation and Amortization Amortization -------------------- --------------------- Three Months Ended Six Months Ended July July 31, 31, -------------------- --------------------- 2007 2006 2007 2006 -------------------- --------------------- Full Consolidation $55,741 $41,571 $115,528 $ 81,859 Non-Real Estate (2,022) (347) (4,019) (696) -------------------- --------------------- Real Estate Groups Full Consolidation 53,719 41,224 111,509 81,163 Real Estate Groups related to minority interest (1,138) (3,665) (3,825) (6,864) Real Estate Groups Equity Method 8,988 13,384 17,381 20,202 Real Estate Groups Discontinued Operations 921 3,442 1,934 7,084 -------------------- --------------------- Real Estate Groups Pro-Rata Consolidation $62,490 $54,385 $126,999 $101,585 ==================== ===================== Amortization of Amortization of Mortgage Procurement Mortgage Procurement Costs Costs ------------------------------------------ Three Months Ended Six Months Ended July July 31, 31, -------------------- --------------------- 2007 2006 2007 2006 -------------------- --------------------- Full Consolidation $ 2,839 $ 2,440 $ 5,403 $ 5,332 Non-Real Estate - (98) - (190) -------------------- --------------------- Real Estate Groups Full Consolidation 2,839 2,342 5,403 5,142 Real Estate Groups related to minority interest (261) (286) (421) (589) Real Estate Groups Equity Method 926 278 1,406 567 Real Estate Groups Discontinued Operations 34 112 69 235 -------------------- --------------------- Real Estate Groups Pro-Rata Consolidation $ 3,538 $ 2,446 $ 6,457 $ 5,355 ==================== ===================== Three Months Ended Six Months Ended July July 31, 31, -------------------- --------------------- 2007 2006 2007 2006 -------------------- --------------------- 8) The following table (in thousands) (in thousands) provides detail of Income Tax Expense (Benefit): (A) Operating earnings Current $ 1,547 $(8,517) $ (145) $ (8,874) Deferred (2,323) 2,774 (15,485) 10,278 -------------------- --------------------- (776) (5,743) (15,630) 1,404 -------------------- --------------------- (B) Provision for decline in real estate Deferred - (743) - (743) Deferred - Equity method investment - (155) - (155) -------------------- --------------------- - (898) - (898) -------------------- --------------------- (C) Gain on disposition of other investments Current - Non-Real Estate Groups 224 - 224 - Deferred - Non-Real Estate Groups (57) - (57) - -------------------- --------------------- 167 - 167 - -------------------- --------------------- (D) Gain on disposition of equity method rental properties Current - 2,657 - 2,657 Deferred - 305 814 305 -------------------- --------------------- - 2,962 814 2,962 -------------------- --------------------- Subtotal(A)(B)(C)(D) Current 1,771 (5,860) 79 (6,217) Deferred (2,380) 2,181 (14,728) 9,685 -------------------- --------------------- Income tax expense (609) (3,679) (14,649) 3,468 -------------------- --------------------- (E) Discontinued operations - Rental Properties Operating earnings Current (2,406) 1,405 (2,348) 732 Deferred 3,310 116 3,560 251 -------------------- --------------------- 904 1,521 1,212 983 Gain on disposition of rental properties Current 8,088 - 8,088 (29) Deferred 31,048 3,877 31,048 33,001 -------------------- --------------------- 39,136 3,877 39,136 32,972 -------------------- --------------------- 40,040 5,398 40,348 33,955 -------------------- --------------------- Grand Total(A)(B)(C)(D)(E) Current 7,453 (4,455) 5,819 (5,514) Deferred 31,978 6,174 19,880 42,937 -------------------- --------------------- $39,431 $ 1,719 $ 25,699 $ 37,423 -------------------- --------------------- Recap of Grand Total: Real Estate Groups Current 10,728 1,134 12,974 2,445 Deferred 33,397 6,959 23,037 43,389 -------------------- --------------------- 44,125 8,093 36,011 45,834 Non-Real Estate Groups Current (3,275) (5,589) (7,155) (7,959) Deferred (1,419) (785) (3,157) (452) -------------------- --------------------- (4,694) (6,374) (10,312) (8,411) -------------------- --------------------- Grand Total $39,431 $ 1,719 $ 25,699 $ 37,423 ==================== ===================== Reconciliation of Net Operating Income (non-GAAP) to Net Earnings (GAAP) (in thousands): Three Months Ended July 31, 2007 ----------------------------------------------------- Plus Unconsol- Full idated Pro-Rata Consol- Less Invest- Plus Consol- idation Minority ments at Discontinued idation (GAAP) Interest Pro-Rata Operations (Non-GAAP) ----------------------------------------------------- Revenues from real estate operations $287,586 $15,329 $ 96,040 $ 12,397 $380,694 Exclude straight- line rent adjustment(1) (7,158) - - - (7,158) ----------------------------------------------------- Adjusted revenues 280,428 15,329 96,040 12,397 373,536 Operating expenses 177,186 4,853 62,399 11,883 246,615 Add back non-Real Estate depreciation and amortization(b) 2,022 - 638 - 2,660 Add back amortization of mortgage procurement costs for non- Real Estate Groups(d) - - 10 - 10 Exclude straight- line rent adjustment(2) (3,688) - - - (3,688) Exclude preference payment (936) - - - (936) ----------------------------------------------------- Adjusted operating expenses 174,584 4,853 63,047 11,883 244,661 Add interest income and other income 23,423 601 6,228 112 29,162 Add equity in earnings of unconsolidated entities 7,773 232 (7,791) - (250) Remove gain on disposition recorded on equity method - - - - - Add back provision for decline recorded on equity method - - - - - Add back equity method depreciation and amortization expense (see below) 9,914 - (9,914) - - ----------------------------------------------------- Net Operating Income 146,954 11,309 21,516 626 157,787 Interest expense, including early extinguishment of debt (74,348) (4,391) (16,482) (2,363) (88,802) Gain on disposition of equity method rental properties(e) - - - - - Gain on disposition of rental properties and other investments 431 - - 106,318 106,749 Preferred return on disposition - - (5,034) - (5,034) Provision for decline in real estate - - - - - Provision for decline in real estate of equity method rental properties - - - - - Depreciation and amortization - Real Estate Groups(a) (53,719) (1,138) (8,988) (921) (62,490) Amortization of mortgage procurement costs - Real Estate Groups(c) (2,839) (261) (926) (34) (3,538) Straight-line rent adjustment (1)+(2) 3,470 - - - 3,470 Preference payment (936) - - - (936) Equity method depreciation and amortization expense (see above) (9,914) - 9,914 - - ----------------------------------------------------- Earnings (loss) before income taxes 9,099 5,519 - 103,626 107,206 Income tax provision 609 - - (40,040) (39,431) ----------------------------------------------------- Earnings before minority interest and discontinued operations 9,708 5,519 - 63,586 67,775 Minority Interest (5,519) (5,519) - - - ----------------------------------------------------- Earnings (loss) from continuing operations 4,189 - - 63,586 67,775 Discontinued operations, net of tax and minority interest: Operating loss from rental properties (3,596) - - 3,596 - Gain on disposition of rental properties 67,182 - - (67,182) - ----------------------------------------------------- 63,586 - - (63,586) - ----------------------------------------------------- Net earnings $ 67,775 $ - $ - $ - $ 67,775 ===================================================== (a) Depreciation and amortization - Real Estate Groups $ 53,719 $ 1,138 $ 8,988 $ 921 $ 62,490 (b) Depreciation and amortization - Non-Real Estate 2,022 - 638 - 2,660 ----------------------------------------------------- Total depreciation and amortization $ 55,741 $ 1,138 $ 9,626 $ 921 $ 65,150 ===================================================== (c) Amortization of mortgage procurement costs - Real Estate Groups $ 2,839 $ 261 $ 926 $ 34 $ 3,538 (d) Amortization of mortgage procurement costs - Non-Real Estate - - 10 - 10 ----------------------------------------------------- Total amortization of mortgage procurement costs $ 2,839 $ 261 $ 936 $ 34 $ 3,548 ===================================================== (e) Properties accounted for on the equity method do not meet the definition of a component of an entity under SFAS No. 144 and therefore are reported in continuing operations when sold. For the three months ended July 31, 2006, one equity method property was sold, Midtown Plaza, resulting in a pre-tax gain on disposition of $7,662. Reconciliation of Net Operating Income (non-GAAP) to Net Earnings (GAAP) (in thousands): Three Months Ended July 31, 2006 ---------------------------------------------------- Plus Unconsol- Pro-Rata Full idated Consol- Consol- Less Invest- Plus idation idation Minority ments at Discontinued (Non- (GAAP) Interest Pro-Rata Operations GAAP) ---------------------------------------------------- Revenues from real estate operations $250,829 $25,055 $ 75,331 $ 30,128 $331,233 Exclude straight- line rent adjustment(1) (3,377) - - (15) (3,392) ---------------------------------------------------- Adjusted revenues 247,452 25,055 75,331 30,113 327,841 Operating expenses 149,566 12,923 49,221 18,194 204,058 Add back non-Real Estate depreciation and amortization(b) 347 - 1,334 - 1,681 Add back amortization of mortgage procurement costs for non-Real Estate Groups(d) 98 - 151 - 249 Exclude straight- line rent adjustment(2) (1,186) - - (306) (1,492) Exclude preference payment - - - - - ---------------------------------------------------- Adjusted operating expenses 148,825 12,923 50,706 17,888 204,496 Add interest income and other income 7,870 1,226 265 196 7,105 Add equity in earnings of unconsolidated entities 6,310 - (4,389) - 1,921 Remove gain on disposition recorded on equity method (7,662) - 7,662 - - Add back provision for decline recorded on equity method 400 - (400) - - Add back equity method depreciation and amortization expense (see below) 13,662 - (13,662) - - ---------------------------------------------------- Net Operating Income 119,207 13,358 14,101 12,421 132,371 Interest expense, including early extinguishment of debt (71,692) (6,830) (14,101) (4,640) (83,603) Gain on disposition of equity method rental properties(e) 7,662 - - - 7,662 Gain on disposition of rental properties and other investments - - - 10,035 10,035 Preferred return on disposition - - - - - Provision for decline in real estate (1,923) - - - (1,923) Provision for decline in real estate of equity method rental properties (400) - - - (400) Depreciation and amortization - Real Estate Groups(a) (41,224) (3,665) (13,384) (3,442) (54,385) Amortization of mortgage procurement costs - Real Estate Groups(c) (2,342) (286) (278) (112) (2,446) Straight-line rent adjustment (1)+(2) 2,191 - - (291) 1,900 Preference payment - - - - - Equity method depreciation and amortization expense (see above) (13,662) - 13,662 - - ---------------------------------------------------- Earnings (loss) before income taxes (2,183) 2,577 - 13,971 9,211 Income tax provision 3,679 - - (5,398) (1,719) ---------------------------------------------------- Earnings before minority interest and discontinued operations 1,496 2,577 - 8,573 7,492 Minority Interest (2,577) (2,577) - - - ---------------------------------------------------- Earnings (loss) from continuing operations (1,081) - - 8,573 7,492 Discontinued operations, net of tax and minority interest: Operating loss from rental properties 2,415 - - (2,415) - Gain on disposition of rental properties 6,158 - - (6,158) - ---------------------------------------------------- 8,573 - - (8,573) - ---------------------------------------------------- Net earnings $ 7,492 $ - $ - $ - $ 7,492 ==================================================== (a) Depreciation and amortization - Real Estate Groups $ 41,224 $ 3,665 $ 13,384 $ 3,442 $ 54,385 (b) Depreciation and amortization - Non-Real Estate 347 - 1,334 - 1,681 ---------------------------------------------------- Total depreciation and amortization $ 41,571 $ 3,665 $ 14,718 $ 3,442 $ 56,066 ==================================================== (c) Amortization of mortgage procurement costs - Real Estate Groups $ 2,342 $ 286 $ 278 $ 112 $ 2,446 (d) Amortization of mortgage procurement costs - Non-Real Estate 98 - 151 - 249 ---------------------------------------------------- Total amortization of mortgage procurement costs $ 2,440 $ 286 $ 429 $ 112 $ 2,695 ==================================================== (e) Properties accounted for on the equity method do not meet the definition of a component of an entity under SFAS No. 144 and therefore are reported in continuing operations when sold. For the three months ended July 31, 2006, one equity method property was sold, Midtown Plaza, resulting in a pre-tax gain on disposition of $7,662. Reconciliation of Net Operating Income (non-GAAP) to Net Earnings (GAAP) (in thousands): Six Months Ended July 31, 2007 ----------------------------------------------------- Plus Unconsol- Full idated Pro-Rata Consol- Less Invest- Plus Consol- idation Minority ments at Discontinued idation (GAAP) Interest Pro-Rata Operations (Non-GAAP) ----------------------------------------------------- Revenues from real estate operations $ 555,951 $30,645 $173,222 $ 24,599 $ 723,127 Exclude straight- line rent adjustment(1) (13,000) - - - (13,000) ----------------------------------------------------- Adjusted revenues 542,951 30,645 173,222 24,599 710,127 Operating expenses 345,778 10,648 112,953 20,730 468,813 Add back non-Real Estate depreciation and amortization(b) 4,019 - 2,517 - 6,536 Add back amortization of mortgage procurement costs for non- Real Estate Groups(d) - - 33 - 33 Exclude straight- line rent adjustment(2) (5,380) - - - (5,380) Exclude preference payment (1,834) - - - (1,834) ----------------------------------------------------- Adjusted operating expenses 342,583 10,648 115,503 20,730 468,168 Add interest income and other income 34,822 1,424 6,851 209 40,458 Add equity in earnings of unconsolidated entities 9,134 584 (9,099) - (549) Remove gain on disposition recorded on equity method (2,106) - 2,106 - - Add back provision for decline recorded on equity method - - - - - Add back equity method depreciation and amortization expense (see below) 18,787 - (18,787) - - ----------------------------------------------------- Net Operating Income 261,005 22,005 38,790 4,078 281,868 Interest expense, including early extinguishment of debt (153,691) (9,692) (33,756) (3,971) (181,726) Gain on disposition of equity method rental properties(e) 2,106 - - - 2,106 Gain on disposition of rental properties and other investments 431 - - 106,318 106,749 Preferred return on disposition - - (5,034) - (5,034) Provision for decline in real estate - - - - - Provision for decline in real estate of equity method rental properties - - - - - Depreciation and amortization - Real Estate Groups(a) (111,509) (3,825) (17,381) (1,934) (126,999) Amortization of mortgage procurement costs - Real Estate Groups(c) (5,403) (421) (1,406) (69) (6,457) Straight-line rent adjustment (1)+(2) 7,620 - - - 7,620 Preference payment (1,834) - - - (1,834) Equity method depreciation and amortization expense (see above) (18,787) - 18,787 - - ----------------------------------------------------- Earnings (loss) before income taxes (20,062) 8,067 - 104,422 76,293 Income tax provision 14,649 - - (40,348) (25,699) ----------------------------------------------------- Earnings (loss) before minority interest and discontinued operations (5,413) 8,067 - 64,074 50,594 Minority Interest (8,067) (8,067) - - - ----------------------------------------------------- Earnings (loss) from continuing operations (13,480) - - 64,074 50,594 Discontinued operations, net of tax and minority interest: Operating income (loss) from rental properties (3,108) - - 3,108 - Gain on disposition of rental properties 67,182 - - (67,182) - ----------------------------------------------------- 64,074 - - (64,074) - ----------------------------------------------------- Net earnings (loss) $ 50,594 $ - $ - $ - $ 50,594 ===================================================== (a) Depreciation and amortization - Real Estate Groups $ 111,509 $ 3,825 $ 17,381 $ 1,934 $ 126,999 (b) Depreciation and amortization - Non-Real Estate 4,019 - 2,517 - 6,536 ----------------------------------------------------- Total depreciation and amortization $ 115,528 $ 3,825 $ 19,898 $ 1,934 $ 133,535 ===================================================== (c) Amortization of mortgage procurement costs - Real Estate Groups $ 5,403 $ 421 $ 1,406 $ 69 $ 6,457 (d) Amortization of mortgage procurement costs - Non-Real Estate - - 33 - 33 ----------------------------------------------------- Total amortization of mortgage procurement costs $ 5,403 $ 421 $ 1,439 $ 69 $ 6,490 ===================================================== (e) Properties accounted for on the equity method do not meet the definition of a component of an entity under SFAS No. 144 and therefore are reported in continuing operations when sold. For the six months ended July 31, 2007, one equity method property was sold, White Acres, resulting in a pre-tax gain on disposition of $2,106. For the six months ended July 31, 2006, one equity method property was sold, Midtown Plaza, resulting in a pre-tax gain on disposition of $7,662. Reconciliation of Net Operating Income (non-GAAP) to Net Earnings (GAAP) (in thousands): Six Months Ended July 31, 2006 ------------------------------------------------------ Plus Unconsol- Full idated Pro-Rata Consol- Less Invest- Plus Consol- idation Minority ments at Discontinued idation (GAAP) Interest Pro-Rata Operations (Non-GAAP) ------------------------------------------------------ Revenues from real estate operations $ 512,564 $ 51,072 $145,108 $ 60,972 $ 667,572 Exclude straight-line rent adjustment(1) (6,071) - - (31) (6,102) ------------------------------------------------------ Adjusted revenues 506,493 51,072 145,108 60,941 661,470 Operating expenses 297,713 25,229 97,636 41,913 412,033 Add back non- Real Estate depreciation and amortization(b) 696 - 7,524 - 8,220 Add back amortization of mortgage procurement costs for non- Real Estate Groups(d) 190 - 298 - 488 Exclude straight-line rent adjustment(2) (2,353) - - (718) (3,071) Exclude preference payment - - - - - ------------------------------------------------------ Adjusted operating expenses 296,246 25,229 105,458 41,195 417,670 Add interest income and other income 22,717 1,871 358 704 21,908 Add equity in earnings of unconsolidated entities 6,689 - 1,291 - 7,980 Remove gain on disposition recorded on equity method (7,662) - 7,662 - - Add back provision for decline recorded on equity method 400 - (400) - - Add back equity method depreciation and amortization expense (see below) 20,769 - (20,769) - - ------------------------------------------------------ Net Operating Income 253,160 27,714 27,792 20,450 273,688 Interest expense, including early extinguishment of debt (138,091) (13,504) (27,792) (9,899) (162,278) Gain on disposition of equity method rental properties(e) 7,662 - - - 7,662 Gain on disposition of rental properties and other investments - - - 85,333 85,333 Preferred return on disposition - - - - - Provision for decline in real estate (1,923) - - - (1,923) Provision for decline in real estate of equity method rental properties (400) - - - (400) Depreciation and amortization - Real Estate Groups(a) (81,163) (6,864) (20,202) (7,084) (101,585) Amortization of mortgage procurement costs - Real Estate Groups(c) (5,142) (589) (567) (235) (5,355) Straight-line rent adjustment (1)+(2) 3,718 - - (687) 3,031 Preference payment - - - - - Equity method depreciation and amortization expense (see above) (20,769) - 20,769 - - ------------------------------------------------------ Earnings (loss) before income taxes 17,052 6,757 - 87,878 98,173 Income tax provision (3,468) - - (33,955) (37,423) ------------------------------------------------------ Earnings (loss) before minority interest and discontinued operations 13,584 6,757 - 53,923 60,750 Minority Interest (6,757) (6,757) - - - ------------------------------------------------------ Earnings (loss) from continuing operations 6,827 - - 53,923 60,750 Discontinued operations, net of tax and minority interest: Operating income (loss) from rental properties 1,562 - - (1,562) - Gain on disposition of rental properties 52,361 - - (52,361) - ------------------------------------------------------ 53,923 - - (53,923) - ------------------------------------------------------ Net earnings (loss) $ 60,750 $ - $ - $ - $ 60,750 ====================================================== (a) Depreciation and amortization - Real Estate Groups $ 81,163 $ 6,864 $ 20,202 $ 7,084 $ 101,585 (b) Depreciation and amortization - Non-Real Estate 696 - 7,524 - 8,220 ------------------------------------------------------ Total depreciation and amortization $ 81,859 $ 6,864 $ 27,726 $ 7,084 $ 109,805 ====================================================== (c) Amortization of mortgage procurement costs - Real Estate Groups $ 5,142 $ 589 $ 567 $ 235 $ 5,355 (d) Amortization of mortgage procurement costs - Non- Real Estate 190 - 298 - 488 ------------------------------------------------------ Total amortization of mortgage procurement costs $ 5,332 $ 589 $ 865 $ 235 $ 5,843 ====================================================== (e) Properties accounted for on the equity method do not meet the definition of a component of an entity under SFAS No. 144 and therefore are reported in continuing operations when sold. For the six months ended July 31, 2007, one equity method property was sold, White Acres, resulting in a pre-tax gain on disposition of $2,106. For the six months ended July 31, 2006, one equity method property was sold, Midtown Plaza, resulting in a pre-tax gain on disposition of $7,662. Forest City Enterprises, Inc. and Subsidiaries Supplemental Operating Information Net Operating Income (dollars in thousands) ---------------------------------------------------- Three Months Ended July 31, 2007 ---------------------------------------------------- Plus Pro-Rata Full Unconsol- Plus Consol- Consol- Less idated Discon- idation idation Minority Investments tinued (Non- (GAAP) Interest at Pro-Rata Operations GAAP) ---------------------------------------------------- Commercial Group Retail Comparable $ 52,246 $ 6,186 $ 2,481 $ - $ 48,541 - ---------------------------------------------------------------------- Total 62,429 5,010 5,102 - 62,521 Office Buildings Comparable 47,559 6,424 962 - 42,097 - ---------------------------------------------------------------------- Total 48,527 3,391 1,738 - 46,874 Hotels Comparable 5,997 - 613 - 6,610 - ---------------------------------------------------------------------- Total 5,913 - 613 - 6,526 Earnings from Commercial Land Sales (316) - - - (316) Other (2,882) 1,346 (197) - (4,425) - ---------------------------------------------------------------------- Total Commercial Group Comparable 105,802 12,610 4,056 - 97,248 - ---------------------------------------------------------------------- Total 113,671 9,747 7,256 - 111,180 Residential Group Apartments Comparable 23,276 745 7,327 - 29,858 - ---------------------------------------------------------------------- Total 26,568 1,348 13,373 626 39,219 Military Housing Comparable - - - - - - ---------------------------------------------------------------------- Total 1,493 (89) 375 - 1,957 Sale of Residential Development Project 10,090 - - - 10,090 - ---------------------------------------------------------------------- Total Residential Group Comparable 23,276 745 7,327 - 29,858 - ---------------------------------------------------------------------- Total 38,151 1,259 13,748 626 51,266 Total Rental Properties Comparable 129,078 13,355 11,383 - 127,106 - ---------------------------------------------------------------------- Total 151,822 11,006 21,004 626 162,446 Land Development Group 6,873 303 83 - 6,653 The Nets (2,226) - 429 - (1,797) Corporate Activities (9,515) - - - (9,515) - ---------------------------------------------------------------------- Grand Total $146,954 $11,309 $21,516 $626 $157,787 - ---------------------------------------------------------------------- Forest City Enterprises, Inc. and Subsidiaries Supplemental Operating Information Net Operating Income (dollars in thousands) -------------------------------------------------------- Three Months Ended July 31, 2006 -------------------------------------------------------- Plus Pro-Rata Full Unconsol- Plus Consol- Consol- Less idated Discon- idation idation Minority Investments tinued (Non- (GAAP) Interest at Pro-Rata Operations GAAP) -------------------------------------------------------- Commercial Group Retail Comparable $ 49,258 $ 5,063 $ 2,898 $ - $ 47,093 - --------------------------------------------------------------------- Total 51,167 5,590 3,210 763 49,550 Office Buildings Comparable 45,195 5,312 1,091 - 40,974 - --------------------------------------------------------------------- Total 44,652 5,444 1,091 93 40,392 Hotels Comparable 4,971 - 484 - 5,455 - --------------------------------------------------------------------- Total 4,938 - 484 5,438 10,860 Earnings from Commercial Land Sales 918 162 - - 756 Other (8,053) 11 19 - (8,045) - --------------------------------------------------------------------- Total Commercial Group Comparable 99,424 10,375 4,473 - 93,522 - --------------------------------------------------------------------- Total 93,622 11,207 4,804 6,294 93,513 Residential Group Apartments Comparable 22,025 663 6,713 - 28,075 - --------------------------------------------------------------------- Total 18,388 717 7,846 6,127 31,644 Military Housing Comparable - - - - - - --------------------------------------------------------------------- Total 2,141 - 50 - 2,191 Sale of Residential Development Project - - - - - - --------------------------------------------------------------------- Total Residential Group Comparable 22,025 663 6,713 - 28,075 - --------------------------------------------------------------------- Total 20,529 717 7,896 6,127 33,835 Total Rental Properties Comparable 121,449 11,038 11,186 - 121,597 - --------------------------------------------------------------------- Total 114,151 11,924 12,700 12,421 127,348 Land Development Group 19,792 1,434 105 - 18,463 The Nets (4,041) - 1,296 - (2,745) Corporate Activities (10,695) - - - (10,695) - --------------------------------------------------------------------- Grand Total $119,207 $ 13,358 $14,101 $12,421 $132,371 - --------------------------------------------------------------------- Forest City Enterprises, Inc. and Subsidiaries Supplemental Operating Information Net Operating Income (dollars in thousands) ----------------- % Change ----------------- Pro- Rata Full Consol- Consol- idation idation (Non- (GAAP) GAAP) ----------------- Commercial Group Retail Comparable 6.1% 3.1% - ----------------------------------------------------- Total Office Buildings Comparable 5.2% 2.7% - ----------------------------------------------------- Total Hotels Comparable 20.6% 21.2% - ----------------------------------------------------- Total Earnings from Commercial Land Sales Other - ----------------------------------------------------- Total Commercial Group Comparable 6.4% 4.0% - ----------------------------------------------------- Total Residential Group Apartments Comparable 5.7% 6.4% - ----------------------------------------------------- Total Military Housing Comparable - ----------------------------------------------------- Total Sale of Residential Development Project - ------------------------------------------------------ Total Residential Group Comparable 5.7% 6.4% - ----------------------------------------------------- Total Total Rental Properties Comparable 6.3% 4.5% - ----------------------------------------------------- Total Land Development Group The Nets Corporate Activities - ----------------------------------------------------- Grand Total - ----------------------------------------------------- Forest City Enterprises, Inc. and Subsidiaries Supplemental Operating Information Net Operating Income (dollars in thousands) ---------------------------------------------------- Six Months Ended July 31, 2007 --------------------------------------------------- Plus Pro-Rata Full Unconsol- Plus Consol- Consol- Less idated Discon- idation idation Minority Investments tinued (Non- (GAAP) Interest at Pro-Rata Operations GAAP) --------------------------------------------------- Commercial Group Retail Comparable $104,130 $ 11,638 $ 4,846 $ - $ 97,338 - --------------------------------------------------------------------- Total 117,969 8,805 11,565 - 120,729 Office Buildings Comparable 91,382 10,866 2,178 - 82,694 - --------------------------------------------------------------------- Total 94,954 6,251 3,046 - 91,749 Hotels Comparable 8,024 - 1,062 - 9,086 - --------------------------------------------------------------------- Total 8,084 - 1,062 - 9,146 Earnings from Commercial Land Sales 2,064 434 - - 1,630 Other (9,073) 3,210 (296) - (12,579) - --------------------------------------------------------------------- Total Commercial Group Comparable 203,536 22,504 8,086 - 189,118 - --------------------------------------------------------------------- Total 213,998 18,700 15,377 - 210,675 Residential Group Apartments Comparable 43,808 1,405 14,842 - 57,245 - --------------------------------------------------------------------- Total 50,781 2,660 21,892 4,078 74,091 Military Housing Comparable - - - - - - --------------------------------------------------------------------- Total 4,859 (89) 560 - 5,508 Sale of Residential Development Project 10,090 - - - 10,090 - --------------------------------------------------------------------- Total Residential Group Comparable 43,808 1,405 14,842 - 57,245 - --------------------------------------------------------------------- Total 65,730 2,571 22,452 4,078 89,689 Total Rental Properties Comparable 247,344 23,909 22,928 - 246,363 - --------------------------------------------------------------------- Total 279,728 21,271 37,829 4,078 300,364 Land Development Group 10,096 734 199 - 9,561 The Nets (5,477) - 762 - (4,715) Corporate Activities (23,342) - - - (23,342) - --------------------------------------------------------------------- Grand Total $261,005 $ 22,005 $38,790 $4,078 $281,868 - --------------------------------------------------------------------- Forest City Enterprises, Inc. and Subsidiaries Supplemental Operating Information Net Operating Income (dollars in thousands) ----------------------------------------------------- Six Months Ended July 31, 2006 ---------------------------------------------------- Plus Pro-Rata Full Unconsol- Plus Consol- Consol- Less idated Discon- idation idation Minority Investments tinued (Non- (GAAP) Interest at Pro-Rata Operations GAAP) --------------------------------------------------- Commercial Group Retail Comparable $ 96,284 $ 9,940 $ 5,795 $ - $ 92,139 - --------------------------------------------------------------------- Total 99,379 8,682 6,206 1,330 98,233 Office Buildings Comparable 89,872 10,780 2,095 - 81,187 - --------------------------------------------------------------------- Total 88,188 11,286 2,095 18 79,015 Hotels Comparable 6,224 - 962 - 7,186 - --------------------------------------------------------------------- Total 6,175 - 962 7,229 14,366 Earnings from Commercial Land Sales 10,549 158 - - 10,391 Other (9,370) 4,033 50 - (13,353) - --------------------------------------------------------------------- Total Commercial Group Comparable 192,380 20,720 8,852 - 180,512 - --------------------------------------------------------------------- Total 194,921 24,159 9,313 8,577 188,652 Residential Group Apartments Comparable 42,601 1,327 13,367 - 54,641 - --------------------------------------------------------------------- Total 47,681 1,576 15,559 11,873 73,537 Military Housing Comparable - - - - - - --------------------------------------------------------------------- Total 3,619 - 99 - 3,718 Sale of Residential Development Project - - - - - - --------------------------------------------------------------------- Total Residential Group Comparable 42,601 1,327 13,367 - 54,641 - --------------------------------------------------------------------- Total 51,300 1,576 15,658 11,873 77,255 Total Rental Properties Comparable 234,981 22,047 22,219 - 235,153 - --------------------------------------------------------------------- Total 246,221 25,735 24,971 20,450 265,907 Land Development Group 37,977 1,979 489 - 36,487 The Nets (12,742) - 2,332 - (10,410) Corporate Activities (18,296) - - - (18,296) - --------------------------------------------------------------------- Grand Total $253,160 $ 27,714 $27,792 $20,450 $273,688 - --------------------------------------------------------------------- Forest City Enterprises, Inc. and Subsidiaries Supplemental Operating Information Net Operating Income (dollars in thousands) ---------------- % Change ---------------- Pro- Rata Full Consol- Consol- idation idation (Non- (GAAP) GAAP) --------------- Commercial Group Retail Comparable 8.1% 5.6% - ------------------------------------------------------ Total Office Buildings Comparable 1.7% 1.9% - ------------------------------------------------------ Total Hotels Comparable 28.9% 26.4% - ------------------------------------------------------ Total Earnings from Commercial Land Sales Other - ------------------------------------------------------ Total Commercial Group Comparable 5.8% 4.8% - ------------------------------------------------------ Total Residential Group Apartments Comparable 2.8% 4.8% - ------------------------------------------------------ Total Military Housing Comparable - ------------------------------------------------------ Total Sale of Residential Development Project - ------------------------------------------------------ Total Residential Group Comparable 2.8% 4.8% - ------------------------------------------------------ Total Total Rental Properties Comparable 5.3% 4.8% - ------------------------------------------------------ Total Land Development Group The Nets Corporate Activities - ------------------------------------------------------ Grand Total - ------------------------------------------------------ Development Pipeline - ---------------------------------------------------------------------- July 31, 2007 2007 Openings and Acquisitions (9) Dev FCE (D) Date Legal Acq Opened/ Ownership % Pro-Rata Property/ Location (A) Acquired (h) FCE % (h)(1) Retail Centers: Promenade Bolingbrook/ Bolingbrook, IL D Q1-07 100.0% 100.0% Victoria Gardens - Bass Pro/Rancho Cucamonga, CA D Q2-07 80.0% 80.0% Office: Colorado Studios/ Denver, CO A Q1-07 90.0% 90.0% Commerce Court/ Pittsburgh, PA A Q1-07 70.0% 100.0% Illinois Science and Technology Park - Building Q/Skokie, IL A/D Q1-07 100.0% 100.0% Richmond Office Park/ Richmond, VA A Q2-07 100.0% 100.0% Residential: Stapleton Town Center - Botanica Phase II/Denver, CO D Q2-07 90.0% 90.0% Tobacco Row - Cameron Kinney/ Richmond, VA A Q2-07 100.0% 100.0% Condominiums: Mercury (c)/Los Angeles, CA D Q2-07 50.0% 50.0% Total Openings (d) LESS: Above properties to be sold as Condominiums Openings and Acquisitions less Condominiums - ---------------------------------------------------------------------- Residential Phased-In Units (c) (e): Arbor Glenn/ Twinsburg, OH D 2004-07 50.0% 50.0% Pine Ridge Expansion/ Willoughby Hills, OH D 2005-07 50.0% 50.0% Cobblestone Court/ Painesville, OH D 2006-08 50.0% 50.0% Total (g) - ---------------------------------------------------------------------- See Attached Footnotes Development Pipeline - ---------------------------------------------------------------------- July 31, 2007 2007 Openings and Acquisitions (9) Cost at FCE Pro-Rata Cost at Full Total Share Consol- Cost (Non-GAAP) Sq. ft./ Gross Property/ idation at 100% (b) No. of Leasable Location (GAAP) (a) (2) (1) X (2) Units Area (in millions) --------------------------------- Retail Centers: Promenade Bolingbrook/ Bolingbrook, IL $ 148.0 $ 148.0 $ 148.0 755,000 429,000(f) Victoria Gardens - Bass Pro/Rancho Cucamonga, CA 41.2 41.2 33.0 180,000 180,000 ------------------------------------------------------ $ 189.2 $ 189.2 $ 181.0 935,000 609,000 ---------------------------------===================== Office: Colorado Studios/ Denver, CO $ 2.0 $ 2.0 $ 1.8 75,000 Commerce Court/ Pittsburgh, PA 26.5 26.5 26.5 378,000 Illinois Science and Technology Park - Building Q/Skokie, IL 49.1 49.1 49.1 160,000 Richmond Office Park/ Richmond, VA 115.0 115.0 115.0 571,000(i) ------------------------------------------- $ 192.6 $ 192.6 $ 192.4 1,184,000 ---------------------------------========== Residential: Stapleton Town Center - Botanica Phase II/Denver, CO $ 26.3 $ 26.3 $ 23.7 154 Tobacco Row - Cameron Kinney/ Richmond, VA 31.0 31.0 31.0 259 ------------------------------------------- $ 57.3 $ 57.3 $ 54.7 413 --------------------------------========== Units Sold at Condominiums: 7/31/07 -------- Mercury (c)/Los Angeles, CA $ 0.0 $ 156.3 $ 78.2 238 59 --------------------------------========== -------------------------------- Total Openings (d) $ 439.1 $ 595.4 $ 506.3 ================================= LESS: Above properties to be sold as Condominiums $ 0.0 $ 156.3 $ 78.2 -------------------------------- Openings and Acquisitions less Condominiums $ 439.1 $ 439.1 $ 428.1 ================================ - -------------------------------------------------------- Residential Phased-In Units (c) (e): Opened in '07 / Total ------------------------------ Arbor Glenn/ Twinsburg, OH $ 0.0 $ 18.4 $ 9.2 48/288 Pine Ridge Expansion/ Willoughby Hills, OH 0.0 16.4 8.2 40/162 Cobblestone Court/ Painesville, OH 0.0 24.6 12.3 24/304 ------------------------------------------- Total (g) $ 0.0 $ 59.4 $ 29.7 112/754 ---------------------------------========== - -------------------------------------------------------- See Attached Footnotes Development Pipeline - ---------------------------------------------------------------------- July 31, 2007 Under Construction (17) Dev (D) Pro-Rata Acq Anticipated FCE Legal FCE % Property Location (A) Opening Ownership % (h) (h)(1) Retail Centers: Orchard Town Center/ Westminster, CO D Q1-08 100.0% 100.0% Shops at Wiregrass (c)/ Tampa, FL D Q3-08 50.0% 66.7% East River Plaza (c)/ Manhattan, NY D Q1-09 35.0% 50.0% White Oak Village/ Richmond, VA D Q3-08 50.0% 100.0% Village at Gulfstream (c)/ Hallandale, FL D Q3-08 50.0% 100.0% Promenade at Temecula Expansion/ Temecula, CA D Q1-09 75.0% 75.0% Ridge Hill Retail/ Yonkers, NY D Q4-09 70.0% 100.0% Office: New York Times/ Manhattan, NY D Q3-07 70.0% 79.5% Johns Hopkins - 855 North Wolfe Street/ East Baltimore, MD D Q2-08 76.6% 76.6% Residential: Lucky Strike/ Richmond, VA D Q1-08 100.0% 100.0% Uptown Apartments (c)/ Oakland, CA D Q4-07/Q4-08 50.0% 50.0% Ohana Military Communities, Hawaii Increment I (c) (e)/ Honolulu, HI D 2005-2008 10.0% 10.0% Dallas Mercantile/ Dallas, TX D Q1-08/Q3-08 100.0% 100.0% Military Housing - Navy Midwest (c) (e)/ Chicago, IL D 2006-2009 25.0% 25.0% Air Force Academy (c) (e)/ Colorado Springs, CO D 2007-2009 50.0% 50.0% Military Housing - Marines, Hawaii Increment II (c) (e)/ Honolulu, HI D 2007-2010 10.0% 10.0% Military Housing - Navy, Hawaii Increment III (c) (e)/ Honolulu, HI D 2007-2010 10.0% 10.0% Total Under Construction (j) - ---------------------------------------------------------------------- Residential Phased-In Units (c) (e): Cobblestone Court/ Painesville, OH D 2006-08 50.0% 50.0% Sutton Landing/ Brimfield, OH D 2007-08 50.0% 50.0% Stratford Crossing/ Wadsworth, OH D 2007-09 50.0% 50.0% Total (k) - ---------------------------------------------------------------------- See Attached Footnotes Note: Sterling Glen of Roslyn, which was reported as Under Construction at April 30, 2007, was sold on July 2, 2007 prior to its opening. Development Pipeline - ---------------------------------------------------------------------- July 31, 2007 Under Construction (17) Cost at FCE Cost at Pro-Rata Full Share Consoli- Total (Non- dation Cost GAAP) Sq. ft./ Gross Pre- Property (GAAP) at 100% (b) No. of Leasable Leased Location (a) (2) (1)X(2) Units Area % (in millions) --------------------------- Retail Centers: Orchard Town Center/ Westminster, CO $158.5 $158.5 $158.5 968,000(l) 554,000 60% Shops at Wiregrass (c)/ Tampa, FL 0.0 142.9 95.3 646,000 356,000 66% East River Plaza (c)/ Manhattan, NY 0.0 380.0 190.0 514,000 514,000 64% White Oak Village/ Richmond, VA 70.1 70.1 70.1 796,000 290,000 56% Village at Gulfstream (c)/ Hallandale, FL 0.0 155.6 155.6 392,000 392,000(m) 17% Promenade at Temecula Expansion/ Temecula, CA 106.2 106.2 79.7 144,000 144,000 31% Ridge Hill Retail/ Yonkers, NY 669.0 669.0 669.0 1,244,000 1,244,000(n) 13% ----------------------------------------------- $1,003.8 $1,682.3 $1,418.2 4,704,000 3,494,000 ---------------------------==================== Office: New York Times/ Manhattan, NY $517.5 $517.5 $411.4 737,000(o) 86% Johns Hopkins - 855 North Wolfe Street/ East Baltimore, MD 104.7 104.7 80.2 278,000(p) 36% ------------------------------------- $622.2 $622.2 $491.6 1,015,000 ---------------------------========== Residential: Lucky Strike/ Richmond, VA 39.5 39.5 39.5 131 Uptown Apartments (c)/ Oakland, CA 0.0 202.3 101.2 665 Ohana Military Communities, Hawaii Increment I (c) (e)/ Honolulu, HI 0.0 316.5 31.7 1,952 Dallas Mercantile/ Dallas, TX 136.1 136.1 136.1 366(q) Military Housing - Navy Midwest (c) (e)/ Chicago, IL 0.0 264.7 66.2 1,658 Air Force Academy (c) (e)/ Colorado Springs, CO 0.0 82.5 41.3 427 Military Housing - Marines, Hawaii Increment II (c) (e)/ Honolulu, HI 0.0 338.8 33.9 1,175 Military Housing - Navy, Hawaii Increment III (c) (e)/ Honolulu, HI 0.0 614.6 61.5 2,519 ------------------------------------- $175.6 $1,995.0 $511.4 8,893 ---------------------------========== --------------------------- Total Under Construction (j) $1,801.6 $4,299.5 $2,421.2 =========================== - --------------------------------------------------- Residential Phased-In Units (c) (e): Under Const. / Total ---------------------------- Cobblestone Court/ Painesville, OH $0.0 $24.6 $12.3 168/304 Sutton Landing/ Brimfield, OH 0.0 15.9 8.0 216/216 Stratford Crossing/ Wadsworth, OH 0.0 25.3 12.7 108/348 ------------------------------------- Total (k) $0.0 $65.8 $33.0 492/868 ===================================== - --------------------------------------------------- See Attached Footnotes Note: Sterling Glen of Roslyn, which was reported as Under Construction at April 30, 2007, was sold on July 2, 2007 prior to its opening. Development Pipeline - ---------------------------------------------------------------------- 2007 FOOTNOTES - --------------------------------------------------------------------- ( a ) Amounts are presented on the full consolidation method of accounting, a GAAP measure. Under full consolidation, costs are reported as consolidated at 100 percent if we are deemed to have control or to be the primary beneficiary of our investments in the variable interest entity ("VIE"). ( b ) Cost at pro-rata share represents Forest City's share of cost, based on the Company's pro-rata ownership of each property (a non-GAAP measure). Under the pro-rata consolidation method of accounting the Company determines its pro-rata share by multiplying its pro-rata ownership by the total cost of the applicable property. ( c ) Reported under the equity method of accounting. This method represents a GAAP measure for investments in which the Company is not deemed to have control or to be the primary beneficiary of our investments in a VIE. ( d ) The difference between the full consolidation cost amount (GAAP) of $439.1 million to the Company's pro-rata share (a non-GAAP measure) of $506.3 million consists of a reduction to full consolidation for minority interest of $11.0 million of cost and the addition of its share of cost for unconsolidated investments of $78.2 million. ( e ) Phased-in openings. Costs are representative of the total project. ( f ) Includes 39,000 square feet of office space. ( g ) The difference between the full consolidation cost amount (GAAP) of $0.0 million to the Company's pro-rata share (a non-GAAP measure) of $29.7 million consists of the Company's share of cost for unconsolidated investments of $29.7 million. ( h ) As is customary within the real estate industry, the Company invests in certain real estate projects through joint ventures. For some of these projects, the Company provides funding at percentages that differ from the Company's legal ownership. ( i ) Includes 11 office buildings. ( j ) The difference between the full consolidation cost amount (GAAP) of $1,801.6 million to the Company's pro-rata share (a non-GAAP measure) of $2,421.2 million consists of a reduction to full consolidation for minority interest of $157.1 million of cost and the addition of its share of cost for unconsolidated investments of $776.7 million. ( k ) The difference between the full consolidation cost amount (GAAP) of $0.0 million to the Company's pro-rata share (a non-GAAP measure) of $33.0 million consists of Forest City's share of cost for unconsolidated investments of $33.0 million. ( l ) Includes 177,000 square feet for Target and 97,000 square feet for JC Penney that opened in Q3-06, as well as 16,000 square feet of office space. ( m ) Includes 67,000 square feet of office space. ( n ) Includes 156,000 square feet of office space. ( o ) Includes 23,000 square feet of retail space. At July 31, 2007, this property is included in Completed Rental Properties on the Company's balance sheet since construction is substantially complete and certain tenants control their space while completing their custom improvements. ( p ) Includes 19,000 square feet of retail space. ( q ) Includes 18,000 square feet of retail space. CONTACT: Forest City Enterprises, Inc. Thomas G. Smith, Executive Vice President, Chief Financial Officer, 216-621-6060 or Thomas T. Kmiecik, Assistant Treasurer, 216-621-6060 or On the Web: www.forestcity.net