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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) November 22, 2000
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Forest City Enterprises, Inc.
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(Exact name of registrant as specified in its charter)
Ohio 1-4372 34-0863886
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1100 Terminal Tower, 50 Public Square Cleveland, Ohio 44113
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 216-621-6060
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(Former name or former address, if changed since last report.)
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ITEM 9. REGULATION FD DISCLOSURE.
The Redevelopment Authority of the City of Philadelphia (the "Issuer")
and Franklin Town Towers Associates, a Pennsylvania limited partnership (the
"Borrower"), an affiliate of Forest City Enterprises, Inc. (the "Company"), have
issued a Limited Offering Memorandum dated November __, 2000 (the "Offering
Memorandum") in connection with the proposed issuance by the Issuer of its
$20,400,000 Multi-Family Housing Revenue Refunding Bonds (Museum Towers Project)
Series 2000 (the "Bonds"). The Issuer will issue the Bonds and lend the proceeds
to the Borrower to pay and redeem in full the outstanding principal amount of
the Issuer's Variable Rate Demand Multi-family Housing Revenue Refunding Bonds,
Series 1985 (Franklin Town Towers Project) pursuant to a Loan Agreement to be
dated as of October 15, 2000, between the Issuer and the Borrower (the "Loan
Agreement"). The borrowing under the Loan Agreement will be an unsecured
obligation of the Borrower which is payable pursuant to a guaranty of the
Company pursuant to a Guaranty Agreement to be dated as of October 15, 2000 (the
"Guaranty"). This Form 8-K is being filed because the Offering Memorandum
contains certain forward-looking statements and other information concerning the
Company and its operations and not as part of the offering and sale of the
Bonds, which are being offered only to qualified institutional buyers within the
meaning of Section 144A of the Securities Act of 1933, as amended, or because
the Company deems its obligations under the Guaranty to be material. For those
reasons, copies of the Indenture, the Loan Agreement, the Guaranty and the other
documents attached as appendices to the Offering Memorandum in connection with
the offering and sale of the Bonds are not being attached to the Offering
Memorandum furnished in connection with this Form 8-K.
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SIGNATURES
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.
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(Registrant)
Date November 28, 2000 By /s/ THOMAS G. SMITH
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Thomas G. Smith, Senior Vice President
and Chief Financial Officer
