<PAGE>




                       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) March 6, 1998



                          FOREST CITY ENTERPRISES, INC.

             (Exact name of registrant as specified in its charter)


            Ohio                    1-4372             34-0863886

  (State or other jurisdiction    (Commission        (IRS Employer
      of incorporation)           File Number)     Identification No.)


 1100 Terminal Tower, 50 Public Square      Cleveland, Ohio       44113
 (Address of principal executive offices)                       (Zip Code)


        Registrant's telephone number, including area code 216-621-6060



         (Former name or former address, if changed since last report.)












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Item 5.  Other Events.


This Form 8-K is being filed to submit the following:

     Exhibit 10.1 - Second Amendment to Credit  Agreement,  dated as of March 6,
1998, by and among Forest City Rental  Properties  Corporation,  the banks named
therein,  KeyBank National  Association,  as administrative  agent, and National
City Bank, as syndication agent.

     Exhibit 10.2 - Second Amendment to Guaranty of Payment of Debt, dated as of
March 6, 1998,  by and among  Forest  City  Enterprises,  Inc.,  the banks named
therein,  KeyBank National  Association,  as administrative  agent, and National
City Bank, as syndication agent.










                                   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.
                                                 (Registrant)



Date     April 6, 1998                    By    /s/  Thomas G. Smith
                                          Thomas G. Smith, Senior Vice President
                                                and Chief Financial Officer
[{"type": "8-K", "sequence": "1", "description": "FOREST CITY ENTERPRISES 8-K", "secsgml_size_bytes": 2278}]
{"company-data": {"conformed-name": "FOREST CITY ENTERPRISES INC", "cik": "0000038067", "assigned-sic": "6512", "irs-number": "340863886", "state-of-incorporation": "OH", "fiscal-year-end": "0131"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-04372", "film-number": "98589389"}, "business-address": {"street1": "1100 TERMINAL TOWER", "street2": "50 PUBLIC SQ", "city": "CLEVELAND", "state": "OH", "zip": "44113", "phone": "2162671200"}, "mail-address": {"street1": "10800 BROOKPARK ROAD", "city": "CLEVLAND", "state": "OH", "zip": "44130"}}
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) March 6, 1998

                          FOREST CITY ENTERPRISES, INC.

             (Exact name of registrant as specified in its charter)

            Ohio                    1-4372             34-0863886

  (State or other jurisdiction    (Commission        (IRS Employer
      of incorporation)           File Number)     Identification No.)

 1100 Terminal Tower, 50 Public Square      Cleveland, Ohio       44113
 (Address of principal executive offices)                       (Zip Code)

        Registrant's telephone number, including area code 216-621-6060

         (Former name or former address, if changed since last report.)
Item 5.  Other Events.

This Form 8-K is being filed to submit the following:

     Exhibit 10.1 - Second Amendment to Credit  Agreement,  dated as of March 6,
1998, by and among Forest City Rental  Properties  Corporation,  the banks named
therein,  KeyBank National  Association,  as administrative  agent, and National
City Bank, as syndication agent.

     Exhibit 10.2 - Second Amendment to Guaranty of Payment of Debt, dated as of
March 6, 1998,  by and among  Forest  City  Enterprises,  Inc.,  the banks named
therein,  KeyBank National  Association,  as administrative  agent, and National
City Bank, as syndication agent.

                                   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.
                                                 (Registrant)

Date     April 6, 1998                    By    /s/  Thomas G. Smith
                                          Thomas G. Smith, Senior Vice President
                                                and Chief Financial Officer