0000038067-13-000063 Sample Contracts

STOCK OPTION AGREEMENT
Stock Option Agreement • June 17th, 2013 • Forest City Enterprises Inc • Operators of nonresidential buildings • Ohio

THIS AGREEMENT, effective as of __________ by and between FOREST CITY ENTERPRISES, INC., an Ohio corporation of Cleveland, Ohio, (the "Company") and _________, an employee of the Company or a Subsidiary (the "Grantee"). All capitalized terms have the meanings set forth in the Forest City Enterprises, Inc. 1994 Stock Plan (As Amended and Restated as of March 14, 2013) (the "Plan") unless otherwise specifically provided.

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FOREST CITY ENTERPRISES, INC. Nonqualified Stock Option Agreement
Nonqualified Stock Option Agreement • June 17th, 2013 • Forest City Enterprises Inc • Operators of nonresidential buildings • Ohio

WHEREAS, a grant of Option Rights to the Grantee, and the execution of a Nonqualified Stock Option Agreement in the form hereof (this "Agreement") to evidence such grant, were authorized by unanimous approval of the Compensation Committee (the "Committee") of the Board of Directors (the “Board”) of the Company on ____________ (the "Date of Grant"); and

PERFORMANCE SHARES AGREEMENT
Performance Shares Agreement • June 17th, 2013 • Forest City Enterprises Inc • Operators of nonresidential buildings • Ohio

WHEREAS, the grant of Performance Shares was authorized by a resolution of the Compensation Committee (the “Committee”) of the Board of Directors of the Company that was duly adopted on __________ (the “Date of Grant”), and the execution of a Performance Shares Agreement substantially in the form hereof (this “Agreement”) to evidence such grant was authorized by a resolution of the Committee that was duly adopted on the Date of Grant; and

FOREST CITY ENTERPRISES, INC. Restricted Shares Agreement
Restricted Shares Agreement • June 17th, 2013 • Forest City Enterprises Inc • Operators of nonresidential buildings • Ohio

THIS RESTRICTED SHARES AGREEMENT (this "Agreement") effective as of _____________ is made by and between Forest City Enterprises, Inc., an Ohio corporation (the "Company"), and _________, the Grantee (the "Grantee"). All capitalized terms have the meanings set forth in the Forest City Enterprises, Inc. 1994 Stock Plan (As Amended and Restated as of March 14, 2013) (the "Plan") unless otherwise specifically provided.

Restricted Shares Agreement
Restricted Shares Agreement • June 17th, 2013 • Forest City Enterprises Inc • Operators of nonresidential buildings • Ohio

WHEREAS, a grant of Restricted Shares to the Grantee, and the execution of a Restricted Shares Agreement in the form hereof (this "Agreement") to evidence such grant, were authorized by unanimous approval of the Compensation Committee (the "Committee") of the Board of Directors (the “Board”) of the Company on ____________ (the "Date of Grant"); and

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