SC 13D/A: General Statement of Acquisition of Beneficial Ownership

Securities and Exchange Commission
Washington, D.C. 20549

AMENDMENT NO. 9
TO
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND
AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)

Entertainment Properties Trust
- ----------------------------------------------------------------
(Name of Issuer)
Common Shares of Beneficial Interest, par value $.01 per share
- ----------------------------------------------------------------
(Title of Class of Securities)
29380T105
- ----------------------------------------------------------------
Simeon Brinberg (CUSIP Number)
60 Cutter Mill Road, Great Neck, New York 11021 516-466-3100
- ----------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

- -----------------------------------------------------------------
(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule l3G to
report the acquisition that is the subject of this Schedule l3D, and is filing
this schedule because of Rule l3d-l(e), 13d-1 (f) or 13d-1(g), check the
following box / /.

NOTE: Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Rule l3d-7 for other
parties to whom copies are to be sent.

Page 1 of 26 Pages






Page 2 of 26 Pages
Cusip No. 29380T105

- -----------------------------------------------------------------
l. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
BRT Realty Trust- 13-2755856
- -----------------------------------------------------------------
2. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)X
(b)
- -----------------------------------------------------------------
3. SEC USE ONLY

- -----------------------------------------------------------------
4. SOURCE OF FUNDS*

WC
- -----------------------------------------------------------------
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)

- -----------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION

Massachusetts
- -----------------------------------------------------------------
7. SOLE VOTING POWER - 1,355,600
NUMBER OF _____________________________________________
SHARES 8. SHARED VOTING POWER -
BENEFICIALLY ____________________________________________
OWNED BY 9. SOLE DISPOSITIVE POWER - 1,355,600
EACH _____________________________________________
REPORTING 10. SHARED DISPOSITIVE POWER -
PERSON WITH _____________________________________________
- -----------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON - 1,355,600
- -----------------------------------------------------------------
12. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
- -----------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.21%
- -----------------------------------------------------------------
14. TYPE OF
REPORTING PERSON*
OO





Page 3 of 26 Pages
Cusip No. 29380T105

l. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Gould Investors L.P. - 11-2763164
- -----------------------------------------------------------------
2. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)X
(b)
- -----------------------------------------------------------------
3. SEC USE ONLY

- -----------------------------------------------------------------
4. SOURCE OF FUNDS*

WC
- -----------------------------------------------------------------
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)

- -----------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware
- -----------------------------------------------------------------
7. SOLE VOTING POWER - 1,500
NUMBER OF _____________________________________________
SHARES 8. SHARED VOTING POWER - 28,500 (1)
BENEFICIALLY _____________________________________________
OWNED BY 9. SOLE DISPOSITIVE POWER - 1,500
EACH _____________________________________________
REPORTING 10. SHARED DISPOSITIVE POWER - 28,500 (1)
PERSON WITH _____________________________________________
- -----------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON - 30,000 (1)
- -----------------------------------------------------------------
12. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
- -----------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
LESS THAN 1%
- -----------------------------------------------------------------





Page 4 of 26 Pages
14. TYPE OF
REPORTING PERSON*
PN

(1) Gould Investors L.P. is a member of SASS/Gould Real Estate Securities LLC, a
limited liability company, which is the succesor to SASS/Gould REIT Partners. An
affiliate of Gould Investors L.P. is a sub-advisor to the Managing Member of the
limited liability company. Gould Investors L.P. may be deemed to have shared
voting and shared dispositive power with respect to the shares owned by
SASS/Gould Real Estate Securities LLC.




Page 5 of 26 Pages
Cusip No. 29380T105

l. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
ONE LIBERTY PROPERTIES, INC. - 13-3147497
- -----------------------------------------------------------------
2. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)X
(b)
- ------------------------------------------------------------
3. SEC USE ONLY
- -----------------------------------------------------------------
4. SOURCE OF FUNDS*

WC
- -----------------------------------------------------------------
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)
- -----------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION

MARYLAND
- -----------------------------------------------------------------
7. SOLE VOTING POWER - 2,625
NUMBER OF _____________________________________________
SHARES 8. SHARED VOTING POWER -
BENEFICIALLY ____________________________________________
OWNED BY 9. SOLE DISPOSITIVE POWER - 2,625
EACH _____________________________________________
REPORTING 10. SHARED DISPOSITIVE POWER -
PERSON WITH _____________________________________________
- -----------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON - 2,625
- -----------------------------------------------------------------
12. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
- -----------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
LESS THAN 1%
- -----------------------------------------------------------------
14. TYPE OF
REPORTING PERSON *
CO




Page 6 of 26 Pages
Cusip No. 29380T105


l. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
SASS/GOULD Real Estate Securities LLC (1)
- -----------------------------------------------------------------
2. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)X
(b)
- -----------------------------------------------------------------
3. SEC USE ONLY
- -----------------------------------------------------------------
4. SOURCE OF FUNDS*
WC
- -----------------------------------------------------------------
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)
- -----------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION

New York
- -----------------------------------------------------------------
7. SOLE VOTING POWER - 28,500
NUMBER OF _____________________________________________
SHARES 8. SHARED VOTING POWER -
BENEFICIALLY ____________________________________________
OWNED BY 9. SOLE DISPOSITIVE POWER - 28,500
EACH _____________________________________________
REPORTING 10. SHARED DISPOSITIVE POWER -
PERSON WITH _____________________________________________
- -----------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON - 28,500
- -----------------------------------------------------------------
12. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
- ---------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
LESS THAN 1%
- -----------------------------------------------------------------
14. TYPE OF
REPORTING PERSON*
OO
(1) Successor to SASS/Gould REIT Partners.





Page 7 of 26 Pages
Cusip No. 29380T105

l. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Fredric H. Gould and Fredric H. Gould Spousal IRA ###-##-####
- -----------------------------------------------------------------
2. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)X
(b)
- -----------------------------------------------------------------
3. SEC USE ONLY
- -----------------------------------------------------------------
4. SOURCE OF FUNDS*

PF
- -----------------------------------------------------------------
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)

- -----------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
- -----------------------------------------------------------------
7. SOLE VOTING POWER - 2,112 (1)
NUMBER OF _____________________________________________
SHARES 8. SHARED VOTING POWER - 1,388,225 (2)
BENEFICIALLY _____________________________________________
OWNED BY 9. SOLE DISPOSITIVE POWER - 2,112 (1)
EACH ______________________________________________
REPORTING 10. SHARED DISPOSITIVE POWER - 1,388,225 (2)
PERSON WITH _____________________________________________
- -----------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON - 1,390,337
- -----------------------------------------------------------------
12. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
- -----------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
LESS THAN 9.44%
- -----------------------------------------------------------------
14. TYPE OF
REPORTING PERSON*
IN
NOTE: - (1) The 2,112 shares includes 1,850 shares owned by Fredric H. Gould,
individually, and 262 shares owned by Fredric H. Gould Spousal IRA.

Page 8 of 26 Pages

(2) Fredric H. Gould is Chairman of the Board and Chief Executive Officer of BRT
Realty Trust, a General Partner of Gould Investors L.P. and Chairman of the
Board and Chief Executive Officer of One Liberty Properties, Inc. Gould
Investors L.P. is a member of SASS/Gould Real Estate Securities LLC and an
affiliate of Gould Investors L.P. is the sub-advisor to the limited liability
company. Mr. Gould may be deemed to have shared voting and shared dispositive
power as to the Common Shares of the Company owned by these entities.




Page 9 of 26 Pages
Cusip No. 29380T105

l. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Helaine Gould - ###-##-####
- -----------------------------------------------------------------
2. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)X
(b)
- -----------------------------------------------------------------
3. SEC USE ONLY
- -----------------------------------------------------------------
4. SOURCE OF FUNDS*

PF
- -----------------------------------------------------------------
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)

- -----------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION

United States
- -----------------------------------------------------------------
7. SOLE VOTING POWER - 1,000
NUMBER OF _____________________________________________
SHARES 8. SHARED VOTING POWER -
BENEFICIALLY ____________________________________________
OWNED BY 9. SOLE DISPOSITIVE POWER - 1,000
EACH _____________________________________________
REPORTING 10. SHARED DISPOSITIVE POWER -
PERSON WITH _____________________________________________
- -----------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON - 1,000
- -----------------------------------------------------------------
12. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
- -----------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
LESS THAN 1%
- -----------------------------------------------------------------
14. TYPE OF
REPORTING PERSON*
IN




Page 10 of 26 Pages
Cusip No. 29380T105

l. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Jeffrey Gould - ###-##-####
- -----------------------------------------------------------------
2. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)X
(b)
- -----------------------------------------------------------------
3. SEC USE ONLY
- -----------------------------------------------------------------
4. SOURCE OF FUNDS*

PF
- -----------------------------------------------------------------
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)

- -----------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
- -----------------------------------------------------------------
7. SOLE VOTING POWER - 300
NUMBER OF _____________________________________________
SHARES 8. SHARED VOTING POWER - 1,355,600 (1)
BENEFICIALLY _____________________________________________
OWNED BY 9. SOLE DISPOSITIVE POWER - 300
EACH _____________________________________________
REPORTING 10. SHARED DISPOSITIVE POWER - 1,355,600 (1)
PERSON WITH _____________________________________________
-
- -----------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON - 1,355,900
- -----------------------------------------------------------------
12. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
- -----------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.21%
- -----------------------------------------------------------------
14. TYPE OF
REPORTING PERSON*
IN

(1) Jeffrey Gould is President of BRT Realty Trust. Accordingly, he may be
deemed to have shared voting and shared dispositive power over the shares
owned by BRT Realty Trust.




Page 11 of 26 Pages
Cusip No. 29380T105

l. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Matthew Gould - ###-##-####
- -----------------------------------------------------------------
2. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)X
(b)
- -----------------------------------------------------------------
3. SEC USE ONLY
- -----------------------------------------------------------------
4. SOURCE OF FUNDS*

PF
- -----------------------------------------------------------------
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)
- -----------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
- -----------------------------------------------------------------
7. SOLE VOTING POWER - 350
NUMBER OF _____________________________________________
SHARES 8. SHARED VOTING POWER - 30,000 (1)
BENEFICIALLY _____________________________________________
-----
OWNED BY 9. SOLE DISPOSITIVE POWER - 350
EACH _____________________________________________
REPORTING 10. SHARED DISPOSITIVE POWER - 30,000(1)
PERSON WITH _____________________________________________
- -----------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON - 30,350
- -----------------------------------------------------------------
12. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
- -----------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
LESS THAN 1%
- -----------------------------------------------------------------
14. TYPE OF
REPORTING PERSON*
IN
(1) Matthew Gould is President of the managing corporate general partner of
Gould Investors L.P. Accordingly, he may be deemed to have shared voting and
shared dispositive power over the shares owned by Gould Investors L.P. and the
shares owned by SASS/Gould Real Estate Securities LLC.




Page 12 of 26 Pages
Cusip No. 29380T105

l. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Israel Rosenzweig - ###-##-#### and Zehavit Rosenzweig,
as joint tenants.
- -----------------------------------------------------------------
2. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)X
(b)
- -----------------------------------------------------------------
3. SEC USE ONLY
- -----------------------------------------------------------------
4. SOURCE OF FUNDS*

PF
- -----------------------------------------------------------------
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)

- -----------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
- -----------------------------------------------------------------
7. SOLE VOTING POWER - 1,000
NUMBER OF _____________________________________________
SHARES 8. SHARED VOTING POWER -
BENEFICIALLY ____________________________________________
OWNED BY 9. SOLE DISPOSITIVE POWER - 1,000
EACH _____________________________________________
REPORTING 10. SHARED DISPOSITIVE POWER -
PERSON WITH _____________________________________________
- -----------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON - 1,000
- -----------------------------------------------------------------
12. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
- -----------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
LESS THAN 1%
- -----------------------------------------------------------------
14. TYPE OF
REPORTING PERSON*
IN




Page 13 of 26 Pages
Cusip No. 29380T105

l. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Israel Rosenzweig - Keogh Account, 068-52-3463 and Israel
Rosenzweig as custodian for Alon Rosenzweig under New York Uniform Gift to
Minors Act - ###-##-####.
- -----------------------------------------------------------------
2. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)X
(b)
- -----------------------------------------------------------------
3. SEC USE ONLY
- -----------------------------------------------------------------
4. SOURCE OF FUNDS*
PF
- -----------------------------------------------------------------
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)
-----------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
- -----------------------------------------------------------------
7. SOLE VOTING POWER - 4,300
NUMBER OF _____________________________________________
SHARES 8. SHARED VOTING POWER -
BENEFICIALLY ____________________________________________
OWNED BY 9. SOLE DISPOSITIVE POWER - 4,300
EACH _____________________________________________
REPORTING 10. SHARED DISPOSITIVE POWER -
PERSON WITH _____________________________________________
- -----------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON - 4,300
- -----------------------------------------------------------------
12. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
- -----------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
LESS THAN 1%
- -----------------------------------------------------------------
14. TYPE OF
REPORTING PERSON*
IN
NOTE: The 4,300 shares includes 4,100 shares held in a Keogh Account established
by Mr. Rosenzweig and 200 shares are held by him as a custodian for his son.




Page 14 of 26 Pages

This Amendment amends and supplements Schedule 13D filed with the Securities and
Exchange Commission on March 13, 2000, as amended to date. Except as amended by
this amendment, there has been no change in the information previously reported
on Schedule 13D.

Item 4. Purpose of Transaction

On February 7, 2001, BRT submitted a notice to the Company advising that it
intends to appear at the 2001 Annual Meeting of the Company's stockholders in
person and by proxy and to seek at the Annual Meeting to elect Fredric H. Gould
as a member of the Board of Trustees of the Company. In that regard, BRT
nominated Mr. Gould for election as a trustee of the Company at the 2001 Annual
Meeting. A copy of the notice, as well as a copy of the letter sent to David
Brain, President of the Company, were attached as Exhibits to Amendment No. 8 to
Schedule 13D.

On February 20, 2001, BRT submitted a substantially similar notice, necessitated
because the By-laws of the Company and its proxy statement had inconsistent
deadlines for delivery of the notice. The February 7, 2001 notice is in
compliance with the Company's proxy statement and the February 20, 2001 notice
is in compliance with the Company's By-laws.





Page 15 of 26 Pages

Item 5. Interest in Securities of the Issuer

BRT owns, as of this date, 1,355,600 Common Shares of the Company, constituting
approximately 9.21% of the 14,722,762 Common Shares outstanding.

In the aggregate, BRT, the Partnership, OLP, Sass/Gould, Fredric H. Gould,
individually and in his Spousal IRA, Helaine Gould, Matthew Gould, Jeffrey Gould
and Israel Rosenzweig, who are filing as a group, own 1,397,287 Common Shares in
the aggregate, or 9.49% of the outstanding Common Shares of the Company.






Page 16 of 26 Pages

Except as set forth in Schedule 13D, as amended to date, BRT, its executive
officers and trustees, the Partnership, its general partners (including officers
and directors of its corporate general partner), OLP, its officers and
directors, Sass/Gould and its managing member and sub-advisor, Fredric H. Gould,
Helaine Gould, Matthew Gould, Jeffrey Gould, Israel Rosenzweig and Zehavit
Rosenzweig (i) do not own or have the right to acquire, directly or indirectly,
any Common Shares of the Company; and (ii) have not in the past sixty (60) days
effected any transactions in Common Shares of the Company.

Item 7. Exhibit (1) (a) Agreement to file jointly. Filed with Schedule 13D.

(b) Power of Attorney. Filed with Schedule 13D.

(2) Letter dated May 31, 2000 from BRT Realty Trust to the
Board of Trustees of the Company. Filed with Amendment No. 3 to Schedule 13D.

(3) Letter dated September 7, 2000 from BRT Realty Trust to
the President of the Company. Filed with Amendment No. 4 to Schedule 13D.

(4) Letter dated September 27, 2000 from BRT Realty Trust to
the President of the Company. Filed with Amendment No. 5 to Schedule 13D.

(5) Letter dated October 4, 2000 from the President of the
Company to BRT Realty Trust. Filed with Amendment No. 6 to Schedule 13D.

(6) Letter dated October 6, 2000 from BRT Realty Trust to the
President of the Company. Filed with Amendment No. 6 to Schedule 13D.

(7) Letter dated October 6, 2000 from the President of the
Company to BRT Realty Trust. Filed with Amendment No. 7 to Schedule 13D.

(8) Letter dated October 11, 2000 from BRT Realty Trust to
UMB Bank, N.A. Filed with Amendment No. 7 to Schedule 13D.

(9) Letter dated February 7, 2001 from BRT Realty Trust to the
President of the Company. Filed with Amendment No. 8 to Schedule 13D.

Page 17 of 26 Pages

(10) Notice dated February 7, 2001 from BRT Realty Trust to
the Company with respect to 2001 Annual Meeting. Filed with Amendment No. 8
to Schedule 13D.

11) Letter dated February 20, 2001 from BRT Realty Trust to
the Company with respect to 2001 Annual Meeting Filed with Amendment No. 9 to
Schedule 13D.

12) Notice dated February 20, 2001 from BRT Realty Trust to
the Company with respect to 2001 Annual Meeting. Filed with Amendment No. 9 to
Schedule 13D.





Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this amendment to the statement is true,
complete and correct.



Dated: February 7, 2001

BRT REALTY TRUST s/Fredric H. Gould
---------------------
Fredric H. Gould
By s/Jeffrey Gould
- ---------------------
Jeffrey Gould, s/Fredric H. Gould
President ---------------------
Fredric H. Gould Spousal
IRA


GOULD INVESTORS L.P. s/Helaine Gould
By: GEORGETOWN PARTNERS, INC. ---------------------
MANAGING GENERAL PARTNER By:Simeon Brinberg, Attorney in Fact
------------------------------------
By: s/Simeon Brinberg Helaine Gould
- ---------------------------- s/Matthew Gould
Simeon Brinberg, ---------------------
Senior Vice President Matthew Gould

s/Jeffrey Gould
---------------------
ONE LIBERTY PROPERTIES, INC. Jeffrey Gould

By: s/Mark H. Lundy s/Israel Rosenzweig
------------------------ ---------------------
Mark H. Lundy, Israel Rosenzweig,
Secretary Individually and as
Custodian

s/Zehavit Rosenzweig
SASS/GOULD REAL ESTATE By: Simeon Brinberg,Attorney in Fact
SECURITIES LLC, ------------------------------------
BY: M.D. SASS INVESTORS Zehavit Rosenzweig
SERVICES, INC.

BY: s/Martin E. Winter
- ---------------------------
Martin E. Winter,
Senior Vice President


Page 19 of 26 Pages







February 20, 2001

Mr. David Brain
President
Entertainment Properties Trust
30 Pershing Road (Suite 201)
Kansas City, MO 64108

Dear David:

BRT has today delivered to EPR an advance notice statement complying with your
Bylaws regarding the nomination of Fred Gould to the Board of Trustees. I have
attached a copy for your information. This second notice was necessitated as
your Bylaws and your proxy statement have inconsistent deadlines for delivery of
this notice. On February 7, 2001, we complied with the time requirements in the
proxy statement.


Sincerely yours,
BRT REALTY TRUST


s/Fredric H. Gould
Fredric H. Gould
Chairman of the Board
FHG:dh





Page 20 of 26 Pages




February 20, 2001


Entertainment Properties Trust
30 Pershing Road, Suite 201
Kansas City, Missouri 64108
Attention: Gregory K. Silvers, Esq.
Secretary

Re: Stockholder Notice With Respect To 2001 Annual Meeting
-------------------------------------------------------

Ladies and Gentlemen:

BRT Realty Trust ("BRT"), is a holder of record of 2000 shares
of Common Stock, $.01 par value per share (the "Common Stock"), of Entertainment
Properties Trust (the "Company"). These shares are registered on the stock
transfer books of the Company in the name "BRT Realty Trust". BRT is the
beneficial owner, of an additional 1,353,600 shares of Common Stock.

BRT is hereby submitting this notice (the "Notice") to the
Company in accordance with the requirements of Article II, Section 13 of the
Bylaws of the Company (the "Bylaws") and/or the procedures outlined in the
Company's proxy statement, dated April 14, 2000, under the caption "Submission
of Shareholder Proposals and Nominations" (the "Proxy Statement"). BRT's address
is 60 Cutter Mill Road, Suite 303, Great Neck, New York 11021.

BRT intends to appear at the 2001 annual meeting of the
Company's stockholders (the "Annual Meeting") in person or by proxy to submit
the business specified in this Notice. BRT is seeking at the Annual Meeting to
elect Fredric H. Gould as a member of the Board of Trustees of the Company, and
in that regard hereby nominates Fredric H. Gould ("Nominee") as nominee for
election as a trustee of the Company at the Annual Meeting.

BRT believes that the Nominee is an appropriate candidate for
election at the Annual Meeting. BRT also believes that the Nominee's presence on
the Board of Trustees of the Company will help to enhance stockholder value.

Certain information relating to the Nominee as required
by the Bylaws and/or the Proxy Statement is set forth herein and

Page 21 of 26 Pages

in Annex A of this Notice. Except as set forth herein or in Annex A, to the best
of BRT's knowledge (i) the Nominee does not own any securities of the Company or
any parent or subsidiary of the Company, directly or indirectly, beneficially or
of record, nor has purchased nor sold any securities of the Company within the
past two years, and none of his associates beneficially owns, directly or
indirectly, any securities of the Company, (ii) the Nominee, his associates or
any member of his immediate family, does not have any arrangement or
understanding with any person (a) with respect to any future employment by the
Company or its affiliates or (b) with respect to future transactions to which
the Company or any of its affiliates will or may be a party, nor any material
interest, direct or indirect, in any transaction, or series of similar
transactions, that has occurred since January 1, 2000 or any currently proposed
transaction, or series of similar transactions, to which the Company or any of
its subsidiaries was or is a party and in which the amount involved exceeds
$60,000, (iii) the Nominee is not, and was not within the past year, a party to
any contract, arrangement or understanding with any person with respect to any
securities of the Company, including, but not limited to, joint ventures, loan
or option arrangements, puts or calls, guarantees against loss or guarantees of
profit, division of losses or profits or the giving or withholding of proxies,
(iv) neither the Nominee nor any of his associates has any arrangement or
understanding with any person pursuant to which he or she was or is to be
selected as a trustee, nominee or officer of the Company, and (v) there is no
other information with respect to the Nominee that is required to be disclosed
in solicitations of proxies for election of trustees or is otherwise required by
the rules and regulations of the Securities and Exchange Commission promulgated
under the Securities Exchange Act of 1934, as amended. Matters disclosed in any
part of this Notice, including Annex A, should be deemed disclosed for all
purposes of this Notice. The written consent of the Nominee to be nominated and
to serve as a trustee of the Company is attached hereto.

The following is a description of all arrangements or
understandings between BRT and the Nominee and any other person, with respect to
the proposals contained in this Notice, the election of the Nominee as trustee,
and actions to be proposed or taken by the Nominee if elected as a trustee:

o BRT has agreed to indemnify the Nominee from and against any
losses incurred by such Nominee resulting from, relating to or arising out of
the nomination of such Nominee for election as a trustee of the Company at the
Annual Meeting.

Page 22 of 26 Pages

o The Nominee has agreed with BRT to be named as a nominee for
election as a trustee of the Company at the Annual Meeting (or at any special
meeting of the stockholders called for that purpose).

The proposal included in this Notice is a proper matter for
stockholder action and this Notice sets forth information which is equivalent to
the information that would be required under the proxy solicitation rules of the
Securities and Exchange Commission if proxies were solicited for stockholder
consideration of the proposals included in this Notice at a meeting of
stockholders, including information required if proxies were solicited for the
election of the Nominee as a trustee of the Company.

Sincerely yours,

BRT REALTY TRUST

By: s/Mark H. Lundy
---------------
Mark H. Lundy
Vice President
Enclosure: Annex A







Page 23 of 26 Pages

ANNEX A

Name: Fredric H. Gould (the "Nominee")
Age: 65
Business address: 60 Cutter Mill Road
Great Neck, NY 11021

Set forth below is a brief description of the Nominee's business
experience during the past five years, including the Nominee's principal
occupations and employment during the past five years; the name and principal
business of any corporation or other organization in which such occupations and
employment were carried on and the Nominee's current principal occupation or
employment.

1984-Present Chairman of the Board of Trustees
and Chief Executive Officer of BRT
(NYSE:BRT) (originates and holds for
investment for its own account
senior and junior real estate
mortgage loans secured by income
producing real property)

1985-Present General Partner of Gould Investors L.P.
("Gould Investors") (owns and operates
income producing real property)

1997-Present Chairman of the Board of Georgetown
Partners, Inc. (acts as managing general
partner of Gould Investors)

1989-Present Chairman of the Board and Chief Executive
Officer of One Liberty Properties, Inc.
("One Liberty")(AMEX:OLP)(acquires, owns
and manages commercial real estate)

Page 24 of 26 Pages

1983-Present President of REIT Management Corp.(advises
BRT)

1998-Present Director of EastGroup Properties, Inc.
(NYSE:EGP)(owns, acquires and develops
industrial properties) 2000-Present
Director of Yonkers Financial Corporation
(NASDAQ:YFCB)and for Yonkers Savings and
Loan Association F.A.(financial institution
and its holding company)

1995-1999 Director of Sunstone Hotel Investors, Inc.
(formerly, NYSE:SSI) (invests in hotels)

None of the entities listed above is a parent, subsidiary or other
affiliate of Entertainment Properties Trust (the "Company"). The Nominee does
not hold any positions or offices with the Company.

The Nominee currently is a trustee or director of the following
companies that have a class of securities registered pursuant to Section 12 of
the Securities Exchange Act of 1934, as amended, or that are subject to the
requirements of Section 15(d) of such Act or that are registered as an
investment company under the Investment Company Act of 1940:

BRT Realty Trust (NYSE:BRT)
One Liberty Properties, Inc. (AMEX:OLP)
EastGroup Properties, Inc. (NYSE:EGP)
Yonkers Financial Corporation (NASDAQ:YFCB).

Set forth below are the number of shares of capital stock of the
Company beneficially owned by the Nominee within the meaning of SEC Rule 13d-1
and earliest date of acquisition of such capital stock:

Page 25 of 26 Pages

The Nominee beneficially owns an aggregate of 1,390,337 shares
of common stock of the Company. The Nominee has sole voting and sole
dispositive power over 2,112 shares, which includes 1,850 shares owned
by him, individually, and 262 shares owned by his Spousal IRA. The
Nominee also may be deemed to have shared voting and shared dispositive
power over 1,388,225 shares of common stock of the Company in his
capacity as Chairman of the Board of Trustees and Chief Executive
Officer of BRT, a General Partner of Gould Investors and Chairman of
the Board and Chief Executive Officer of One Liberty. Gould Investors
is a member of SASS/Gould Real Estate Securities LLC ("SASS/Gould") and
an affiliate of Gould Investors is the sub-advisor to SASS/Gould.

In the aggregate, BRT, Gould Investors, One Liberty,
SASS/Gould, the Nominee, individually and in his Spousal IRA, Helaine
Gould, Jeffrey Gould, Matthew Gould and Israel Rosenzweig, who are
acting as a group (the "Group"), own 1,397,287 shares of common stock
of the Company in the aggregate. The Group first began acquiring common
stock of the Company in 1998.

Further information about the Group is included in the
Schedule 13D filed with the Securities and Exchange Commission on March
13, 2000 and the amendments thereto, which are attached to this Annex
A.

The Nominee has entered into an Indemnification Agreement with BRT. The
Indemnification Agreement includes the written consent of the Nominee to serve
as trustee of the Company if nominated and elected as a trustee. For a
description of the arrangements and understanding between the Nominee and BRT
contained within the Indemnification Agreement with respect to the proposals
contained in the Notice, the election of the Nominee as a trustee, and actions
to be proposed or taken by the Nominee if elected as trustee, see the Notice to
which this Annex is attached.



Page 26 of 26 Pages
CONSENT OF NOMINEE

The undersigned hereby consents to being named as a nominee
for election as a trustee of Entertainment Properties Trust (the "Company"), in
the proxy statement and other materials prepared by or on behalf of BRT Realty
Trust or its affiliates in connection with its solicitation of proxies from
stockholders of the Company to be voted at the 2001 annual meeting of
stockholders of the Company and any adjournment thereof (or at any special
meeting of the stockholders called for that purpose), and further consents to
serve as a trustee of the Company, if elected.

s/Fredric H. Gould
--------------------------
Fredric H. Gould

Dated: February 20, 2001