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

Securities and Exchange Commission
Washington, D.C. 20549

AMENDMENT NO. 10
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 23 Pages






Page 2 of 23 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 23 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 23 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 23 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 23 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 23 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 23 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 23 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 23 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 23 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 23 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 23 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 23 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 April 2, 2001 BRT issued a press release advising that on Friday, March 30,
2001 it sent to the shareholders of the Company a definitive proxy statement
seeking the election of Fredric H. Gould, Chairman of the Board of BRT, to the
Board of the Company. BRT included with the proxy statement a letter to the
Company's shareholders detailing certain reasons BRT has nominated Fredric H.
Gould and disclosing that BRT will be commencing a tender offer to shareholders
of the Company for the purchase of 1,000,000 shares of the Company at $18 per
share, subject to the election of Mr. Gould and the Board granting an
unqualified exemption to the ownership limitation contained in the Company's
Declaration of Trust.







Page 15 of 23 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 23 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 23 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.

13) Press Release issued by BRT on April 2, 2001. Filed with
Amendment No. 10 to Schedule 13D.




Page 18 of 23 Pages
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: April 4, 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 23 Pages



BRT REALTY TRUST
60 Cutter Mill Road, Suite 303
Great Neck, NY 11021
(516) 466-3100 - Telephone
(516) 466-3132 - Telecopier

BRT Announces Partial Tender Offer and
Files Proxy Statement
GREAT NECK, N.Y., April 2, 2001 -- BRT Realty Trust (NYSE:BRT) on Friday sent to
the Shareholders of Entertainment Properties Trust (NYSE:EPR) a definitive proxy
statement seeking the election of Fredric H. Gould, Chairman of the Board of
BRT, to the Board of EPR. Included with the proxy statement was a letter to
shareholders which details certain of the reasons BRT has nominated Mr. Gould
and which discloses that BRT will be commencing a tender offer to shareholders
of EPR for the purchase of 1 million shares of EPR stock at a price of $18 per
share, subject to the election of Mr. Gould and the Board granting BRT an
unqualified exemption to the ownership limitations contained in EPR's
Declaration of Trust. A copy of the letter is set forth below:

TO SHAREHOLDERS OF ENTERTAINMENT PROPERTIES TRUST (EPR)

Ladies and Gentlemen:
We are the largest shareholder of Entertainment Properties Trust (EPR),
owning approximately 9.2% of the outstanding shares. We are disappointed with
the management of our Company and request your support for my election to the
Board.

Tender Offer

We believe in the long-term value of EPR and in the business of owning
motion picture theaters. We will be commencing a tender offer to shareholders
for the purchase of 1 million shares of EPR stock at a price of $18 per share,
subject to my election and the Board granting us an unqualified exemption to the
ownership limitations contained in the Company's Declaration of Trust. Since BRT
is a real estate investment trust, the ownership of additional EPR shares will
not jeopardize the tax status of EPR as a REIT. The tender will give
shareholders an opportunity to sell some of their shares at a price
substantially in excess of the current market price and still retain a
significant interest in future growth.





Page 20 of 23 Pages
Board Seat

We are seeking a Board seat because management:
o Persists in allowing control of the Board by individuals with ties to the
largest tenant of the Company, AMC Entertainment, Inc., which is bad
------
business
o Has little relevant real estate experience, as indicated in its proxy
statement
o Is overpaid and continues to enrich itself at our expense, in our view
o Remains unresponsive to shareholders' interests, in our view, by
refusing to allow substantial shareholders to have representation on
the Board.

Serious Conflicts of Interest

The Company was formed as a "captive" by AMC to finance its real
property in an off balance sheet manner. The Chairman of AMC (the largest tenant
of EPR) was appointed Chairman of EPR and continues to act both as Chairman of
AMC and EPR. He only owns 7,119 shares of EPR or less than 1/10 of 1% of our
shares while owning 375,000 shares of AMC plus options for another 284,000
shares, tilting his economic interest entirely towards AMC. This clear conflict,
listed as an "investment negative" by analysts, will continue to hurt EPR's
stock price, in our opinion.

Lack of Real Property Expertise

The Board does not have any substantive real property expertise, as
disclosed in the Company's proxy statement. The financial experience on the
Board is "corporate" rather than "real estate". This has caused a number of poor
decisions to be made, in our view, starting with the "threshold" decision of
treating the Company as a "specialty finance company" (as set forth on the cover
of their annual report) rather than as a real estate company that owns land and
buildings leased for special usage. With this "corporate" orientation, we
believe management focused on short-term goals and short-term solutions.
Unfortunately, the Company financed a substantial portion of its acquisitions
using short-term floating rate debt. As interest rates rose to a high of
approximately 9.5%, interest costs negatively affected net income and cash flow.
This short-term debt came due in 2001 at a time when the financial community was
not looking favorably at theater operating companies. We believe this made it
difficult to refinance this debt on a long-term basis and forced the Company to
accept a five-year term rather than preferable long-term debt.


Page 21 of 23 Pages

This will require an additional refinancing five years from now when the leases
on the theaters will have a much shorter term remaining and at interest rates
which could well be higher than they are today.

Further, five of the properties purchased by EPR are buildings that are
built on leased land. We believe that this was and is an inappropriate type of
investment for EPR because it puts the Company in a junior position to the land
owner. We believe that accepting the same rate of return for a riskier leasehold
position as could have been obtained on a more secure fee position shows a lack
of financial and real estate knowledge. Lack of ownership of the land in these
five instances negates a great deal of the long-term upside potential of real
property ownership. Well located real property has historically increased in
value over the long-term but ownership of the land is required to maximize the
incremental value. At a fixed date in the future, all of these land leases will
end and the landowners will take over and own the improvements erected on the
properties thereby wiping out the entire equity of EPR in those properties. Some
of these land leases provide EPR with purchase options at incremental prices.
For obvious reasons, we have been requesting that the Company use its funds to
purchase these leases prior to the increments in rent and purchase prices. To
date, they have failed to do so. It is notable that AMC is involved in four of
the five land lease transactions, making them not arm's length transactions. As
management states in its proxy materials, the properties purchased by EPR from
AMC were purchased not at a price related to value but "at a price equal to
AMCE's development and construction cost" and the rents to be paid "were
determined by the management of AMCE and our company and were not negotiated on
an arm's length basis."

Overpaid Management

We believe that management has enriched itself even as stockholders
suffered eroding share prices. In January of 2000, EPR entered into employment
agreements with its three top executives calling for raises of between 39% and
70%. In addition, David Brain, the President of EPR, received a $79,000 bonus in
January of 2000, which he elected to take in restricted stock and by doing so,
the Company gave him 150% of the bonus, or roughly $120,000 worth of stock at
the then reduced market value. The other two senior officers, Fred Kennon, the
CFO, and Gregory Silvers, the General Counsel, both took advantage of similar
opportunities granted by the Board. These big bonuses and added compensation
followed poor stock performance. Management's own chart in its proxy statement
shows that the Company has significantly underperformed its peers.


Page 22 of 23 Pages

In addition to the escalating salary structure, the Company has made
loans to its executives at below market interest rates and favorable repayment
terms in order to allow them to buy shares of the Company. On January 1, 2000,
Mr. Brain was indebted to the Company in the principal amount of $1,470,465 made
up of an $800,000 loan initially made to him in 1997 to buy 40,000 shares of the
Company's stock at $20 per share, and accrued interest of $108,145, and an
additional $562,500 loan made effective on January 1, 2000 to allow him to buy
an additional 40,000 shares at $14 per share. The initial loan required
repayment in equal annual installments on November 30, 2000, 2001 and 2002. No
payments of principal or interest were ever made and this loan was rolled over
into a new ten-year term loan at a below market interest rate of 6.24% with no
interest or principal payments required to be made during the entire 10-year
term. As a consequence, Mr. Brain receives dividends at the present rate of
$1.80 per share on 80,000 shares, or a total of approximately $144,000 per
annum, without paying a penny of interest or principal to the Company. A like
situation prevails with Messrs. Kennon and Silvers. These loans carry provisions
whereby the interest and principal are forgiven if the person is terminated
following a change in control or on death or permanent disability. As a
consequence, the Company would have the added burden of paying the very
substantial taxes related to such forgiveness in addition to a severance pay
package of three years' salary, continuation of benefits, etc. We are fearful
that the Board and the Compensation Committee will continue to make new
arrangements to allow management to defer payment of these loans and grant
management undeserved increases in salary and bonuses unless some shareholder
representation on the Board comes about.


Page 23 of 23 Pages

Our Program

We believe in the long-term value of EPR and in the business of owning
motion picture theaters as evidenced by our substantial stock ownership. We
currently have approximately $19.3 million invested in EPR. Our ongoing
commitment to EPR is clear - as shown by our intent to commence a tender offer
for 1 million shares of EPR stock at a price of $18 per share. As always, we
intend to work for the benefit of all shareholders.

We trust that you will respond favorably so that shareholders will have
more direct representation on the Board of the Company they own.


Sincerely,
BRT REALTY TRUST

/s/ Fredric H. Gould
Fredric H. Gould
Chairman of the Board


BRT Realty Trust is a mortgage-oriented real estate investment trust.

More detailed information pertaining to BRT's proposal will be set forth in
BRT's tender offer statement and other appropriate filings to be made with the
SEC. We urge stockholders to read BRT's tender offer statement, the proxy
statement and other relevant documents that have been and may be filed with the
SEC because they do and will contain important information. Stockholders will be
able to obtain a free copy of any filings containing information about BRT and
EPR, without charge, at the SEC's Internet site (HTTP://WWW.SEC.GOV). Copies of
any filings containing information about BRT can also be obtained, without
charge, by directing a request to BRT Realty Trust, 60 Cutter Mill Road, Great
Neck, New York 11021, Attention: Secretary (516) 466-3100).

Certain information contained herein is forward-looking. The forward-looking
statements should not be relied upon since they involve known and unknown risks,
uncertainties and other factors, which, in some cases, are beyond BRT's control
and could materially affect actual results, performance or achievements.

Contact: Simeon Brinberg, Senior Vice President 516.466.3100