Form: SC TO-T/A

Tender offer statement by Third Party

April 27, 2001

LETTER TO SHAREHOLDERS, DATED APRIL 27, 2001

Published on April 27, 2001


[BRT LETTERHEAD]


April 27, 2001

TO SHAREHOLDERS OF ENTERTAINMENT PROPERTIES TRUST (EPR)

BRT Realty Trust, by far EPR's largest shareholder, has been soliciting proxies
in opposition to management's nominee for the Board of Trustees and seeking your
vote to elect its designee, Fred Gould, as a Trustee. The meeting will be held
on May 9, 2001 and we are asking you to ACT NOW and vote BRT's white proxy card
FOR FRED GOULD. Note that if you have previously signed and returned the proxy
card to Entertainment Properties Trust you can now change your vote. Only the
latest dated proxy card counts.

There are compelling reasons for you to vote for Fred Gould:

- - Fred is totally independent of EPR's Management and AMC, its major tenant.

- - As the designee of EPR's largest shareholder, Fred's interests are strongly
aligned with the public shareholders.

- - Fred has more than 40 successful years in the real estate industry and is
by far the superior candidate.

If you carefully read our proxy soliciting material and the proxy soliciting
material of EPR's Management, you will quickly realize that EPR has failed to
adequately respond to our criticisms of the Company, and EPR was disingenuous in
any responses provided. Further, EPR's few reasons for opposing Fred Gould were
transparent and had nothing to do with the corporate governance of EPR.

WHY ARE THEY SO FEARFUL OF HAVING FRED GOULD ELECTED?

All shareholders will benefit from a strong, knowledgeable Trustee who is
totally independent of EPR's management and AMC, not just superficially
independent as is the case with management's designee.

VOTE FOR FRED GOULD.

Sincerely,
BRT REALTY TRUST


Fredric H. Gould
Chairman of the Board







IMPORTANT

PLEASE REVIEW THIS DOCUMENT AND THE ENCLOSED MATERIALS CAREFULLY. YOUR VOTE IS
VERY IMPORTANT, NO MATTER HOW MANY OR HOW FEW SHARES YOU OWN.


1. If your shares are registered in your own name, please sign, date and mail
the enclosed WHITE Proxy Card to Georgeson Shareholder Communications Inc.
in the postage-paid envelope provided today.

2. If you have previously signed and returned a proxy card to Entertainment
Properties Trust, you have every right to change your vote. Only your
latest dated card will count. You may revoke any proxy card already sent to
Entertainment Properties Trust by signing, dating and mailing the enclosed
WHITE Proxy Card in the postage-paid envelope provided. Any proxy may be
revoked at any time prior to the 2001 Annual Meeting by sending a new proxy
card to Georgeson Shareholder Communications Inc. or the Secretary of
Entertainment Properties Trust, or by voting in person at the 2001 Annual
Meeting.

3. If your shares are held in the name of a brokerage firm, bank nominee or
other institution, only it can sign a WHITE Proxy Card with respect to your
shares and only after receiving your specific instructions. Accordingly,
please sign, date and mail the enclosed WHITE Proxy Card in the
postage-paid envelope provided, and to ensure that your shares are voted,
you should also contact the person responsible for your account and give
instructions for a WHITE Proxy Card to be issued representing your shares.

4. After signing the enclosed WHITE Proxy Card do not sign or return the
Company's proxy card unless you intend to change your vote, because only
your latest dated proxy card will be counted.

If you have any questions about giving your proxy or require assistance, please
call:

Georgeson Shareholder Communications Inc.
17 State Street
New York, NY 10004
Banks and Brokers (212) 440-9800
Call Toll-Free: 1-800-223-2064