Form: S-3

Registration statement under Securities Act of 1933

February 9, 1999

PLAN ENROLLMENT FORM

Published on February 9, 1999



EXHIBIT 99

ENROLLMENT FORM
ENTERTAINMENT PROPERTIES TRUST
DIVIDEND REINVESTMENT AND DIRECT SHARE PURCHASE PLAN

INVESTOR INFORMATION




- ------------------------------------------------ ( )
Name ------------------------------------------------
- ------------------------------------------------ Daytime Phone
Street Name and Number Apartment Number ------------------------------------------------
- ------------------------------------------------ Taxpayer I.D. No. (Social Security Number)
City, State, Zip


Please print all items except signatures. Return completed form to:
UMB BANK N.A.
SECURITIES TRANSFER DIVISION
P.O. BOX 410064
KANSAS CITY MO 64141

A. ENROLLING IN THE PLAN
- ------ I wish to enroll by making an initial cash investment of
$ ________________ in common shares ($200 minimum /$100,000 maximum)
payable by check or money order to UMB Bank, n.a.
- ------ I am currently a shareholder and want to enroll in the Plan to reinvest
my dividends

B. DIVIDEND REINVESTMENT (Check applicable option)
- ------ Full
- ------ Partial: Please invest ____ % of my dividends in shares and pay the
balance to me in cash (See Item F for direct deposit
authorization)

C. ACCOUNT REGISTRATION (Please check one box and provide all requested
information.)
[ ] INDIVIDUAL OR JOINT -- Joint accounts will be presumed to be joint
tenants with right of survivorship unless restricted by applicable
state law or otherwise indicated. Only one Taxpayer I.D. No. (Social
Security Number) is required for tax reporting.
------------------------------------------------------------------------
Owner's First Name M.I. Last Name Owner's Social Security
Number Joint Owner's First Name M.I. Last Name
[ ] CUSTODIAL -- A minor is the beneficial owner of the account with an
adult custodian managing the account until the minor become of age,
as specified in the Uniform Gift/Transfers to Minors Act in the
minor's state of residence
------------------------------------------------------------------------
Custodian's First Name M.I. Last Name Minor's First Name M.I. Last
Name Minor's Soc. Sec. Number Minor's State of Residence
[ ] TRUST -- Account is established in accordance with the provisions of
a trust agreement.
------------------------------------------------------------------------
Trustee Name Beneficiary Trust Date Taxpayer I.D. No.
[ ] CORPORATION, PARTNERSHIP or OTHER ENTITY
------------------------------------------------------------------------
Business Name Taxpayer I.D. No.

D. SIGNATURES (all joint owners must sign)
By signing this form, I request enrollment, certify that I have received and
read the prospectus describing the Plan and agree to abide by the terms and
conditions of the Plan. I appoint UMB Bank, n.a. as Agent to apply dividends and
any cash investments I make to the purchase of shares in the Plan. I understand
I may revoke this authorization at any time by written notice to UMB Bank, n.a.
Under penalty of perjury, I certify that: (a) the Taxpayer I.D. No. (Social
Security Number) shown on this form is correct, and (b) I am not subject to
backup withholding, either because (1) I have not been notified by the Internal
Revenue Service (IRS) that I am subject to backup withholding as a result of my
failure to report all interest or dividends or because of my nationality, or (2)
the IRS has notified me that I am no longer subject to backup withholding.
(CHECK THIS BOX [ ] IF YOU HAVE BEEN NOTIFIED BY THE IRS THAT YOU ARE SUBJECT TO
BACKUP WITHHOLDING BECAUSE OF UNDERREPORTING OF INTEREST OR DIVIDENDS ON YOUR
TAX RETURNS OR IF YOU ARE A FOREIGN NATIONAL)

- ---------------------------------------------------------
Signature Date

- ---------------------------------------------------------
Signature Date

E. ACCOUNT WITHDRAWAL AUTHORIZATION
After you have made an initial cash investment of at least $200 or if you
are already an EPR shareholder, you may elect to make optional cash
payments on a monthly basis via automated electronic funds transfer. This
option allows you to transfer money from your checking account to your Plan
account automatically. You will be responsible for any charges imposed by
your bank or other financial institution in connection with the transfer.

Amount to be invested each month: $ ____________________ ($50 monthly
minimum)

Attach a VOIDED check and complete the bank information below:




- ------------------------------------------------ ( )
Bank Name ------------------------------------------------
- ------------------------------------------------ Bank Phone Number (including area code)
Bank Address (city and state) ------------------------------------------------
Bank Representative
Y Y Y Y Y Y Y Y ------------------------------------------------
- ------------------------------------------------ Bank Account Number
Bank Routing Number (9 digit number on bottom of
check)


For assistance regarding this information, you may wish to contact the ACH
Coordinator at your financial institution.

By signing this form, I authorize UMB Bank, n.a. as Plan Administrator to credit
my Plan account by withdrawing the amount specified above from the checking
account shown above three business days prior to the investment date in EPR
shares. The investment date shall be on the 15th of each month (or the next
business day). This authorization will remain in effect until changed or
canceled by written notification to UMB Bank, n.a.

- ---------------------------------------------------------
Signature Date

- ---------------------------------------------------------
Signature Date

F. DIRECT DEPOSIT AUTHORIZATION (If you want any of your cash dividends which
are not invested in additional shares to be deposited directly into your
checking account, please execute this Form)

I have elected partial dividend reinvestment and desire that the cash
portion of my dividends be direct deposited into my account. UMB Bank,
n.a., as agent for Entertainment Properties Trust, is authorized to send
the uninvested cash portion of my dividends by electronic funds transfer
directly to the following account:

Attach a VOIDED check and complete the bank information below:




- ------------------------------------------------ ( )
Bank Name ------------------------------------------------
- ------------------------------------------------ Bank Phone Number (including area code)
Bank Address (city and state) ------------------------------------------------
Bank Representative
Y Y Y Y Y Y Y Y ------------------------------------------------
- ------------------------------------------------ Bank Account Number
Bank Routing Number (9 digit number on bottom of
check)


For assistance regarding this information, you may wish to contact the ACH
Coordinator at your financial institution.

UMB Bank, n.a. is also authorized to initiate corrections, if necessary,
to any amounts credited in error. I understand UMB Bank, n.a. (on behalf
of EPR) may terminate the direct deposit service at any time and for any
reason and that UMB Bank, n.a. may in its discretion make cash dividend
payments by check mailed to me at the address shown on this Form or such
other address as I specify in writing from time to time. This
authorization will remain in effect until UMB Bank, n.a. receives written
revocation in sufficient time to enable it to act on that revocation or
until UMB Bank, n.a. discontinues this service.

All investors on the account have signed below.




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Signature Date Signature Date