EXH. 8.1 SNR TAX OPINION

Exhibit 8.1

[SONNENSCHEIN NATH & ROSENTHAL LETTERHEAD]





September 24, 2004



Entertainment Properties Trust
30 West Pershing Road, Suite 201
Kansas City, Missouri 64108

Re: Certain U.S. Federal Income Tax Issues

Ladies and Gentlemen:

We have acted as tax counsel to Entertainment Properties Trust, a Maryland
real estate investment trust (the "Company") in connection with the sale by
certain shareholders of up to eight hundred fifty seven thousand one hundred
forty five (857,145) common shares of beneficial interest (the "Securities"),
pursuant to a registration statement on Form S-3, registration No. 333-119160,
(as amended and supplemented from time to time, the "Registration Statement"),
and the related prospectus and prospectus supplement. The Company is a real
estate investment trust organized under the laws of the State of Maryland
primarily for the purpose of acquiring and leasing certain real estate.

You have requested our opinion as to (i) the qualification of the Company
as a real estate investment trust for U.S. federal income tax purposes (a
"REIT") under the provisions of Sections 856 through 860 of the Internal Revenue
Code of 1986, as amended (the "Code") and (ii) the accuracy of the discussion of
U.S. federal income tax consequences contained under the caption "U.S. Federal
Income Tax Consequences" in the prospectus.

This opinion is based on information and representations made in an
Officers' Certificate dated September 24, 2004. With the Company's permission,
we have relied without investigation upon such representations in giving this
opinion. Our opinion is based solely on the information and representations set
forth in that Officers' Certificate. We have assumed, with your consent, that
the representations set forth in the Officers' Certificate are true, accurate
and complete as of the date hereof.

Based on such assumptions and representations, and assuming the accuracy
thereof, it is our opinion that (i) as of the date hereof, the Company is
organized in conformity with the requirements for qualification and taxation as
a REIT for U.S. federal income tax purposes, and its current method of operation
(to the extent described in the Officers' Certificate and the prospectus and
prospectus supplement) has enabled and will continue to enable the Company to
meet the requirements for qualification and taxation as a REIT for U.S. federal
income tax purposes and (ii) the statements in the prospectus under the caption
"U.S. Federal Income Tax Consequences," to the extent that they describe matters
of law or legal conclusions, are correct in all material respects.

This opinion is based in part on the Code, Treasury Regulations promulgated
thereunder and interpretations thereof by the Internal Revenue Service and the
courts having jurisdiction over such matters, each as of the date hereof and all
of which are subject to change either prospectively or retroactively. Also, any
variation or difference in the facts or representations from those set forth in
the representations furnished to us by the Company may affect the conclusions
stated herein. Moreover, the Company's qualification and taxation as a REIT
depend upon the Company's ability to meet, through actual annual operating
results, distribution levels and diversity of share ownership and the various
qualification tests imposed under the Code, the results of which have not been
and will not be reviewed by us. Accordingly, no assurance can be given that the
actual results of the Company's operations for any taxable year will satisfy
such requirements.

We consent to the reference to our firm under the captions "U.S. Federal
Income Tax Consequences" and "Legal Opinions" in the registration statement and
accompanying prospectus and prospectus supplement and to the attachment of this
opinion as an exhibit to the registration statement. Please be advised that we
have rendered no opinion regarding any tax issues other than as set forth
herein.

This opinion letter shall not be construed as or deemed to be a guarantee
or insuring agreement. We disclaim any obligation to update this opinion for
developments which may occur subsequent to the date hereof.

Very truly yours,

/s/ Sonnenschein Nath & Rosenthal LLP

Sonnenschein Nath & Rosenthal LLP