8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

         Date of Report (Date of earliest event reported): May 30, 2002

                           Commission File No. 1-13561



                         ENTERTAINMENT PROPERTIES TRUST
             (Exact name of registrant as specified in its charter)



            Maryland                                   43-1790877
     -------------------                 ------------------------------------
     (State of Formation)                (IRS Employer Identification Number)

   30 West Pershing Road, Suite 201, Kansas City, Missouri         64108
   ---------------------------------------------------------------------------
         (Address of principal executive offices)                (Zip Code)


                                 (816) 472-1700
            ---------------------------------------------------------
              (Registrant's telephone number, including area code)

                                 Not applicable
                  --------------------------------------------
          (Former name or former address, if changed since last report)






ITEM 5. OTHER EVENTS.

         On May 23, 2002, Entertainment Properties Trust ("EPR") entered into an
underwriting agreement with Bear, Stearns & Co. Inc., Prudential Securities
Incorporated, BB&T Capital Markets, Fahnestock & Co. Inc., Ferris Baker Watts
Incorporated and Stifel, Nicolaus & Company, Incorporated (the "Underwriters")
pursuant to which the Underwriters purchased 2,300,000 of EPR's 9.50% Series A
Cumulative Redeemable Preferred Shares, par value $0.01 per share (the "Series A
Preferred Shares"), including 300,000 Series A Preferred Shares to cover
over-allotments, at a price of $24.2125 per share. The Series A Preferred Shares
were offered to the public at the public offering price of $25.00 per share.

         On May 24, 2002, EPR filed a prospectus supplement dated May 23, 2002
with the Commission with respect to the offering, supplementing EPR's prospectus
dated May 17, 2002 which is part of a "universal shelf" Registration Statement
on Form S-3 (No. 333-87242) filed by EPR with the Commission. On May 30, 2002,
EPR filed the Underwriting Agreement as Exhibit 1.1 to a Current Report on Form
8-K, and the offering was closed on that date. The Series A Preferred Shares
have been approved for listing on the New York Stock Exchange under the ticker
symbol "EPR prA."


ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

Exhibit 5.2            Opinion of Kutak Rock LLP as to the legality of the
                       Series A Preferred Shares

EX-5.2

                                                                     EXHIBIT 5.2



                           [KUTAK ROCK LLP LETTERHEAD]




                                  May 30, 2002



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

Ladies and Gentlemen:

         We have acted as counsel to Entertainment Properties Trust, a Maryland
real estate investment trust (the "Company") with respect to the Registration
Statement on Form S-3, Registration No. 333-87242 (the "Registration
Statement") filed by the Company with the Securities and Exchange Commission
under the Securities Act of 1933, as amended, the prospectus dated May 17, 2002,
and a prospectus supplement dated May 23, 2002, in connection with the offering
and sale of 2,300,000 of the Company's 9.50% Series A Cumulative Redeemable
Preferred Shares of beneficial interest, par value $0.01 per share (the "Series
A Preferred Shares") pursuant to an Underwriting Agreement dated May 23, 2002,
among Bear, Stearns & Co. Inc., Prudential Securities Incorporated, BB&T Capital
Markets, Fahnestock & Co. Inc., Ferris Baker Watts Incorporated and Stifel,
Nicolaus & Company, Incorporated as representatives of the several underwriters,
and the Company.

         We have examined the originals or copies, certified or otherwise
identified to our satisfaction, of such records of the Company and such
agreements, certificates of public officials, certificates of officers or other
representatives of the Company and other documents, certificates and records as
we have deemed necessary or appropriate as a basis for the opinion set forth
herein, including (i) the Amended and Restated Declaration of Trust of the
Company, (ii) the Articles Supplementary of the Company designating the powers,
preferences and rights of the Series A Preferred Shares, (iii) the Amended and
Restated By-Laws of the Company and (iv) minutes of resolutions duly adopted by
the Board of Trustees of the Company.

         Based upon the foregoing, it is our opinion that the Series A Preferred
Shares have been duly authorized and are validly issued, fully paid and
nonassessable.




         We consent to the filing of this opinion as an Exhibit to the
Registration Statement and/or a Current Report on Form 8-K incorporated by
reference into the Registration Statement, the prospectus and the prospectus
supplement, and to the use of our name under the heading "Legal Matters" in the
Registration Statement, prospectus and prospectus supplement.

                                                              Very truly yours,



                                                              /s/ Kutak Rock LLP
                                                              ------------------
                                                              KUTAK ROCK LLP