-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IDvXabObHrRsVvp1d1NqZhZKStA8woLrKBhIuuUGVsn012mGlCziwR9vn/P++B1A 8RyY9L+OvZnrN0AGDiqCvg== 0000014846-03-000013.txt : 20030630 0000014846-03-000013.hdr.sgml : 20030630 20030630163253 ACCESSION NUMBER: 0000014846-03-000013 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030630 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BRT REALTY TRUST CENTRAL INDEX KEY: 0000014846 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 132755856 STATE OF INCORPORATION: MA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 60 CUTTER MILL RD STREET 2: SUITE 303 CITY: GREAT NECK STATE: NY ZIP: 11021-3190 BUSINESS PHONE: 5164663100 FORMER COMPANY: FORMER CONFORMED NAME: BERG ENTERPRISES REALTY GROUP DATE OF NAME CHANGE: 19750724 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ENTERTAINMENT PROPERTIES TRUST CENTRAL INDEX KEY: 0001045450 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 431790877 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-52053 FILM NUMBER: 03764823 BUSINESS ADDRESS: STREET 1: 30 PERSHING RD STREET 2: STE 301 CITY: KANSAS CITY STATE: MO ZIP: 64108 BUSINESS PHONE: 8164721700 MAIL ADDRESS: STREET 1: ONE KANSAS CITY PLACE STREET 2: 1200 MAIN STREET SUITE 3250 CITY: KANSAS CITY STATE: MO ZIP: 64105 SC 13D/A 1 epramendment13.txt Securities and Exchange Commission Washington, D.C. 20549 AMENDMENT NO. 13 TO SCHEDULE 13D/A (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 --------- (CUSIP Number) Simeon Brinberg 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 2 of 42 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 - 1,191,900 NUMBER OF ---------------------------------- SHARES 8. SHARED VOTING POWER - BENEFICIALLY --------------------------------------- OWNED BY 9. SOLE DISPOSITIVE POWER - 1,191,900 EACH --------------------------------------- REPORTING 10. SHARED DISPOSITIVE POWER - PERSON WITH --------------------------------------- - ----------------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON - 1,191,900 - ----------------------------------------------------------------- 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* - ----------------------------------------------------------------- 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.91% - ----------------------------------------------------------------- 14. TYPE OF REPORTING PERSON* OO Page 3 of 42 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 - 49,000 (1) BENEFICIALLY ---------------------------------------- OWNED BY 9. SOLE DISPOSITIVE POWER - 1,500 EACH ---------------------------------------- REPORTING 10. SHARED DISPOSITIVE POWER - 49,000 (1) PERSON WITH ------------------------------------------ - ----------------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON - 50,500 (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% - -------------------------------------------------------------------- 14. TYPE OF REPORTING PERSON* PN Page 4 of 42 Pages (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 M.D. Sass Investors Services, Inc., the Managing Member of Sass/Gould Real Estate Securities LLC, in its activities as Managing Member of Sass/Gould Real Estate Securities LLC. The affiliate of Gould Investors L.P. is also sub-advisor to another client of M.D. Sass Investors Services, Inc. Gould Investors L.P. may be deemed to have shared voting and shared dispositive power with respect to the shares of the Company owned by these two entities. Page 5 of 42 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 42 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) - 13-4057411 - ----------------------------------------------------------------- 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 - 39,900 NUMBER OF -------------------------------------------- SHARES 8. SHARED VOTING POWER - BENEFICIALLY -------------------------------------------- OWNED BY 9. SOLE DISPOSITIVE POWER - 39,900 EACH -------------------------------------------- REPORTING 10. SHARED DISPOSITIVE POWER - PERSON WITH -------------------------------------------- - ----------------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON - 39,900 - ----------------------------------------------------------------- 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 42 Pages Cusip No. 29380T105 l. NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON M.D. SASS Investors Services, Inc. - 13-2703405 - ----------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)X (b) - ----------------------------------------------------------------- 3. SEC USE ONLY - ----------------------------------------------------------------- 4. SOURCE OF FUNDS* OO - ----------------------------------------------------------------- 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 - NUMBER OF ------------------------------------------ SHARES 8. SHARED VOTING POWER - 49,000 BENEFICIALLY ------------------------------------------ OWNED BY 9. SOLE DISPOSITIVE POWER - EACH ------------------------------------------ REPORTING 10. SHARED DISPOSITIVE POWER - 49,000 PERSON WITH ------------------------------------------ - ----------------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON - 49,000 (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% - ----------------------------------------------------------------- 14. TYPE OF REPORTING PERSON* IA (1) Includes shares of the Company owned by Sass/Gould Real Estate Securities LLC and shares of the Company owned by another client of M.D. Sass Investors Services, Inc. Page 8 of 42 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 - 1,245,025 (2) BENEFICIALLY --------------------------------------------- OWNED BY 9. SOLE DISPOSITIVE POWER - 2,112 (1) EACH --------------------------------------------- REPORTING 10. SHARED DISPOSITIVE POWER - 1,245,025 (2) PERSON WITH _____________________________________________ - ----------------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON - 1,247,137 - ----------------------------------------------------------------- 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 7.23% - ----------------------------------------------------------------- 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 9 of 42 Pages (2) Fredric H. Gould is Chairman of the Board of BRT Realty Trust, Chairman of the Board and sole shareholder of the Managing General Partner of Gould Investors L.P. and Chairman of the Board 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 Sass/Gould Real Estate Securities LLC and to another client of M.D. Sass Investors Services, Inc. Mr. Gould may be deemed to have shared voting and shared dispositive power as to the Common Shares of the Company owned by BRT Realty Trust, Gould Investors L.P., One Liberty Properties, Inc., Sass/Gould Real Estate Securities, Inc. and the client of M.D. Sass Investors Services, Inc. Page 10 of 42 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 11 of 42 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 - 1,191,900 (1) BENEFICIALLY --------------------------------------------- OWNED BY 9. SOLE DISPOSITIVE POWER - 300 EACH --------------------------------------------- REPORTING 10. SHARED DISPOSITIVE POWER - 1,191,900 (1) PERSON WITH --------------------------------------------- - - ----------------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON - 1,192,200 - ----------------------------------------------------------------- 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* - ----------------------------------------------------------------- 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.91% - ----------------------------------------------------------------- 14. TYPE OF REPORTING PERSON* IN (1) Jeffrey Gould is President and Chief Executive Officer 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 12 of 42 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 - 400 NUMBER OF --------------------------------------------- SHARES 8. SHARED VOTING POWER - 50,500 (1) BENEFICIALLY --------------------------------------------- OWNED BY 9. SOLE DISPOSITIVE POWER - 400 EACH --------------------------------------------- REPORTING 10. SHARED DISPOSITIVE POWER - 50,500(1) PERSON WITH --------------------------------------------- - ----------------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON - 50,900 - ----------------------------------------------------------------- 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 General Partner of Gould Investors L.P. Accordingly, he may be deemed to have shared voting and shared dispositive power as to the Common Shares of the Company owned by Gould Investors L.P., by SASS/Gould Real Estate Securities LLC and another client of M.D. Sass Investors Services, Inc. Page 13 of 42 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 - 49,000 (1) BENEFICIALLY --------------------------------------------- OWNED BY 9. SOLE DISPOSITIVE POWER - 1,000 EACH --------------------------------------------- REPORTING 10. SHARED DISPOSITIVE POWER - 49,000 (1) PERSON WITH --------------------------------------------- - ----------------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON - 50,000 - ----------------------------------------------------------------- 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 14 of 42 Pages Cusip No. 29380T105 (1) Mr. Rosenzweig is President of the affiliate of Gould Investors L.P., which acts as sub-advisor to M.D. Sass Investors Services, Inc. Accordingly, he may be deemed to have shared voting and shared dispositive powers as to the Common Shares of the Company owned by Sass/Gould Real Estate Securities LLC and the client of M.D. Sass Investors Services, Inc. which owns Common Shares of the Company. Page 15 of 42 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 16 of 42 Pages This Amendment amends and supplements Schedule 13D filed with the Securities and Exchange Commission on March 13, 2000, as amended to date. Certain items in this Amendment have been restated. Except as amended by this amendment, there has been no change in the information previously reported on Schedule 13D, as previously amended. Item 2. Identity and Background (a) This statement is filed by the following: o BRT Realty Trust, a business trust organized under the laws of the Commonwealth of Massachusetts ("BRT"). o Gould Investors L.P. a limited partnership organized under the laws of the State of Delaware (the "Partnership"). o One Liberty Properties, Inc., a corporation organized under the laws of the State of Maryland ("OLP"). o Sass/Gould Real Estate Securities LLC, a limited liability company organized under the laws of the State of New York ("Sass/Gould"). o M.D. Sass Investors Services, Inc., a corporation organized under the laws of the State of Delaware ("MD SASS"). o Fredric H. Gould and Fredric H. Gould Spousal IRA o Helaine Gould o Jeffrey Gould o Matthew Gould o Israel Rosenzweig and Zehavit Rosenzweig, as joint tenants. o Israel Rosenzweig Keogh Account and Israel Rosenzweig, as custodian for Alon Rosenzweig. Page 17 of 42 Pages (b) The address of the principal business and principal office of BRT, the Partnership and OLP is 60 Cutter Mill Road, Suite 303, Great Neck, New York 11021. The address of the principal business and principal office of Sass/Gould and M.D. Sass is 1185 Avenue of the Americas, New York, NY 10036-2699. The business address of Fredric H. Gould, Jeffrey Gould, Matthew Gould and Israel Rosenzweig is 60 Cutter Mill Road, Suite 303, Great Neck, New York, 11021. The residence address of Helaine Gould is 5 Overlook Circle, Manhasset, New York 11030. The residence address of Zehavit Rosenzweig is 33 Split Rock Road, Kings Point, NY 11024. (c) BRT is a real estate investment trust. Its primary business is originating and holding for investment for its own account senior and junior real estate mortgage loans secured by income producing real property. The Partnership owns and operates and participates in the ownership and operation of income producing real property. The Partnership also invests in equity securities of other entities. OLP is a real estate investment trust. Its primary business is the acquisition, ownership and management of improved, commercial real estate operated by tenants under long-term net leases. Sass/Gould is an investment partnership whose primary activity is to make investments in the securities of real estate investment trusts. MD Sass is a registered investment adviser. Item 2 information with respect to Fredric H. Gould, Matthew Gould, Jeffrey Gould and Israel Rosenzweig is set forth on Attachments A, B, C and D hereto. Helaine Gould is not employed or engaged in any business activities. Zehavit Rosenzweig is an occupational therapist employed by the Millenium Rehab Services, 1302 Kings Highway, Brooklyn, New York 11229. Item 2 information with respect to the executive officers and Trustees of BRT is set forth on Attachment A. Item 2 information with respect to the executive officers of the Managing General Partner (Georgetown Partners, Inc.) of Gould Investors L.P. is set forth on Attachment B. Page 18 of 42 Pages Item 2 information with respect to the executive officers and directors of OLP is set forth on Attachment C. Item 2 information with respect to the managing member of Sass/Gould is set forth on Attachment D. Item 2 information with respect to the executive officers and directors of MD Sass is set forth on Attachment E. (d) - (e) During the last five years neither BRT, nor any of the executive officers or Trustees of BRT has (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. During the last five years neither the Partnership, any general partner of the Partnership, nor any executive officer or director of the Managing General Partner of the Partnership has (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. During the last five years, neither OLP nor any executive officers or directors of OLP has (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. During the last five years, neither Sass/Gould nor the managing member of Sass/Gould has (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and a result of such proceeding was or is subject to a judgment, decree or final order Page 19 of 42 Pages enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. During the last five years, neither MD Sass nor any of the executive officers or directors of MD Sass has (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. During the last five years, neither Fredric H. Gould, Helaine Gould, Matthew Gould, Jeffrey Gould, Israel Rosenzweig nor Zehavit Rosenzweig has (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. (f) Fredric H. Gould, Helaine Gould, Matthew Gould, Jeffrey Gould, Israel Rosenzweig and Zehavit Rosenzweig are citizens of the United States of America. BRT was organized under Massachusetts law, the Partnership was organized under Delaware law, OLP was organized under Maryland law and Sass/Gould and MD Sass were organized under New York law. Item 3. Source and Amount of Funds or Other Consideration o The funds used by BRT to purchase Common Shares of the Company came from BRT's working capital. o The funds used by the Partnership to purchase Common Shares of the Company came from the Partnership's working capital. o The funds used by OLP to purchase Common Shares of the Company came from OLP's working capital. o The funds used by Sass/Gould came from Sass/Gould's working capital. Page 20 of 42 Pages o The funds used by MD Sass to purchase Common Shares of the Company came from client's funds. o The funds used by Fredric H. Gould, Helaine Gould, Jeffrey Gould, Matthew Gould and Israel Rosenzweig and Zehavit Rosenzweig to purchase Common Shares of the Company came from the personal funds of each of said individuals. Item 4. Purpose of the Transaction The activities of BRT with respect to the Company have been reported in Schedule 13D and the amendments thereto, previously filed. At the present time, BRT, the Partnership, OLP, Sass/Gould, MD Sass, Fredric H. Gould, Helaine Gould, Matthew Gould, Jeffrey Gould and Israel Rosenzweig are holding the Common Shares of the Company as an investment. As reported in this Amendment, BRT and Sass/Gould have disposed, in open market transactions of Common Shares of the Company. BRT, the Partnership, OLP, Sass/Gould, MD Sass (on behalf of clients) Fredric H. Gould, Helaine Gould, Matthew Gould, Jeffrey Gould, Israel Rosenzweig and Zehavit Rosenzweig, subject to availability at prices deemed favorable, and their analysis of the Company, may purchase Common Shares of the Company in the open market. BRT, the Partnership, OLP, Sass/Gould, MD Sass (on behalf of clients), Fredric H. Gould, Helaine Gould, Matthew Gould, Jeffrey Gould, Israel Rosenzweig and Zehavit Rosenzweig may sell all or a portion of the Common Shares of the Company owned by them. Except as described in this Amendment to Schedule 13D, as of the date of this Amendment No. 13, neither BRT, the Partnership, OLP, Sass/Gould, MD Sass, Fredric H. Gould, Helaine Gould, Matthew Gould, Jeffrey Gould, Israel Rosenzweig nor Zehavit Rosenzweig have any present plans or proposals that relate to or would result in: (a) the acquisition by any person of additional Common Shares of the Company or the disposition of any Common Shares of the Company, (b) an extraordinary corporate transaction such as a merger, reorganization or liquidation involving the Company or any of its subsidiaries; (c) the sale or transfer of a material amount of the assets of the Company or any of its subsidiaries; (d) any change in the present board of directors or management of the Company, including any plans or proposals to change the number or term of directors or to fill any vacancies on the board; (e) any material change in the present capitalization or dividend policy of the Company; (f) any other material change in a Company's business or corporate structure; (g) changes in the Company's charter, by-laws or instruments corresponding thereto or other actions which may impede the acquisition or control of the Company by any persons; (h) causing a class of securities of the Company to cease to be Page 21 of 42 Pages authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) a class of equity securities of the Company becoming eligible for termination of registration pursuant to Section 12 (g) (4) of the Securities Exchange Act of 1934; or (j) any action similar to any of those enumerated above. Item 5. Interest in Securities of the Issuer BRT owns, as of this date, 1,191,900 Common Shares of the Company, constituting approximately 6.91% of the 17,246,956 Common Shares outstanding. In the aggregate, BRT, the Partnership, OLP, Sass/Gould, MD Sass (on behalf of clients), Fredric H. Gould, individually and in his Spousal IRA, Helaine Gould, Matthew Gould, Jeffrey Gould, and Israel Rosenzweig and Zehavit Rosenzweig, who are filing as a group, own 1,254,137 Common Shares in the aggregate, or 7.27% of the outstanding Common Shares of the Company. Schedule A hereto sets forth the transactions in the Common Shares of the Company by BRT during the past 60 days. Schedule B hereto sets forth transactions in the Common Shares of the Company by Sass/Gould during the past 60 days. Schedule C sets forth transactions in the Common Shares of the Company by Matthew Gould during the past 60 days. None of the other members of the group have had any transactions in the Common Shares of the Company during the past 60 days. All transactions reported on Schedules A, B and C were effected in regular broker transactions over The New York Stock Exchange. Item 6. Contracts, Arrangements, Understandings or Relationships with respect to Securities of the Issuer There are no contracts, arrangements, understandings or relationships (legal or otherwise) among any of the persons listed in Item 2 and between such persons and any other person with respect to any securities of the Company; including but not limited to transfer or voting of any of the securities; finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss or the giving or withholding of proxies. Page 22 of 42 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 Managing General Partner), OLP, its officers and directors, Sass/Gould and its managing member and sub-advisor, MD Sass, its executive officers and directors, 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. Exhibits (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. (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. Page 23 of 42 Pages (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. (14) Press Release issued by BRT on April 10, 2001. Filed with Amendment No. 11 to Schedule 13D. Page 24 of 42 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: June 30, 2003 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 23, 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. By:Simeon Brinberg, Attorney in Fact ------------------------------------ MANAGING GENERAL PARTNER Helaine Gould By: s/Simeon Brinberg s/Matthew Gould ----------------- ----------------------- Simeon Brinberg, Matthew Gould Senior Vice President 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 MD SASS INVESTORS SERVICES, INC. By: Simeon Brinberg,Attorney in Fact ------------------------------------ Zehavit Rosenzweig BY: s/Philip M. Sivin ----------------- Philip M. Silvin Vice President SASS/GOULD REAL ESTATE SECURITIES LLC, BY: M.D. SASS INVESTORS SERVICES, INC. By: s/Philip M. Sivin ----------------- Philip M. Sivin, Vice President Page 25 of 42 Pages ATTACHMENT A Item 2. Identity and Background of Officers and Trustees of BRT Principal Occupation Name Position and Address - ---- -------- ----------- Fredric H. Gould Chairman of the Chairman of the Board Board of BRT Realty Trust; President, sole stock- holder and sole director of REIT Management Corp., advisor to BRT Realty Trust; Chairman, sole stockholder and sole director of Georgetown Partners, Inc. ("Georgetown") Managing General Partner of Gould Investors L.P.; Chairman of the Board of One Liberty Properties, Inc.; Real Estate Investor; all located at 60 Cutter Mill Road, Great Neck, NY 11021. Jeffrey Gould President and President and Chief Chief Executive Executive Officer of Officer; Trustee BRT Realty Trust; Senior Vice President and director of One Liberty Properties, Inc.; Senior Vice President of Georgetown Partners, Inc.; Vice President of Majestic Property Management Corp.; all located at 60 Cutter Mill Road, Great Neck, NY 11021. Patrick J. Callan Trustee Real Estate Consultant, Principal of the RREEF Funds, pension fund real estate investments from 1984 to January, 2001. located at 280 Park Avenue, New York, NY 10017 Page 26 of 42 Pages Principal Occupation Name Position and Address - ---- -------- ----------- David Herold Trustee Private Investor; located at 16 Southdown Court, Huntington, NY 11743 Arthur Hurand Trustee Private Investor; located at 4184 Pier North Blvd., Suite A, Flint, MI 48504 Gary Hurand Trustee President of Dawn Donut Systems, Inc., located at 4184 Pier North Blvd., Flint, MI 48504 Louis Grassi Trustee (Elected Managing Partner of 6/23/03) Grassi & Co., CPA, located at 2001 Marcus Avenue, Lake Success, NY 11042 Matthew Gould Trustee and President of Senior Vice Georgetown Partners, Inc.; President Senior Vice President of One Liberty Properties Inc.; Vice President of REIT Management Corp.; Senior Vice President and Trustee of BRT Realty Trust; Vice President of Majestic Property Manage- ment Corp. all located at 60 Cutter Mill Road, Great Neck, NY 11021. Israel Rosenzweig Senior Vice Senior Vice President President of BRT Realty Trust; Vice President of Georgetown Partners, Inc.; Senior Vice President of One Liberty Properties, Inc.; President of GP Partners, Inc. all located at 60 Cutter Mill Road, Great Neck, NY 11021. Page 27 of 42 Pages Principal Occupation Name Position and Address - ---- -------- ----------- Simeon Brinberg Senior Vice Senior Vice President President and and Secretary Secretary of BRT Realty Trust; Senior Vice President of One Liberty Properties, Inc.; Senior Vice President and Secretary of Georgetown David W. Kalish Senior Vice Senior Vice President President - -Finance of BRT Realty Finance Trust; Senior Vice President and Chief Financial Officer of One Liberty Properties, Inc.; Vice President and Chief Financial Officer of Georgetown Partners, Inc. and REIT Management Corp., all located at 60 Cutter Mill Road, Great Neck, NY 11021. George Zweier Vice President, Vice President and Chief Financial Chief Financial Officer Officer of BRT Realty Trust; located at 60 Cutter Mill Road, Great Neck, NY 11021 Mark H. Lundy Vice President Vice President of BRT Realty Trust; Vice President of Georgetown Partners Inc.; Vice President and Secretary of One Liberty Properties Inc.; all located at 60 Cutter Mill Road, Great Neck, NY 11021. Seth D. Kobay Vice President Vice President and Treasurer of BRT Realty Trust; Vice President and Page 28 of 42 Pages Principal Occupation Name Position and Address - ---- -------- ----------- Treasurer of One Liberty Properties, Inc.; Vice President of Operations of Georgetown Partners, Inc.; all located at 60 Cutter Mill Road, Great Neck, NY 11021. Page 29 of 42 Pages ATTACHMENT B Item 2. Identity and Background of Officers and Directors of Managing General Partner of Gould Investors, L.P. Principal Occupation Name Position and Address - ---- -------- -------------------- Fredric H. Gould Chairman of the Chairman, sole Board, sole stockholder and sole stockholder and director of Georgetown sole director Partners, Inc. ("Georgetown"); Chairman of the Board of BRT Realty Trust ("BRT"); Chairman of the Board of One Liberty Properties, Inc.; President, sole stock - holder and sole director of REIT Management Corp., advisor to BRT Realty Trust; Real Estate Investor; all located at 60 Cutter Mill Road Great Neck, NY 11021 Matthew Gould President President of Georgetown Partners, Inc.; Senior Vice President and director of One Liberty Properties, Inc.; Vice President of REIT Management Corp.; Senior Vice President and trustee of BRT Realty Trust; Vice President of Majestic Property Management Corp., all Page 30 of 42 Pages Principal Occupation Name Position and Address - ---- -------- -------------------- located at 60 Cutter Mill Road, Great Neck NY 11021. Jeffrey Gould Vice President President and Chief Executive Officer and trustee of BRT Realty Trust; Senior Vice President and Director of One Liberty Properties, Inc.; Senior Vice President of Georgetown Partners, Inc.; Vice President of Majestic Property Management Corp.; all located at 60 Cutter Mill Road, Great Neck, NY 11021. Israel Rosenzweig Vice President Senior Vice President of BRT Realty Trust; Vice President of Georgetown Partners, Inc.; Senior Vice President of One Liberty Properties, Inc.; President of GP Partners, Inc.; all located at 60 Cutter Mill Road, Great Neck, NY 11021. Simeon Brinberg Senior Vice Senior Vice President President and and Secretary Secretary of BRT Realty Trust; Senior Vice President of One Liberty Properties, Inc., Senior Vice President and Secretary of Georgetown Partners, Inc., all located at 60 Cutter Mill Road, Great Neck, NY 11021. David W. Kalish Senior Vice Senior Vice President President and and Chief Financial Officer Chief Financial of One Liberty Officer Properties, Inc.; Page 31 of 42 Pages Principal Occupation Name Position and Address - ---- -------- -------------------- Vice President and Chief Financial Officer of Georgetown Partners, Inc., and REIT Management Corp.; Senior Vice President- Finance of BRT Realty Trust, all located at 60 Cutter Mill Road, Great Neck, NY 11021. Mark H. Lundy Vice President Vice President of BRT Realty Trust; Vice President of Georgetown Partners Inc.; Vice President and Secretary of One Liberty Properties Inc.; all located at 60 Cutter Mill Road, Great Neck, NY 11021. Seth D. Kobay Vice President Vice President and Treasurer of BRT Realty Trust; Vice President and Treasurer of One Liberty Properties, Inc.; Vice President of Operations of Georgetown Partners, Inc.; all located at 60 Cutter Mill Road, Great Neck, NY 11021. Karen Dunleavy Treasurer Vice President, Financial, One Liberty Properties, Inc.; Treasurer, Georgetown Partners, Inc.; all located at 60 Cutter Mill Road, Great Neck, NY 11021. Page 32 of 42 Pages ATTACHMENT C Item 2. Identity and Background of Officers and Directors of OLP. Principal Occupation Name Position and Address - ---- -------- --------------------- Fredric H. Gould Chairman of the Chairman of the Board Board of One Liberty Properties, Inc.; Chairman, sole stockholder and sole director of Georgetown Partners, Inc. ("Georgetown"), Managing General Partner of Gould Investors L.P.; Chairman of the Board of BRT Realty Trust ("BRT"); President, sole stockholder and sole director of REIT Management Corp., advisor to BRT Realty Trust; Real Estate Investor; all located at 60 Cutter Mill Road Great Neck, NY 11021 Jeffrey Fishman President and President and Chief Chief Executive Executive Officer of One Liberty Properties, Inc., located at 60 Cutter Mill Road, Great Neck, NY 11021. Matthew Gould Senior Vice President of President and Georgetown Partners, Inc.; Director Senior Vice President and director of One Liberty Properties Inc.; Vice President of REIT Management Corp.; Senior Vice President and trustee of BRT Realty Trust; Vice President of Page 33 of 42 Pages Principal Occupation Name Position and Address - ---- -------- -------------------- Majestic Property Management Corp. all located at 60 Cutter Mill Road, Great Neck, NY 11021. Jeffrey Gould Senior Vice President and Chief President and Executive Officer and Director trustee of BRT Realty Trust; Senior Vice President and director of One Liberty Properties, Inc.; Senior Vice President of Georgetown Partners, Inc.; Vice President of Majestic Property Management Corp.; all located at 60 Cutter Mill Road, Great Neck, NY 11021. Charles Biederman Director Real Estate Developer; Principal - Sunstone Hotel Investors,LLC; located at 5 Sunset Drive, Englewood, CO 80110 Joseph Amato Director Real Estate Developer; President and sole shareholder of the Kent Companies, owner, manager and developer of real estate; located at 615 Route 32, Highland Hills, NY 10930 Arthur Hurand Director Private Investor; located at 4184 Pier North Boulevard, Flint, MI 48504 Marshall Rose Director Real Estate Developer; Chairman of the Georgetown Group, Inc., real estate consultant and developer; located at 667 Madison Avenue, New York, NY 10021 Page 34 of 42 Pages Principal Occupation Name Position and Address - ---- -------- -------------------- James J. Burns Director Senior Vice President and Chief Financial Officer of Wellsford Real Properties, Inc., located at 535 Madison Avenue New York, NY 10022 Patrick J. Callan Jr. Director Vice President of Real Estate, KIMCO Realty Corporation, located at 3333 New Hyde Park Road New Hyde Park, NY 11042 Simeon Brinberg Senior Vice Senior Vice President President and Secretary of BRT Realty Trust; Senior Vice President of One Liberty Properties, Inc., Senior Vice President and Secretary of Georgetown Partners, Inc., all located at 60 Cutter Mill Road, Great Neck, NY 11021. David W. Kalish Senior Vice Senior Vice President President and and Chief Financial Officer Chief Financial of One Liberty Properties, Officer Inc.; Senior Vice President - Finance of BRT Realty Trust; Vice President and Chief Financial Officer of Georgetown Partners Inc., and REIT Management Corp.; all located at 60 Cutter Mill Road, Great Neck, NY 11021. Mark H. Lundy Secretary Vice President and Secretary of One Liberty Properties Inc.; Vice President of Page 35 of 42 Pages Principal Occupation Name Position and Address - ---- -------- -------------------- BRT Realty Trust; Vice President of Georgetown Partners Inc.; Inc.; all located at 60 Cutter Mill Road, Great Neck, NY 11021. Seth D. Kobay Vice President Vice President and Treasurer of One Liberty Properties, Inc.; Vice President and Treasurer of BRT Realty Trust; Vice President of Operations of Georgetown Partners; all located at 60 Cutter Mill Road Great Neck, NY 11021 Page 36 of 42 Pages ATTACHMENT D Item 2. Identity of Managing Member of Sass/Gould Real Estate Securities, LLC. Principal Occupation Name Position and Address - ---- -------- -------------------- MD Sass Investors Managing See Attachment E Services, Inc. Member for information concerning the officers and directors of M.D. Sass Investors Services, Inc., the Managing Member of SASS/Gould Real Estate Securities, LLC. Page 37 of 42 Pages ATTACHMENT E Item 2. Identity and Background of Officers and Directors of M.D. Sass Investors Services, Inc. Principal Occupation Name Position and Address - ---- -------- --------------------- Martin D. Sass Chairman and Chairman and Chief Executive Chief Executive Officer, a director and a Officer, principal of M.D. Sass Director and Investors Services, Inc. Principal and affiliated registered advisers and other entities which comprise the M.D. Sass Organization, an investment advisory group, located at 1185 Avenue of the Americas, New York, NY 10036. Hugh R. Lamle President, President, a director and a Director and principal of M.D. Sass Principal Investors Services, Inc. and affiliated registered advisers and other entities which comprise the M.D. Sass Organization, an investment advisory group located at 1185 Avenue of the Americas, New York, NY 10036. Jeffrey W. Wilkie Chief Financial Chief Financial Officer Officer of M.D. Sass Investors Services, Inc. and affiliated registered advisers and other entities which comprise the M.D. Sass Organization, an investment advisory group located at 1185 Avenue of the Americas, New York, NY 10036. Page 38 of 42 Pages Principal Occupation Name Position and Address - ---- -------- -------------------- Philip M. Sivin Vice President, Vice President, General General Counsel, Counsel, Secretary and a Secretary and a director of M.D. Sass Director Investors Services, Inc. and affiliated registered advisers and other entities which comprise the M.D. Sass Organization, an investment advisory group located at 1185 Avenue of the Americas, New York, NY 10036. Page 39 of 42 Pages SCHEDULE A The following table sets forth transactions (all sales) in the shares of Common Stock of the Company effected by BRT Realty Trust in the past sixty (60) days. All shares were sold in the open market. DATE OF # OF PRICE SALE SHARES PER SHARE ---- ------ --------- 6/11/2003 2,800 $28.20 6/11/2003 300 28.17 6/11/2002 400 28.22 6/11/2003 5,800 28.25 6/11/2003 2,800 28.28 6/11/2003 3,300 28.26 6/11/2003 700 28.32 6/11/2003 8,400 28.30 6/11/2003 100 28.31 6/11/2003 1,000 28.27 6/11/2003 2000 28.29 6/12/2003 600 28.32 6/12/2003 3,500 28.29 6/12/2003 28,400 28.30 6/12/2003 1,000 28.35 6/12/2003 1,400 28.27 6/13/2003 100 28.32 6/16/2003 2,500 28.14 6/16/2003 1,800 28.11 6/16/2003 3,600 28.10 6/16/2003 7,200 28.12 6/16/2003 400 28.18 6/16/2003 3,000 28.13 6/16/2003 2,700 28.15 6/17/2003 500 28.32 6/17/2003 3,100 28.30 6/17/2003 1,900 28.20 6/17/2003 9,800 28.10 6/20/2003 3,000 28.05 6/20/2003 4,300 28.15 6/24/2003 3,000 28.03 6/24/2003 5,000 28.05 6/24/2003 2,000 28.09 6/24/2003 7,100 28.10 6/24/2003 1,000 28.08 6/24/2003 4,000 28.07 6/24/2003 7,000 28.13 6/24/2003 700 28.11 Page 40 of 42 Pages DATE OF # OF PRICE SALE SHARES PER SHARE ---- ------ --------- 6/24/2003 200 28.14 6/25/2003 4,200 28.30 6/25/2003 10,000 28.27 6/25/2003 6,000 28.32 6/25/2003 5,000 28.34 6/25/2003 2,000 28.25 6/25/2003 100 28.20 Page 41 of 42 Pages SCHEDULE B The following table sets forth the transactions (all sales) in the shares of Common Stock of the Company effected by Sass/Gould Real Estate Securities, LLC in the past sixty days. TRADE # OF PRICE DATE SHARES PER SHARE ---- ------ --------- 6/11/2003 3,000 $28.28 6/12/2003 2,000 28.30 Page 42 of 42 Pages SCHEDULE C The following table sets forth transactions in the shares of Common Stock of the Company effected by Matthew Gould in the past sixty days. TRADE # OF PRICE DATE SHARES PER SHARE ---- ------ --------- 5/12/2003 50 $28.05 (Sale) 5/15/2003 50 26.95 (Purchase) June 30, 2003 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549 Re: Statement on Schedule 13D/A - Entertainment Properties Trust Gentlemen: There is transmitted herewith Amendment No. 13 to Schedule 13D relating to common shares of beneficial interest of Entertainment Properties Trust. The Amendment is being sent today to the Company at its principal executive offices by certified mail, and to The New York Stock Exchange. Very truly yours, BRT REALTY TRUST By s/Simeon Brinberg ----------------- Senior Vice President Enclosure -----END PRIVACY-ENHANCED MESSAGE-----