THIS EMPLOYMENT AGREEMENT is entered into as of September 1, 2002 by ENTERTAINMENT
PROPERTIES TRUST, a Maryland real estate investment trust (the "Company") and GREGORY K. SILVERS
("Employee"). In consideration of the mutual covenants contained herein, the parties agree as follows:
1. DEFINITIONS. For purposes of this Agreement, the following terms shall have the following meanings.
"2000 AGREEMENT" shall mean Employee's Employment Agreement dated January 1, 2000 which is hereby
canceled and superceded by this Agreement.
"2000 NOTE" shall mean the share purchase note given by Employee under the 2000 Agreement in the original
principal amount of $281,250.
"ANNUAL INCENTIVE PROGRAM" shall mean the Annual Incentive Program of the Company, as amended
from time to time, or any successor incentive program adopted by the Board or the Compensation Committee.
"BOARD" shall mean the Board of Trustees of the Company.
"CAUSE" shall mean and be limited to (a) Employee's willful and continued failure or refusal to perform his duties
with the Company (other than as a result of his Disability or incapacity due to mental or physical illness) which is
not remedied in the reasonable good faith determination of the Board within 30 days after Employee's receipt of
written notice specifying the nature of such failure or refusal, or (b) the willful engagement by Employee in
misconduct which is materially and demonstrably injurious to the Company. For purposes of this Agreement, no
act or failure to act shall be considered "willful" unless done or omitted in bad faith and without reasonable belief
that the act or omission was in the best interests of the Company. A failure or refusal to perform duties materially
and adversely inconsistent with Employee's position, as contemplated in paragraph (a) of the definition of "Good
Reason," shall not be considered willful or in bad faith.
"CHANGE IN CONTROL" shall mean the occurrence of any of the following events: