U.S. SECURITIES AND EXCHANGE
COMMISSION




Washington, D.C.
20549




FORM
40-F




REGISTRATION
STATEMENT PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF
1934





X
            ANNUAL
      REPORT PURSUANT TO SECTION 13(a) OR 15(d) OF THE SECURITIES EXCHANGE ACT
      OF 1934





For
      the fiscal year ended December 31, 2009
            Commission
      File Number 000-32115ENTERRA
      ENERGY TRUST
              (Exact
      name of Registrant as specified in its charter)Alberta,
      Canada
              (Province
      or other jurisdiction of incorporation or organization)
            1311
              (Primary
      Standard Industrial Classification Code Number
              (if
      applicable))
            N/A
              (I.R.S.
      Employer Identification Number (if applicable))Suite
      2700, 500 – 4th
      Avenue S.W.
              Calgary,
      Alberta, Canada
              T2P
      2V6
              (403)
      263-0262
              (Address
      and telephone number of Registrant’s principal executive
      offices)CT
      Corporation System
              2610,
      520 Pike Street
              Seattle,
      Washington 98101
              (206)
      622-4511
              (Name,
      address (including zip code) and telephone number (including area
      code)
              of
      agent for service in the United States)Securities
      registered pursuant to Section 12(b) of the Act:Title
      of each class
            
            Name
      of each exchange on which registeredTrust
      Units
            New
      York Stock ExchangeSecurities
      registered or to be registered pursuant to Section 12(g) of the Act: NoneSecurities
      for which there is a reporting obligation pursuant to Section 15(d) of the
      Act: None







For
annual reports, indicate by check mark the information filed with this
Form:




X Annual
information
form                                                                X
Audited annual financial statements







Indicate
the number of outstanding shares of each of the issuer’s classes of capital or
common stock as of the close of the period covered by the annual
report.




There
were 65,102,689 trust units issued and outstanding as of December 31,
2009.




Indicate
by check mark whether the Registrant (1) has filed all reports to be filed by
Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for
such shorter period that the Registrant was required to file such reports) and
(2) has been subject to filing requirements for the past 90 days.




X  Yes                                         No




Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
Registrant was required to submit and post such files).




Yes                                    No




This
report on Form 40-F shall be incorporated by reference into or as an exhibit to,
as applicable, the registrant’s Registration Statement on Form F-10 (File No.
333-151538) under the Securities Act of 1933, as amended.














DOCUMENTS
FILED AS PART OF THIS ANNUAL REPORT




The
following documents have been filed as part of this Annual Report on Form
40-F:




Exhibit
99.1 - Annual Information Form for the fiscal year ended December 31,
2009




Exhibit
99.2 - Management’s Discussion and Analysis for the fiscal year ended December
31, 2009; and




Exhibit
99.3 - Audited Annual Financial Statements for the fiscal year ended December
31, 2009.














CERTIFICATIONS
AND DISCLOSURE REGARDING CONTROLS AND PROCEDURES




Certifications. See
Exhibits 99.7, 99.8, 99.9 and 99.10.




Disclosure Controls and
Procedures. The required disclosure is included in the section entitled
“Disclosure Controls and Procedures” contained in the Registrant’s Management’s
Discussion and Analysis for the fiscal year ended December 31, 2009, see Exhibit
99.2.




Management’s Annual Report
on Internal Control Over Financial Reporting. The required disclosure is
included in the section entitled “Internal Control Over Financial Reporting”
contained in the Registrant’s Management’s Discussion and Analysis for the
fiscal year ended December 31, 2009, see Exhibit 99.2.




Attestation Report of the
Registered Public Accounting Firm. The required disclosure is included in
the “Auditors’ Report” that accompanies the Registrant’s Consolidated Financial
Statements for the fiscal year ended December 31, 2009, see Exhibit
99.3.




Changes in Internal Control
Over Financial Reporting. During the fiscal year ended December 31, 2009,
there were no changes in the Registrant’s internal control over financial
reporting that have materially affected, or are reasonably likely to materially
affect, the Registrant’s internal control over financial reporting.






NOTICES
PURSUANT TO REGULATION BTR






None.






IDENTIFICATION
OF THE AUDIT COMMITTEE




The Board
has a separately-designated standing audit committee. The members of the audit
committee are:  Victor Dusik, Roger Giovanetto, and Michael
Doyle.






AUDIT
COMMITTEE FINANCIAL EXPERT




The Board
of Directors of Enterra’s administrator (the “Board”) has determined that it has
at least one audit committee financial expert serving on its Audit Committee.
 Mr. Victor Dusik has been designated an audit committee financial expert
and is independent, as that term is defined by the New York Stock Exchange’s
listing standards applicable to Enterra.  The Securities and Exchange
Commission has indicated that the designation of a person as an audit committee
financial expert does not make that person an “expert” for any purpose, impose
any duties, obligations or liability on that person that are greater than those
imposed on members of an audit committee and board of directors who do not carry
this designation or affect the duties, obligations or liability of any other
member of the audit committee.






ADDITIONAL
DISCLOSURE






Certain
disclosure regarding the corporate governance practices and code of ethics of
the Registrant can be found at the Registrant’s website www.enterraenergy.com
under Corporate Governance.  Disclosures regarding the Registrant’s
principal accountant fees and services, pre-approval policies and procedures are
included in Exhibit 99.1 Annual Information Form.  Disclosure
regarding the Registrant’s contractual obligations is included in Exhibit 99.2
Management’s Discussion and Analysis.  The Registrant has no
off-balance sheet arrangement that have or reasonably likely to have a current
or future effect on the Registrant’s financial condition, changes in financial
condition, revenues or expenses, results of operations, liquidity, capital
expenditures or capital resources that is material to investors.









UNDERTAKING






Registrant
undertakes to make available, in person or by telephone, representatives to
respond to inquiries made by the Commission staff, and to furnish promptly, when
requested to do so by the Commission staff, information relating to: the
securities registered pursuant to Form 40-F; the securities in relation to which
the obligation to file an annual report on Form 40-F arises; or transactions in
said securities.






CONSENT
TO SERVICE OF PROCESS






Form F-X
signed by the Registrant and its agent for service of process has been filed
with the Commission together with Form F-10 (333-151538) in connection with its
securities registered on such form.  Any changes to the name or
address of the agent for service of process of the Registrant shall be
communicated promptly to the Commission by an amendment to the Form F-X
referencing the file number of the Registrant.























SIGNATURES




Pursuant
to the requirements of the Exchange Act, Enterra certifies that it meets all of
the requirements for filing on Form 40-F and has duly caused this to annual
report on Form 40-F to be signed on its behalf by the undersigned, thereunto
duly authorized.




Dated:
 March 29, 2010




Enterra
Energy Trust,


by its
administrator, Enterra Energy Corp.








Signed“Don
Klapko”


Don
Klapko, President and CEO








Signed“Blaine
Boerchers”


Blaine
Boerchers, Chief Financial Officer



















EXHIBIT
INDEX




The
following documents have been filed as part of this annual report on Form
40-F:




Exhibit No.
            DescriptionAnnual
      Information99.1
            Enterra
      Energy Trust Annual Information Form for the year ended December 31,
      2009.99.2
            Management’s
      Discussion and Analysis for year ended December 31,
  2009.99.3
            Audited
      Consolidated Financial Statements of Enterra Energy Trust, including
      Management’s Report, the Auditors’ Reports.99.4
            Reconciliation
      to Accounting Principles Generally Accepted in the United States of the
      Consolidated Financial Statements as at and for the years ended December
      31, 2009 and 2008, including the Auditors’ Report
  thereonCertifications99.5
            Certification
      of the Chief Executive Officer pursuant to section 906 of the
      Sarbanes-Oxley Act of 200299.6
            Certification
      of the Chief Financial Officer pursuant to section 906 of the
      Sarbanes-Oxley Act of 200299.7
            Certification
      of the Chief Executive Officer pursuant to section 302 of the
      Sarbanes-Oxley Act of 200299.8
            Certification
      of the Chief Financial Officer pursuant to section 302 of the
      Sarbanes-Oxley Act of 2002Consents99.9
            Consent
      of KPMG LLP Chartered Accountants99.10
            Consent
      of McDaniel & Associates Consultants Ltd.99.11
            Consent
      of Haas Petroleum Engineering Services, Inc.