UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1 )*
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Cabot Industrial Trust
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
127072106
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(CUSIP Number)
February 4, 1998
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to
which this
Schedule is filed:
/X/ Rule 13d-1(b)
/ / Rule 13d-1(c)
/ / Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to the
subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures
provided in a prior cover page.
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18
of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but shall be
subject to all other provisions of the Act (however, see the
Notes).
POTENTIAL PERSONS WHO ARE TO RESPOND TO THE
COLLECTION OF INFORMATION CONTAINED IN THIS
FORM ARE NOT REQUIRED TO RESPOND UNLESS
THE FORM DISPLAYS A CURRENTLY VALID OMB
CONTROL NUMBER.
CUSIP No. 127072106
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(1) Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Commonwealth of Pennsylvania, Public School
Employees Retirement System
23-1739115
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(2) Check the Appropriate Box if a Member (a) / /
of a Group (See Instructions) (b) / /
Not applicable
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(3) SEC Use Only
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(4) Citizenship or Place of Organization
Commonwealth of Pennsylvania
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Number of Shares (5) Sole Voting Power
Beneficially 5,517,563
Owned by ----------------------------------------
Each Reporting (6) Shared Voting Power
Person With: Not Applicable
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(7) Sole Dispositive Power
5,517,563
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(8) Shared Dispositive Power
Not Applicable
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(9) Aggregate Amount Beneficially Owned by Each
Reporting Person
5,517,563
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(10) Check if the Aggregate Amount in Row (9) Excludes
Certain Shares (See Instructions) / /
Not applicable
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(11) Percent of Class Represented by Amount in Row (9)
13.58%
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(12) Type of Reporting Person (See Instructions)
EP
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ITEM 1.
(a) Name of Issuer
Cabot Industrial Trust
(b) Address of Issuer's Principal Executive Offices
Two Center Plaza, Suite 200
Boston, MA 02108
ITEM 2.
(a) Name of Person Filing
Commonwealth of Pennsylvania, Public School
Employees Retirement System
(b) Address of Principal Business Office or, if none,
Residence
5 North 5th Street
Harrisburg, Pennsylvania 17101
(c) Citizenship
Commonwealth of Pennsylvania
(d) Title of Class of Securities
Common Stock
(e) CUSIP Number
127072106
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO
SECTIONS 240.13d-1(b) OR 240.13d-2(b) OR (c), CHECK
WHETHER THE PERSON FILING IS A:
(a) / / Broker or dealer registered under section 15 of the
Act (15 U.S.C. 78o).
(b) / / Bank as defined in section 3(a)(6) of the Act
(15 U.S.C. 78c).
(c) / / Insurance company as defined in section 3(a)(19)
of the Act (15 U.S.C. 78c).
(d) / / Investment company registered under section 8 of
the Investment Company Act of 1940
(15 U.S.C. 80a-8).
(e) / / An investment adviser in accordance with section
240.13d-1(b)(1)(ii)(E).
(f) /X/ An employee benefit plan or endowment fund in
accordance with section 240.13d-1(b)(1)(ii)(F).
(g) / / A parent holding company or control person in
accordance with section 240.13d-1(b)(1)(ii)(G).
(h) / / A savings association as defined in section 3(b) of
the Federal Deposit Insurance Act (12 U.S.C. 1813).
(i) / / A church plan that is excluded from the definition
of an investment company under section 3(c)(14) of
the Investment Company Act of 1940
(15 U.S.C. 80a-3).
(j) / / Group, in accordance with section
240.13d-1(b)(1)(ii)(J).
ITEM 4. OWNERSHIP
Provide the following information regarding the aggregate
number and percentage of the class of securities of the issuer
identified in Item 1.
(a) Amount beneficially owned:
5,517,563
(b) Percent of class:
13.58%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote
5,517,563
(ii) Shared power to vote or to direct the vote
NOT APPLICABLE
(iii) Sole power to dispose or to direct the disposition of
5,517,563
(iv) Shared power to dispose or to direct the
disposition of
NOT APPLICABLE
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A
CLASS
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following. / /
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT
ON BEHALF OF ANOTHER PERSON
NOT APPLICABLE
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF
THE SUBSIDIARY WHICH ACQUIRED THE SECURITY
BEING REPORTED ON BY THE PARENT HOLDING
COMPANY
NOT APPLICABLE
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF
MEMBERS OF THE GROUP
NOT APPLICABLE
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
NOT APPLICABLE
ITEM 10. CERTIFICATION
(a) The following certification shall be included if the
statement is filed pursuant to section 240.13d-1(b):
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above
were acquired and are held in the ordinary course of
business and were not acquired and are not held for
the purpose of or with the effect of changing or
influencing the control of the issuer of the securities
and were not acquired and are not held in connection
with or as a participant in any transaction having that
purpose or effect.
(b) The following certification shall be included if the
statement is filed pursuant to section 240.13d-1(c):
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above
were not acquired and are not held for the purpose of
or with the effect of changing or influencing the
control of the issuer of the securities and were not
acquired and are not held in connection with or as a
participant in any transaction having that purpose or
effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement
is true, complete and correct.
1/31/00
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Date
/s/ John C. Lane
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Signature
John C. Lane/Chief Investment Officer
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Name/Title
