<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No.)*
Fruit of the Loom Inc-Cl A
(Name of Issuer)
Common Stock
(Title of Class of Securities)
359416104
(CUSIP Number)
Check the following box if a fee is being paid with this statement / /. (A
fee is not required only if the filing person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1; and (2) has filed no
amendment subsequent thereto reporting beneficial ownership of five
percent or less of such class.) (See Rule 13d-7.)
*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 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).
(Continued on following page(s))
Page 1
<PAGE>
CUSIP No. 359416104 13G Page 2
(1) NAMES OF REPORTING PERSONS. S.S. OR I.R.S. IDENTIFICATION NOS.
OF ABOVE PERSONS
Barclays Trust and Banking Company (Japan) Ltd
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b) X
(3) SEC USE ONLY
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Japan
Number of Shares (5) SOLE VOTING POWER
Beneficially Owned 14,888
by Each Reporting (6) SHARED VOTING POWER
Person With 0
(7) SOLE DISPOSITIVE POWER
14,888
(8) SHARED DISPOSITIVE POWER
0
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
14,888
(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
(12) TYPE OF REPORTING PERSON*
BK
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
CUSIP No. 359416104 13G Page 2A
(1) NAMES OF REPORTING PERSONS. S.S. OR I.R.S. IDENTIFICATION NOS.
OF ABOVE PERSONS
Barclays Global Investors, LTD.
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b) X
(3) SEC USE ONLY
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom
Number of Shares (5) SOLE VOTING POWER
Beneficially Owned 11,600
by Each Reporting (6) SHARED VOTING POWER
Person With 0
(7) SOLE DISPOSITIVE POWER
11,600
(8) SHARED DISPOSITIVE POWER
0
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,600
(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
(12) TYPE OF REPORTING PERSON*
BK
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
CUSIP No. 359416104 13G Page 2B
(1) NAMES OF REPORTING PERSONS. S.S. OR I.R.S. IDENTIFICATION NOS.
OF ABOVE PERSONS
Barclays Global Investors, N.A., 943112180
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b) X
(3) SEC USE ONLY
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
Number of Shares (5) SOLE VOTING POWER
Beneficially Owned 3,194,497
by Each Reporting (6) SHARED VOTING POWER
Person With 223
(7) SOLE DISPOSITIVE POWER
3,580,504
(8) SHARED DISPOSITIVE POWER
0
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,580,504
(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.4%
(12) TYPE OF REPORTING PERSON*
BK
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
CUSIP No. 359416104 13G Page 2C
(1) NAMES OF REPORTING PERSONS. S.S. OR I.R.S. IDENTIFICATION NOS.
OF ABOVE PERSONS
Barclays Global Fund Advisors
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b) X
(3) SEC USE ONLY
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
Number of Shares (5) SOLE VOTING POWER
Beneficially Owned 289,952
by Each Reporting (6) SHARED VOTING POWER
Person With 0
(7) SOLE DISPOSITIVE POWER
300,275
(8) SHARED DISPOSITIVE POWER
0
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
300,275
(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.5%
(12) TYPE OF REPORTING PERSON*
BK
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
Page 3
ITEM 1(A). NAME OF ISSUER
Fruit of the Loom Inc - CL A
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
5000 Sears Tower, 233 South Wacker Drive
Chicago, IL 60606
ITEM 2(A). NAME OF PERSON(S) FILING
Barclays Trust and Banking Company (Japan) Ltd
ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
14th Floor, Urbannet Otemachi Bldg,
2-2 Otemachi 2-chome
Chiyoda-ku, Tokyo 100
ITEM 2(C). CITIZENSHIP
Japan
ITEM 2(D). TITLE OF CLASS OF SECURITIES
Common Stock
ITEM 2(E). CUSIP NUMBER
359416104
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR
13D-2(B), CHECK WHETHER THE PERSON FILING IS A
(a) // Broker or Dealer registered under Section 15 of the Act
(b)/X/ Bank as defined in section 3(a)(6) of the Act
(c) // Insurance Company as defined in section 3(a)(19) of the Act
(d) // Investment Company registered under section 8 of the Investment Company
Act
(e) // Investment Adviser registered under section 203 of the Investment
Advisers Act of 1940
(f) // Employee Benefit Plan, Pension Fund which is subject to the provisions of
the Employee Retirement Income Security Act of 1974 or Endowment Fund;
see Rule 13d-1(b)(1)(ii)(F)
(g) // Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G)
(Note:See Item 7)
(h) // Group, in accordance with Rule 13d-1(b)(1)(ii)(H)
<PAGE>
Page 3A
ITEM 1(A). NAME OF ISSUER
Fruit of the Loom Inc - CL A
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
5000 Sears Tower, 233 South Wacker Drive
Chicago, IL 60606
ITEM 2(A). NAME OF PERSON(S) FILING
Barclays Global Investors, LTD
ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
1 Swan Lane
London, England EC4R 3UD
ITEM 2(C). CITIZENSHIP
United Kingdom
ITEM 2(D). TITLE OF CLASS OF SECURITIES
Common Stock
ITEM 2(E). CUSIP NUMBER
359416104
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR
13D-2(B), CHECK WHETHER THE PERSON FILING IS A
(a) // Broker or Dealer registered under Section 15 of the Act
(b)/X/ Bank as defined in section 3(a)(6) of the Act
(c) // Insurance Company as defined in section 3(a)(19) of the Act
(d) // Investment Company registered under section 8 of the Investment Company
Act
(e) // Investment Adviser registered under section 203 of the Investment
Advisers Act of 1940
(f) // Employee Benefit Plan, Pension Fund which is subject to the provisions of
the Employee Retirement Income Security Act of 1974 or Endowment Fund;
see Rule 13d-1(b)(1)(ii)(F)
(g) // Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G)
(Note:See Item 7)
(h) // Group, in accordance with Rule 13d-1(b)(1)(ii)(H)
<PAGE>
Page 3B
ITEM 1(A). NAME OF ISSUER
Fruit of the Loom Inc - CL A
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
5000 Sears Tower, 233 South Wacker Drive
Chicago, IL 60606
ITEM 2(A). NAME OF PERSON(S) FILING
Barclays Global Investors, N.A.
ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
45 Fremont Street
San Francisco, CA 94105
ITEM 2(C). CITIZENSHIP
U.S.A
ITEM 2(D). TITLE OF CLASS OF SECURITIES
Common Stock
ITEM 2(E). CUSIP NUMBER
359416104
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR
13D-2(B), CHECK WHETHER THE PERSON FILING IS A
(a) // Broker or Dealer registered under Section 15 of the Act
(b)/X/ Bank as defined in section 3(a)(6) of the Act
(c) // Insurance Company as defined in section 3(a)(19) of the Act
(d) // Investment Company registered under section 8 of the Investment Company
Act
(e) // Investment Adviser registered under section 203 of the Investment
Advisers Act of 1940
(f) // Employee Benefit Plan, Pension Fund which is subject to the provisions of
the Employee Retirement Income Security Act of 1974 or Endowment Fund;
see Rule 13d-1(b)(1)(ii)(F)
(g) // Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G)
(Note:See Item 7)
(h) // Group, in accordance with Rule 13d-1(b)(1)(ii)(H)
<PAGE>
Page 3C
ITEM 1(A). NAME OF ISSUER
Fruit of the Loom Inc - CL A
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
5000 Sears Tower, 233 South Wacker Drive
Chicago, IL 60606
ITEM 2(A). NAME OF PERSON(S) FILING
Barclays Global Fund Advisors
ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
45 Fremont Street
San Francisco, CA 94105
ITEM 2(C). CITIZENSHIP
U.S.A
ITEM 2(D). TITLE OF CLASS OF SECURITIES
Common Stock
ITEM 2(E). CUSIP NUMBER
359416104
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR
13D-2(B), CHECK WHETHER THE PERSON FILING IS A
(a) // Broker or Dealer registered under Section 15 of the Act
(b)/X/ Bank as defined in section 3(a)(6) of the Act
(c) // Insurance Company as defined in section 3(a)(19) of the Act
(d) // Investment Company registered under section 8 of the Investment Company
Act
(e) // Investment Adviser registered under section 203 of the Investment
Advisers Act of 1940
(f) // Employee Benefit Plan, Pension Fund which is subject to the provisions of
the Employee Retirement Income Security Act of 1974 or Endowment Fund;
see Rule 13d-1(b)(1)(ii)(F)
(g) // Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G)
(Note:See Item 7)
(h) // Group, in accordance with Rule 13d-1(b)(1)(ii)(H)
<PAGE>
Page 4
ITEM 4. OWNERSHIP
(a) Amount Beneficially Owned: 3,907,267
(b) Percent of Class: 5.9%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
3,510,937
(ii) shared power to vote or to direct the vote
223
(iii) sole power to dispose or to direct the disposition of
3,907,267
(iv) shared power to dispose or to direct the disposition of
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. //
Not applicable
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
The shares reported are held by the company in trust
accounts for the economic benefit of the beneficiaries of
those accounts. See also Items 2(a) above.
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
<PAGE>
Page 5
ITEM 10. CERTIFICATION
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose
of and do not have the effect of changing or influencing the
control of the issuer of such securities and were not acquired in
connection with or as a participant in any transaction having
such purposes 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.
February 12, 1999
Wendy Beller
Manager of Compliance
