BZW BARCLAYS GLOBAL INVESTORS NA
SC 13G/A, 1999-04-09
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                          SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C. 20549

                                     Schedule 13G

                      Under the Securities Exchange Act of 1934
                                  (Amendment No. 1)*

                             Tricon Global Restaurants
                                  (Name of Issuer)
                                          
                                     Common Stock
                            (Title of Class of Securities)

                                      895953107
                                    (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


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CUSIP No.      895953107      13G                                     Page 2

(1) NAMES OF REPORTING PERSONS.  S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE
    PERSONS
       Barclays Bank PLC

(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                      103,400
by Each Reporting                  (6) SHARED VOTING POWER
Person With                             1,379
                                   (7) SOLE DISPOSITIVE POWER
                                        104,779
                                   (8) SHARED DISPOSITIVE POWER
                                        0

(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       104,779

(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*


(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
       0.1%

(12) TYPE OF REPORTING PERSON*
       BK

       *SEE INSTRUCTION BEFORE FILLING OUT!


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CUSIP No.      895953107      13G                                     Page 2A

(1) NAMES OF REPORTING PERSONS.  S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE 
    PERSONS
       Barclays Funds Limited

(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                      24,493
by Each Reporting                  (6) SHARED VOTING POWER
Person With                             0
                                   (7) SOLE DISPOSITIVE POWER
                                        24,493
                                   (8) SHARED DISPOSITIVE POWER
                                        0

(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       24,493

(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.      895953107      13G                                     Page 2B

(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                      304,858
by Each Reporting                  (6) SHARED VOTING POWER
Person With                             0
                                   (7) SOLE DISPOSITIVE POWER
                                        317,088
                                   (8) SHARED DISPOSITIVE POWER
                                        0

(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       317,088

(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
       0.2%

(12) TYPE OF REPORTING PERSON*
       BK

                         *SEE INSTRUCTION BEFORE FILLING OUT!


<PAGE>

CUSIP No. 895953107      13G                      Page 2C

(1) NAMES OF REPORTING PERSONS.  S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE
    PERSONS
       Barclays Life Assurance Company Limited

(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                      18,100
by Each Reporting                  (6) SHARED VOTING POWER
Person With                             0
                                   (7) SOLE DISPOSITIVE POWER
                                        18,100
                                   (8) SHARED DISPOSITIVE POWER
                                        0

(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       18,100

(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.     895953107      13G                      Page 2D

(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                      5,413,677
by Each Reporting                  (6) SHARED VOTING POWER
Person With                             519
                                   (7) SOLE DISPOSITIVE POWER
                                        6,051,920
                                   (8) SHARED DISPOSITIVE POWER
                                        0

(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       6,051,920

(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
       3.9%

(12) TYPE OF REPORTING PERSON*
       BK

                         *SEE INSTRUCTION BEFORE FILLING OUT!


<PAGE>


CUSIP No.     895953107      13G                      Page 2E

(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                      332,811
by Each Reporting                  (6) SHARED VOTING POWER
Person With                             0
                                   (7) SOLE DISPOSITIVE POWER
                                        347,422
                                   (8) SHARED DISPOSITIVE POWER
                                        0

(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       347,422
(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
       0.2%

(12) TYPE OF REPORTING PERSON*
       BK

                         *SEE INSTRUCTION BEFORE FILLING OUT!


<PAGE>


                                                  Page 3

ITEM 1(A).     NAME OF ISSUER
                    Tricon Global Restaurants

ITEM 1(B).     ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
                    1441 Gardiner Lane
                    Louisville, KY 40213
ITEM 2(A).     NAME OF PERSON(S) FILING
                    Barclays Bank, PLC

ITEM 2(B).     ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
                    54 Lombard Street
                    London England EC3P 3AH

ITEM 2(C).     CITIZENSHIP
                    United Kingdom

ITEM 2(D).     TITLE OF CLASS OF SECURITIES
                    Common Stock

ITEM 2(E).     CUSIP NUMBER
                    895953107

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) // Bank as defined in section 3(a) (6) of the Act
       X
(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)


<PAGE>


(h) // Group, in accordance with Rule 13d-1(b) (1) (ii) (H) 

                                                  Page 3A

ITEM 1(A).     NAME OF ISSUER
                    Tricon Global Restaurants

ITEM 1(B).     ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
                    1441 Gardiner Lane
                    Louisville, KY 40213

ITEM 2(A).     NAME OF PERSON(S) FILING
                    Barclays Funds Limited

ITEM 2(B).     ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
                    Fleetway House, 25 Farringdon Street
                    London, England EC4A 4JA

ITEM 2(C).     CITIZENSHIP
                    United Kingdom

ITEM 2(D).     TITLE OF CLASS OF SECURITIES
                    Common Stock

ITEM 2(E).     CUSIP NUMBER
                    895953107

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) // Bank as defined in section 3(a) (6) of the Act
       X

(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)


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                                                  Page 3B

ITEM 1(A).     NAME OF ISSUER
                    Tricon Global Restaurants

ITEM 1(B).     ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
                    1441 Gardiner Lane
                    Louisville, KY 40213

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
                    895953107

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) // Bank as defined in section 3(a) (6) of the Act
       X

(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
                    Tricon Global Restaurants
ITEM 1(B).     ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
                    1441 Gardiner Lane
                    Louisville, KY 40213

ITEM 2(A).     NAME OF PERSON(S) FILING
                    Barclays Life Assurance Company Limited

ITEM 2(B).     ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
                    5th Floor Unicorn House
                    252 Romford Road, Forest Gate
                    London E7 9JB

ITEM 2(C).     CITIZENSHIP
                    United Kingdom

ITEM 2(D).     TITLE OF CLASS OF SECURITIES
                    Common Stock

ITEM 2(E).     CUSIP NUMBER
                    895953107

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) // Bank as defined in section 3(a) (6) of the Act
       X

(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)


<PAGE>


(h) // Group, in accordance with Rule 13d-1(b) (1) (ii) (H)

                                                  Page 3D

ITEM 1(A).     NAME OF ISSUER
                    Tricon Global Restaurants

ITEM 1(B).     ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
                    1441 Gardiner Lane
                    Louisville, KY 40213

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
                    895953107

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) // Bank as defined in section 3(a) (6) of the Act
       X

(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)


<PAGE>

(h) // Group, in accordance with Rule 13d-1(b) (1) (ii) (H) 

                                                  Page 3E

ITEM 1(A).     NAME OF ISSUER
                    Tricon Global Restaurants

ITEM 1(B).     ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
                    1441 Gardiner Lane
                    Louisville, KY 40213

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
                    895953107

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) // Bank as defined in section 3(a) (6) of the Act
       X

(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)


<PAGE>

(h) // Group, in accordance with Rule 13d-1(b) (1) (ii) (H) 

                                                  Page 4
ITEM 4.   OWNERSHIP 
       (a)  Amount Beneficially Owned:            6,863,802

       (b)  Percent of Class:                     4.5%

       (c)  Number of shares as to which such person has:
          (i)   sole power to vote or to direct the vote
                    6,197,339
          (ii)  shared power to vote or to direct the vote
                    1,898
          (iii) sole power to dispose or to direct the disposition of
                    6,863,802
          (iv)  shared power to dispose or to direct the disposition of
                    0

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. //
               X

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.


                                        April 12, 1999





                                        Wendy Beller
                                        Manager of Compliance




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