BARCLAYS GLOBAL INVESTORS NA /CA/
SC 13G, 2000-08-08
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  Schedule 13G

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

                             iShares Trust S&P 500
                                (Name of Issuer)

                                  Common Stock
                         (Title of Class of Securities)

                                    464287200
                                 (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.            464287200            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                                 1,046,000
by Each Reporting                           (6) Shared Voting Power
                                                -------------------
Person With                                        0
                                            (7) Sole Dispositive Power
                                                ----------------------
                                                   1,046,000
                                            (8) Shared Dispositive Power
                                                ------------------------
                                                   0

(9) Aggregate Amount Beneficially Owned by Each Reporting Person
    ------------------------------------------------------------
      1,046,000

(10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*
     ---------------------------------------------------------------------


(11) Percent of Class Represented by Amount in Row (9)
     -------------------------------------------------
       13.6%

(12) Type of Reporting Person*
     -------------------------
       BK

                      *SEE INSTRUCTION BEFORE FILLING OUT!


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                                                         Page 3

ITEM 1(A).   NAME OF ISSUER
                     iShares Trust S&P 500

ITEM 1(B).   ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
                     45 Fremont Street
                     San Francisco, CA 94105

ITEM 2(A).   NAME OF PERSON(S) FILING
                     Barclays Bank PLC

ITEM 2(B).   ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
                     5 The North Colonnade
                     Cannary Wharf
                     London, E14 4BB

ITEM 2(C).   CITIZENSHIP
                     United Kingdom

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

ITEM 2(E).   CUSIP NUMBER
                    464287200

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 4
ITEM 4.    OWNERSHIP
     (a)  Amount Beneficially Owned:                   1,046,000

     (b)  Percent of Class:                            13.6%

     (c)  Number of shares as to which such person has:
           (i)   sole power to vote or to direct the vote
                    1,046,000
           (ii)  shared power to vote or to direct the vote
                    0
           (iii) sole power to dispose or to direct the disposition of
                    1,046,000
           (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. //

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


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                                                         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.


                                               August 10, 2000





                                               Vivien Lin
                                               Manager of Compliance



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