iShares Trust
N-SAR Filing dated 7/31/2002
Item 77Q3

Section (a)(i): Not applicable.

Section  (a)(ii):  There  were no  significant  changes in the  iShares  Trust's
internal  controls or in other  factors  that could  significantly  affect these
controls subsequent to the date of their evaluation.

     Section (a)(iii):  Certifications of the President and Principal  Financial
Officer of iShares Trust are attached.





I, Garrett F. Bouton, certify that:

     1. I have reviewed this report on Form N-SAR of the following six series of
iShares Trust:  iShares  Goldman Sachs  Technology  Index Fund;  iShares Goldman
Sachs Networking  Index Fund;  iShares Goldman Sachs  Semiconductor  Index Fund;
iShares  Goldman  Sachs  Software  Index Fund;  iShares  Goldman  Sachs  Natural
Resources Index Fund; iShares MSCI EAFE Index Fund;

     2. Based on my knowledge, this report does not contain any untrue statement
of a  material  fact or omit to  state a  material  fact  necessary  to make the
statements made, in light of the circumstances  under which such statements were
made, not misleading with respect to the period covered by this report;

     3.  Based on my  knowledge,  the  financial  information  included  in this
report,  and the  financial  statements on which the  financial  information  is
based, fairly present in all material respects the financial condition,  results
of  operations,  changes  in net  assets,  and  cash  flows  (if  the  financial
statements  are required to include a statement of cash flows) of the registrant
as of, and for, the periods presented in this report;



Date: September 27, 2002



/s/ Garrett F. Bouton
Garrett F. Bouton
President
iShares Trust






I, Michael Latham, certify that:

     1. I have reviewed this report on Form N-SAR of the following six series of
iShares Trust:  iShares  Goldman Sachs  Technology  Index Fund;  iShares Goldman
Sachs Networking  Index Fund;  iShares Goldman Sachs  Semiconductor  Index Fund;
iShares  Goldman  Sachs  Software  Index Fund;  iShares  Goldman  Sachs  Natural
Resources Index Fund; iShares MSCI EAFE Index Fund;

     2. Based on my knowledge, this report does not contain any untrue statement
of a  material  fact or omit to  state a  material  fact  necessary  to make the
statements made, in light of the circumstances  under which such statements were
made, not misleading with respect to the period covered by this report;

     3.  Based on my  knowledge,  the  financial  information  included  in this
report,  and the  financial  statements on which the  financial  information  is
based, fairly present in all material respects the financial condition,  results
of  operations,  changes  in net  assets,  and  cash  flows  (if  the  financial
statements  are required to include a statement of cash flows) of the registrant
as of, and for, the periods presented in this report;



Date: September 27, 2002



/s/ Michael Latham
Michael Latham
Principal Financial Officer
iShares Trust