iShares Trust
Attachment for Item 77E - Legal Proceedings
N-SAR filing dated 9/30/02


In April 2002, the judge overseeing an ongoing action in the U.S. District Court
for the  Northern  District  of  Illinois  granted  leave  for a  United  States
patentholder  named MOPEX,  Inc. to amend its complaint to add the Trust,  along
with  seven  other  parties,  as a  defendant.  There  are now a total of twenty
defendants,  including the Trust's  investment  advisor,  other exchange  traded
funds,  various fund service providers and market makers,  and the Chicago Stock
Exchange,  Inc. In the action,  the  plaintiff  alleges  that the actions of the
parties, now including the Trust, infringed their patent, which allegedly covers
a mechanism for continuous  pricing of exchange traded funds.  In addition,  the
plaintiff alleges that the parties engaged in a "conspiracy"  amongst themselves
to infringe  the patent.  Although  this is the only case to which the Trust has
been named as a party, this action is one of two involving  related issues.  The
Trust believes that it has valid defenses to all claims raised by the patenthold
er. However,  a resolution of this case may impose  increased costs on the Trust
and thus raise the expense ratios of the Funds, adversely affecting performance.