Exhibit (J.1)

                       CONSENT OF INDEPENDENT ACCOUNTANTS

We hereby consent to the incorporation by reference in this Post-Effective
Amendment No. 17 to the registration statement on Form N-1A ("Registration
Statement") of our report dated August 30, 2002, relating to the financial
statements and financial highlights which appears in the July 31, 2002 Annual
Report to Shareholders of the iShares Goldman Sachs Series and the iShares MSCI
EAFE Index Fund, each a series of iShares Trust which is also incorporated by
reference into the Registration Statement. We also consent to the references to
us under the headings "Financial Highlights" and "Financial Statements" in such
Registration Statement.

PricewaterhouseCoopers LLP

San Francisco, California

November 27, 2002