8-A12B 1 d8a12b.txt 8-A12B SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ________________ FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) or (g) OF THE SECURITIES EXCHANGE ACT OF 1934 iShares Trust --------------- (Exact name of registrant as specified in its charter) State of Delaware See Below --------------------------------------------- --------------------------- (State of incorporation or organization) (IRS Employer Identification No.) c/o Investors Bank and Trust Company 200 Clarendon Street, Boston, MA 02116 --------------------------------------------- --------------------------- (Address of principal executive offices) (Zip Code) Securities to be registered pursuant to Section 12(b) of the Act: Title of Each Class Exchange I.R.S. Employer to be Registered Identification Number iShares S&P Latin America 40 Index Fund American Stock Exchange 94-3405402 iShares S&P/Tokyo Stock Price Index ("TOPIX") 150 Index Fund American Stock Exchange 94-3405400 If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. [X] If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. [_] Securities Act registration statement file number to which this form relates: 333-92935 Securities to be registered pursuant to Section 12(g) of the Act: None. Item 1. Description of Registrant's Securities to be registered: Reference is made to the Registrant's Post-Effective Amendment No. 12 to the Registration Statement on Form N-1A dated July 5, 2001 (Securities Act file number 333-92935 and Investment Company Act file number 811-09729), each of which is incorporated herein by reference. Item 2. Exhibits 1. Registrant's Agreement and Declaration of Trust, incorporated herein by -------------------------------------------------------------------------------- Page 1 reference to Exhibit (a) to the Registrant's Post-Effective Amendment No. 2 to the Registration Statement on Form N-1A dated May 12, 2000 (Securities Act file number 333-92935 and Investment Company Act file number 811-09729) (the "Registration Statement"). 2. Registrant's Amended and Restated By-Laws, incorporated herein by reference to Exhibit (b) to the Registration Statement. 3. Form of Global Certificate for the Registrant's Securities being registered hereunder, incorporated herein by Reference to Exhibit 3 to the Registrant's registration of securities pursuant to Section 12(b) on Form 8-A, dated May 18, 2000 (Securities Exchange Act file number 001-15897), which is incorporated herein by reference. SIGNATURE Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized. iSHARES TRUST Date: October 22, 2001 By: /s/ Susan C. Mosher ___________________________ Susan C. Mosher Secretary -------------------------------------------------------------------------------- Page 2