SC 13G 1 isharestrustexit.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* iShares Trust Russell Microcap Index Fund (Name of Issuer) Exchange Traded Fund (Title and Class of Securities) 464288869 (CUSIP Number) August 1, 2006 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] Rule 13d-1(b) [_] Rule 13d-1(c) [_] Rule 13d-1(d) *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 disclosures provided in a prior cover page. The information required on 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). CUSIP No. 464288869 Page 2 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (entities only) Principal Global Investors, LLC 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5 SOLE VOTING POWER 0 SHARES BENEFICIALLY 6 SHARED VOTING POWER 0 OWNED BY EACH 7 SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0 12 TYPE OF REPORTING PERSON (See Instructions) IA CUSIP No. 464288869 Page 3 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (entities only) Principal Financial Group, Inc. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5 SOLE VOTING POWER 0 SHARES BENEFICIALLY 6 SHARED VOTING POWER 0 OWNED BY EACH 7 SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0 12 TYPE OF REPORTING PERSON (See Instructions) HC CUSIP No. 464288869 Page 4 Item 1(a). Name of Issuer: iShares Trust Russell Microcap Index Fund Item 1(b). Address of Issuer's Principal Executive Offices: C/o Investors Bank & Trust Company 200 Clarendon Street Boston, MA 02116 Item 2(a). Name of Person Filing: Principal Global Investors, LLC Principal Financial Group, Inc. Item 2(b). Address of Principal Business Office, or, if None, Residence: Principal Global Investors, LLC 711 High Street Des Moines, IA 50392-0088 Principal Financial Group, Inc. 711 High Street Des Moines, IA 50392-0088 Item 2(c). Citizenship: Principal Global Investors, LLC - State of Delaware Principal Financial Group, Inc. - State of Delaware Item 2(d). Title of Class of Securities: Exchange Traded Fund Item 2(e). CUSIP Numbers: 464288869 Item 3. If this statement is filed pursuant to section 240.13d-1(b) or 240.13d 2(b) or (c), check whether the person filing is a: (e) [X] An investment adviser in accordance with section 240.13d 1(b)(1)(ii)(E) (g) [X] A parent holding company or control person in accordance with section 240.13d-1(b)(1)(ii)(G) Item 4. Ownership: (a) Amount Beneficially Owned 0 Shares Exchange Traded Fund presently held by Principal Global Investors, LLC 0 Shares Exchange Traded Fund Shares Common Stock presently held by Principal Financial Group, Inc. CUSIP No. 464288869 Page 5 (b) Percent of Class 0 Principal Global Investors, LLC 0 Principal Financial Group, Inc. (c) Number of shares as to which the person has: (i) Sole Power to Vote or Direct the Vote 0 Principal Global Investors, LLC 0 Principal Financial Group, Inc. (ii) Shared Power to Vote or Direct the Vote 0 Shares Exchange Traded Fund presently held by Principal Global Investors, LLC 0 Shares Exchange Traded Fund presently held by Principal Financial Group, Inc. (iii) Sole Power to Dispose or to Direct the Disposition of 0 Principal Global Investors, LLC 0 Principal Financial Group, Inc. (iv) Shared Power to Dispose or to Direct the Disposition of 0 Shares Exchange Traded Fund presently held by Principal Global Investors, LLC 0 Shares Exchange Traded Fund presently held by Principal Financial Group, Inc. Item 5. Ownership of Five Percent or Less of a Class: [ ] Item 6. Ownership of More than Five Percent on Behalf of Another Person N/A Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company See Exhibit attached CUSIP No. 464288869 Page 6 Item 8. Identification and Classification of Members of the Group N/A Item 9. Notice of Dissolution of Group N/A Item 10(b). Certification By signing below I certify, to the best of my knowledge and belief, the securities referred to above were not acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose 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. Principal Global Investors, LLC By /s/ Jerald Bogart Jerald Bogart, Chief Financial Officer Principal Financial Group, Inc. By /s/ Joyce N. Hoffman Joyce N. Hoffman, Senior Vice President and Corporate Secretary Dated August 9, 2006 EXHIBIT 99.1 Principal Global Investors, LLC Item 3 Classification: (e) Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940 Principal Financial Group, Inc. Item 3 Classification: (g) A parent holding company or control person in accordance with section 240.13d-1(b)(1)(ii)(G)