SECURITIES LENDING AGENCY AGREEMENT

AGREEMENT, dated as of April 2, 2007, between iShares, Inc., a Maryland Corporation, and iShares Trust, a Delaware statutory trust (both singly and together, the Company), acting on behalf of the funds listed on Schedule A hereto and any future series or portfolio of the Company (each such fund, series or portfolio, a Fund), and Barclays Global Investors, N.A., a national banking association (BGI).

WHEREAS, the Company is registered as an open-end investment company under the Investment Company Act of 1940, as amended (the 1940 Act);

WHEREAS, the Company, on behalf of each Fund, desires to appoint BGI as its agent for the purpose of lending Securities in the Account (as defined below) as more fully set forth below; and

WHEREAS, BGI has agreed to act as the Companys agent for such purpose pursuant to the terms hereof;

NOW, THEREFORE, for and in consideration of the mutual promises set forth herein, the parties hereto agree as follows:

1. Definitions.

Whenever used in this Agreement, unless the context otherwise requires, the following words shall have the meanings set forth below. Capitalized terms used but not defined herein shall have the meaning assigned to them in the applicable Securities Lending Agreement.

1.1 Account shall mean the custodial account or accounts established and maintained by the Custodian on behalf of each Fund for the safekeeping of Securities and monies of the Fund from time to time.

1.2 Approved Investment shall mean any type of investment permitted for Cash Collateral under the Securities Lending Guidelines.

1.3 Authorized Person shall be any officer of the Company and any other person, whether or not any such person is an officer or employee of the Company, duly authorized by resolutions of the Company to give Oral Instructions and/or Written Instructions on behalf of the Company, such persons to be designated in a Certificate which contains a specimen signature of such person.

1.4 Book-Entry System shall mean the Federal Reserve/Treasury book-entry system for receiving and delivering Government Securities (as defined herein), its successors or equivalent and nominees.

1.5 Borrower shall mean any entity which is permitted to borrow Securities from the Company pursuant to then applicable law, regulation, and/or interpretation and pursuant to the Securities Lending Guidelines, and which has a valid Securities Lending Agreement in place with BGI.

1.6 Business Day shall mean, with respect to a Fund for which Securities loans are outstanding pursuant to this Agreement, a day on which both such Fund and BGI are open for business.

1.7 Cash Collateral shall mean either Fed funds or New York Clearing House funds or their equivalent if denominated in U.S. dollars, or the equivalent if the Cash Collateral is denominated in a currency other than U.S. dollars, as applicable for a particular loan of Securities.

1.8 Certificate shall mean any notice, instruction, schedule or other instrument in writing, authorized or required by this Agreement to be given to BGI, which is actually received by BGI and signed on behalf of the Company by an Authorized Person or a person reasonably believed by BGI to be an Authorized Person.

1.9 Collateral shall mean Cash Collateral, Government Securities and Letters of Credit, plus such other collateral as may be then permitted by applicable law, regulation and/or interpretation, and the Securities Lending Guidelines.

1.10 Collateral Account shall mean a segregated account or accounts established and maintained by the Custodian for the purpose of holding Collateral and Approved Investments, and interest, dividends and other payments and distributions received with respect to Collateral and Approved Investments (Distributions). A Collateral Account may include a joint account as permitted by the Securities Lending Guidelines.

1.11 Custodian shall mean Investors Bank & Trust Company, a trust company organized and existing under the laws of the Commonwealth of Massachusetts, or such other company that may from time to time be retained as custodian by the Company with respect to one or more Funds.

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