SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549

SCHEDULE 13G
(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT 
TO RULES 13d-1(b),(c), AND (d) AND AMENDMENTS THERETO FILED 
PURSUANT TO RULE 13d-2(b)
(Amendment No. 3)1

INVESTMENT TECHNOLOGY GROUP, INC.
(Name of Issuer)

COMMON STOCK
(Title of Class of Securities)


46145F105
(CUSIP Number)


12/31/2001
(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)


 1The 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 the 
 disclosures provided in a prior cover page.

 The information required in 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 (the "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.)

[Continued on the following pages]



CUSIP No. 46145F105         13G                     Page 2 of 7 Pages

----------------------------------------------------------------
1.   NAMES OF REPORTING PERSONS
     I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

         Wellington Management Company, LLP
         04-2683227
----------------------------------------------------------------
2.   CHECK THE APPROPRIATE BOX IF THE MEMBER OF A GROUP
                                                        (a)[   ]
                                                        (b)[   ]
----------------------------------------------------------------
3.   SEC USE ONLY

----------------------------------------------------------------
4.   CITIZENSHIP OR PLACE OF ORGANIZATION
          Massachusetts

----------------------------------------------------------------
                               5. SOLE VOTING POWER
 NUMBER OF                           0
 SHARES                        -----------------------------
 BENEFICIALLY                  6. SHARED VOTING POWER
 OWNED BY
 EACH                                4,005,693
 REPORTING                     -----------------------------
 PERSON                        7. SOLE DISPOSITIVE POWER
 WITH                                0
                               -----------------------------
                               8. SHARED DISPOSITIVE POWER
                                     5,152,843
---------------------------------------------------------------
9.  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

         5,152,843
----------------------------------------------------------------
10. CHECK BOX IF AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN 
    SHARES                                               [   ]
----------------------------------------------------------------
11.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
         10.61%
----------------------------------------------------------------
12.  TYPE OF REPORTING PERSON
         IA, HC


CUSIP No. 46145F105           13G                   Page 3 of 7 Pages

Item 1(a). Name of Issuer:

                INVESTMENT TECHNOLOGY GROUP, INC.

Item 1(b). Address of Issuer's Principal Executive Offices:

                380 Madison Avenue, 2nd Floor
                New York NY  10017

Item 2(a). Name of Person Filing:

                Wellington Management Company, LLP (``WMC``)
                
                
                
                
                
                

Item 2(b). Address of Principal Business Office or, if None,     
           Residence:

                75 State Street
                Boston, Massachusetts  02109

Item 2(c). Citizenship:

                Massachusetts

Item 2(d). Title of Class of Securities:

                COMMON STOCK

Item 2(e). CUSIP Number:

                46145F105

Item 3.  If This Statement is Filed Pursuant to Rule 13d-1(b), or  
         13d-2(b) or (c), Check Whether the Person Filing is a:

    (a) [   ] Broker or dealer registered under Section 15 of the Act.

    (b) [   ] Bank as defined in Section 3(a)(6) of the Act.

    (c) [   ] Insurance Company as defined in Section 3(a)(19) of 
              the Act.


CUSIP No. 46145F105              13G              Page 4 of 7 Pages

    (d) [   ] Investment Company registered under Section 8 of the 
              Investment Company Act.

    (e) [ X ] An investment adviser in accordance with 
                Rule 13d-1(b)(1)(ii)(E);

    (f) [   ] An employee benefit plan or endowment fund in accordance 
              with Rule 13d-1(b)(1)(ii)(F);

    (g) [ X ] A parent holding company or control person in accordance 
                with Rule 13d-1(b)(1)(ii)(G);  see item 7;

    (h) [   ] A savings association as defined in Section 3(b) of the
              Federal Deposit Insurance Act;

    (i) [   ] A church plan that is excluded from the definition of an 
              investment company under Section 3(c)(14) of the 
              Investment Company Act;

    (j) [   ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

        If this statement is filed pursuant to Rule 13d-1(c), 
        check this box [   ]

Item 4. Ownership.
        Provide the following information regarding the aggregate 
        number and percentage of the class of securities of the issuer 
        identified in Item 1.

       (a)  Amount beneficially owned: WMC, in its capacity as 
            investment adviser, may be deemed to beneficially own 
            5,152,843 shares of the Issuer which are held of   
            record by clients of WMC.

       (b)  Percent of class: 10.61%

       (c)  Number of shares as to which such person has:

        (i) Sole power to vote or to direct the vote        0
       (ii) Shared power to vote or to direct the vote      4,005,693
      (iii) Sole power to dispose or to direct the 
            disposition of                                  0
       (iv) Shared power to dispose or to direct the 
            disposition of                                  5,152,843


CUSIP No. 46145F105              13G           Page 5 of 7 Pages

Item 5. Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the 
date hereof the reporting person has ceased to be the beneficial 
owner of more than five percent of the class of securities, check 
the following 

         [ ].

Item 6. Ownership of More than Five Percent on Behalf of Another 
         Person.

       The securities as to which this Schedule is filed by  
       WMC, in its capacity as investment adviser, are 
       owned of record by clients of WMC. Those clients 
       have the right to receive, or the power to direct the receipt 
       of, dividends from, or the proceeds from the sale of, such 
       securities. No such client is known to have such right or 
       power with respect to more than five percent of this class of 
       securities, except as follows:

       
       None
       

Item 7. Identification and Classification of the Subsidiary Which 
        Acquired the Security Being Reported on by the Parent Holding 
        Company.

               See Exhibit A

Item 8. Identification and Classification of Members of the Group.

               Not Applicable.  This schedule is not being filed 
               Pursuant to Rule 13d-1(b)(1)(ii)(J) or Rule 13d-1(d).

Item 9.  Notice of Dissolution of Group.

               Not Applicable.

Item 10. Certification.

(a) The following certification shall be included if the statement 
    is filed pursuant to Rule 13d-1(b):

       "By signing below I certify that, to the best of my knowledge
        and belief, the securities referred to above were 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

CUSIP No. 46145F105              13G                Page 6 of 7 Pages

      effect of changing or influencing the control of the issuer of 
      the securities and were not acquired and are not held in  
      connection withor 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.

                
               

                          
                         

                                  By:--//Brian P. Hillery//--
                                  Name:  Brian P. Hillery
                                  Title: Vice President
                                  Date:  February 14, 2002





*   Signed pursuant to a Power of Attorney dated January 15, 1997 and 
filed with the SEC on January 24, 1997.




CUSIP No. 46145F105              13G                Page 7 of 7 Pages

                              Exhibit A


Pursuant to the instructions in Item 7 of this Schedule 13G, the 
identity and the Item 3 classification of the relevant subsidiary 
are:  Wellington Trust Company, NA, 75 State Street, Boston MA  02109,
a wholly-owned subsidiary of Wellington Management Company, LLP and a
bank as defined in Section 3(a)(6) of the Securities Exchange Act of 
1934.




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