THE BANK OF NEW 
YORK
 NEW YORKS FIRST BANK  FOUNDED 1784 BY 
ALEXANDER HAMILTON

101 BARCLAY STREET, NEW YORK, N.Y. 10286
AMERICAN DEPOSITARY RECEIPTS

December 8, 2005			

SECURITIES & EXCHANGE COMMISSION
450 Fifth Street, NW
Washington, DC 20549				
	
Attn.: Document Control 			
	

			
RE:	American Depositary Shares evidenced 
by American Depositary Receipts, each 
representing two Ordinary Shares of 
AMVESCAP PLC
(Form F6 File No. 3339558)



Ladies and Gentlemen:

Pursuant to Rule 424(b)(3) under the Securities 
Act of 1933, as amended, on behalf of The Bank 
of New York, as Depositary for securities 
against which American Depositary Receipts are 
to be issued, we attach a copy of the new 
prospectus (
Prospectus) reflecting the change in nominal 
value of AMVESCAP PLC ordinary shares from 
25 Pence to 10 U.S. cents.  Each American 
Depositary Share represents two ordinary shares.

As required by Rule 424(e), the upper right hand 
corner of the Prospectus cover page has a 
reference to Rule 424(b)(3) and to the file 
number of the registration statement to which 
the Prospectus relates.

Pursuant to Section III. B. of the General 
Instructions to the Form F6 Registration 
Statement, the Prospectus consists of the ADR 
certificate with revised nominal value of 
AMVESCAP PLC ordinary shares.

The Prospectus has been revised to reflect the 
new nominal value from 25 Pence to 10 U.S. 
cents by addition of the following notation:

EFFECTIVE DECEMBER 8, 2005, THE 
NOMINAL VALUE OF THE 
COMPANYS ORDINARY SHARES 
HAS CHANGED FROM 25 PENCE TO 
10 U.S. CENTS
                                         
Please contact me with any questions or 
comments at 212 8154244.


Sandra Friedrich
Assistant Vice President
The Bank of New York  ADR Division


Encl.

CC: Paul Dudek, Esq. (Office of International 
Corporate Finance)
 
 
 
 



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