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Rule 424 (B) (3)
Registration Number 333-09790
[LOGO]
BP Amoco
Direct Access Plan
Prospectus Supplement dated November 13, 2000
to Prospectus dated April 26, 2000
The company that BP Amoco had appointed as its authorized online
investment service for the Plan has ceased operations. Unless and until BP Amoco
authorizes another firm to serve as the online investment service for the Plan,
you will not be able to enroll in the Plan electronically, and you should
disregard references in the Prospectus to "the Plan's authorized online
investment service." This change does not affect your ability to conduct certain
transactions online through the Administrator's website once you are enrolled in
the Plan.
In connection with this change, the information in the Prospectus under
the caption "Conducting Transactions Online" has been revised to read as
follows:
Conducting Transactions Online
Once enrolled in the Plan, you can sell ADS shares held in
book-entry form, request ADRs and conduct certain other transactions
online through the Administrator's website at www.adr.com. The
Administrator's website may also be reached through a hyperlink from
the "Investors" page of the BP Amoco website.
In the future, BP Amoco expects to offer additional online
services in connection with the Plan, either directly, through the
Administrator or through one or more authorized online services. For a
description of any additional services that may have become available
to Plan participants, see the "Investors" page of the BP Amoco
website.
