AMVESCAP PLC/LONDON/
6-K, 2000-11-28
INVESTMENT ADVICE
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<PAGE>   1
                     SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 6-K

                        REPORT OF FOREIGN PRIVATE ISSUER
                      Pursuant to Rule 13a-16 or 15d-16 of
                      the Securities Exchange Act of 1934

                        For the month of   November, 2000
                                          ----------------

                                  AMVESCAP PLC
                -----------------------------------------------
                (Translation of registrant's name into English)

                 11 DEVONSHIRE SQUARE, LONDON EC2M 4YR, ENGLAND
                -----------------------------------------------
                    (Address of principal executive offices)


[Indicate by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.

                        Form 20-F _X_     Form 40-F ___


[Indicate by check mark whether registrant by furnishing the Information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934

                             Yes ___     No _X_


[If "Yes" is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b): 82-    N/A
                                      ------------


Description of document filed:   RULE 8 DISCLOSURE
                                 -----------------
<PAGE>   2
AMVESCAP PLC
879350
IMMEDIATE RELEASE  28 NOVEMBER 2000
PLEASE CONFIRM RELEASE
ANGELA TULLY  TEL: 020 7454 3652


                                                              FORM 8.1/8.3

Lodged with Company Announcements Office (which will publicise and copy to the
Panel). Use separate form for each class of securities in which dealings have
been made.

                  Date of disclosure     28 NOVEMBER 2000

DISCLOSURE UNDER RULES 8.1(a), 8.1(b)(i) AND 8.3 OF THE CITY CODE ON
TAKEOVERS AND MERGERS

Date of dealing      27 NOVEMBER 2000

Dealing in ........ AMVESCAP PLC ...... (name of company)

(1)  Class of securities (e.g. ordinary shares) ORDINARY 25P SHARES

(2)     Amount bought       Amount sold             Price per unit
                                35,000         (pounds sterling)13.62
                                28,250         (pounds sterling)13.53
                               790,250         (pounds sterling)13.60

In accordance with Chapter 16.13 of the Listing Rules, notification is hereby
given that on the 27 November 2000, Rothschild Trust (Cayman) Limited, the
Trustee of the AMVESCAP Share Option Trust, sold 883,500 ordinary shares on
behalf of participants of the AMVESCAP Executive Share Option Scheme. The
Company was notified of these transactions on 27 November 2000.

Executive Directors of AMVESCAP PLC who are participants in the Share Option
Schemes are deemed to be discretionary beneficiaries of the Trust and are
consequently considered to be interested in all of the shares held by the
Trustee.

(3)  Resultant total of the same class owned or controlled
     (and percentage of class) ...... 20,461,476 .... (2.9%)

(4)  Party making disclosure ........ AMVESCAP PLC ................

(5)  EITHER    (a)    Name of purchaser/vendor (Note 1)  ROTHSCHILD TRUST
                      CAYMAN LIMITED AS TRUSTEE OF THE AMVESCAP SHARE
                      OPTION TRUST.
     OR        (b)    If dealing for discretionary client(s), name of
                      fund management organisation

         .............................................................
<PAGE>   3
(6)  Reason for disclosure (Note 2)
     (a)   associate of     (i) offeror (Note 3)             YES
                           (ii) offeree company              NO

     Specify which category or categories of
     associate (1-8 overleaf) .............  8  ...................

     If category (8), explain ......................................
           ...............................................................
     (b) Rule 8.3 (i.e. disclosure because of ownership or control       YES
         of 1% or more of the class of relevant securities dealt in)

Signed, for and on behalf of the party named in (4) above        A. TULLY


(Also print name of signatory) ........ANGELA TULLY................

Telephone and extension number 020 7454 3652 .......................

                       ----------------------------------

Note 1    Specify owner, not nominee or vehicle company. If relevant, also
          identify controller of owner, e.g. where an owner normally acts on
          instructions of a controller.
Note 2    Disclosure might be made for more than one reason; if so, state all
          reasons.
Note 3    Specify which offeror if there is more than one.
Note 4    When an arrangement exists with any offeror, with the offeree
          company or with an associate of any offeror or of the offeree company
          in relation to relevant securities, details of such arrangement must
          be disclosed, as required by Note 6 on Rule 8.
Note 5    It may be necessary, particularly when disclosing derivative
          transactions, to append a sheet to this disclosure form so that all
          relevant information can be given.
Note 6    In the case of an average price bargain, each underlying trade
          should be disclosed.



For full details of disclosure requirements, see Rule 8 of the Code. If in
doubt, contact the Panel on Takeovers and Mergers, Tel. No. 020 7382 9026.


<PAGE>   4

                                   SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                                AMVESCAP PLC
                                           -------------------------
                                                 (Registrant)

Date 28 November, 2000                     By /s/ ANGELA TULLY
     --------------------                    -----------------------
                                                 (Signature)

                                              Angela Tully
                                              Assistant Company Secretary





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