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    May, 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:   EXERCISE OF OPTIONS.
                                 --------------------

   2
AMVESCAP PLC
023949
IMMEDIATE RELEASE  2 MAY 2000
PLEASE CONFIRM RELEASE
ANGELA TULLY TEL: 020 7454 3652





In accordance with Chapter 16.13 of the Listing Rules, notification is hereby
given that on the 2 May 2000, Rothschild Trust (Cayman) Limited, the Trustee of
the AMVESCAP Share Option Trust, sold 350,000 ordinary shares on behalf of
participants of the AMVESCAP Executive Share Option Scheme. The Company was
notified of these transactions on 2 May, 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.






2 MAY 2000.

   3
                                   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 2 May, 2000                           By /s/ ANGELA TULLY
     -----------                             -----------------------
                                                 (Signature)

                                                Angela Tully
                                                Assistant Company Secretary