AMVESCAP PLC Reports Results for Nine Months Ended September 30, 2005

AMVESCAP (NYSE:AVZ)(LSE:AVZ)(TSX:AVZ) reported thatprofit before tax for the nine months ended September 30, 2005amounted to GBP 186.9 million ($330.8 million), compared to a loss ofGBP 46.2 million ($83.6 million) for the same period in 2004. The 2004results included a charge of GBP 229.2 million representing the U.S.regulatory settlement. Operating profit for the nine months endedSeptember 30, 2005 amounted to GBP 205.1 million ($363.0 million),compared to GBP 199.3 million ($360.7 million) before the settlementcharge for the first nine months of 2004. Revenues totaled GBP 884.2million ($1,565.0 million) for the first nine months of 2005, comparedto GBP 858.0 million ($1,553.0 million) in the 2004 period. Dilutedearnings per share amounted to 14.8p for the 2005 period, compared to14.4p before the settlement charge for the 2004 period. (NYSE:AVZ).

Commenting on his first months as AMVESCAP's new president andCEO, Martin L. Flanagan said, "My short time at AMVESCAP has confirmedthat we have the range of products, global scale and most importantly,dedicated professional team necessary to succeed as one of the premierglobal asset managers. We are working to eliminate any barriers thatmay have limited our ability to leverage the full power of ourorganization, and I am confident that we will unlock AMVESCAP'stremendous potential for our clients and shareholders."
Results for Nine Months Ended September
30,
2005 2004(a) 2005(c) 2004(a)(c)
--------- ---------- ---------- ----------
Revenues GBP884.2m GBP 858.0m $1,565.0m $1,553.0m
Profit before tax GBP186.9m GBP(46.2)m $330.8m $(83.6)m
Profit before tax and U.S.
regulatory settlement GBP186.9m GBP 182.9m $330.8m $331.1m
Earnings per share:
--basic 15.0p (7.4)p $0.53(b) $(0.27)(b)
--diluted 14.8p (7.4)p $0.52(b) $(0.27)(b)
Earnings per share before
U.S. regulatory
settlement:
--basic 15.0p 14.5p $0.53(b) $0.52(b)
--diluted 14.8p 14.4p $0.52(b) $0.52(b)
--------------------------- ------------------------------------------

(a) 2004 results have been restated in accordance withInternational Financial Reporting Standards ("IFRS"). See Note 9 for areconciliation of AMVESCAP's U.K. GAAP results to IFRS.

(b) Per American Depositary Share equivalent to 2 ordinary shares.

(c) For the convenience of the reader, pounds sterling for thenine months ended September 30, 2005 have been translated to U.S.dollars using $1.77 per GBP 1.00 (2004: $1.81 per GBP 1.00).References to "$" in this release are to U.S. dollars unless otherwiseindicated.

Effective January 1, 2005, AMVESCAP began recording its results ofoperations under International Financial Reporting Standards ("IFRS").Prior to this date, AMVESCAP prepared its consolidated financialstatements under U.K. Generally Accepted Accounting Practice ("U.K.GAAP"). The most significant changes affecting AMVESCAP's financialreporting due to the IFRS transition are:

-- The cessation of goodwill amortization (IFRS 3) and redenomination of goodwill into the currency of the underlying acquired entities (IAS 21)

-- The inclusion of a fair value charge in respect of outstanding employee share options granted after November 7, 2002 (IFRS 2)

-- The replacement of existing charges for awards under certain equity-based compensation plans with fair value charges spread over revised time periods (IFRS 2)

-- The inclusion in the balance sheet of all employee benefit liabilities (IAS 19)

The underlying business transactions and cashflows of AMVESCAP didnot change upon transition to IFRS. The transition to IFRS resulted inthe reduction of total shareholders' funds under U.K. GAAP at January1, 2004 (transition date) of GBP 118 million. This reduction is dueprimarily to the redenomination of goodwill and management contractintangible assets into the currency of the underlying acquiredentities. Under U.K. GAAP, these balances were recorded in poundssterling. For the year ended December 31, 2004, the transition to IFRSresulted in the addition of GBP 151 million to profit for the year,primarily due to the cessation of goodwill amortization previouslyrecorded under U.K. GAAP. Diluted earnings per share for the ninemonths ended September 30, 2004 was (7.4)p under IFRS, compared with(21.4)p under U.K. GAAP. See Note 9 for further details.

AMVESCAP's first Annual Report under IFRS will be for the yearended December 31, 2005. The information presented in this earningsrelease is subject to the ongoing development of IFRS.

As announced on October 4, 2005, AMVESCAP intends to change itspresentation currency from pounds sterling to U.S. dollars in Decemberand will begin reporting results in U.S. dollars with the issuance ofthe fourth quarter results and the 2005 Annual Report.

Profit before tax for the three months ended September 30, 2005amounted to GBP 67.6 million ($119.7 million), compared to GBP 44.9million ($81.3 million) before the settlement charge in the 2004 thirdquarter. Diluted earnings per share for the three months endedSeptember 30, 2005 amounted to 5.3p (2004: 3.5p before the settlementcharge). Revenues for the three months ended September 30, 2005amounted to GBP 302.7 million ($535.8 million), compared to GBP 280.9million ($508.4 million) from the prior year's third quarter.

Funds under management totaled $380.5 billion at September 30,2005, compared to $382.1 billion at December 31, 2004. Institutionalmoney market funds, included above, amounted to $41.2 billion atSeptember 30, 2005, compared to $41.7 billion at December 31, 2004.Approximately 54% of the total funds under management were invested inequity securities, and 46% were invested in fixed income securities atSeptember 30, 2005 (June 30, 2005: 53% equity and 47% fixed income).The equity securities were invested in the following disciplines atSeptember 30, 2005: 33% in growth, 38% in core, and 29% in valuestyles (June 30, 2005: 33% in growth, 38% in core and 29% in valuestyles). At September 30, 2005, 46% of funds under management weremanaged in institutional products and 54% were managed in retailproducts (June 30, 2005: 48% in institutional products and 52% inretail products).

Average funds under management amounted to $376.1 billion for thenine months ended September 30, 2005, compared to $371.0 billion forthe same period in 2004. Of these funds, average institutional moneymarket fund levels totaled $41.1 billion for the nine months of 2005,compared to $45.7 billion for the same period of 2004. Average fundsunder management during the third quarter were $378.1 billion,compared to $372.7 billion for the preceding quarter and $364.0billion for the third quarter of 2004.

Changes in funds under management during the nine months endedSeptember 30, 2005 are as follows:
AIM INVESCO
--------------- ---------------------------
(billions) Total U.S. Canada U.S. U.K. Europe/Asia PWM
-------- ------- ------- ------- ------- ----------- -----
December
31, 2004 $382.1 $137.6 $34.6 $121.0 $49.6 $24.1 $15.2
Market
gains 15.5 3.5 1.4 2.5 5.4 2.5 0.2
Net
new/(lost)
business (12.5) (11.2) 0.5 (6.0) 4.6 (0.7) 0.3
Change in
money
market
funds (1.3) (1.2) -- -- -- (0.1) --
Foreign
currency (3.3) -- 1.9 (0.3) (3.2) (1.7) --
-------- ------- ------- ------- ------- ----------- -----
September
30, 2005 $380.5 $128.7 $38.4 $117.2 $56.4 $24.1 $15.7
======== ======= ======= ======= ======= =========== =====
September GBP215.0 GBP72.7 GBP21.7 GBP66.2 GBP31.9 GBP13.6 GBP8.9
30, 2005 +
======== ======= ======= ======= ======= =========== =====

Changes in funds under management during the third quarter of 2005are as follows:
AIM INVESCO
--------------- ---------------------------
(billions) Total U.S. Canada U.S. U.K. Europe/Asia PWM
-------- ------- ------- ------- ------- ----------- ------
June 30,
2005 $373.2 $128.6 $36.2 $116.8 $52.9 $23.4 $15.3
Market
gains 11.1 3.8 0.5 2.5 2.8 1.1 0.4
Net
new/(lost)
business (4.3) (3.8) (0.1) (2.1) 1.8 (0.1) --
Change in
money
market
funds 0.1 0.1 -- -- -- -- --
Foreign
currency 0.4 -- 1.8 -- (1.1) (0.3) --
-------- ------- ------- ------- ------- ----------- ------
September
30, 2005 $380.5 $128.7 $38.4 $117.2 $56.4 $24.1 $15.7
======== ======= ======= ======= ======= =========== ======
September GBP215.0 GBP72.7 GBP21.7 GBP66.2 GBP31.9 GBP13.6 GBP8.9
30, 2005 +
======== ======= ======= ======= ======= =========== ======

+ Translated at $1.77 per GBP 1.00.

Earnings before interest, taxes, depreciation, amortization andcertain non-cash and other items ("EBITDA") amounted to GBP 277.2million ($490.6 million) for the nine months ended September 30, 2005,compared to GBP 260.8 million ($472.0 million) for the nine monthsended September 30, 2004. Net debt at September 30, 2005, excludingclient cash, totaled GBP 362.7 million, compared to GBP 590.9 millionat the end of 2004.

AMVESCAP is a leading independent global investment managerdedicated to helping people worldwide build their financial security.Operating under the AIM, INVESCO, AIM Trimark, INVESCO Perpetual andAtlantic Trust brands, AMVESCAP strives to deliver outstandingproducts and services through a comprehensive array of retail andinstitutional investment solutions for clients around the world. TheCompany is listed on the London, New York and Toronto stock exchangeswith the symbol "AVZ." Additional information is available atwww.amvescap.com.

Members of the investment community and general public are invitedto listen to the conference call today, Thursday, October 27, 2005, at2:30 p.m. BST (9:30 a.m. EDT), by dialing one of the followingnumbers: 773-756-0108 or 1-888-455-2053 for U.S. callers. An audioreplay of the conference call will be available until Thursday,November 3, 2005, at 10:00 p.m. BST (5:00 p.m. EDT) by calling402-220-0354 or 1-800-739-2817 for U.S. callers. The presentationslides that will be reviewed during the conference call will beavailable on AMVESCAP's Web site at www.amvescap.com.

This release may include statements that constitute"forward-looking statements" under the United States securities laws.Forward-looking statements include information concerning possible orassumed future results of our operations, earnings, liquidity, cashflow and capital expenditures, industry or market conditions, assetsunder management, acquisition activities and the effect of completedacquisitions, debt levels and the ability to obtain additionalfinancing or make payments on our debt, regulatory developments,demand for and pricing of our products and other aspects of ourbusiness or general economic conditions. In addition, when used inthis report, words such as "believes," "expects," "anticipates,""intends," "plans," "estimates," "projects" and future or conditionalverbs such as "will," "may," "could," "should," and "would" or anyother statement that necessarily depends on future events, areintended to identify forward-looking statements.

Forward-looking statements are not guarantees of performance. Theyinvolve risks, uncertainties and assumptions. Although we make suchstatements based on assumptions that we believe to be reasonable,there can be no assurance that actual results will not differmaterially from our expectations. We caution investors not to relyunduly on any forward-looking statements. In connection with anyforward-looking statements, you should carefully consider the areas ofrisk described in our most recent Annual Report on Form 20-F, as filedwith the United States Securities and Exchange Commission (SEC). Youmay obtain these reports from the SEC's Web site at www.sec.gov.

AMVESCAP PLC

Consolidated Income Statement

(Unaudited)

(in thousands)
Nine Months Ended Sept 30,
-------------------------------
2005 2004
-------------- --------------
Revenues GBP 884,160 GBP 858,009
Expenses:
Operating (679,039) (658,731)
U.S. regulatory settlement -- (229,167)
-------------- --------------
Operating profit/(loss) 205,121 (29,889)
Other income 16,996 13,568
Interest expense (35,212) (29,898)
-------------- --------------
Profit/(loss) before taxation 186,905 (46,219)
Taxation (67,491) (13,326)
-------------- --------------
Profit/(loss) after taxation 119,414 (59,545)
Minority interests (489) (51)
-------------- --------------
Profit/(loss) for the period GBP 118,925 GBP (59,596)
attributable to equity holders
of the parent
============== ==============


Earnings per share:
---basic 15.0p (7.4)p
---diluted 14.8p (7.4)p
Earnings per share before U.S.
regulatory settlement:
---basic 15.0p 14.5p
---diluted 14.8p 14.4p
-------------- --------------
Average shares outstanding:
---basic 793,772 803,678
---diluted 803,463 808,779
-------------- --------------

AMVESCAP PLC

Consolidated Income Statement

(Unaudited)

(in thousands)
Three Months Ended Sept 30,
-------------------------------
2005 2004
-------------- --------------
Revenues GBP 302,664 GBP 280,907
Expenses:
Operating (238,698) (229,421)
U.S. regulatory settlement -- (229,167)
-------------- --------------
Operating profit/(loss) 63,966 (177,681)
Other income 14,931 3,251
Interest expense (11,324) (9,883)
-------------- --------------
Profit/(loss) before taxation 67,573 (184,313)
Taxation (24,849) 35,797
-------------- --------------
Profit/(loss) after taxation 42,724 (148,516)
Minority interests (209) 73
-------------- --------------
Profit/(loss) for the period GBP 42,515 GBP (148,443)
attributable to equity holders
of the parent
============== ==============


Earnings per share:
---basic 5.4p (18.5)p
---diluted 5.3p (18.5)p
Earnings per share before U.S.
regulatory settlement:
---basic 5.4p 3.5p
---diluted 5.3p 3.5p
-------------- --------------
Average shares outstanding:
---basic 794,052 804,260
---diluted 807,516 806,179
-------------- --------------

AMVESCAP PLC

Consolidated Balance Sheet

(Unaudited)

(in thousands)
Sept 30, 2005 Dec 31, 2004

------------ ------------
Non-current assets
Goodwill and intangible assets GBP2,454,146 GBP2,317,247
Property and equipment 107,564 118,272
Deferred tax assets 70,996 78,217
Investments 98,369 70,070
------------ ------------
2,731,075 2,583,806
Current assets
Trade and other receivables 588,511 502,500
Investments 669,027 499,439
Cash and cash equivalents 407,114 284,977
------------ ------------
1,664,652 1,286,916

Total assets 4,395,727 3,870,722
Current liabilities
Current maturities of long-term debt -- (41,411)
Trade and other payables (1,514,846) (1,156,139)
------------ ------------
(1,514,846) (1,197,550)

Net current assets 149,806 89,366
Non-current liabilities
Long-term debt (653,948) (683,215)
Deferred tax liabilities (18,937) (19,099)
Provisions for liabilities and charges (130,282) (124,793)
------------ ------------
Total liabilities (2,318,013) (2,024,657)

Net assets
GBP2,077,714 GBP1,846,065
============ ============

Equity
Share capital GBP203,011 GBP202,664
Share premium 708,779 700,888
Shares held by employee trusts (237,972) (237,972)
Exchangeable shares 303,507 308,996
Retained earnings 390,519 291,241
Other reserves 708,075 578,934
------------ ------------
Equity attributable to equity holders of
the parent 2,075,919 1,844,751
Minority interests 1,795 1,314
------------ ------------
Total equity
GBP2,077,714 GBP1,846,065
============ ============

AMVESCAP PLC

Consolidated Cash Flow Statement

(Unaudited)

(in thousands)
Nine Months Ended Sept
30,
----------------------
2005 2004
---------- -----------
Operating profit GBP205,121 GBP(29,889)
Amortization and depreciation 32,767 37,086
Interest paid, net of investment income (36,238) (25,660)
Taxation (45,173) (43,428)
Change in other assets and liabilities 99,797 229,361
---------- -----------
Net cash inflow from operating activities 256,274 167,470
Investing activities:
Capital expenditures, net of sales (13,463) (19,258)
(Purchase)/sale of fixed asset investments, net (4,381) 611
Dispositions and acquisitions 30,871 (28,195)
Financing:
Dividends paid (41,002) (53,312)
Net repayment of debt (126,899) (42,057)
Other financing 1,447 (25,077)
---------- -----------
Increase in cash and cash equivalents 102,847 182
Foreign exchange 19,290 (3,422)
Cash and cash equivalents, beginning of period 284,977 318,713
---------- -----------
Cash and cash equivalents, end of period GBP407,114 GBP315,473
========== ===========

AMVESCAP PLC

Segmental Information

(Unaudited)

(in thousands)
Nine Months Ended September 30,
2005
Operating
Revenues Expenses Profit
---------- ------------ ----------
AIM
U.S. GBP306,350 GBP(205,676)GBP100,674
Canada 149,461 (65,471) 83,990
---------- ------------ ----------
455,811 (271,147) 184,664
---------- ------------ ----------
INVESCO
U.S. 160,157 (116,791) 43,366
U.K. 166,913 (136,166) 30,747
Europe/Asia 49,803 (57,528) (7,725)
---------- ------------ ----------
376,873 (310,485) 66,388
---------- ------------ ----------

Private Wealth/Retirement 51,476 (58,011) (6,535)
---------- ------------ ----------

Corporate -- (39,396) (39,396)
---------- ------------ ----------
GBP884,160 GBP(679,039)GBP205,121
========== ============ ==========
Nine Months Ended September 30,
2004
Operating
Revenues Expenses Profit*
---------- ------------ ----------
AIM
U.S.* GBP334,616 GBP(220,474)GBP114,142
Canada 127,077 (58,235) 68,842
---------- ------------ ----------
461,693 (278,709) 182,984
---------- ------------ ----------
INVESCO
U.S. 137,630 (102,292) 35,338
U.K. 137,936 (132,056) 5,880
Europe/Asia 57,426 (53,083) 4,343
---------- ------------ ----------
332,992 (287,431) 45,561
---------- ------------ ----------

Private Wealth/Retirement 63,324 (67,510) (4,186)
---------- ------------ ----------

Corporate -- (25,081) (25,081)
---------- ------------ ----------
GBP858,009 GBP(658,731)GBP199,278
========== ============ ==========

* before U.S. regulatory settlement

Notes

1. Accounting policies

The accounting policies used in the preparation of this earningsrelease follow International Financial Reporting Standards ("IFRS") ineffect as of the date of this release. The comparative period has beenrestated to apply these IFRS on a consistent basis (see Note 9). Themost significant changes due to the IFRS transition are:

-- The cessation of goodwill amortization (IFRS 3) and redenomination of goodwill into the currency of the underlying acquired entities (IAS 21)

-- The inclusion of a fair value charge in respect of outstanding employee share options granted after November 7, 2002 (IFRS 2)

-- The replacement of existing charges for awards under certain equity-based compensation plans with fair value charges spread over revised time periods (IFRS 2)

-- The inclusion in the balance sheet of all employee benefit liabilities (IAS 19)

AMVESCAP's first Annual Report under IFRS will be for the yearended December 31, 2005. The information presented in this earningsrelease is subject to the ongoing development of IFRS; however thepolicies applied to the information in this release are consistentwith those that are expected to be applied in the 2005 Annual Report.Please refer to www.amvescap.com for a more detailed discussion ofthese policies.

2. Adoption of accounting standards

AMVESCAP has adopted IAS 32, "Financial Instruments: Disclosureand Presentation" and IAS 39, "Financial Instruments: Recognition andMeasurement" as of January 1, 2005. These standards require thatfinancial assets and liabilities be recognized on the balance sheetand accounted for according to their underlying classification.Shareholders' equity increased by GBP 15.2 million as a result ofthese changes, primarily arising from the recognition of netunrealized gains on investments classified as available for sale.

3. Taxation

The taxation charge is primarily due to overseas taxation. Asignificant proportion of the tax charge is expected to arise fromU.S. operations. The estimated effective tax rate is 36.1% in 2005(2004: 36.1% before the U.S. regulatory settlement charge).

4. Earnings per share

Basic earnings per share is based on the weighted average numberof ordinary and exchangeable shares outstanding during the respectiveperiods, excluding shares purchased and held by employee shareownership trusts. Diluted earnings per share takes into account theeffect of the potential issuance of ordinary shares.
2005
------------------------

Profit Number Per
for the of share
period shares
GBP'000 '000 amount

-------- -------- ------
Basic earnings per share 118,925 793,772 15.0p
======
Dilutive effect of share-based awards 9,691
-------- --------
Diluted earnings per share 118,925 803,463 14.8p
======== ======== =====
2004
-------------------------

Loss for Number Per
the of share
period shares
GBP '000 '000 amount
-------- -------- -------
Basic and diluted earnings per share (59,596) 803,678 (7.4)p
======== ======== =======

5. Sale of AMVESCAP Retirement

On July 15, 2005, AMVESCAP completed the disposal of the AMVESCAPRetirement business. The results of this business are included throughthe closing date of the transaction. A gain of GBP 18.7 million hasbeen recorded within other income. Revenues of GBP 18.0 million werederived by the AMVESCAP Retirement business in 2005 through the dateof disposal. The disposal is analyzed as follows:
GBP '000
----------------------------------------------------------------------
Total net assets 13,451
Gain on disposal 18,705
-------
Cash consideration 32,156
----------------------------------------------------------------------

6. U.S. regulatory settlement

The consolidated income statement for 2004 includes a charge ofGBP 229.2 million relating to the mutual fund market timinginvestigations by regulators in the United States. The chargecomprised settlement payments and civil penalties of GBP 208.9million, along with related costs of GBP 20.3 million, primarilyadditional legal costs associated with the investigations. Previously,when reporting under U.K. GAAP, the settlement charge was included inexceptional items totaling GBP 249.7 million. The exceptional items,as reported in 2004, also included GBP 20.5 million primarily relatingto estimates of lease payments in excess of the expected subleaseproceeds over the remaining lives of the leases. These amounts havebeen reclassified as operating expenses.

7. Dividends

A final dividend in respect of the 2004 year of 5.0p per share orGBP 41,002,000 (GBP 39,595,000 for ordinary shares and GBP 1,407,000for exchangeable shares) was approved at the Annual General Meeting ofShareholders on April 28, 2005. This dividend was accrued on thatdate, and a payment was made on May 4, 2005, to shareholders on theregister on April 1, 2005.

An interim 2005 dividend of 4.0p per share (2004: 2.5p) or GBP32,818,000 (GBP 31,712,000 for ordinary shares and GBP 1,106,000 forexchangeable shares) was declared by the Board of Directors on August2, 2005, and was paid on October 12, 2005 to shareholders on theregister on September 9, 2005.

8. Credit facility

On March 31, 2005, AMVESCAP entered into a new five-year creditagreement ("credit facility") with a group of lenders, providing arevolving credit facility in an aggregate principal amount of up to$900 million. Under certain conditions, the aggregate commitmentsunder the credit facility may be increased to $1.2 billion. The creditfacility requires specified financial ratios to be maintained,including a maximum debt-to-EBITDA ratio of 3.25:1 and a minimuminterest coverage ratio of 4.0:1.

9. Reconciliations from U.K. GAAP to IFRS

Prior to January 1, 2005, AMVESCAP reported its results ofoperations under U.K. Generally Accepted Accounting Practice ("U.K.GAAP"). Beginning January 1, 2005, AMVESCAP transitioned from U.K.GAAP to International Financial Reporting Standards ("IFRS"). Thetables below reconcile total shareholders' funds at December 31, 2003,and December 31, 2004 under U.K. GAAP to total equity under IFRS, andloss after taxation for the nine months ended September 30, 2004 andthe year ended December 31, 2004 from U.K. GAAP to IFRS. Amounts arepresented in millions.

Reconciliation of U.K. GAAP total shareholders' funds to IFRStotal equity
Dec 31, Dec 31,
2003 2004
-----------------
U.K. GAAP total shareholders' funds GBP2,065 GBP1,864
IFRS Transition Adjustments:
Goodwill and intangibles (130) (16)
Shared based payment (7) (7)
Defined benefit obligation, net (31) (30)
Dividends 53 41
Other (3) (6)
-----------------
IFRS total equity GBP1,947 GBP1,846
=================

Reconciliation of U.K. GAAP loss after taxation to IFRS loss aftertaxation
Nine Year
months ended
ended Dec 31,
Sept 30, 2004
2004
-----------------
U.K. GAAP loss after taxation GBP(172) GBP(173)
IFRS Transition Adjustments:
Goodwill and intangibles 111 153
Defined benefit obligation, net 1 --
Sale of business 3 3
Other (3) (5)
-----------------
IFRS loss after taxation GBP(60) GBP(22)
=================

IFRS Transition Adjustments:

Goodwill and intangibles. AMVESCAP has chosen to apply IFRS 3prospectively from the date of transition. This has resulted in thevalue of goodwill arising from previous acquisitions being frozen atthe value held on the AMVESCAP balance sheet at January 1, 2004 andthe reversal of any amortization charged in 2004. AMVESCAP has electedto apply IAS 21 retrospectively to its goodwill and intangible assetbalances, which were previously recorded in pounds sterling from theirrespective acquisition dates. The result of this application is thatthe goodwill and intangible assets have been redenominated into theirunderlying currencies and will subsequently be re-measured eachreporting date for the effect of changes in foreign exchange rates.

Share-based payment. AMVESCAP will recognize a charge in theIncome Statement for the fair value of outstanding share awardsgranted to employees after November 7, 2002. The charge has beencalculated using a stochastic option valuation model and will becharged over the relevant vesting periods, adjusted to reflectexpected and actual levels of vesting.

Defined benefit obligation, net. AMVESCAP will recognize the netliability for defined benefit post retirement plan schemes on thebalance sheet and will take actuarial gains and losses on a systematicbasis to the Income Statement, in accordance with the permittedmethods of recognition under IAS 19.

Sale of business. During 2004, AMVESCAP disposed of its U.K. andJersey businesses of Atlantic Wealth Management and included thepreviously written off goodwill related to this business in thecalculation of the net gain resulting from the sale. Under IFRS 1goodwill previously deducted from equity is not recognized in theopening balance sheet and that goodwill is not transferred into theIncome Statement upon disposal of the business. This had the effect ofincreasing the gain reported under U.K. GAAP.

Dividends. AMVESCAP will recognize dividends declared after thebalance sheet date in the reporting period in which they are declared,as they represent non-adjusting events after the balance sheet date.

Other. Other adjustments upon transition to IFRS include therecognition and establishment of accruals related to compensatedabsences, foreign exchange items and certain tax adjustments.

10. Statutory financial statements

The financial information shown in this earnings release isunaudited and does not constitute statutory financial statements. The2004 Annual Report has been filed with the Register of Companies onwhich the auditors issued a report, which was unqualified and did notcontain a statement under section 237(2) or section 237(3) of theCompanies Act 1985.