The Spanish firm is offering 32 pence for each Amey share, compared with Tuesday's closing price of 27p.

The UK firm has been in severe difficulty since it revealed problems with its accounts and the departure of several top executives.

"Despite its financial difficulties in 2002, Amey has a sound portfolio of core businesses and I look forward to working with (the Amey) management team," Ferrovial director Inigo Meiras said in a statement.

Last month, Amey unveiled a loss of �129.5m for 2002, and said it would not be paying any dividends for the foreseeable future.

Change of strategy

Amey took a prominent role in the private finance initiative (PFI), where private companies fund public works in exchange for a guaranteed revenue stream from the government.

But in March last year it unveiled an unexpected loss after it changed its PFI accountancy procedures.

The past six months have seen it shed its chief executive, Brian Staples, and two finance directors.

It is now attempting to withdraw from PFI projects and has focused instead on transport and business services.