Citizens Financial Group - Final Results

Royal Bank of Scotland Group PLC
2 December 1999


Results of The Royal Bank of Scotland Group's U.S. Subsidiary Citizens
Financial Group, Inc. for the year ended 30 September 1999.

The Royal Bank of Scotland Group plc is pleased to attach a copy of the
results of its U.S. subsidiary, Citizens Financial Group, Inc. for the year
ended 30 September 1999.

The financial information contained in the attached has been prepared in
accordance with accounting principles generally accepted in the United States
of America ('U.S. GAAP').  Citizens' profits before taxation for the year
ended 30 September 1999 based on U.K. GAAP and U.S. GAAP were as follows:-

                     Quarters Ended September 30,      Year Ended September 30
                     1999          1998                1999          1998
(in millions)
U.K. GAAP            $98.3         $140.2               $395.1        $409.2
U.S. GAAP            $84.9         $126.0               $343.6        $355.5

2 December 1999

Contact:       Heather Campion     001 401 455 5934


        PROVIDENCE,  RI  -- Citizens Financial Group, Inc. ('Citizens')  today
reported  record operating income of $238 million for its fiscal  year  ending
September 30, 1999.  Operating income increased 14% for the year, excluding  a
prior year $55.4 million pretax gain and related tax effect on the disposal of
the  bankcard portfolio. Prior year profits were $244.2 million, including the
gain.    For the quarters ended September 30, 1999 and 1998, Citizens reported
net  income  of $65.6 million and $93.7 million, respectively.  Excluding  the
above-mentioned  fourth  quarter bankcard gain from  1998  results,  operating
earnings increased 12% over the prior year's fourth quarter.

Citizens'  balance sheet grew to $20 billion at September 30,  1999,  up  from
$17.3 billion a year ago, reflecting significant growth in loans and deposits.
Citizens  had strong growth in its commercial loan and lease portfolios  (28%)
and  consumer loan portfolios (22%). Deposits also increased, with significant
growth  in  checking accounts (16%), savings accounts (8%), and checking  with
interest  products  (9%). Increasing profits generated by Citizens'  expanding
balance  sheet  were  partially offset by increases in  noninterest  expenses,
primarily due to Y2K costs.

On  October  1,  1999 Citizens completed the purchase of State  Street  Bank's
commercial   banking  business,  acquiring  assets  of  $2.7   billion.    The
acquisition  of  UST Corp. Inc., expected to close in January 2000,  will  add
assets  of  $5.9 billion, bringing Citizens total assets to $28  billion.   To
accommodate this growth, Citizens recently announced plans to open  additional
operations  facilities  in Cranston, Rhode Island and Medford,  Massachusetts.
These facilities will eventually house approximately 900 employees.

'This  has  been  a  tremendous year for Citizens.   Throughout  1999  we  had
substantial growth in our commercial, consumer, and deposit businesses.   This
growth,  combined  with our acquisition of State Street's  commercial  banking
business,  and our expected acquisition of USTrust in the new year, has  given
Citizens  considerable momentum in the marketplace,' said  Lawrence  K.  Fish,
Chairman, President, and CEO of Citizens Financial Group, Inc.

Citizens  Financial  Group, Inc. is a $22 billion financial  services  company
(including  the  October  1  1999 purchase of State Street  Bank's  commercial
banking  business) headquartered in Providence, RI. With 277 branches and  560
ATMs,  it  operates  as  Citizens  Bank  in  Connecticut,  Massachusetts,  New
Hampshire and Rhode Island. Citizens is a wholly owned subsidiary of The Royal
Bank of Scotland plc.

For more information, please contact us at our website www.citizensbank.com.

     

                      CITIZENS FINANCIAL GROUP, INC.
                    CONSOLIDATED STATEMENTS OF INCOME
                                (unaudited)

                                    THREE MONTHS ENDED           YEAR ENDED
                                          SEPTEMBER 30         SEPTEMBER 30
                                                        
(In thousands)                        1999       1998       1999       1998
                                                 
                                                                     
Interest income                   $331,217   $298,497 $1,253,789  $1,178,516
                                                                 
Interest expense                   156,852    140,547    582,488     557,833
                                  --------   --------   --------    --------  
                                                                  
Net interest income                174,365    157,950    671,301     620,683  
                                                                
Provision for credit losses          9,337      5,476     22,066      22,698
                                   -------    -------    -------     -------
                                                        
Net interest income after                                            
   provision for credit losses     165,028    152,474    649,235     597,985 
                                  --------    -------    -------     ------- 
                                                          
Noninterest income                  70,180    102,994    233,971     256,640  
                                                              
Noninterest expense                150,284    129,485    539,647     499,083
                                  --------    -------    -------     -------
                                                         
Income before taxes                 84,924    125,983    343,559     355,542  
    
Income taxes                        19,327     32,284    105,590     111,304
                                  --------    -------    -------     ------- 
                                                                 
Net income                        $ 65,597   $ 93,699  $ 237,969   $ 244,238 
                                  ========   ========   ========    ========  
        


                    CITIZENS FINANCIAL GROUP, INC.
                      CONSOLIDATED BALANCE SHEETS
                               (unaudited)
                                                SEPTEMBER 30

(In Thousands)                              1999           1998
Assets                                                         
------

  Cash and due from banks               $464,824       $466,913
  Federal funds sold and other                                 
    Short-term investments                18,960        164,983
  Securities                           7,237,157      5,855,144
                                                               
  Loans and leases:                   10,867,681      9,696,225
  Less:  Allowance for possible          182,099        181,236
credit losses
                                      ----------     ----------
         Net loans and leases         10,685,582      9,514,989
                                      ----------     ----------
                                                               
  Goodwill and core deposit              575,521        616,489
    intangible
  Other assets                         1,011,727        692,938
                                     -----------    -----------
      Total assets                   $19,993,771    $17,311,456
                                     ===========    ===========
                                                               
                                                               
                                                               
Liabilities and Stockholder's                                  
Equity
-------------------------------
                                                               
    Deposits                         $14,490,056    $13,757,245
    Borrowed funds                     3,408,538      1,484,706
    Other liabilities                    221,884        220,967
                                      ----------     ----------
                                                               
      Total liabilities               18,120,478     15,462,918
                                      ----------     ----------
                                                               
   Stockholder's equity                1,873,293      1,848,538
                                      ----------     ----------
                                                               
   Total liabilities and             $19,993,771    $17,311,456
stockholder's equity
                                      ----------     ----------