Citizens Interim Results

Royal Bank of Scotland Group PLC
4 May 2000


The Royal Bank of Scotland Group plc is pleased to attach a copy
of the results of its U.S. banking subsidiary, Citizens Financial
Group, Inc. for the six-months ended March 31, 2000.

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 and one-time merger and other
costs for the six-month period ended March 31, 2000 based on U.K.
GAAP and U.S. GAAP were as follows:


                                   Six-Months ended
                                       March 31,

                                  2000                1999

U.K. GAAP                         $236.9             $200.5

U.S. GAAP                         $212.6             $174.1


Contact:   Kathy O'Donnell
           Public Relations
           01 401 455-5507


4 May 2000

                           page 1 of 5




       Citizens Reports 16% Increase in Operating Earnings

PROVIDENCE,  RI  --  Citizens Financial Group, Inc.  ('Citizens')
today reported operating earnings of $134.4 million for the  six-
month  period ended March 31, 2000, up 16% compared to  operating
earnings of $115.9 million for the comparable prior year period.

Citizens recorded one-time merger and other costs, net of tax, of
$35.9  million  for the six-month period ended  March  31,  2000.
These  costs  were  primarily related to the acquisition  of  UST
Corp. on January 11, 2000 and the purchase of State Street Bank's
commercial  banking business on October 1, 1999.   Including  the
impact of these costs, net income was $98.5 million for the  six-
month period ended March 31, 2000.

At  March 31, 2000 total assets were $29.3 billion for the  four-
state  bank holding company, compared to $18.9 billion  in  1999.
The  acquisition  of UST Corp. and the purchase of  State  Street
Bank's  commercial banking business added assets of $8.1 billion.
Excluding the impact of UST and State Street, Citizens had strong
organic  growth  in  its  commercial,  lease  and  consumer  loan
portfolios. Deposits also increased significantly, with growth in
interest checking and demand deposits.

'The  last  six  months were a milestone for  Citizens  Financial
Group.  We completed the acquisition of State Street's commercial
banking  business in October, and experienced very strong organic
loan  and  deposit  growth. We completed the UST  acquisition  on
January  11  and  successfully converted  the  UST  customers  to
Citizens'  systems in February.  This strong internal growth  and
the  consummation  of  these two strategic acquisitions  give  us
tremendous  momentum.  We  are the second  largest  Bank  in  New
England and are wonderfully positioned to serve the business  and
retail customers of our New England franchise,' said Lawrence  K.
Fish,  Chairman,  President and CEO of Citizens Financial  Group,
Inc.

Net interest income was up $119.2 million, or 36.5%, for the six-
month   period  ended  March  31,  2000  primarily  due  to   the
acquisitions  noted  above and strong organic  loan  and  deposit
growth.

                             Page 2 of 5


Noninterest income increased $36 million, or 32.3%, for the  six-
month period ended March 31, 2000.  In addition to the impact  of
UST  and State Street, the growth in noninterest income is  being
driven  by  strong  growth in International and  Cash  Management
revenue along with growth in other fee based businesses.

Noninterest expense, excluding the impact of one-time merger  and
other  costs,  was $364.4 million for the six-month period  ended
March  31,  2000,  a $106.4 million increase. The  increases  are
primarily related to the UST and State Street acquisitions.

Citizens  Financial  Group,  Inc.  is  a  $29  billion  financial
services company headquartered in Providence, RI. 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.  With more than 330 branches and more than
800  ATMs in Connecticut, Massachusetts, New Hampshire, and Rhode
Island,  Citizens is the second largest bank holding  company  in
New England.

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

                           page 3 of 5
                                

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

                              SIX MONTHS ENDED
                               MARCH 31,

(In thousands)                       2000         1999
                                                      
                                                      
Interest income                  $871,703      $606,335
Interest expense                  425,537       279,403
                                 --------      --------
    Net interest income           446,166       326,932
Provision for credit losses                       5,901
                                   16,282
                                 --------      --------
Net interest income after                              
   provision for credit losses    429,884       321,031
                                  -------      --------
                                        -
Noninterest income                147,141       111,176
Noninterest expense               364,452       258,078
                                  -------      --------
                                        -
    Earnings before income                      174,129
taxes                             212,573
Income taxes                       78,135        58,197
                                 --------      --------
Net income-operating             $134,438      $115,932
One-time merger and other                              
costs,                             35,924         1,173
     net of tax
                                                       
Net Income-reported               $98,514      $114,759
                                  =======        ======



                           page 4 of 5
                                
                                
                 CITIZENS FINANCIAL GROUP, INC.
                   CONSOLIDATED BALANCE SHEETS
                           (unaudited)

                                        MARCH 31,
                                                               
(In Thousands)                              2000           1999
Assets                                                         
-------
  Cash and due from banks               $797,309       $492,684
  Federal funds sold and other                                 
    Short-term investments                47,976        150,702
  Securities                           7,491,901      6,834,931
                                                               
  Loans and leases:                   17,605,949     10,146,533
  Less:  Allowance for possible          299,079        178,705
credit losses
                                      ----------     ----------
         Net loans and leases         17,306,870      9,967,828
                                      ----------     ----------
                                                               
  Goodwill and core deposit            1,959,989        600,168
    intangible
  Other assets                         1,731,208        879,535
                                     -----------    -----------
      Total assets                   $29,335,253    $18,925,848
                                       =========    ===========
                                                               
Liabilities and Stockholder's                                  
Equity
-------------------------------
                                                               
    Deposits                         $20,553,446    $14,114,683
    Borrowed funds                     5,728,954      2,580,917
    Other liabilities                    412,078        325,430
                                      ----------     ----------
                                                               
      Total liabilities               26,694,478     17,021,030
                                      ----------     ----------
                                                               
   Stockholder's equity                2,640,775      1,904,818
                                      ----------     ----------
                                                               
   Total liabilities and             $29,335,253    $18,925,848
stockholder's equity
                                      ----------     ----------

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