Directorate Change

Royal Bank of Scotland Group PLC
21 December 2005





                      The Royal Bank of Scotland Group plc

       Sir Tom McKillop to succeed Sir George Mathewson as Group Chairman


Board Appointments

The Royal Bank of Scotland Group plc announces today the following appointments
and Board changes:


Group Chairman


Sir George Mathewson will retire from the Board at the Group's Annual General
Meeting on 28 April 2006. He will be succeeded as Chairman by Sir Tom McKillop.
Sir Tom is currently Chief Executive of AstraZeneca PLC, from which he will
retire on 31 December 2005, a Non-Executive Director of BP plc and Deputy
Chairman at The Royal Bank of Scotland Group. Upon his retiral from the Board
Sir George will become an adviser to the Group.


Group Finance Director


Guy Whittaker will succeed Fred Watt as Group Finance Director on 1 February
2006. Guy Whittaker is currently Group Treasurer, Citigroup having previously
held various finance posts at Citigroup and its predecessor. In June 2005, Fred
Watt announced his intention to leave the Group, once a successor had been
found.


Non-Executive Director


Eileen Mackay, a Non-Executive Director of the Group, will retire from the Board
on 31 December 2005.



Commenting on the Board changes, Sir George Mathewson Chairman of RBS said: 'I
and the Board are delighted that Sir Tom has agreed to become my successor. As
Chief Executive of a global company he has wide experience of operating
successfully in different international markets. He also has a comprehensive
understanding of financial services from his previous directorship of a major
bank.


'The Board is also pleased to have secured the services of Guy Whittaker, an
experienced senior executive of the highest calibre. His breadth of
international experience in financial services will be invaluable to the Board.


'I would also like to pay tribute to Eileen Mackay for her loyal service to both
the Board and RBS over the last nine years. During her time as a Board member we
have all benefited from her wise counsel, sharp mind and considerable
experience. I would like, on behalf of the Board, to extend our thanks to Eileen
and wish her well for the future.'


Commenting on the announcement of Sir George Mathewson's retiral as Group
Chairman, Sir Fred Goodwin, Group Chief Executive said: 'Under George's
leadership, initially as Group Chief Executive and more recently as Chairman,
RBS has enjoyed an unparalleled period of growth and success both at home and
internationally. His decision to stand down at the next AGM marks the end of an
era but leaves a remarkable legacy and I would like to thank him, both
personally and on behalf of his colleagues for 18 years of outstanding
contribution. While we will miss George as a colleague many of us will retain
him as a good friend, knowing that we will always be able to call on his
support.'


21 December 2005


Contact Details:-


Howard Moody

Group Director, Communications

0131 523 2056


Richard O'Connor

Head of Investor Relations

0207 672 1758




Note to Editors


Sir George Mathewson


Sir George Mathewson (65) was educated at St Andrews University (BSc, PhD) and
has a wide background in finance, technology and management. He joined The Royal
Bank of Scotland Group in 1987 as Director of Strategic Planning and Development
and in 1990 was appointed Deputy Group Chief Executive. In January 1992 he was
appointed Group Chief Executive and, following the acquisition of NatWest, Sir
George was appointed Executive Deputy Chairman in March 2000. In April 2001 Sir
George was appointed Chairman of the Group.

He is a Director of the Scottish Investment Trust plc. In November 2001 Sir
George was appointed to the Board of Directors of the Institute of International
Finance, Inc. and in June 2005 he became President of the International Monetary
Conference. Sir George joined the Advisory Committee of Bridgepoint Capital
Limited in January 2004 and in November 2004 he was appointed a member of the
Financial Reporting Council. From 1981-87 Sir George was Chief Executive of the
Scottish Development Agency being widely recognised for his achievements in
economic development. From 1972-81 he was with ICFC (now 3i), the leading UK
development capital organisation. Prior to 1972, and after a period in academic
life, he spent 5 years in the United States as a professional engineer with Bell
Aerospace during which time he graduated MBA.


Sir George became Group Chief Executive in September 1992. In that year the
Group's reported income was £1,375 million with 24,000 being employed. In 2004
income had increased to £22,754 million and employment had grown to 137,000 with
almost 40,000 being employed internationally.


Sir Tom McKillop


Sir Tom McKillop (62) is currently the Chief Executive of AstraZeneca. Prior to
the merger, Sir Tom held the position of Chief Executive Officer Designate of
the Zeneca Group since 1998, having previously served as Executive Director of
the Zeneca Group and Chief Executive Officer of Zeneca Pharmaceuticals.

Sir Tom joined ICI's Corporate Research Laboratory in 1969, following
post-doctorate research work after obtaining a PhD and BSc Hons in Chemistry. He
later moved to ICI Pharmaceuticals Division where he held a number of positions
over the next 14 years, including Technical Director with international
responsibility for research, development and production.


Sir Tom's external activities include his Non-Executive Director appointment
with Lloyds TSB Group PLC from 1999 to 2004. He is also Pro-Chancellor of
Leicester University. Sir Tom is married with three children and his leisure
interests include sport, reading, carpentry and music.


Guy Whittaker


Guy Whittaker (49) is currently the Treasurer of Citigroup, responsible for
managing the balance sheet of the company, including its capital resources,
funding strategy, capital markets issuance, aggregate interest rate risk and
liquidity. He is a member of the Finance and Capital, Global Asset and
Liability, and Citigroup Management Committees.


Prior to his appointment in July 2000, Guy spent four years as Global Head of
Foreign Exchange Sales and Trading for Citigroup. He joined the company in 1980
as a foreign exchange trader in the London Treasury. During his career has held
a number of management positions within the financial markets business including
UK Treasurer, Regional Treasurer for Europe, and Head of European Foreign
Exchange. Guy graduated from Cambridge University with honours in 1977 and was
awarded an MBA in 1980 from the University of West Georgia. He was elected a
Lady Beaufort Fellow of Christ's College Cambridge in 2004.


Eileen Mackay


Eileen Mackay (62) was appointed to the Group Board in May 1996. Eileen is a
former civil servant who held posts in Scotland, HM Treasury and the Cabinet
Office and was principal finance officer at the Scottish Office. She is a
director of Edinburgh Investment Trust, Scottish Financial Enterprise and The
British Library.




Current list of Group Board Directors as at 20 December 2005

Sir George Mathewson - Chairman

Sir Tom McKillop - Deputy Chairman

Sir Fred Goodwin - Group Chief Executive

Mr Colin Buchan - Non-executive Director

Dr Jim Currie - Non-executive Director

Mr Larry Fish - Chairman, President and Chief Executive Officer Citizens
Financial Group, Inc.

Mr Archie Hunter - Non-executive Director

Mr Charles 'Bud' Koch - Non-executive Director

Mr Joe MacHale - Non-executive Director

Miss Eileen Mackay - Non-executive Director

Mr Gordon Pell - Executive Chairman, Retail Markets

Sir Steve Robson - Non-executive Director

Mr Bob Scott - Non-executive Director

Mr Peter Sutherland - Non-executive Director

Mr Fred Watt - Group Finance Director

Future Appointments

Ms Janis Kong - Non-executive Director with effect from 1st January 2006







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