Issue of Equity

Royal Bank of Scotland Group PLC
19 May 2005


THE ROYAL BANK OF SCOTLAND GROUP

COMPLETES US$ 1 BILLION PREFERENCE SHARE ISSUE

19th May 2005

The Royal Bank of Scotland Group plc ('the Group') has completed the issue of
40,000,000 Category II Non-cumulative Dollar Preference Shares designated Series
N ('the Series N Dollar Preference Shares'). The proceeds of the issue of the
Series N Dollar Preference Shares, after deducting underwriting commission,
amount to approximately US$969,000,000. Application has been made for the Series
N Dollar Preference Shares to be listed on the New York Stock Exchange.

This announcement shall not constitute an offer to sell or the solicitation of
an offer to buy, nor shall there be any sale of the Series N Dollar Preference
Shares in any State of the US in which such offer, solicitation or sale would be
unlawful prior to the registration or qualification under the Securities Laws of
any such State. Further, no Series N Dollar Preference Shares will be offered to
the public in the UK.


For further information, please contact:

The Royal Bank of Scotland Group plc

Fred Watt                         Ron Huggett
Group Finance Director            Capital Raising Director
42 St Andrew Square               280 Bishopsgate
Edinburgh                         London
EH2 2YE                           EC2M 4RB
Tel: [phone]                Tel: [phone]

Merrill Lynch International

Siddharth Prasad
Managing Director
Merrill Lynch International
2 King Edward Street
London
EC1A 1HQ
Tel: [phone]


Stabilisation FSA


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