Issue of Non-Cum Trust Prefs

Royal Bank of Scotland Group PLC
29 May 2002


The Royal Bank of Scotland Group plc

29 May 2002


THE ROYAL BANK OF SCOTLAND GROUP AND RBS CAPITAL TRUST A WILL ISSUE EUR1.25
BILLION NON-CUMULATIVE TRUST PREFERRED SECURITIES

The Royal Bank of Scotland Group plc ('the Group') will issue EUR1,250,000,000
of Non-Cumulative Trust Preferred Securities ('the Securities') through RBS
Capital Trust A.

The Securities will be in denominations of EUR1,000 and will pay a coupon of
6.467%.

Application has been made to list the Securities on the Luxembourg Stock
Exchange.

The Securities have not nor will be registered under the United States
Securities Act of 1933, as amended (the 'Securities Act'), or under any state
securities laws and may not be offered or sold in the United States, or to or
for the account or benefit of US persons (as defined under Regulation S under
the Securities Act) unless registered under the Securities Act or an exemption
from the registration requirements of the Securities Act is available. The
Securities are being offered and sold only to certain persons in transactions
outside the United States in compliance with Regulation S under the Securities
Act.

BNP PARIBAS, Goldman Sachs International and The Royal Bank of Scotland advised
the Group in connection with the issue.

Fred Watt, Group Finance Director of The Royal Bank of Scotland Group commented:

'We are delighted with the response of European Investors to this issue and
pleased to be able to increase the size of the issue to accommodate excess
demand. Europe is an important market to our organisation and the success of
this issue is a resounding endorsement of our strategy.'

Michael Blanning, BNP PARIBAS, Shazia Azim, Managing Director, Goldman Sachs
International and Gordon Taylor, Associate Director, The Royal Bank of Scotland
added:

'We were delighted to lead manage this deal which is the largest single euro
Tier I issue ever. The exceptionally strong order book of high quality accounts
was significantly oversubscribed and this persuaded the issuer to increase the
launch size. This transaction demonstrates investor's continued demand for The
Royal Bank of Scotland credit.'

For further information, please contact:

The Royal Bank of Scotland Group plc;

Fred Watt

Group Finance Director

42 St Andrew Square

Edinburgh

EH2 2YE

Tel: [phone]

Ron Huggett

Capital Raising Director

Drapers Gardens

12 Throgmorton Avenue

London

EC2N 2DL

Tel: [phone]



For BNP PARIBAS;

Michael Blanning

10 Harewood Avenue

London

NW1 6AA

Tel: [phone]

For Goldman Sachs International;

Shazia Azim

Executive Director

Peterborough Court

133 Fleet Street

London

EC4A 2BB

Tel: [phone]

For The Royal Bank of Scotland;

Gordon Taylor

Associate Director

135 Bishopsgate

London

EC2M 3UR

Tel: [phone]



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