Scrip Dividend

Royal Bank of Scotland Group PLC
03 June 2004

The Royal Bank of Scotland Group plc (the 'Company')

Scrip Dividend

3,586,313 new ordinary shares of 25 pence each will expect to be listed on 4
June 2004 as fully paid up under the Company's Scrip Dividend Scheme.  These new
shares will rank pari passu in all respects with the existing shares of the
Company. Application has been made to the UK Listing Authority and the London
Stock Exchange for the new shares to be admitted to the Official List.

Further copies of this announcement are available at the Company's Offices at 36
St Andrew Square, Edinburgh, EH2 2YB and a copy of the above document has been
submitted to the UK Listing Authority, and will shortly be available for
inspection at the UK Listing Authorities Document Viewing Facility, which is
situated at:

Financial Services Authority
25 The North Colonnade
Canary Wharf
London  E14 5HS

Tel: [phone]


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