Stabilisation Notice

Royal Bank of Scotland Group PLC
09 September 2004


Stabilisation Notice



Global Offer of 69,000,000 ordinary shares in the Royal Bank of Scotland Group
Plc to certain purchasers procured by Merrill Lynch International of par value
25 pence each at the price of GBP 15.50 per share ('Sale Shares') (with an
over-allotment option of up to additional 10,000,000 Shares)(together with the
Sale Shares, the 'Ordinary Shares')



In relation to the above offering announced today, Merrill Lynch International
('MLI') notifies you that it is the stabilising manager and may conduct
stabilising activities in relation to the Ordinary Shares, ISIN: GB0007547838
(the 'Ordinary Shares') and in connection with the above transaction.  MLI
confirms the following:


1. The securities to be stabilised are the Ordinary Shares (ISIN:
GB0007547838) referred to above; no other associated securities are subject to
stabilisation;

2. The stabilising manager is Merrill Lynch International (contact: John
Millar - Telephone: [phone]);

3. The stabilisation period is expected to commence at 11:00 a.m. on 9
September 2004 and ends on 9 October 2004 inclusive (30 days after the Pricing
Date);

4. The issue price of the Ordinary Shares has been calculated and
announced on 9 September 2004.


Stabilisation/FSA

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