Issue of Preference Shares

ROYAL BANK OF SCOTLAND GROUP PLC
23 July 1999


THE ROYAL BANK OF SCOTLAND GROUP
AGREES PRICE OF US$300 MILLION PREFERENCE SHARE ISSUE

The Royal Bank of Scotland Group plc ('the Group') is pleased to advise that
the dollar preference share issue which it announced on 19 July 1999 has been
fully subscribed.  The issue will comprise 12 million Category
II Non-cumulative dollar preference shares to be designated 'Series I' ('the
Series I Preference Shares') with a nominal value of US$0.01 each, which will
be issued in the United States at a subscription price of US$25.00 per share
in the form of American Depositary Receipts.

Non-cumulative preferential dividends on the Series I Preference Shares will
be payable in US dollars quarterly in arrears on 31 March, 30 June,
30 September and 31 December, at a net rate of US$2.00 annually per Series I
Preference Share.

The Group is being advised in connection with the issue by Salomon Smith
Barney who are also acting with Lehman Brothers, Merrill Lynch & Co, Morgan
Stanley Dean Witter, PaineWebber Incorporated and Prudential Securities
Incorporated, as Managers.

Fred Goodwin, Deputy Group Chief Executive of The Royal Bank of Scotland Group
commented:

'We are pleased with the excellent reception which this issue has received
from the US investor community. The US is an important market for the Group
and we are pleased that there has been such strong investor appetite for this
issue.'

Alan Patterson, Director, Salomon Smith Barney commented:

'We are pleased to have acted as lead manager of another successful and widely
distributed preference share issue from The Royal Bank of Scotland Group.'

For further information, please contact:

The Royal Bank of Scotland Group plc

Fred Goodwin
Deputy Group Chief Executive
42 St. Andrew Square
Edinburgh
EH2 2YE
Tel: [phone]

Ron Huggett
Capital Raising Director
Waterhouse Square
138-142 Holborn
London
EC1N 2TH
Tel: [phone]


Salomon Smith Barney

Alan Patterson
Director
Victoria Plaza
111 Buckingham Palace Road
London
SW1W 0SB
Tel: [phone]