Preference Share Pricing

Royal Bank of Scotland Group PLC
13 May 2005

THE ROYAL BANK OF SCOTLAND GROUP

AGREES PRICE FOR US$1 BILLION PREFERENCE SHARE ISSUE

13th May 2004

The Royal Bank of Scotland Group plc ('the Group') is pleased to announce the
pricing of 40,000,000 Category II Non-cumulative Dollar Preference Shares to be
designated Series N ('the Series N Dollar Preference Shares'), which will be
issued in the form of American Depositary Receipts ('the Series N ADRs') in the
United States, at a subscription price of US$25.00 per share, with a coupon of
6.35% per annum.

Non-cumulative preferential dividends on the Series N Dollar Preference Shares
will be payable in US dollars quarterly in arrears on 31 March, 30 June, 30
September and 31 December, at a rate of US$1.5875 annually per Series N Dollar
Preference Share. The first coupon is payable 30 June 2005. The Series N Dollar
Preference Shares can be redeemed in whole or in part at any time on or after 30
June 2010 at US$25.00 per share, plus accrued dividends for the then-current
dividend period.

The Group is being advised in connection with the issue by Merrill Lynch & Co.
who are also acting with Citigroup Global Markets, Inc, Morgan Stanley, RBS
Greenwich Capital, UBS Securities LLC, and Wachovia Securities as managers.

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]

Siddharth Prasad

Managing Director

Merrill Lynch International

2 King Edward Street

London

EC1A 1HQ

Tel: [phone]


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