Royal Bank of Scotland Group plc : Royal Bank of Scotland PLC - Notice to Noteholders

24 January 2012

NOTICE TO NOTEHOLDERS

The Royal Bank of Scotland plc (the "Issuer")

This notice relates to the following Notes (the "Affected Notes") issued by the Issuer under its Structured Note Programme dated 14 May 2007, as supplemented from time to time (the "Programme"). In accordance with the terms and conditions of the Affected Notes, the Maturity Date for the Affected Notes has been extended by one year taking effect from (and including) the current Extension Date to the revised Extension Date, as set out in the table below:

Notes	ISIN	Current Extension Date	Revised Extension Date
GBP 10,000,000 Opus Fund Limited Linked Notes due 2011 (SMTN 5443)	XS0343729421	10 February 2012	10 February 2013
GBP 15,600,000 Opus Macro Fund Limited Linked Notes due 2011 (SMTN 5444)	XS0343758958	10 February 2012	10 February 2013
GBP 31,109,509 Opus Fund Limited Linked Notes due 2011 (SMTN 5810)	XS0356612555	31 May 2012	31 May 2013

Capitalised terms not defined in this notice shall have the same meaning as in the terms and conditions of the Affected Notes as set forth in the Programme documentation and the relevant Final Terms (as amended and restated from time to time) (the "Final Terms").

For further information, please contact:

Victoria Fox

[phone]

[e-mail]

DISCLAIMER - INTENDED ADDRESSEES

Please note that the information contained in the Programme and the Final Terms may be addressed to and/or targeted at persons who are residents of particular countries (specified in the Programme and/or the Final Terms) only and is not intended for use and should not be relied upon by any person outside these countries and/or to whom the offer contained in the Programme and/or the Final Terms is not addressed. Prior to relying on the information contained in the Programme and/or the Final Terms, you must ascertain from the Programme and/or the Final Terms whether or not you are part of the intended addressees of the information contained therein.

Your right to access this service is conditional upon complying with the above requirement.