The Royal Bank of Scotland plc

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Supplementary Prospectus Dated 19 January 2006 The Royal Bank of Scotland plc (Incorporated in Scotland with limited liability under the Companies Acts 1948 to 1980, registered number 90312) Issue of

1 Supplementary Prospectus Dated 19 January 2006 The Royal Bank of Scotland plc (Incorporated in Scotland with limited liability under the Companies Acts 1948 to 1980, registered number 90312) Issue of EUR 10,000,000 Index-Linked Interest Notes due October 2017 (the Notes ) to be consolidated and form a single series with the Series 2380 Tranche 1 EUR55,000,000 Index-Linked Interest Notes issued on 24 August 2005 linked to the International Life Settlements Index issued under the 35,000,000,000 Euro Medium Term Note Programme (the Programme ) Issue Price per cent Application has been made to the Financial Services Authority in its capacity as competent authority under the Financial Services and Markets Act 2000 (the UK Listing Authority ) (the FSMA ) for the Notes to be admitted to the official list of the UK Listing Authority (the Official List ) and to the London Stock Exchange plc (the London Stock Exchange ) for such Notes to be admitted to trading on the London Stock Exchange s Gilt Edged and Fixed Interest Market (the Market ). References in this Supplementary Prospectus to Notes being listed (and all related references) shall mean that such Notes have been admitted to trading on the Market and have been admitted to the Official List. The Market is a regulated market for the purposes of the Investment Services Directive 93/22/EC. Interest on the Notes is payable as determined from time to time as outlined in the Appendix A to this Supplementary Prospectus. The Notes mature on 23 October Prospective investors should consider carefully the risks set forth under Risk Factors in the November Supplementary Prospectus, as well as the additional risks set forth under Risk Factors in the Prospectus (both as defined below), prior to making investment decisions with respect to the Notes. The following ratings reflect the ratings allocated to Notes of the type being issued under the Programme generally: Standard & Poor's: Moody's Investors Service Limited: Fitch Ratings Limited: AA Aa1 AA+ DEALER Commerzbank Aktiengesellschaft

2 This Supplementary Prospectus (the Supplementary Prospectus ) to the Prospectus (the Prospectus ) dated 12 August 2005, which comprises a base prospectus for the purposes of Article 5.4 of Directive 2003/71/EC (the Prospectus Directive ), to the supplementary prospectus dated 30 September 2005, the supplementary prospectus dated 30 November 2005 and to the supplementary prospectus dated 6 January 2006, all of which constitute a supplementary prospectus for the purposes of the Prospectus Directive (together the Supplementary Prospectuses ), constitutes a supplementary prospectus for the purposes of Section 87G of the FSMA and is prepared in connection with the Programme established by The Royal Bank of Scotland Group plc and the Issuer. This Supplementary Prospectus provides information about the issue of the notes which, when read together with the information in the Prospectus and the Supplementary Prospectuses relating to the Notes, is necessary to enable investors to make an informed assessment of the rights attaching to the Notes. Terms defined in the Prospectus and the Supplementary Prospectuses have the same meaning when used in this Supplementary Prospectus. The Royal Bank of Scotland plc (the Issuer ) accepts responsibility for the information contained in this Supplementary Prospectus. To the best of the knowledge of the Issuer (having taken all reasonable care to ensure that such is the case) the information contained in this Supplementary Prospectus is in accordance with the facts and does not omit anything likely to affect the import of such information. 2

3 Table of Contents Terms and Conditions of the Notes 4 Other Information 8 3

4 Terms and Conditions of the Notes The terms and conditions of the Notes consist of the terms and conditions set out in the Base Prospectus (the Base Conditions ) as amended or supplemented below. References in the Base Conditions and in this Supplementary Prospectus to Final Terms shall be deemed to refer to the terms set out below. 1. Issuer: The Royal Bank of Scotland plc 2. (i) Series Number: 2380 (ii) Tranche Number: 2 3. Specified Currency or Currencies: Euro ("EUR") 4. Aggregate Nominal Amount of Notes admitted to trading: (i) Series: EUR 65,000,000 (ii) Tranche: EUR 10,000,000 This issue of Notes is fungible with the Issuer s existing EUR 55,000,000 Index-Linked Interest Notes linked to the International Life Settlements Index issued on 24 August 2005 forty (40) days after the Issue Date being on or after 31 January Upon exchange of the Temporary Global Note representing the Notes of Series 2380 Tranche 2 into a Permanent Global Note, the Notes will form a single series with the Notes of Series 2380 Tranche 1, and as a result, the original Common Code , ISIN Code XS will be used for all tranches and for all purposes the Notes of Series 2380 Tranche 2 shall be assimilated by the Notes of Series 2380 Tranche Issue Price: per cent. of the Aggregate Nominal Amount 6. Specified Denominations: EUR 50, (i) Issue Date: 22 December 2005 (ii) Interest Commencement Date: 24 August Maturity Date: 23 October Interest Basis: Index-Linked Interest (further particulars specified below) 10. Redemption/Payment Basis: Index-Linked Redemption 4

5 11. Change of Interest or Redemption/Payment Basis: 12. Put/Call Options: 13. Status of the Notes: Ordinary Notes 14. Method of distribution: Non-syndicated PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE 15. Fixed Rate Note Provisions 16. Floating Rate Note Provisions 17. Zero Coupon Note Provisions 18. Index-Linked Interest Note/other variable-linked interest Note Provisions Applicable (i) Index/Formula/other variable: (ii) (iii) Calculation Agent responsible for calculating the interest due: Provisions for determining Coupon where calculated by reference to Index and/or Formula and/or other variable: Commerzbank Aktiengesellschaft (iv) Determination Date(s): (v) (vi) Provisions for determining Coupon where calculation by reference to Index and/or Formula and/or other variable is impossible or impracticable or otherwise disrupted: Interest Period(s)/Specified Interest: Payment Dates: 23 October in each year from and including 23 October 2006 until and including the Maturity Date, subject to adjustment for payment only in accordance with the Business Day Convention specified below (vii) Business Day Convention: Following Business Day Convention (viii) Business Centre(s): London and TARGET (ix) (x) Minimum Rate/Amount of Interest: Maximum Rate/Amount of 0.0 per cent. per annum 5

6 Interest: 5.5 per cent. per annum (xi) Day Count Fraction: 30/ Dual Currency Interest Note Provisions PROVISIONS RELATING TO REDEMPTION 20. Issuer Call: 21. Investor Put 22. Final Redemption Amount of each Note In cases where the Final Redemption Amount is Index-Linked or other variable-linked: (i) Index/Formula/variable: (ii) (iii) Calculation Agent responsible for calculating the Final Redemption Amount: Provisions for determining Final Redemption Amount where calculated by reference to Index and/or Formula and/or other variable: Commerzbank Aktiengesellschaft (iv) Determination Date(s): (v) Provisions for determining Final Redemption Amount where calculation by reference to Index and/or Formula and/or other variable is impossible or impracticable or otherwise disrupted: (vi) Payment Date: Maturity Date (vii) (viii) Minimum Final Redemption Amount: Maximum Final Redemption Amount: Par 23. Early Redemption Amount Early Redemption Amount(s) of each Note payable on redemption for taxation reasons or on event of default or other 6

7 early redemption and/or the method of calculating the same (if required or if different from that set out in the Conditions): As per Condition 5(e) GENERAL PROVISIONS APPLICABLE TO THE NOTES 24. Form of Notes: Bearer Notes: Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Notes only upon the occurrence of an Exchange Event 25. Financial Centre(s) or other special provisions relating to Payment Dates: 26. Talons for future Coupons or Receipts to be attached to Definitive Notes (and dates on which such Talons mature): 27. Details relating to Partly Paid Notes: amount of each payment comprising the Issue Price and date on which each payment is to be made and consequences (if any) of failure to pay, including any right of the Issuer to forfeit the Notes and interest due on late payment: 28. Details relating to Instalment Notes: amount of each instalment, date on which each payment is to be made: 29. Redenomination, renominalisation and reconventioning provisions: London and TARGET No 30. Consolidation provisions: 31. Other final terms or special conditions: DISTRIBUTION 32. (i) If syndicated, names of Managers: (ii) Stabilising Manager(s) (if any): 33. If non-syndicated, name of Dealer: Commerzbank Aktiengesellschaft 34. Additional selling restrictions: 35. Whether TEFRA D/TEFRA C rules applicable or TEFRA rules not applicable TEFRA D 7

8 OTHER INFORMATION 1. LISTING (i) Listing: London and Luxembourg (ii) Admission to trading: Application will be made for the Notes to be admitted to trading on the London Stock Exchange's Gilt Edged and Fixed Interest Market (iii) Estimate of total expenses related to admission to trading: EUR 5, RATINGS Ratings: The following ratings reflect the ratings allocated to Notes of the type being issued under the Programme generally: S&P: AA Moody's: Aa1 Fitch: AA+ 3. NOTIFICATION The UK Listing Authority will be requested to provide the Luxembourg Commission de Surveillance du Secteur Financier ("CSSF") with a certificate of approval attesting that the Prospectus has been drawn up in accordance with the Prospectus Directive. 4. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE Save as discussed in "Subscription and Sale", so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer. 5. REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES (i) Reasons for the offer The net proceeds of the issue of Notes will be applied by the Issuer to fund its general banking and insurance business. (ii) Estimated net proceeds: EUR 10,000,000 (iii) Estimated total expenses: EUR 10, FIXED RATE NOTES ONLY YIELD Indication of yield: 7. PERFORMANCE OF INDEX/FORMULA/OTHER VARIABLE AND OTHER INFORMATION CONCERNING THE UNDERLYING 8

9 8. PERFORMANCE OF RATE[S] OF EXCHANGE 9. OPERATIONAL INFORMATION (i) ISIN Code: Initially XS until such time as the Temporary Global Note is exchanged for the Permanent Global Note and, thereafter, XS which is the same ISIN Code for Series 2380 Tranche 1. (ii) Common Code: Initially until such time as the Temporary Global Note is exchanged for the Permanent Global Note and, thereafter, which is the same Common Code for Series 2380 Tranche 1. (iii) Any clearing system(s) other than Euroclear Bank S.A./N.V. and Clearstream Banking, société anonyme and the relevant identification number(s): (iv) Delivery: Delivery against payment (v) Names and addresses of additional Paying Agent(s) (if any): 9

10 THE ISSUER Registered Office Principal Office The Royal Bank of Scotland plc 36 St Andrew Square Gogarburn Edinburgh PO Box 1000 EH2 2YB Edinburgh Tel: +44 (0) Tel: +44 (0) INDEPENDENT PUBLIC ACCOUNTANTS To the Issuer Deloitte & Touche LLP Chartered Accountants Saltire Court 20 Castle Terrace Edinburgh EH1 2DB THE TRUSTEE The Law Debenture Trust Corporation p.l.c. Fifth Floor 100 Wood Street London EC2V 7EX PAYING AGENT J.P. Morgan Bank Luxembourg S.A. 6, route de Trèves L-2633 Senningerberg Luxembourg Calculation Agent Commerzbank Aktiengesellschaft Kaiserplatz D Frankfurt am Main Federal Republic of Germany

FINAL TERMS PART A. Contractual Terms

FINAL TERMS PART A. Contractual Terms FINAL TERMS PART A Contractual Terms Final Terms dated 13 March 2006 OKO Osuuspankkien Keskuspankki Oyj ("OKO Bank") Issue of EUR 50,000,000 Floating Rate Instruments due 17 March 2008 (the Instruments