Free Writing Prospectus dated March 9, 2010
(to Prospectus, dated September 30, 2009 and
Prospectus Supplement, dated March 9, 2010)
Filed Pursuant to Rule 433
Registration Statement No. 333-162219-01
   
 
TERMS AND CONDITIONS
USD 4.875% Senior Notes due March 16, 2015

Issuer
The Royal Bank of Scotland plc
Guarantor
The Royal Bank of Scotland Group plc
Issuer Ratings
Aa3 / A+ / AA- (Moody’s / S&P / Fitch)
Ranking
Senior
Principal Amount
USD 2,000,000,000
Price to the Public
99.768%
Redemption Price
100.0000% of principal amount of the relevant Note
Specified Currency
USD
Trade Date
March 9, 2010
Settlement Date
March 16, 2010, in accordance with DTC’s procedures (T+5)
Maturity
March 16, 2015
Call Option
No
Benchmark
T 2.375% due February 28, 2015
Benchmark Yield
2.328%
Re-Offer Yield
4.928% (semi-annual)
Re-Offer Spread to UST
T+260 bps
Coupon
4.875% (semi-annual)
Day Count
30/360
Convention
Following, unadjusted
Business Days
New York & London
Bookrunner
RBS Securities Inc.
Co-Managers
BNY Mellon Capital Markets, LLC
Citigroup Global Markets Inc.
J.P. Morgan Securities Inc.
KeyBanc Capital Markets Inc.
 

 
 
nabSecurities, LLC
SunTrust Robinson Humphrey, Inc.
U.S. Bancorp Investments, Inc.
Wells Fargo Securities, LLC
Underwriting Discount
0.350%
Interest Payment Period
Semi-Annual
Interest Payment Date(s)
On the 16th day of each September and March, commencing September 16, 2010, up to and including March 16, 2015
Interest Payment Record Date(s)
On the 2nd day of each September and March commencing September 2nd, 2010
Format
SEC-Registered
Denominations
USD $ 100,000 and integral multiples of USD $ 1,000 in excess thereof
Listing
An application will be made to list the notes on the New York Stock Exchange
Clearing and Settlement
DTC and Euroclear/Clearstream
CUSIP / ISIN
78010XAC5 / US78010XAC56

The security ratings above are not a recommendation to buy, sell or hold the securities offered hereby. The ratings may be subject to revision or withdrawal at any time by Moody’s, S&P or Fitch.

The issuer has filed a registration statement (including a base prospectus) with the SEC for the offering to which this free writing prospectus relates.  Before you invest in this offering, you should read the base prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, RBS Securities Inc. will arrange to send you the base prospectus at no charge if you request it by calling 1-866-884-2071.
 
 
 
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