Citizens Financial Group completes acquisition of GreatBanc, Inc.

Charter One becomes fourth-largest commercial bank in the Chicago region

PROVIDENCE, R.I.    (February 1, 2007) - Citizens Financial Group, Inc., parent company of Charter One Bank, announced today it has completed the purchase of GreatBanc, Inc. The $167 million cash transaction positions Citizens as the fourth-largest commercial bank in the Chicago region. Charter One Bank is a subsidiary of Citizens Financial Group, Inc., the eighth-largest commercial banking company in the United States. Citizens is owned by RBS (The Royal Bank of Scotland Group, plc), one of the 10 largest banks in the world.

On October 30, 2006, Citizens announced an agreement to acquire GreatBanc, a $1.2 billion bank holding company with three community-banking subsidiaries including GreatBank, GreatBank Chicago and First National Bank. With this transaction, Charter One has acquired GreatBanc's 10 banking locations and 14 ATMs throughout Cook, McHenry and Will counties. This transaction expands Charter One’s presence in Chicago, Skokie and Evanston and provides entry into the towns of Olympia Fields, Chicago Heights, Frankfort, Cary and Algonquin.

"The acquisition of GreatBanc strengthens our position in the Chicago market and continues our momentum and growth," said Lawrence K. Fish, Chairman and CEO, Citizens Financial Group, Inc. "The Chicago region is a large and important market for us, and the GreatBanc acquisition allows us to expand convenience and service for our customers."

"With this acquisition, Charter One increases its retail and customer base in the Chicago region," said Scott Swanson, President and CEO of Charter One Bank, Illinois. "We welcome our new customers to Charter One’s successful model of outstanding customer service and strong commitment to our local communities and colleagues."

Beginning February 1, 2007, customers of GreatBanc can use nearly 3,200 Citizens Bank and Charter One Bank ATMs in 13 states to make cash withdrawals without incurring ATM fees. GreatBanc customers may also continue to bank as usual by phone, ATM, online or at a branch.

About Citizens Financial Group, Inc.

Citizens Financial Group, Inc. is a $164 billion commercial bank holding company. It is headquartered in Providence, R.I., and has more than 1,600 branches, approximately 3,200 ATMs and 26,000 employees. It operates its 13-state branch network as Citizens Bank in Connecticut, Delaware, Massachusetts, New Hampshire, New Jersey, New York, Pennsylvania, Rhode Island and Vermont, and as Charter One Bank in Illinois, Indiana, Michigan and Ohio and has non-branch retail and commercial offices in about 40 states. Citizens is the eighth-largest commercial banking company in the United States ranked by deposits and ninth ranked by assets as of March 31, 2006. Citizens is owned by RBS (The Royal Bank of Scotland Group plc).