Exhibit 99.3
SCHEDULE 5
BLOCK LISTING SIX MONTHLY RETURN
| To: | Listing Applications |
| UK Listing Authority | |
| Financial Services Authority | |
| 25, The North Colonnade | |
| Canary Wharf | |
| London, E14 5HS |
Please ensure the entries on this return are typed
| 1. | Name of company: ROYAL & SUN ALLIANCE INSURANCE GROUP PLC |
| 2. | Name of scheme: ROYAL & SUN ALLIANCE INSURANCE GROUP PLC EMPLOYEES’ STOCK PURCHASE PLAN FOR U.S. EMPLOYEES |
| 3. | Period of return: From 1 SEPTEMBER 2005 to 28 FEBRUARY 2006 |
| 4. | Number and class of share(s) (amount of stock/debt security) not issued under scheme: | 938,423 ORDINARY SHARES OF 27.5p EACH |
| 5. | Number of shares issued/allotted under scheme during period: | NIL |
| 6. | Balance under scheme not yet issued/allotted at end of period: | 938,423 ORDINARY SHARES OF 27.5p EACH |
| 7. | Number and class of share(s) (amount of stock/debt securities) originally listed and the date of admission: | TOTAL OF 1,304,668 ORDINARY SHARES OF 27.5p EACH, LISTED AS FOLLOWS: 244,880 ON 5 MARCH 2002, 715,563 ON 7 MARCH 2002 AND 344,225 ON 8 MARCH 2002 |
| Please confirm total number of shares in issue at the end of the period in order for us to update our records: 2,935,554,790 ORDINARY SHARES OF 27.5p EACH |
| Contact for queries: | Address: 9th FLOOR, ONE PLANTATION PLACE, 30 FENCHURCH STREET, LONDON EC3M 3BD |
| Name: John Sadler | Telephone: 020 7111 7071 |
| Person making return | Name: JOHN SADLER |
| Position: ASSISTANT COMPANY SECRETARY |