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