Director Shareholding

Lloyds TSB Group PLC
24 October 2000


                                 DEALINGS BY DIRECTORS


1)  NAME OF COMPANY

    LLOYDS TSB GROUP PLC

2)  NAME OF DIRECTOR

    SIR BRIAN PITMAN

3)  Please state whether notification indicates that it is in respect of
    holding of the shareholder named in 2 above or in respect of a
    non-beneficial interest or in the case of an individual holder
    if it is a holding of that person's spouse or children under the
    age of 18 or in respect of an non-beneficial interest

    SEE APPENDIX 

4)  Name of the registered holder(s) and, if more than one holder, the
    number of shares held by each of them. (If notified)

    SEE APPENDIX

5)  Please state whether notification relates to a person(s) connected
    with the Director named in 2 above and identify the connected person(s)

    SEE APPENDIX

6)  Please state the nature of the transaction. For PEP transactions
    please indicate whether general/single co PEP and if discretionary/non
    discretionary

    SEE APPENDIX

7)  Number of shares/amount of
    stock acquired

    SEE APPENDIX

8)   ( %)
    of issued Class

    MINIMAL

9)  Number of shares/amount
    of stock disposed

    N/A

10)  ( N/A %)
    of issued Class


11) Class of security

    ORDINARY SHARES OF 25P EACH

12) Price per share

    SEE APPENDIX

13) Date of transaction

    SEE APPENDIX

14) Date company informed

    SEE APPENDIX

15) Total holding following this notification

    SEE APPENDIX

16) Total percentage holding of issued class following this notification

    MINIMAL

     IF A DIRECTOR HAS BEEN GRANTED OPTIONS BY THE COMPANY PLEASE
                    COMPLETE THE FOLLOWING BOXES

17) Date of grant

    -

18) Period during which or date on which exercisable

    -

19) Total amount paid (if any) for grant of the option

    -

20) Description of shares or debentures involved: class, number.

    -

21) Exercise price (if fixed at time of grant) or indication that price
    is to be fixed at time of exercise

    -

22) Total number of shares or debentures over which options held
    following this notification

    4,374

23) Any additional information

    -

24) Name of contact and telephone number for queries

    A.J. MICHIE, SECRETARY
    020 7356 1043

25) Name and signature of authorised company official responsible for
    making this notification

   Date of Notification    24TH OCTOBER, 2000                             


APPENDIX

LLOYDS TSB GROUP PLC
SIR BRIAN PITMAN

SECTION 4

Names of the registered holders and the number of shares held by each of them
before this notification:

Sir Brian Pitman:                                           2,385,334
Lady Pitman:                                                  166,310
Lloyds TSB Share Schemes Trustees Limited (LTSBSSTL):           3,005
Lloyds Bank (PEP Nominees) Limited (LB(PN)L):
- Sir Brian Pitman (Single company):                            9,662
- Lady Pitman (Single company):                                 9,907
- Lady Pitman (General):                                        2,180
Lloyds TSB Registrars (ISA) Nominees Limited (LTSBR(I)NL):
- Sir Brian Pitman (Single company maxi ISA):                   1,957

SECTIONS 3,5,6,7,12,13 AND 14

32 shares were purchased by Lloyds TSB Registrars (ISA) Nominees Limited on 11th
October, 2000 at 608p per share for Sir Brian Pitman's single company ISA.

137 shares were purchased by LB(PN)L on 12th October, 2000 at 631p per share for
each of Sir Brian and Lady Pitman's single company PEPs.

LTSBR(I)NL and LB(PN)L notify investors by post of details relating to changes
affecting ISAs and personal equity plans. The director was, therefore, not aware
of the changes relating to the holdings until some time after the transactions.
The director notified the company today as soon as he received the information
from LTSBR(I)NL and LB(PN)L.

SECTION 15

Total holding following this notification:

Sir Brian Pitman:                                           2,385,334
Lady Pitman:                                                  166,310
LTSBSSTL:                                                       3,005
LB(PN)L):
- Sir Brian Pitman (Single company):                            9,799
- Lady Pitman (Single company):                                10,044
- Lady Pitman (General):                                        2,180
LTSBR(I)NL):
- Sir Brian Pitman (Single company maxi ISA):                   1,989