Director Shareholding

Lloyds TSB Group PLC
11 May 2001

                       DEALINGS BY DIRECTORS


1)  NAME OF COMPANY

    LLOYDS TSB GROUP PLC

2)  NAME OF DIRECTOR

    PROFESSOR EWAN BROWN

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

    HOLDING OF DIRECTOR

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)   (MINIMAL %)
    of issued Class



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



23) Any additional information



24) Name of contact and telephone number for queries

    A. J. MICHIE
    020 7356 1043

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


    Date of Notification  11TH MAY, 2001                               

APPENDIX

LLOYDS TSB GROUP PLC
PROFESSOR EWAN BROWN

                          SCHEDULE 11
          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

SECTION 4

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

Lloyds Bank (PEP Nominees) Limited (LB(PN)L):
- Professor Brown (Single company)                        376
- Mrs Brown (Single company)                              376
- Professor Brown (Corporate)                             761
- Mrs Brown (Corporate)                                   765
Lloyds TSB Registrars (ISA) Nominees Limited (LTSBR(I)NL):
- Professor Brown (Single company maxi ISA)               996

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

30 shares were purchased by Lloyds TSB Registrars (ISA) Nominees Limited on 2nd
May, 2001 at 751p per share for Professor Brown's single company ISA.

LTSBR(I)NL notify investors by post of details relating to changes affecting
ISAs.  The director was, therefore, not aware of the change relating to the
holding until some time after the transaction.  The director notified the
company today as soon as he received the information from LTSBR(I)NL.

SECTION 15

Total holding following this notification:

LB(PN)L:                                          
- Professor Brown (Single company)                376
- Mrs. Brown (Singe company)                      376
- Professor Brown (Corporate)                     761
- Mrs. Brown (Corporate)                          765
LTSBR(I)NL:
- Professor Brown (Single company maxi ISA)     1,026