Director Shareholding

Lloyds TSB Group PLC
23 October 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

    SEE BELOW

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 BELOW

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 BELOW

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

    SEE BELOW

7)  Number of shares/amount of
    stock acquired

     SEE BELOW

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 BELOW

13) Date of transaction

    SEE BELOW

14) Date company informed

    SEE BELOW

15) Total holding following this notification

    SEE BELOW

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, SECRETARY
      020 7356 1043

25) Name and signature of authorised company official responsible for
    making this notification   A.J. MICHIE, SECRETARY

    Date of Notification    23RD OCTOBER, 2001                             


LLOYDS TSB GROUP plc
PROFESSOR EWAN BROWN

                                 SCHEDULE 11
          NOTICATION 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 (General choice PEP)                             385
- Mrs. Brown (General choice PEP)                                  385
- Professor Brown (Corporate PEP)                                  781
- Mrs. Brown (Corporate PEP)                                       785
Lloyds TSB Registrars (ISA) Nominees Limited (LTSBR(I)NL):
- Professor Brown (Single company maxi ISA)                      1,026

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

11 shares were purchased by LB(PN)L on 12th October, 2001 at 712p per share for 
each of Professor and Mrs. Brown's corporate PEPs.

18 shares were purchased by LTSBR(I)NL on 10th October, 2001 at 680p per share 
for Professor Brown's single company ISA.

LB(PN)L and LTSBR(I)NL notify investors by post of details relating to changes 
affecting personal equity plans and ISAs. 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 the PEP manager and LTSBR(I)NL.

SECTION 15

Total holding following this notification:

LB(PN)L:
 Professor Brown (General choice PEP)                              385
- Mrs. Brown (General choice PEP)                                  385
- Professor Brown (Corporate PEP)                                  792
- Mrs. Brown (Corporate PEP)                                       796
(LTSBR(I)NL):
- Professor Brown (Single company maxi ISA)                      1,044