Director Shareholding

Lloyds TSB Group PLC
24 October 2001


                       DEALINGS BY DIRECTORS


1)  NAME OF COMPANY

LLOYDS TSB GROUP PLC

2)  NAME OF DIRECTOR

MICHAEL EDWARD FAIREY

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)

N/A

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

SEE APPENDIX

10)  (MINIMAL %)
    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

23.10.01

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, SECRETARY
020 7356 1043

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

    Date of Notification   24TH OCTOBER 2001




APPENDIX

LLOYDS TSB GROUP plc
MR. M.E. FAIREY


                                  SCHEDULE 11
          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

  
SECTIONS 4 AND 15

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

Mr. Fairey:                                                  67,257
Lloyds TSB Share Schemes Trustees Limited (LTSBSSTL):         3,367
Lloyds TSB Registrars (ISA) Nominees Limited (LTSBR(I)NL):    
- Mr. Fairey (Single company maxi ISA):                       2,917


SECTIONS 6, 7, 9, 12 AND 13

On the 23rd October, 2001, Mr Fairey exercised senior executives' share options 
on 138,556 shares at 242.5p per share and 32,000 shares at 321p per share.

On the same day, in respect of the 138,556 shares, he was allotted 13,511 
shares, as compensation for the special dividend of 68.3p per share which was 
paid to former TSB Group plc shareholders in 1996, following the merger with 
Lloyds Bank Plc, but which was not paid to optionholders.

Mr. Fairey sold 184,067 shares on 23rd October, 2001 at 714p per share.