Director Shareholding

Lloyds TSB Group PLC
31 October 2001



                       DEALINGS BY DIRECTORS


1)  NAME OF COMPANY 

    LLOYDS TSB GROUP PLC

2)  NAME OF DIRECTOR

    MICHAEL KENT ATKINSON 

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 

    N/A 

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 

    SALE OF SHARES
    (SEE APPENDIX) 

7)  Number of shares/amount of
    stock acquired

    N/A 

8)   (N/A %)
    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 

    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 

    492,755 

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     31ST OCTOBER 2001                               



APPENDIX 

LLOYDS TSB GROUP plc  
MR. M. K. ATKINSON
  
                                SCHEDULE 11 
        NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

SECTION 4  

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

Mr. Atkinson:                                               2,465   
Lloyds TSB Share Schemes Trustees Limited (LTSBSSTL):       3,367   
Perry Nominees Limited (PNL):                             117,032   
Lloyds Bank (PEP Nominees) Limited (LB(PN)L): 
- Mr. Atkinson (General choice PEP)                         3,430  
- Mrs. Atkinson (General choice PEP)                        1,441  
- Mrs. Atkinson (General PEP)                               1,238 
Boltro Nominees Limited (BNL):
- Mr. Atkinson (Sharelect ISA):                             3,092 

  
SECTIONS 6, 9, 12, 13 AND 14

Mr. Atkinson sold 3,750 shares on 24th October, 2001 at 737p per share.


SECTION 15

Total holding following this notification:

Mr. Atkinson:                                               2,465
LTSBSSTL:                                                   3,367
PNL:                                                      113,282
LB(PN)L:
- Mr. Atkinson (General choice PEP)                         3,430  
- Mrs. Atkinson (General choice PEP)                        1,441  
- Mrs. Atkinson (General PEP)                               1,238 
BNL:
- Mr. Atkinson (Sharelect ISA):                             3,092 
   


                       DEALINGS BY DIRECTORS


1)  NAME OF COMPANY 

    LLOYDS TSB GROUP PLC

2)  NAME OF DIRECTOR

    ARCHIBALD GERARD KANE 

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 

    482,268 

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     31ST OCTOBER 2001                               



APPENDIX 

LLOYDS TSB GROUP plc  
MR. A.G. KANE
  
                                SCHEDULE 11 
        NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

SECTION 4  

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

Mr. A.G. Kane:                                              75,295
Miss D.M. Muirhead (Mrs. Kane):                                613
Lloyds TSB Share Schemes Trustees Limited (LTSBSSTL):        3,367   
Lloyds TSB Registrars (ISA) Nominees Limited (LTSBR(I)NL):
- Mr. Kane: (Single company maxi ISA):                         830


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

15 shares were purchased by Lloyds TSB Registrars (ISA) Nominees Limited on
10th October 2001 at 680p per share for Mr. Kane'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 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.


SECTION 15

Mr. A.G. Kane:                                              75,295
Miss D.M. Muirhead (Mrs. Kane):                                613
LTSBSSTL:                                                    3,367   
LTSBR(I)NL:
- Mr. Kane: (Single company maxi ISA):                         845