Director Shareholding

Lloyds TSB Group PLC
19 September 2002


                       Secretary's Department

                       71 Lombard Street     Direct line: 020-7356 2108

                       London                Network: 7-400 2108

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The London Stock Exchange

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London EC2N 1HP


                                                            19th September, 2002



Dear Sirs,

Lloyds TSB Group plc ordinary shares of 25p each

Notification of interests of directors

Lloyds TSB Quest Limited, as trustee of the Lloyds TSB qualifying employee share
ownership trust, today transferred 145,699 shares at prices ranging from 178p to
768p per share to individuals who had exercised share options granted under the
group's employees share schemes.

In addition, Hill Samuel Offshore Trust Company Limited, as trustee of the
Lloyds TSB Group employee share ownership trust, today transferred 7,632 shares
to certain of these individuals to compensate them for the special dividend of
68.3p per share which was paid to former TSB Group shareholders in 1996,
following the merger with Lloyds Bank Plc, but which was not paid to
optionholders.

The following directors, together with some 75,000 other employees, are
potential beneficiaries of the trusts and are therefore to be treated as
interested in the remaining 3,385,354 and 1,700,808 shares held by these trusts.

Mr. J.E. Daniels

Mr. P.B. Ellwood

Mr. M.E. Fairey

Mr. P.R. Hampton

Mr. A.G. Kane

Mr. A.E. Moore

Mr. D.P. Pritchard

Mr. M.D. Ross

Mr. M.A. van den Bergh

This notification is made to comply with paragraph 16.13 of the listing rules.

Yours faithfully,


        M.R. Hatcher

        Deputy Secretary



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