Director Shareholding

Lloyds TSB Group PLC
24 May 2004



                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

1. Name of company

LLOYDS TSB GROUP plc

2. Name of director

PETER GEORGE AYLIFFE

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 a non-beneficial
interest

SEE SECTION 6

4. Name of the registered holder(s) and, if more than one holder, the number of
shares held by each of them (if notified)

Mr. P.G. Ayliffe:     51,838

Mr. P.G. Ayliffe & Mrs. J. Ayliffe:     2,825

Mrs. J. Ayliffe:     30,495

Lloyds TSB Share Schemes Trustees Limited (LTSBSSTL):     1,079

Lloyds TSB Registrars Corporate Nominee Limited

AESOP1 account (LTSBRCNL AESOP1):     1,897

Lloyds Bank (PEP Nominees) Limited (LB(PN)L):

- Mr. P.G. Ayliffe (General choice PEP)     3,982

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 SECTION 6

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

Mr. Ayliffe transferred 1,216 shares to Mrs. Ayliffe on 10th May, 2004. This was 
not a notifiable event under the Companies Act as there was no change in the 
director's interest.

On 20th May, 2004, 37 shares were acquired by Lloyds TSB Registrars Corporate 
Nominee Limited AESOP1 account at 422.75p per share for Mr. Ayliffe, under the 
Lloyds TSB Group Shareplan, as follows:

     30 "partnership shares"; and

      7 "matching" shares.

The company's registrar, which handles administrative arrangements relating to 
the Lloyds TSB Group Shareplan, has just notified the company of the relevant 
details.

7. Number of shares/amount of stock acquired

SEE SECTION 6

8. Percentage of issued class

MINIMAL

9. Number of shares/amount of stock disposed

N/A

10. Percentage of issued class

MINIMAL

11. Class of security

ORDINARY SHARES OF 25p EACH

12. Price per share

SEE SECTION 6

13. Date of transaction

SEE SECTION 6

14. Date company informed

SEE SECTION 6

15. Total holding following this notification

Mr. P.G. Ayliffe:     50,622

Mr. P.G. Ayliffe & Mrs. J. Ayliffe:     2,825

Mrs. J. Ayliffe:     31,711

Lloyds TSB Share Schemes Trustees Limited (LTSBSSTL): 1,079

LTSBRCNL AESOP1:      1,934

Lloyds Bank (PEP Nominees) Limited (LB(PN)L):

- Mr. P.G. Ayliffe (General choice PEP)     3,982


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

1,076,859

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

24TH MAY, 2004

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document or material and does not accept any liability for error or omission.
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for loss of business or loss of profits) arising in contract, tort or otherwise
from the use of or inability to use this document, or any material contained in
it, or from any action or decision taken as a result of using this document or
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