Director Shareholding

Lloyds TSB Group PLC
23 December 2004




The London Stock Exchange
RNS
10 Paternoster Square
London EC4M 7LS
                                                         22nd December, 2004





Dear Sirs,

Lloyds TSB Group plc ordinary shares of 25p each

Notification of interests of directors

Hill Samuel Offshore Trust Company Limited, as trustee of the Lloyds TSB Group
employee share ownership trust, today transferred 1,694 shares to an individual
or individuals, who had exercised share options granted under the group's
employee share schemes, 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.

The following directors, together with some 77,000 other employees, are
potential beneficiaries of the trust and are therefore to be treated as
interested in the remaining 1,467,422 shares held by the trust.

                    
Mr. P.G. Ayliffe

Mr. J.E. Daniels

Mr. M.E. Fairey

Mr. A.G. Kane

Mr. D.P. Pritchard

Mr. G.T. Tate


Mr. M.A. van den Bergh

Mrs. H.A. Weir


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

Yours faithfully,





A.J. Michie

Secretary


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