Directors' Dealings

LLOYDS TSB GROUP PLC


                            DEALINGS BY DIRECTORS

1)   NAME OF COMPANY

LLOYDS TSB GROUP PLC

2)   NAME OF DIRECTOR

SIR BRIAN PITMAN

3)   Please state whether notification indicates that it is in
     respect of holding of the Director named in 2 above
     or holding of that person's spouse or children under
     the age of 18 or in respect of a 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

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

2.8.99

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

N/A

18)  Period during which or date on which exercisable

N/A

19)  Total amount paid (if any) for grant of the option

N/A

20)  Description of shares or debentures involved:
     class, number.

N/A

21)  Exercise price (if fixed at time of grant) or indication
     that price is to be fixed at time of exercise

N/A

22)  Total number of shares or debentures over which
     options held following this notification

4,374

23)  Any additional information

N/A

24)  Name of contact and telephone number for queries

A.J. MICHIE, SECRETARY
0171-356 1043


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

     Date of Notification.3RD AUGUST 1999...............



APPENDIX

SECTION 4

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

Sir Brian Pitman:                                           1,897,236
Lady Pitman:                                                  166,310
Lloyds Bank Profit Sharing Trustees Liited (LBPSTL):            3,267
Lloyds Bank (PEP Nominees) Limited (LB(PN)L):
- Sir Brian Pitman (Single company):                            9,259
- Lady Pitman (Single company):                                 9,497
- Lady Pitman (General):                                        2,180
Lloyds TSB Registrars (ISA) Nominees Limited (LTSBR(ISA)NL):
- Sir Brian Pitman (Single company maxi ISA):                     795

SECTIONS  6,7, 12 AND 13

ON 2ND AUGUST, 1999, Sir Brian Pitman exercised share options, acquiring shares
as follows:

 91,936 shares at 186.76p per share
239,168 shares at 197.49p per share
155,358 shares at 201.55p per share
  1,219 shares at 169.38p per share

SECTION 15

Total holding following this notification:

Sir Brian Pitman:                       2,384,917
Lady Pitman:                              166,310
LBPSTL:                                     3,267
LB(PN)L:
- Sir Brian Pitman (Single company):        9,259
- Lady Pitman (Single company):             9,497
- Lady Pitman (General):                    2,180
LTSBR(ISA)NL:
- Sir Brian Pitman (Single company maxi ISA): 795       


                            DEALINGS BY DIRECTORS

1)   NAME OF COMPANY

LLOYDS TSB GROUP PLC

2)   NAME OF DIRECTOR

PETER BRIAN ELLWOOD

3)   Please state whether notification indicates that it is in
     respect of holding of the Director named in 2 above
     or holding of that person's spouse or children under
     the age of 18 or in respect of a 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

GRANT OF SHARE OPTIONS

7)   Number of shares/amount of
     stock acquired

N/A      

8)   (N/A %)
    of issued Class

9)   Number of shares/amount
     of stock disposed

N/A

10)  ( N/A %)
    of issued Class

11)  Class of security

-

12)  Price per share

-

13)  Date of transaction

2.8.99

14)  Date company informed

2.8.99

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

2.8.99

18)  Period during which or date on which exercisable

2.8.2002 TO 1.8.2009

19)  Total amount paid (if any) for grant of the option

NIL

20)  Description of shares or debentures involved:
     class, number.

ORDINARY SHARES OF 25P - 85,000

21)  Exercise price (if fixed at time of grant) or indication
     that price is to be fixed at time of exercise

817P

22)  Total number of shares or debentures over which
     options held following this notification

490,486

23)  Any additional information

N/A

24)  Name of contact and telephone number for queries

A.J MICHIE, SECRETARY
0171-356 1043


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

     Date of Notification.3RD AUGUST 1999...............


APPENDIX

SECTIONS 4 AND 15

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

Mr. Ellwood :                                                36,883
Mrs Ellwood:                                                134,924
Lloyds Bank Profit Sharing Trustees Limited (LBPSTL):         3,267
Lloyds Bank (PEP Nominees) Limited (LB(PN)L):
- Mr. Ellwood (Single company)                                  538
- Mrs. Ellwood (Single company)                                 538      



                            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 Director named in 2 above
     or holding of that person's spouse or children under
     the age of 18 or in respect of a 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)

MR. M.E. FAIREY:             67,601
LLOYDS BANK PROFIT SHARING
TRUSTEES LIMITED (LBPSTL):    3,267


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

GRANT OF SHARE OPTIONS

7)   Number of shares/amount of
     stock acquired

N/A      

8)   (N/A %)
    of issued Class

9)   Number of shares/amount
     of stock disposed

N/A

10)  ( N/A %)
    of issued Class

11)  Class of security

-

12)  Price per share

-

13)  Date of transaction

2.8.99   

14)  Date company informed

2.8.99

15)  Total holding following this notification

MR. M.E. FAIREY:     67,601
LBPSTL:               3,267

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

2.8.99

18)  Period during which or date on which exercisable

2.8.2002 TO 1.8.2009

19)  Total amount paid (if any) for grant of the option

NIL

20)  Description of shares or debentures involved:
     class, number.

ORDINARY SHARES OF 25P - 57,000

21)  Exercise price (if fixed at time of grant) or indication
     that price is to be fixed at time of exercise

817P

22)  Total number of shares or debentures over which
     options held following this notification

334,244

23)  Any additional information

N/A

24)  Name of contact and telephone number for queries

A.J. MICHIE, SECRETARY
0171-356 1043

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

     Date of Notification.3RD AUGUST 1999...............



                            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 Director named in 2 above
     or holding of that person's spouse or children under
     the age of 18 or in respect of a 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

GRANT OF SHARE OPTIONS

7)   Number of shares/amount of
     stock acquired

N/A

8)   (N/A %)
    of issued Class

9)   Number of shares/amount
     of stock disposed

N/A

10)  ( N/A %)
    of issued Class

11)  Class of security

-

12)  Price per share

-

13)  Date of transaction

2.8.99   

14)  Date company informed

2.8.99

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

2.8.99

18)  Period during which or date on which exercisable

2.8.99 TO 1.8.2009

19)  Total amount paid (if any) for grant of the option

NIL

20)  Description of shares or debentures involved:
     class, number.

ORDINARY SHARES OF 25P - 50,000

21)  Exercise price (if fixed at time of grant) or indication
     that price is to be fixed at time of exercise

817P

22)  Total number of shares or debentures over which
     options held following this notification

351,812

23)  Any additional information

N/A

24)  Name of contact and telephone number for queries

A.J. MICHIE, SECRETARY
0171-356 1043


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

     Date of Notification.3RD AUGUST 1999...............



APPENDIX

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. Atkinson:                                                 2,465
Lloyds Bank Profit Sharing Trustees Limited (LBPSTL):         3,267
Perry Nominees Limited (PN):                                 16,866
Lloyds Bank (PEP Nominees) Limited (LB(PN)L):
- Mr. Atkinson (Single company)                               3,174
- Mrs. Atkinson (Single company)                              1,331
- Mrs. Atkison (General)                                      1,238



                            DEALINGS BY DIRECTORS

1)   NAME OF COMPANY

LLOYDS TSB GROUP PLC

2)   NAME OF DIRECTOR

DAVID PETER PRITCHARD

3)   Please state whether notification indicates that it is in
     respect of holding of the Director named in 2 above
     or holding of that person's spouse or children under
     the age of 18 or in respect of a 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)

LLOYDS BANK PROFIT SHARING 
TRUSTEES LIMITED (LBPSTL): 866


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

GRANT OF SHARE OPTIONS

7)   Number of shares/amount of
     stock acquired

N/A

8)   (N/A%)
    of issued Class

9)   Number of shares/amount
     of stock disposed

N/A

10)  ( N/A %)
    of issued Class

11)  Class of security

-

12)  Price per share

-

13)  Date of transaction

2.8.99   

14)  Date company informed

2.8.99

15)  Total holding following this notification

LBPSTL:  866

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

2.8.99

18)  Period during which or date on which exercisable

2.8.2002 TO 1.8.2009

19)  Total amount paid (if any) for grant of the option

NIL

20)  Description of shares or debentures involved:
     class, number.

ORDINARY SHARES OF 25P - 40,000

21)  Exercise price (if fixed at time of grant) or indication
     that price is to be fixed at time of exercise

817P

22)  Total number of shares or debentures over which
     options held following this notification

94,687

23)  Any additional information

N/A

24)  Name of contact and telephone number for queries

A.J MICHIE, SECRETARY
0171-356 1043


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

     Date of Notification.3RD AUGUST 1999...............



                            DEALINGS BY DIRECTORS

1)   NAME OF COMPANY

LLOYDS TSB GROUP PLC

2)   NAME OF DIRECTOR

GORDON FRANCIS PELL

3)   Please state whether notification indicates that it is in
     respect of holding of the Director named in 2 above
     or holding of that person's spouse or children under
     the age of 18 or in respect of a 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

GRANT OF SHARE OPTIONS

7)   Number of shares/amount of
     stock acquired

N/A

8)   (N/A %)
    of issued Class

9)   Number of shares/amount
     of stock disposed

N/A

10)  ( N/A %)
    of issued Class

11)  Class of security

-

12)  Price per share

-

13)  Date of transaction

2.8.99 

14)  Date company informed

2.8.99

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

2.8.99

18)  Period during which or date on which exercisable

2.8.2002 TO 1.8.2009

19)  Total amount paid (if any) for grant of the option

NIL

20)  Description of shares or debentures involved:
     class, number.

ORDINARY SHARES OF 25P - 40,000

21)  Exercise price (if fixed at time of grant) or indication
     that price is to be fixed at time of exercise

817P

22)  Total number of shares or debentures over which
     options held following this notification

242,080

23)  Any additional information

SEE APPENDIX

24)  Name of contact and telephone number for queries

A.J. MICHIE, SECRETARY
0171-356 1043


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

     Date of Notification.3RD AUGUST 1999...............


APPENDIX

SECTION 4

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

Mr. Pell                                                     2,465

Lloyds Bank Profit Sharing Trustees Limited (LBPSTL):        3,267

Lloyds Bank (PEP Nominees) Limited (LB(PN)L)
- Mr Pell (Single company):                                    839

Perry Nominees Limited (PNL):                               30,067
Lloyds Private Banking Asset Management (LPBAM) for
Mr. & Mrs. Pell jointly

SECTION 15

Total holding following this notification:

LBPSTL:                                                      3,267

LB(PN)L:
- Mr. Pell (Single company)                                    839

PNL:
LPBAM for Mr. & Mrs. Pell jointly                           31,717

Boltro Nominees Limited
Mr. Pell (Sharelect ISA)                                       815

SECTION 23

815 shares were transferred from Mr. Pell to Boltro Nominees Limited regarding a
sharelect ISA on 13th July, 1999.  1650 shares were also transferred from Mr.
Pell to Perry Nominees Limited on 3rd August, 1999. These were not notifiable
under the Companies Act, as there were no transfers of ownership.