Directors' Dealings

LLOYDS TSB GROUP PLC

                            DEALINGS BY DIRECTORS

1)   NAME OF COMPANY

LLOYDS TSB GROUP PLC

2)   NAME OF DIRECTOR

ALAN EDWARD MOORE

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 A. E. MOORE                1,037,425
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

EXERCISE OF SAVINGS-RELATED SHARE OPTIONS

7)   Number of shares/amount of
     stock acquired

1,219

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

169.38P

13)  Date of transaction

1.8.1999

14)  Date company informed

5.8.99

15)  Total holding following this notification

MR MOORE:           1,038,644
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

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

62,984

23)  Any additional information

N/A

24)  Name of contact and telephone number for queries

A. J. MICHIE  0171 356 1043

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

     Date of Notification....5 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 BELOW

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

EXERCISE OF SAVINGS-RELATED SHARE OPTIONS

7)   Number of shares/amount of
     stock acquired

1,219

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

169.38P

13)  Date of transaction

1.8.1999

14)  Date company informed

5.8.99

15)  Total holding following this notification

SEE APPENDIX BELOW

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

240,861

23)  Any additional information

N/A

24)  Name of contact and telephone number for queries

A. J. MICHIE  0171 356 1043

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

     Date of Notification....5 AUGUST 1999........


APPENDIX

LLOYDS TSB GROUP PLC
MR G. F. PELL

                                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:

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):                                 31,717
Lloyds Private Banking Asset Management (LPBAM) for
- Mr & Mrs Pell jointly

Boltro Nominees Limited (BNL):
- Mr Pell (Sharelect ISA)                                        815


SECTION 15

Total holding following this notification:

Mr Pell:                                                      1,219

LBPSTL:                                                       3,267

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

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

BNL:
- Mr Pell (Sharelect ISA)                                       815