Directors' Dealings

Lloyds TSB Group PLC
9 November 1999

                       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

     SEE BELOW

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 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)


    SEE BELOW

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

    ACQUISITION OF SHARES (SEE BELOW)

7)  Number of shares/amount of
    stock acquired

    SEE BELOW

8)   (MINIMAL % )
    of issued Class

9)  Number of shares/amount
    of stock disposed



10)  (    % )
   of issued Class

11) Class of security

    ORDINARY SHARES OF 25P EACH

12) Price per share

    SEE BELOW

13) Date of transaction

    SEE BELOW

14) Date company informed

    9/11/99

15) Total holding following this notification

    SEE 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



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

    4,374

23) Any additional information



24) Name of contact and telephone number for queries

    A J MICHIE - SECRETARY  020 73561043

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

    Date of Notification.. 9TH NOVEMBER 1999........................




APPENDIX

LLOYDS TSB GROUP plc SIR BRIAN PITMAN

SECTION 4

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

Sir Brian Pitman:                                     2,384,917
Lady Pitman:                                            166,310
Lloyds TSB Share Schemes Trustees Limited (LTSBSSTL):     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(1)NL):
- Sir Brian Pitman (Single company maxi ISA):               795

SECTIONS 3,5,6,7,12 AND 13

8 shares were purchased by LTSBR(l)N1 on 13th October, 1999 at 778.5p per
share for Sir Brian Pitman's single company maxi ISA.

91 shares were purchased by LB(PN)L on 14th October, 1999 at 783p per
share for Sir Brian Pitman's single company PEP and 93 shares were
similarly purchased for Lady Pitman's single company PEP.

LTSBR(l)NL - and LB(PN)L notify investors by post of details relating to
changes affecting ISA's and personal equity plans. The director was,
therefore, not aware of the changes relating to the holdings until some
time after the transactions. The director notified the company as soon as
he received the information from the ISA and PEP managers.

SECTION 15

Total holding following this notification:

     Sir Brian Pitman:                       2,384,917
     Lady Pitman:                              166,310
     LTSBSSTL:                                   3,267
     LB(PN)L:
     - Sir Brian Pitman (Single company):        9,350
     - Lady Pitman (Single company):             9,590
     - Lady Pitman (General):                    2,180
     LTSBR(ISA)NL:
     - Sir Brian Pitman (Single company maxi ISA): 803