Directors' Dealings

Lloyds TSB Group PLC
22 February 2000

                       DEALINGS BY DIRECTORS


1)  NAME OF COMPANY

          Lloyds TSB Group plc

2)  NAME OF DIRECTOR

          Sir Nicholas Goodison

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 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

          Disposal of shares (See below)

7)  Number of shares/amount of
    stock acquired

          N/A

8)   ( N/A% )
    of issued Class

9)  Number of shares/amount
    of stock disposed

          See below

10)  (    % )      Minimal
   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

       22.02.2000

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

            97,769

23) Any additional information

24) Name of contact and telephone number for queries

            A J Michie   020 7356 1043

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

    Date of Notification........22 February 2000

Lloyds TSB Group plc
Sir Nicholas Goodison

Section 4

Names of the holders and the number of shares held by each of them:

Sir Nicholas Goodison                             522,183
Lady Goodison:                                    200,000
Lloyds TSB Share Schemes Trustees Limited
          (LTSBSSTL):                               3,267

                                           Non beneficial
D.E. Hain marriage settlement (DEHMS):             10,000
Barrie Catchpole Charitable Trust (BCCT):           2,050
Harewood House Trust (HHT):                        15,600
Marlburian Club Charitable Trust (MCCT):           16,000
Sir Nicholas and Lady Goodison Charitable
  Settlement (SN&LGCS):
  - registered holder is Commercial Union
    Quilter Nominees Limited (CUQNL):              50,000

Sections 6, 9, 12 and 13

Sir Nicholas Goodison has given notice that Harewood House Trust, of which he is
a trustee, sold 500 shares at 727p per share on 6th January, 2000.

The director notified the company as soon as he was made aware of the matter by
the trust.

Section 15

Total holding following this notification:

Sir Nicholas Goodison                             522,183
Lady Goodison                                     200,000
LTSBSSTL                                            3,267

                                           Non-beneficial
DEHMS                                              10,000
BCCT                                                2,050
HHT                                                15,100
MCCT                                               16,000
SN&LGCS              
 - CUQNL                                           50,000