Directors' Notification of Dealing in Shares

Lloyd TSB Group PLC
5 May 2000

                       DEALINGS BY DIRECTORS


1)  NAME OF COMPANY

     Lloyd TSB Group plc

2)  NAME OF DIRECTOR

     Dennis Holt

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

     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

     n/a

10)  (    % )   n/a
   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

    See below

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

    94,856

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.......5 May 2000

Section 4

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

       Mr. Holt:                                              1,385
       Mrs. Holt:                                            10,643
       Lloyd TSB Share Schemes Trustees Limited (LTSBSSTL):
         Mr. Holt:                                            3,267
         Mrs. Holt:                                             860
       Lloyd Bank (PEP Nominees) Limited (LB(PN)L):
         Mr. Holt (Single company):                           1,880

Sections 3, 5, 6, 7, 12, 13 and 14

1,547 shares held for Mr. Holt by LTSBSSTL were transferred to him on 30 April
2000.  Mr. Holt subsequently transferred the shares to Mrs. Holt.  396 shares
were also transferred by LTSBSSTL to Mrs. Holt on the same day.  These were not
notifiable events under the Companies Act, as there was no change in the
director's interest.

On 2nd May 200, Mrs. Holt exercised a savings-related share option on 419 shares
at 164.57p per share.

Section 15

Total holding following this notification:

    Mr. Holt                                                1,385
    Mrs. Holt                                              13,005
    LTSBSSTL:
      Mr. Holt                                              1,720
      Mrs. Holt                                               464
    LB(PN)L:
    -  Mr. Holt (Single company):                           1,880