Director Shareholding

Lloyds TSB Group PLC
23 January 2004



                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

1. Name of company
LLOYDS TSB GROUP plc

2. Name of director
PETER GEORGE EDWIN AYLIFFE

3. Please state whether notification indicates that it is in respect of holding
of the shareholder named in 2 above or in respect of a non-beneficial interest
or in the case of an individual holder if it is a holding of that person's
spouse or children under the age of 18 or in respect of a non-beneficial
interest
SEE SECTION 6

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. P.G.E. Ayliffe:  50,622
Mr. P.G.E. Ayliffe & Mrs. J. Ayliffe:  2,825
Mrs. J. Ayliffe:  30,495
Lloyds TSB Share Schemes Trustees Limited (LTSBSSTL):  2,295
Lloyds TSB Registrars Corporate Nominee Limited
AESOP1 account (LTSBRCNL AESOP1):  997
Lloyds Bank (PEP Nominees) Limited (LB(PN)L):
- Mr. P.G.E. Ayliffe (General choice PEP)  3,982

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 SECTION 6

6. Please state the nature of the transaction. For PEP transactions please
indicate whether general/single co PEP and if discretionary/non discretionary
On 20 January, 2004 , 32 shares were acquired by Lloyds TSB Registrars Corporate
Nominee Limited AESOP1 account at 465.5p per share for Mr. Ayliffe, under the
Lloyds TSB Group Shareplan, as follows:
     26 "partnership shares"; and
      6 "matching shares".

The company's registrar, which handles administrative arrangements relating to
the Lloyds TSB Group Shareplan, has just notified the company of the relevant
details.

7. Number of shares / amount of stock acquired
SEE SECTION 6

8. Percentage of issued class
MINIMAL

9. Number of shares/amount of stock disposed
N/A

10. Percentage of issued class
N/A

11. Class of security
ORDINARY SHARES OF 25p EACH

12. Price per share
SEE SECTION 6

13. Date of transaction
SEE SECTION 6

14. Date company informed
SEE SECTION 6

15. Total holding following this notification
Mr. P.G.E. Ayliffe:  50,622
Mr. P.G.E. Ayliffe & Mrs. J. Ayliffe:  2,825
Mrs. J. Ayliffe:  30,495
Lloyds TSB Share Schemes Trustees Limited (LTSBSSTL):  2,295
LTSBRCNL AESOP1:  1,029
Lloyds Bank (PEP Nominees) Limited (LB(PN)L):
- Mr. P.G.E. Ayliffe (General choice PEP)   3,982

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
647,521

23. Any additional information
-

24. Name of contact and telephone number for queries
A.J. MICHIE, SECRETARY               020 7356 1043

25. Name and signature of authorised company official responsible for making
this notification
A.J. MICHIE, SECRETARY

Date of Notification
22ND JANUARY, 2004

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for loss of business or loss of profits) arising in contract, tort or otherwise
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