Lloyds TSB Bank plc

SUMMARYThe following summary refers to certain provisions of the Terms and Conditions of the Capital Securitiesand the Trust Deed and insofar as it refers to the Terms and Conditions of the Capital Securities is qualifiedby the more detailed information contained elsewhere in this Offering Circular. Defined terms used hereinhave the meanings given to them in "Terms and Conditions of the Capital Securities".BankParentTrusteeIssue SizeRedemption and PurchasesLloyds TSB Bank plc.Lloyds TSB Group plc.The Law Debenture Trust Corporation (Channel Islands) Limited.U.S.$150,000,000 (denomination of U.S.$1,000).The Capital Securities are perpetual securities and have no maturitydate. However, the Capital Securities may be redeemed in whole, but notin part, at the option of the Bank, subject to the prior consent of theFSA, at their principal amount together with any Outstanding Paymentson the Coupon Payment Date falling on 22 November 2007 or on anyCoupon Payment Date thereafter.The Bank, the Parent and any other Subsidiary of the Parent may,subject to the prior consent of the FSA, purchase the Capital Securitiesin any manner and at any price, together with all unmatured Couponsand Talons appertaining thereto.InterestThe Capital Securities bear interest at a rate of 6.90 per cent. perannum.Coupon Payment Dates Subject as described below, Coupon Payments will be payable on22 February, 22 May, 22 August and 22 November in each year with thefirst Coupon Payment due on 22 February 2003 in respect of the periodfrom (and including) 22 October 2002 to (but excluding) 22 February2003 amounting to U.S.$23 per Capital Security.Subordination The Capital Securities constitute direct, unsecured and subordinatedsecurities of the Bank. The rights and claims of the Holders and theCouponholders under the Capital Securities are subordinated to theclaims of creditors of the Bank:• who are depositors or other unsubordinated creditors of theBank; or• whose claims are, or are expressed to be, subordinated (whetheronly in the event of the winding-up of the Bank or otherwise) tothe claims of depositors and other unsubordinated creditors of theBank but not further or otherwise; or• whose claims are in respect of Junior Subordinated Debt (eg.undated subordinated bonds) of the Bank; or• who are subordinated creditors of the Bank other than thosewhose claims rank, or are expressed to rank, pari passu with, orjunior to, the claims of the Holders.No payment in respect of the Capital Securities shall be due andpayable except to the extent that the Bank is solvent and could makesuch payment and still be solvent immediately thereafter.Winding-up Claims In the event of the winding-up of the Bank (except, in limitedcircumstances, a solvent winding up), the Holders will, for the purposeonly of calculating the amounts payable by the Bank in respect of eachCapital Security, be treated as if, save as mentioned below, on the dayprior to the commencement of the winding-up and thereafter, they werethe holders of the most senior class or classes of preference shares (ifany) of the Bank in issue and in priority to all other classes of issued4