Lloyds TSB Bank plc

Restricted remedy for non-paymentIn accordance with the FSA's requirements for subordinated capital, the sole remedy against the Bankavailable to the Trustee or any Holder for recovery of amounts owing in respect of any Payment orprincipal in respect of the Capital Securities will be the institution of proceedings for the winding-up ofthe Bank and/or proving in such winding-up and the Holder's claim in such winding-up shall be limitedto the principal amount of the relevant Capital Security (and no amounts will be payable in respect ofany Coupon including any Deferred Coupon Payment).Set-offSubject to applicable law, no Holder or Couponholder may exercise or claim any right of set-off inrespect of any amount owed to it by the Bank arising under or in connection with the Capital Securitiesor the Coupons and each Holder and Couponholder shall, by virtue of being the bearer of any CapitalSecurity or Coupon, be deemed to have waived all such rights of set-off.Absence of prior public marketsThe Capital Securities constitute a new issue of securities by the Bank. Prior to this issue, there will havebeen no public market for the Capital Securities. Although application has been made to the UK ListingAuthority under the FSMA for the Capital Securities to be admitted to the Official List and to theLondon Stock Exchange for the Capital Securities to be admitted to trading on the London StockExchange's market for listed securities, there can be no assurance that an active public market for theCapital Securities will develop and, if such a market were to develop, Goldman Sachs International areunder no obligation to maintain such a market. The liquidity and the market prices for the CapitalSecurities can be expected to vary with changes in market and economic conditions, the financialcondition and prospects of the Bank and other factors that generally influence the market prices ofsecurities.9