Lloyds Banking Group PLC — Capital/Financing Update 2015

Apr 1, 2015

Final Terms dated 31 March 2015

Lloyds Bank plc

Issue of USD 30,000,000 Callable Zero Coupon Notes due April 2045 under the Note, Certificate and Warrant Programme

PART A — CONTRACTUAL TERMS

These Final Terms constitute Issue Terms for the purposes of the Base General Conditions. Terms used herein shall be deemed to be defined as such for the purposes of the Base Conditions set forth in the Prospectus dated 7 April 2014 and the supplemental prospectuses dated 15 May 2014, 11 August 2014, 6 November 2014 and 16 March 2015, which together constitute a base prospectus for the purposes of the Prospectus Directive. This document constitutes the final terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with such Prospectus as so supplemented. Full information on the Bank and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus as so supplemented. The Prospectus and the supplemental prospectuses are available for viewing at www.londonstockexchange.com/exchange/news/market-news/market-news-home.html and copies may be obtained from Lloyds Bank plc, 25 Gresham Street, London EC2V 7HN.

The expression “Prospectus Directive” means Directive 2003/71/EC (and amendments thereto, including the 2010 PD Amending Directive, to the extent implemented in the Relevant Member State) and includes any relevant implementing measure in the Relevant Member State and the expression “2010 PD Amending Directive” means Directive 2010/73/EU.

1. (i) Series Number: WMTN0150
   (ii) Tranche Number: 1

2. Specified Currency: United States Dollar (“USD”)

3. Aggregate Nominal Amount
   (i) Series: USD 30,000,000
   (ii) Tranche: USD 30,000,000

4. Issue Price: 100.00 per cent. of the Aggregate Nominal Amount

5. (i) Specified Denominations: USD 200,000
   (ii) Calculation Amount: USD 200,000

6. (i) Issue Date: 2 April 2015
   (ii) Trade Date: 26 March 2015

7. Maturity Date: 2 April 2045

8. Business Day Convention: Modified Following Business Day Convention (Unadjusted)

9. Business Centre(s): Frankfurt, London and New York

10. Calculation Agent: Citibank, N.A., London Branch

11. Alternative Currency Equivalent: Not Applicable

12. Synthetic Currency Asset Conditions: Not Applicable

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

1. Fixed Rate Note Provisions: Not Applicable

2. Floating Rate Note Provisions: Not Applicable

3. Zero Coupon Note Provisions: Applicable
   (i) Amortisation Yield: 4.40 per cent. per annum
   (ii) Amortisation Yield compounding basis: Compounded annually
   (iii) Day Count Fraction: 30/360
   (iv) Determination Date(s): Not Applicable

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16 Index Linked Interest Provisions Not Applicable
17 Inflation Linked Interest Provisions Not Applicable
18 Equity Linked Interest Provisions Not Applicable
19 Currency Linked Interest Provisions Not Applicable
20 Commodity Linked Interest Provisions Not Applicable
21 Rate Linked Interest Provisions Not Applicable
22 Multi-Asset Basket Linked Interest Provisions Not Applicable
23 Structured Floating Rate Coupon Not Applicable
24 Inverse Floating Rate Coupon Not Applicable
25 Fixed Rate Step-Up/Step-Down Coupon Not Applicable
26 Fixed to Floating Coupon Not Applicable
27 Floating to Fixed Coupon Not Applicable
28 Fixed to Floating Switchable Coupon Not Applicable
29 Floating to Fixed Switchable Coupon Not Applicable
30 Steepener Coupon Not Applicable
31 Fixed Rate Range Accrual Coupon Not Applicable
32 Floating Rate Range Accrual Coupon Not Applicable
33 Fixed Rate Dual Range Accrual Coupon Not Applicable
34 Floating Rate Dual Range Accrual Coupon Not Applicable
35 Digital Coupon Not Applicable
36 Inflation-Linked Coupon Not Applicable
37 Inflation Protected Coupon Not Applicable
38 Performance Coupon Not Applicable
39 Annualised Performance Coupon Not Applicable

PROVISIONS RELATING TO REDEMPTION

40 Put/Call Options Call Option
41 Call Option Applicable
(i) Optional Redemption Date(s): See table below
(ii) Optional Redemption Amount(s): See table below
(iii) If redeemable in part:
(a) Minimum Redemption Amount: Not Applicable
(b) Maximum Redemption Amount: Not Applicable
(iv) Call Option Business Centre(s): Frankfurt, London and New York
(v) Notice period: At least five (5) Frankfurt, London and New York Business Days prior to each Optional Redemption Date

Optional Redemption Date	Optional Redemption Amount (per Calculation Amount) (in USD)
2 April 2017	217,987.20
2 April 2018	227,578.64
2 April 2019	237,592.10
2 April 2020	248,046.15
2 April 2021	258,960.18
2 April 2022	270,354.43

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2 April 2023	282,250.02
2 April 2024	294,669.02
2 April 2025	307,634.46
2 April 2026	321,170.38
2 April 2027	335,301.87
2 April 2028	350,055.16
2 April 2029	365,457.58
2 April 2030	381,537.72
2 April 2031	398,325.38
2 April 2032	415,851.69
2 April 2033	434,149.17
2 April 2034	453,251.73
2 April 2035	473,194.81
2 April 2036	494,015.38
2 April 2037	515,752.05
2 April 2038	538,445.14
2 April 2039	562,136.73
2 April 2040	586,870.75
2 April 2041	612,693.06
2 April 2042	639,651.55
2 April 2043	667,796.22
2 April 2044	697,179.26

42 Put Option Not Applicable
43 Final Redemption Amount USD 727,855.14 per Calculation Amount
44 Early Redemption Amount
Early Redemption Amount(s): Amortised Face Amount in accordance with Condition 6(b)(i) of the Base Note Conditions
45 Unwind Costs: Applicable
46 Expenses Not Applicable
47 Index Linked Redemption Provisions Not Applicable
48 Inflation Protected Redemption Provisions Not Applicable
49 Equity Linked Redemption Provisions Not Applicable
50 Currency Linked Redemption Provisions Not Applicable
51 Commodity Linked Redemption Provisions Not Applicable
52 Rate Linked Redemption Provisions Not Applicable
53 Multi-Asset Basket Linked Redemption Provisions Not Applicable
54 Performance Redemption Not Applicable
55 Performance Plus Downside Redemption Not Applicable
56 Performance Plus Conditional Downside Not Applicable

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Redemption

57 Absolute Performance Redemption Not Applicable
58 Reverse Convertible Redemption Not Applicable
59 Reverse Convertible Plus Conditional Downside Redemption Not Applicable
60 Inflation Protected Redemption Not Applicable
61 Dual Currency Redemption Not Applicable

GENERAL PROVISIONS APPLICABLE TO THE NOTES

62 Form of Notes Bearer Notes - Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Notes in the limited circumstances specified in the Permanent Global Note
63 New Global Note Yes
64 Additional Disruption Events Not Applicable
65 Talons for future Coupons or Receipts to be attached to Definitive Notes (and dates on which such Talons mature) Not Applicable
66 Details relating to Instalment Notes: amount of each instalment, date on which each payment is to be made Not Applicable
67 Consolidation provisions The provisions in Base General Condition 2 (Further Issues) apply

DISTRIBUTION

68 U.S. Selling Restrictions Reg S Category 2; TEFRA D

LISTING AND ADMISSION TO TRADING APPLICATION

These Final Terms comprise the final terms required for issue and admission to trading of the Notes described herein pursuant to the Note, Certificate and Warrant Programme of Lloyds Bank plc.

Signed on behalf of the Bank:

By:
Duly authorised

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PART B — OTHER INFORMATION

1 LISTING AND ADMISSION TO TRADING

(i) Listing and admission to trading: Application is expected to be made by the Bank (or on its behalf) for the Notes to be listed on the Official List of the UK Listing Authority and to be admitted to trading on the regulated market of the London Stock Exchange with effect from the Issue Date.

(ii) Estimate of total expenses related to admission to trading: GBP 300 + VAT

2 RATING

Ratings: The Notes to be issued have not been rated.

3 INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE

“Save as discussed in “Selling Restrictions”, so far as the Bank is aware, no person involved in the offer of the Notes has an interest material to the offer.”

4 REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES

(i) Reasons for the offer: Please refer to the section titled “Use of Proceeds” in the Prospectus

(ii) Estimated net proceeds: Not Applicable

(iii) Estimated total expenses: Not Applicable

5 OPERATIONAL INFORMATION

ISIN Code: XS1212706250

Common Code: 121270625

Swiss Securities Number (Valorennummer): Not Applicable

WKN Number (Wertpapierkennnummer): A1ZZFQ

Any clearing system(s) other than Euroclear Bank S.A./N.V. and Clearstream Banking, société anonyme and the relevant identification number(s): Not Applicable

Delivery: Delivery against payment

Names and addresses of additional Paying Agent(s) (if any): Not Applicable

6 INDEX DISCLAIMER

Not Applicable