Lloyds Banking Group PLC — Capital/Financing Update 2015

May 25, 2015

Final Terms dated 21 May 2015

Lloyds Bank plc

Issue of USD 25,000,000 Callable Dual Range Accrual Notes due May 2025 under the Global Medium Term Note 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 9 April 2015 and the supplemental prospectus dated 11 May 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 Issuer 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 prospectus 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. Issuer: Lloyds Bank plc
2. (i) Series Number: WMTN0162
   (ii) Tranche Number: 1
3. Specified Currency: United States Dollars (“USD”)
4. Aggregate Nominal Amount
   (i) Series: USD 25,000,000
   (ii) Tranche: USD 25,000,000
5. Issue Price: 100 per cent. of the Aggregate Nominal Amount
6. (i) Specified Denominations: USD 1,000,000
   (ii) Calculation Amount: USD 1,000,000
7. (i) Issue Date: 26 May 2015
   (ii) Trade Date: 12 May 2015
8. Maturity Date: 26 May 2025
9. Business Day Convention: Modified Following Business Day Convention (Unadjusted)
10. Business Centre(s): London and New York
11. Calculation Agent: Morgan Stanley & Co. International plc
12. Alternative Currency Equivalent: Not Applicable
13. Synthetic Currency Asset Conditions: Not Applicable

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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 Not Applicable
4. Index Linked Interest Provisions Not Applicable
5. Inflation Linked Interest Provisions Not Applicable
6. Currency Linked Interest Provisions Not Applicable
7. Commodity Linked Interest Provisions Not Applicable
8. Rate Linked Interest Provisions Applicable

(i) Range Accrual Reference Item: 1
(ii) Payment Date Extension: Not Applicable
(iii) Underlying Rate(s):
(a) Underlying Rate 1:
(I) Underlying Rate: USD CMS Rate
(II) Weight: Not Applicable
(III) Underlying Rate Jurisdiction: New York City
(IV) ISDA Determination: Not Applicable
(V) Screen Rate Determination: Not Applicable
(VI) CMS Rate Determination: Applicable

• CMS Currency: USD
• CMS Designated Maturity: 10 years
• CMS Screen Page: Reuters Screen “ISDAFIX1” Page
• CMS Reference Time: 11.00 a.m. (New York time)
• CMS Determination Date: Each Range Accrual Observation Date as stated in Coupon Payout Condition 10.1 (Definitions)
• CMS Business Centre(s): New York City
• CMS Reference Banks Numbers Five (5)
• CMS Relevant Interbank Market New York City
  (VII) Rates Variance Determination: Not Applicable

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(b) Underlying Rate 2: Not Applicable
(iv) Underlying Rate Basket Level: Not Applicable
(v) Initial Setting Date: Not Applicable
(vi) Initial Averaging Dates: Not Applicable
(vii) Valuation Dates/Averaging Dates: Not Applicable
(viii) Observation Dates: In addition to the dates in Rate Linked Asset Condition 5.7, each Range Accrual Observation Date as stated in Coupon Payout Condition 10.1 (Definitions)
(ix) Valuation Time: Not Applicable
(x) Look-Back Provisions: Not Applicable
(xi) Range Accrual Reference Item: 2
(xii) Payment Date Extension: Not Applicable
(xiii) Underlying Rate(s):
(c) Underlying Rate 1:
(I) Underlying Rate: USD CMS Rate
(II) Weight: Not Applicable
(III) Underlying Rate Jurisdiction: New York City
(IV) ISDA Determination: Not Applicable
(V) Screen Rate Determination: Not Applicable
(VI) CMS Rate Determination: Not Applicable
(VII) Rates Variance Determination: Applicable

Underlying Rate:
(A) ISDA Determination: Not Applicable
(B) Screen Rate Determination: Not Applicable
(C) CMS Rate Determination: Applicable

• CMS Currency: USD
• CMS Designated Maturity: 10 years
• CMS Screen Page: Reuters Screen “ISDAFIX1” Page
• CMS Reference Time: 11.00 a.m. (New York time)
• CMS Determination Date: Each Range Accrual Observation Date as stated in Coupon Payout Condition 10.1 (Definitions)

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• CMS Business Centre(s): New York City
• CMS Reference Banks Numbers: Five (5)
• CMS Relevant Interbank Market: New York City

Underlying Rate:

(A) ISDA Determination: Not Applicable
(B) Screen Rate Determination: Not Applicable
(C) CMS Rate Determination: Applicable

• CMS Currency: USD
• CMS Designated Maturity: 2 years
• CMS Screen Page: Reuters Screen “ISDAFIX1” Page
• CMS Reference Time: 11.00 a.m. (New York time)
• CMS Determination Date: Each Range Accrual Observation Date as stated in Coupon Payout Condition 10.1 (Definitions)
• CMS Business Centre(s): New York City
• CMS Reference Banks Numbers: Five (5)
• CMS Relevant Interbank Market: New York City

(d) Underlying Rate 2: Not Applicable
(xiv) Underlying Rate Basket Level: Not Applicable
(xv) Initial Setting Date: Not Applicable
(xvi) Initial Averaging Dates: Not Applicable
(xvii) Valuation Dates/Averaging Dates: Not Applicable
(xviii) Observation Dates: In addition to the dates in Rate Linked Asset Condition 5.7, each Range Accrual Observation Date as stated in Coupon Payout Condition 10.1 (Definitions)
(xix) Valuation Time: Not Applicable
(xx) Look-Back Provisions: Not Applicable

1. Multi-Asset Basket Linked Interest Provisions: Not Applicable
2. Structured Floating Rate Coupon: Not Applicable
3. Inverse Floating Rate Coupon: Not Applicable
4. Fixed Rate Step-Up/Step-Down Coupon: Not Applicable

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1. Fixed to Floating Coupon Not Applicable
2. Floating to Fixed Coupon Not Applicable
3. Fixed to Floating Switchable Coupon Not Applicable
4. Floating to Fixed Switchable Coupon Not Applicable
5. Fixed Rate Range Accrual Coupon Not Applicable
6. Floating Rate Range Accrual Coupon Not Applicable
7. Fixed Rate Dual Range Accrual Coupon Applicable

(i) Interest Commencement Date: 26 May 2015
(ii) Interest Period Date(s): Each Interest Payment Date
(iii) Interest Payment Date(s): 26 February, 26 May, 26 August and 26 November in each year from (and including) 26 August 2015 to (and including) 26 May 2025
(iv) Initial Fixed Rate Period Start Date: Not Applicable
(v) Initial Fixed Rate Period End Date: Not Applicable
(vi) Initial Fixed Rate of Interest: Interest Accrual Period Initial Fixed Rate of Interest
Not Applicable Not Applicable
(vii) Range Accrual Fixed Rate of Interest: Interest Accrual Period Range Accrual Fixed Rate of Interest

All Interest Accrual Periods 5.11 per cent. per annum
falling in the period from
and including 26 May 2015
to but excluding 26 May
2025

(viii) Range Accrual Observation Period: Each Range Accrual Fixed Rate Interest Accrual Period
(ix) Range Accrual Observation Dates: Each calendar day in each Range Accrual Observation Period
(x) Range Accrual Observation Period Cut-Off Date: Five (5) London and New York Business Days prior to the relevant Interest Payment Date
(xi) Range Accrual Observation Time: 11.00 a.m. (New York time)
(xii) Range Accrual Reference Item 1: The Underlying Rate as specified in paragraph 21 above
(xiii) Range Accrual Reference Item 2: The Underlying Rate as specified in paragraph 21 above
(xiv) Range Accrual Barrier Provisions:

Range Accrual Barrier Period:	Lower Barrier_{1}:	Upper Barrier_{1}:	Lower Barrier_{2}:	Upper Barrier_{2}:
All Interest Accrual Periods falling in	0.00 per cent.	4.00 per cent.	0.00 per cent.	Not Applicable

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the period from and including the Interest Commencement Date to but excluding 26 May 2016

All Interest Accrual Periods falling in the period from and including 26 May 2016 to but excluding 26 May 2017	0.00 per cent.	4.25 per cent.	0.00 per cent.	Not Applicable
All Interest Accrual Periods falling in the period from and including 26 May 2017 to but excluding 26 May 2018	0.00 per cent.	4.50 per cent.	0.00 per cent.	Not Applicable
All Interest Accrual Periods falling in the period from and including 26 May 2018 to but excluding 26 May 2019	0.00 per cent.	4.75 per cent.	0.00 per cent.	Not Applicable
All Interest Accrual Periods falling in the period from and including 26 May 2019 to but excluding 26 May 2020	0.00 per cent.	5.00 per cent.	0.00 per cent.	Not Applicable
All Interest Accrual Periods falling in the period from and including 26 May 2020 to but excluding 26 May 2022	0.00 per cent.	5.50 per cent.	0.00 per cent.	Not Applicable
All Interest Accrual Periods falling in the period from and including 26 May 2022 to but excluding the Maturity Date	0.00 per cent.	6.00 per cent.	0.00 per cent.	Not Applicable
(xv) Lower Barrier Criterion 1:		Excess/Equal
(xvi) Upper Barrier Criterion 1:		Less/Equal

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(xvii) Lower Barrier Criterion 2: Excess/Equal
(xviii) Upper Barrier Criterion 2: Not Applicable
(xix) Range Accrual Common Scheduled Trading Days: Not Applicable
(xx) Range Accrual Individual Disrupted Days: Not Applicable
(xxi) Range Accrual Common Disrupted Days: Not Applicable
(xxii) Business Day Convention: Modified Following Business Day Convention (Unadjusted)
(xxiii) Day Count Fraction: 30/360
(xxiv) Snowball Interest Amount: Not Applicable

1. Floating Rate Dual Range Accrual Coupon Not Applicable
2. Digital Coupon Not Applicable
3. Inflation-Linked Coupon Not Applicable
4. Inflation Protected Coupon Not Applicable
5. Performance Coupon Not Applicable
6. Annualised Performance Coupon Not Applicable

PROVISIONS RELATING TO REDEMPTION

1. Put/Call Options Call Option

2. Call Option Applicable
   (i) Optional Redemption Date(s): Each Interest Payment Date from and including 26 May 2016 up to and including 26 February 2025
   (ii) Optional Redemption Amount(s): USD 1,000,000 per Calculation Amount
   (iii) If redeemable in part:
   (a) Minimum Redemption Amount: Not Applicable
   (b) Maximum Redemption Amount: Not Applicable
   (iv) Call Option Business Centre(s): London and New York
   (v) Notice period: At least five (5) London and New York Business Days

3. Put Option Not Applicable

4. Target Auto Redemption Not Applicable
5. Autocall Not Applicable

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1. Final Redemption Amount USD 1,000,000 per Calculation Amount
2. Early Redemption Amount
   Early Redemption Amount: Par
3. Unwind Costs: Applicable
4. Expenses Not Applicable
5. Index Linked Redemption Provisions Not Applicable
6. Inflation Protected Redemption Not Applicable Provisions
7. Currency Linked Redemption Not Applicable
8. Commodity Linked Redemption Not Applicable Provisions
9. Rate Linked Redemption Provisions Not Applicable
10. Multi-Asset Basket Linked Redemption Not Applicable Provisions
11. Performance Redemption Not Applicable
12. Performance Plus Downside Not Applicable Redemption
13. Performance Plus Conditional Not Applicable Downside Redemption
14. Absolute Performance Redemption Not Applicable
15. Reverse Convertible Redemption Not Applicable
16. Reverse Convertible Plus Conditional Not Applicable Downside Redemption
17. Inflation Protected Redemption Not Applicable
18. Dual Currency Redemption Not Applicable

GENERAL PROVISIONS APPLICABLE TO THE NOTES

1. 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
2. New Global Note No
3. Additional Disruption Events Not Applicable
4. Talons for future Coupons or Receipts to be attached to Definitive Notes (and dates on which such Talons mature) Applicable

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1. Details relating to Instalment Notes: Not Applicable amount of each instalment, date on which each payment is to be made

DISTRIBUTION

1. 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 Global Medium Term Note Programme of Lloyds Bank plc and Lloyds Banking Group plc.

Signed on behalf of the Issuer:

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 Issuer (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 on or around the Issue Date.

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

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 Issuer 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: XS1234759337

Common Code: 123475933

Swiss Securities Number (Valorennummer): Not Applicable

WKN Number (Wertpapierkennnummer): Not Applicable

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