Lloyds Banking Group PLC — Capital/Financing Update 2015

Sep 22, 2015

Final Terms dated 21 September 2015

Lloyds Bank plc

Issue of USD 30,000,000 Callable Zero Coupon Notes due September 2045 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 prospectuses dated 11 May 2015 and 12 August 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 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. Issuer: Lloyds Bank plc
2. (i) Series Number: WMTN0202
   (ii) Tranche Number: 1
3. Specified Currency: U.S. dollars (“USD”)
4. Aggregate Nominal Amount
   (i) Series: USD 30,000,000
   (ii) Tranche: USD 30,000,000
5. Issue Price: 100 per cent. of the Aggregate Nominal Amount
6. (i) Specified Denominations: USD 200,000
   (ii) Calculation Amount: USD 200,000
7. (i) Issue Date: 23 September 2015
   (ii) Trade Date: 9 September 2015
8. Maturity Date: 23 September 2045
9. Business Day Convention: Modified Following Business Day Convention (Unadjusted)
10. Business Centres: Frankfurt, London and New York
11. Calculation Agent: Citibank, N.A., London Branch
12. Alternative Currency Equivalent: Not Applicable
13. Synthetic Currency Asset Conditions: Not Applicable

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

1. Fixed Rate Note Provisions: Not Applicable

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15 Floating Rate Note Provisions Not Applicable
16 Zero Coupon Note Provisions Applicable
(i) Amortisation Yield: 5.04 per cent. per annum
(ii) Amortisation Yield compounding basis Compounded annually
(iii) Day Count Fraction: 30/360
17 Index Linked Interest Provisions Not Applicable
18 Inflation 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 Fixed Rate Range Accrual Coupon Not Applicable
31 Floating Rate Range Accrual Coupon Not Applicable
32 Fixed Rate Dual Range Accrual Coupon Not Applicable
33 Floating Rate Dual Range Accrual Coupon Not Applicable
34 Digital Coupon Not Applicable
35 Inflation-Linked Coupon Not Applicable
36 Inflation Protected Coupon Not Applicable
37 Performance Coupon Not Applicable
38 Annualised Performance Coupon Not Applicable

PROVISIONS RELATING TO REDEMPTION

39 Put/Call Options Call Option
40 Call Option Applicable
(i) Optional Redemption Dates: See table below
(ii) Optional Redemption Amounts: See table below
(iii) If redeemable in part:
(a) Minimum Redemption Amount: Not Applicable
(b) Maximum Redemption Amount: Not Applicable
(iv) Call Option Business Centres: 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

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Optional Redemption Date	Optional Redemption Amount (per Calculation Amount) (in USD)
23 September 2017	220,668.03
23 September 2018	231,789.70
23 September 2019	243,471.90
23 September 2020	255,742.89
23 September 2021	268,632.33
23 September 2022	282,171.40
23 September 2023	296,392.83
23 September 2024	311,331.03
23 September 2025	327,022.12
23 September 2026	343,504.03
23 September 2027	360,816.64
23 September 2028	379,001.79
23 September 2029	398,103.48
23 September 2030	418,167.90
23 September 2031	439,243.56
23 September 2032	461,381.44
23 September 2033	484,635.06
23 September 2034	509,060.67
23 September 2035	534,717.33
23 September 2036	561,667.08
23 September 2037	589,975.10
23 September 2038	619,709.85
23 September 2039	650,943.22
23 September 2040	683,750.76
23 September 2041	718,211.80
23 September 2042	754,409.67
23 September 2043	792,431.92
23 September 2044	832,370.49

41 Put Option Not Applicable
42 Target Auto Redemption Not Applicable
43 Autocall Not Applicable
44 Final Redemption Amount USD 874,321.96 per Calculation Amount

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45 Early Redemption Amount

Early Redemption Amount(s): Amortised Face Amount in accordance with Condition 7(b)(i) of the Base General Conditions

46 Unwind Costs: Applicable
47 Expenses: Not Applicable
48 Index Linked Redemption Provisions: Not Applicable
49 Inflation Protected 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 Redemption: Not Applicable
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: Not Applicable amount of each instalment, date on which each payment is to be made

DISTRIBUTION

67 U.S. Selling Restrictions: Reg S Category 2; TEFRA D

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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:
[Handwritten signature: "Amyeis"]

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 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 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: XS1291944137

Common Code: 129194413

Swiss Securities Number Not Applicable (Valorenummer):

WKN Number (Wertpapierkennnummer): A1Z6PA

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