New York Menlo Park Washington DC São Paulo London Paris Madrid Tokyo Beijing Hong Kong Davis Polk & Wardwell LLP 450 Lexington Avenue New York, NY 10017 212 450 4000 tel 212 701 5800 faxRegistration Statement • June 29th, 2012 • Lloyds Banking Group PLC • Commercial banks, nec
Lloyds TSB Bank plc, a public limited company organized under the laws of England and Wales (the “Issuer”), and Lloyds Banking Group plc, a public limited company organized under the laws of Scotland (the “Guarantor”), have filed a registration statement on Form F-3, File No. 333-167844 (the “Registration Statement”) for the purpose of registering under the U.S. Securities Act of 1933, as amended, the offering by the Issuer of certain securities, including US$2,500,000 aggregate principal amount of its Senior Callable 6-Month USD LIBOR and S&P 500® Index Range Accrual Notes due June 29, 2032 and US$9,000,000 aggregate principal amount of its Senior Callable 6-Month USD LIBOR and S&P 500® Index Range Accrual Notes due June 29, 2027 (the “Notes”), which are fully and unconditionally guaranteed by the Guarantor (the “Guarantee,” and together with the Notes, the “Securities”). The Securities are to be issued pursuant to the senior debt securities indenture dated as of January 21, 2011 (the
