As filed with the Securities and Exchange Commission on May 31, 2017

Registration No. 333-

_____________________

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_____________________

FORM F-6

REGISTRATION STATEMENT

under

THE SECURITIES ACT OF 1933

For American Depositary Shares

of

LLOYDS BANKING GROUP PLC

(Exact name of issuer of deposited securities as specified in its charter)

N/A

(Translation of issuer's name into English)

SCOTLAND

(Jurisdiction of incorporation or organization of issuer)

THE BANK OF NEW YORK MELLON

(Exact name of depositary as specified in its charter)

One Wall Street, New York, New York 10286

(212) 495-1784

(Address, including zip code, and telephone number, including area code, of depositary's principal executive offices)

_______________________

The Bank of New York Mellon

ADR Division

One Wall Street, 11th Floor

New York, New York 10286

(212) 495-1784

(Address, including zip code, and telephone number, including area code, of agent for service)

Copies to:

Brian D. Obergfell, Esq.

Emmet, Marvin & Martin, LLP

120 Broadway

New York, New York 10271

(212) 238-3032

It is proposed that this filing become effective under Rule 466

[X] immediately upon filing

[ ] on (Date) at (Time).

If a separate registration statement has been filed to register the deposited shares, check the following box. [ ]

CALCULATION OF REGISTRATION FEE

Title of each class of Securities to be registered	Amount to be registered	Proposed maximum aggregate price per unit (1)	Proposed maximum  aggregate offering price (1)	Amount of registration fee
American Depositary Shares, each American Depositary Share representing ordinary shares of Lloyds Banking Group plc.	600,000,000 American Depositary Shares	$5.00	$30,000,000	$3,477.00

¹ For the purpose of this table only the term "unit" is defined as 100 American Depositary Shares.

The prospectus consists of the proposed Form of American Depositary Receipt included as Exhibit A to the Form of Amended and Restated Deposit Agreement filed as Exhibit 1 to this Registration Statement which is incorporated herein by reference.

PART I

INFORMATION REQUIRED IN PROSPECTUS

Item -1. Description of Securities to be Registered

Cross Reference Sheet

Item Number and Caption			Location in Form of Receipt Filed Herewith as Prospectus
1. Name and address of depositary			Introductory Article
2. Title of American Depositary Receipts and identity of deposited securities			Face of Receipt, top center
Terms of Deposit:
(i)   The amount of deposited securities represented by one unit of American Depositary Receipts			Face of Receipt, upper right corner
(ii)   The procedure for voting, if any, the deposited securities			Articles number 15, 16 and 18
(iii)   The collection and distribution of dividends			Articles number 4, 12, 13, 15 and 18
(iv)  The transmission of notices, reports and proxy soliciting material			Articles number 11, 15, 16 and 18
(v)   The sale or exercise of rights			Articles number 13, 14, 15 and 18
(vi)  The deposit or sale of securities resulting from dividends, splits or plans of reorganization			Articles number 12, 13, 15, 17 and 18
(vii)  Amendment, extension or termination of the deposit agreement			Articles number 20 and 21
(viii)  Rights of holders of Receipts to inspect the transfer books of the depositary and the list of holders of Receipts			Article number 11
(ix)  Restrictions upon the right to deposit or withdraw the underlying securities			Articles number 2, 3, 4, 5, 6, 8 and 22
(x)   Limitation upon the liability of the depositary			Articles number 14, 18, 21 and 22
3. Fees and Charges			Articles 7 and 8
	Item - 2.	Available Information
		Public reports furnished by issuer	Article number 11

PART II

INFORMATION NOT REQUIRED IN PROSPECTUS

Item - 3. Exhibits

a.	Form of Amended and Restated Deposit Agreement dated as of November 17, 2008, among Lloyds Banking Group plc (formerly known as Lloyds TSB Group plc), The Bank of New York Mellon as Depositary, and all Owners and Holders from time to time of American Depositary Shares issued thereunder. - Filed herewith as Exhibit 1.
b.	Any other agreement to which the Depositary is a party relating to the issuance of the Depositary Shares registered hereby or the custody of the deposited securities represented. - Not Applicable.
c.	Every material contract relating to the deposited securities between the Depositary and the issuer of the deposited securities in effect at any time within the last three years. - See (a) above.
d.	Opinion of Emmet, Marvin & Martin, LLP, counsel for the Depositary, as to legality of the securities to be registered. – Filed herewith as Exhibit 4.
e.	Certification under Rule 466. - Filed herewith as Exhibit 5.

Item - 4.

Undertakings

(a) The Depositary hereby undertakes to make available at the principal office of the Depositary in the United States, for inspection by holders of the ADSs, any reports and communications received from the issuer of the deposited securities which are both (1) received by the Depositary as the holder of the deposited securities, and (2) made generally available to the holders of the underlying securities by the issuer.

(b) If the amounts of fees charged are not disclosed in the prospectus, the Depositary undertakes to prepare a separate document stating the amount of any fee charged and describing the service for which it is charged and to deliver promptly a copy of such fee schedule without charge to anyone upon request. The Depositary undertakes to notify each registered holder of an ADS thirty days before any change in the fee schedule.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that all the requirements for filing on Form F-6 are met and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, State of New York, on May 31, 2017.

Legal entity created by the agreement for the issuance of American Depositary Shares for ordinary shares of Lloyds Banking Group plc.

By: The Bank of New York Mellon,

As Depositary

By: /s/ Slawomir Soltowski

Name: Slawomir Soltowski

Title: Managing Director

Pursuant to the requirements of the Securities Act of 1933, Lloyds Banking Group plc has caused this Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized, in the City of London, United Kingdom on 10 May, 2017.

Lloyds Banking Group plc

By: /s/ António Horta-Osório

Name: António Horta-Osório

Title: Principal Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities indicated on 10 May, 2017.

/s/ Lord Blackwell	/s/ Kevin McKendry
Lord Blackwell	Kevin McKendry
Chairman	Authorized U.S. Representative
/s/ Anita Frew	/s/ George Culmer
Anita Frew	George Culmer
Deputy Chairman and Independent Director	Principal Financial and Accounting Officer
/s/ Alan Dickinson	/s/ António Horta-Osório
Alan Dickinson	António Horta-Osório
Independent Director	Principal Executive Officer
/s/ Simon Henry
Simon Henry	Nick Luff
Independent Director	Independent Director
/s/ Deborah McWhinney	/s/ Nick Prettejohn
Deborah McWhinney	Nick Prettejohn
Independent Director	Independent Director
/s/ Stuart Sinclair	/s/ Anthony Watson
Stuart Sinclair	Anthony Watson
Independent Director	Senior Independent Director
/s/ Sara Weller	/s/ Juan Colombás
Sara Weller	Juan Colombás
Independent Director	Chief Risk Officer and Executive Director

INDEX TO EXHIBITS

Exhibit

Number Exhibit

1	Form of Amended and Restated Deposit Agreement dated as of November 17, 2008, among Lloyds Banking Group plc (formerly known as Lloyds TSB Group plc), The Bank of New York Mellon as Depositary, and all Owners and Holders from time to time of American Depositary Shares issued thereunder.
4	Opinion of Emmet, Marvin & Martin, LLP, counsel for the Depositary, as to legality of the securities to be registered.
5	Certification under Rule 466.