Bond Barclay PLC 6% ( US06744CSV45 ) in USD

Issuer Barclay PLC
Market price refresh price now   100 %  ▼ 
Country  United Kingdom
ISIN code  US06744CSV45 ( in USD )
Interest rate 6% per year ( payment 2 times a year)
Maturity 27/01/2033



Prospectus brochure of the bond Barclays PLC US06744CSV45 en USD 6%, maturity 27/01/2033


Minimal amount 1 000 USD
Total amount 875 000 USD
Cusip 06744CSV4
Standard & Poor's ( S&P ) rating N/A
Moody's rating NR
Next Coupon 27/01/2026 ( In 88 days )
Detailed description Barclays PLC is a British multinational banking and financial services corporation headquartered in London, offering a wide range of services including personal and corporate banking, investment banking, and wealth management.

The Bond issued by Barclay PLC ( United Kingdom ) , in USD, with the ISIN code US06744CSV45, pays a coupon of 6% per year.
The coupons are paid 2 times per year and the Bond maturity is 27/01/2033

The Bond issued by Barclay PLC ( United Kingdom ) , in USD, with the ISIN code US06744CSV45, was rated NR by Moody's credit rating agency.







424B2 1 dp85788_424b2-1636ms.htm FORM 424B2
CALCULATION OF REGISTRATION FEE

Maximum Aggregate Offering
Title of Each Class of Securities Offered

Price

Amount of Registration Fee(1)
Global Medium-Term Notes, Series A

$875,000

$108.94

(1) Calculated in accordance with Rule 457(r) of the Securities Act of 1933

January 2018
Registration Statement No. 333-212571
Pricing Supplement dated January 26, 2018
Filed pursuant to Rule 424(b)(2)
STRUCTURED INVESTMENTS
Opportunities in U.S. Equities
Contingent Income Auto-Callable Step-Up Securities due January 27, 2033
Ba se d on t he V a lue of t he S& P 5 0 0 ® I nde x
Princ ipa l a t Risk Se c urit ie s
Unlike conventional debt securities, the securities do not guarantee the payment of interest or any return of principal at maturity. Instead, the securities offer
the opportunity for investors to receive a contingent monthly payment with respect to each monthly determination date on which the closing level of the
underlier is greater than or equal to 80% of the initial underlier value, which we refer to as the coupon barrier level. However, if the closing level of the
underlier is less than the coupon barrier level on a monthly determination date, investors will not receive any contingent monthly payment with respect to
that monthly period. The monthly payment applicable to each monthly determination date begins at a rate of 0.500000% of the stated principal amount and
increases periodically as set forth below. In addition, if the closing level of the underlier is greater than or equal to the initial underlier value on any
redemption determination date (quarterly, beginning on January 24, 2023), the securities will be automatically redeemed for an amount per security equal to
the stated principal amount plus the contingent monthly payment otherwise due. However, if on any quarterly redemption determination date the closing level
of the underlier is less than the initial underlier value, the securities will not be redeemed. If the securities are not redeemed prior to maturity and the final
underlier value is greater than or equal to 50% of the initial underlier value, which we refer to as the downside threshold level, the payment at maturity due
on the securities will be equal to the stated principal amount plus any contingent monthly payment otherwise due. However, if the securities are not
redeemed prior to maturity and the final underlier value is less than the downside threshold level, at maturity investors will lose 1% of the stated principal
amount for every 1% that the final underlier value is less than the initial underlier value. Under these circumstances, the amount investors receive will be less
than 50% of the stated principal amount and could be zero. The securities are for investors who are willing and able to risk their principal and forgo
guaranteed interest payments, in exchange for the opportunity to receive contingent monthly payments at a potentially above-market rate, subject to
automatic early redemption. Investors will not participate in any appreciation of the underlier even though investors will be exposed to the depreciation in the
value of the underlier if the securities have not been redeemed prior to maturity and the final underlier value is less than the downside threshold level.
I nve st ors m a y lose t he ir e nt ire init ia l inve st m e nt in t he se c urit ie s. T he se c urit ie s a re unse c ure d a nd unsubordina t e d de bt
obliga t ions of Ba rc la ys Ba nk PLC. Any pa ym e nt on t he se c urit ie s, inc luding a ny re pa ym e nt of princ ipa l, is subje c t t o t he
c re dit w ort hine ss of Ba rc la ys Ba nk PLC a nd is not gua ra nt e e d by a ny t hird pa rt y. I f Ba rc la ys Ba nk PLC w e re t o de fa ult on it s
pa ym e nt obliga t ions or be c om e subje c t t o t he e x e rc ise of a ny U .K . Ba il -in Pow e r (a s de sc ribe d on pa ge 6 of t his doc um e nt )
by t he re le va nt U .K . re solut ion a ut horit y, you m ight not re c e ive a ny a m ount s ow e d t o you unde r t he se c urit ie s. Se e "Risk
Fa c t ors" a nd "Conse nt t o U .K . Ba il -in Pow e r" in t his doc um e nt a nd "Risk Fa c t ors" in t he a c c om pa nying prospe c t us
supple m e nt .
FI N AL T ERM S

I ssue r:
Barclays Bank PLC
Re fe re nc e a sse t * :
S&P 500® Index (Bloomberg ticker symbol "SPX<Index>") (the "underlier")
Aggre ga t e princ ipa l
$875,000
a m ount :
St a t e d princ ipa l
$1,000 per security
a m ount :
I nit ia l issue pric e :
$1,000 per security (see "Commissions and initial issue price" below)
Pric ing da t e :
January 26, 2018
Origina l issue da t e :
January 31, 2018
M a t urit y da t e * :
January 27, 2033
Ea rly re de m pt ion:
If, on any redemption determination date (quarterly, beginning on January 24, 2023), the closing level of the underlier is greater
than or equal to the initial underlier value, the securities will be automatically redeemed for an early redemption payment on the
contingent payment date immediately following that redemption determination date. T he se c urit ie s w ill not be re de e m e d
e a rly if t he c losing le ve l of t he unde rlie r is le ss t ha n t he init ia l unde rlie r va lue on t he re la t e d
re de m pt ion de t e rm ina t ion da t e . N o furt he r pa ym e nt s w ill be m a de on t he se c urit ie s a ft e r t he y ha ve
be e n re de e m e d.
Ea rly re de m pt ion
The early redemption payment will be an amount per security equal to (i) the stated principal amount plus (ii) the contingent
pa ym e nt :
monthly payment otherwise due.
Cont inge nt m ont hly
· If, on any determination date, the closing level of the underlier is greater than or equal to the coupon barrier level, we
pa ym e nt :
will pay the applicable contingent monthly payment on the related contingent payment date. The contingent monthly
payment that will apply with respect to any determination date is as follows:

De t e rm ina t ion Da t e
Cont inge nt M ont hly Pa ym e nt

With respect to the determination dates scheduled to occur from
$5.00000 (0.500000% of the stated principal amount)
February 2018 to January 2023 (i.e., years 1 to 5):
per security
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With respect to the determination dates scheduled to occur from
$5.83333 (0.583333% of the stated principal amount)
February 2023 to January 2028 (i.e., years 6 to 10):
per security

With respect to the determination dates scheduled to occur from
$8.33333 (0.833333% of the stated principal amount)
February 2028 to January 2033 (i.e., years 11 to 15):
per security

· If, on any determination date, the closing level of the underlier is less than the coupon barrier level, no contingent monthly
payment will be made with respect to that determination date.
Pa ym e nt a t m a t urit y:
If the securities are not redeemed prior to maturity, you will receive on the maturity date a cash payment per security
determined as follows:
· If the final underlier value is greater than or equal to the downside threshold level:
(i) stated principal amount plus (ii) any contingent monthly payment otherwise due
· If the final underlier value is less than the downside threshold level:
stated principal amount × underlier performance factor
Under these circumstances, the payment at maturity will be less than the stated principal amount of $1,000 and will
represent a loss of more than 50%, and possibly all, of an investor's initial investment. Investors may lose their entire
initial investment in the securities. Any payment on the securities, including any repayment of principal, is not
guaranteed by any third party and is subject to (a) the creditworthiness of Barclays Bank PLC and (b) the risk of
exercise of any U.K. Bail-in Power by the relevant U.K. resolution authority.
U .K . Ba il -in Pow e r
Notwithstanding any other agreements, arrangements or understandings between Barclays Bank PLC and any holder of the
a c k now le dgm e nt :
securities, by acquiring the securities, each holder of the securities acknowledges, accepts, agrees to be bound by and consents
to the exercise of, any U.K. Bail-in Power by the relevant U.K. resolution authority. See "Consent to U.K. Bail-in Power" on page
6 of this document.

(terms continued on the next page)
Com m issions a nd init ia l issue
I nit ia l issue
Pric e t o public (1)
Age nt 's c om m issions
Proc e e ds t o issue r
pric e :
pric e (1)
$30.00(2)
Pe r se c urit y
$1,000
$1,000
$965.00
$5.00(3)
T ot a l
$875,000
$875,000
$30,625
$844,375
(1 ) Our e st im a t e d va lue of t he se c urit ie s on t he pric ing da t e , ba se d on our int e rna l pric ing m ode ls, is $ 9 3 0 .1 0 pe r se c urit y.
T he e st im a t e d va lue is le ss t ha n t he init ia l issue pric e of t he se c urit ie s. Se e "Addit iona l I nform a t ion Re ga rding Our
Est im a t e d V a lue of t he Se c urit ie s" on pa ge 5 of t his doc um e nt .
(2 ) M orga n St a nle y We a lt h M a na ge m e nt a nd it s fina nc ia l a dvisors w ill c olle c t ive ly re c e ive from t he a ge nt , Ba rc la ys Ca pit a l
I nc ., a fix e d sa le s c om m ission of $ 3 0 .0 0 for e a c h se c urit y t he y se ll. Se e "Supple m e nt a l Pla n of Dist ribut ion" in t his
doc um e nt .
(3 ) Re fle c t s a st ruc t uring fe e pa ya ble t o M orga n St a nle y We a lt h M a na ge m e nt by t he a ge nt or it s a ffilia t e s of $ 5 .0 0 for e a c h
se c urit y.
One or more of our affiliates may purchase up to 15% of the aggregate principal amount of the securities and hold such securities for investment for a
period of at least 30 days. Accordingly, the total principal amount of the securities may include a portion that was not purchased by investors on the original
issue date. Any unsold portion held by our affiliate(s) may affect the supply of securities available for secondary trading and, therefore, could adversely affect
the price of the securities in the secondary market. Circumstances may occur in which our interests or those of our affiliates could be in conflict with your
interests.
I nve st ing in t he se c urit ie s involve s risk s not a ssoc ia t e d w it h a n inve st m e nt in c onve nt iona l de bt se c urit ie s. Se e "Risk
Fa c t ors" be ginning on pa ge 1 3 of t his doc um e nt a nd on pa ge S-7 of t he prospe c t us supple m e nt . Y ou should re a d t his
doc um e nt t oge t he r w it h t he re la t e d prospe c t us, prospe c t us supple m e nt a nd inde x supple m e nt , e a c h of w hic h c a n be
a c c e sse d via t he hype rlink s be low , be fore you m a k e a n inve st m e nt de c ision.
T he se c urit ie s w ill not be list e d on a ny U .S. se c urit ie s e x c ha nge or quot a t ion syst e m . N e it he r t he U .S. Se c urit ie s a nd
Ex c ha nge Com m ission (t he "SEC") nor a ny st a t e se c urit ie s c om m ission ha s a pprove d or disa pprove d of t he se c urit ie s or
de t e rm ine d t ha t t his doc um e nt is t rut hful or c om ple t e . Any re pre se nt a t ion t o t he c ont ra ry is a c rim ina l offe nse .
We m a y use t his doc um e nt in t he init ia l sa le of t he se c urit ie s. I n a ddit ion, Ba rc la ys Ca pit a l I nc . or a not he r of our a ffilia t e s
m a y use t his doc um e nt in m a rk e t re sa le t ra nsa c t ions in a ny of t he se c urit ie s a ft e r t he ir init ia l sa le . U nle ss w e or our a ge nt
inform s you ot he rw ise in t he c onfirm a t ion of sa le , t his doc um e nt is be ing use d in a m a rk e t re sa le t ra nsa c t ion.
T he se c urit ie s c onst it ut e our unse c ure d a nd unsubordina t e d obliga t ions. T he se c urit ie s a re not de posit lia bilit ie s of Ba rc la ys
Ba nk PLC a nd a re not c ove re d by t he U .K . Fina nc ia l Se rvic e s Com pe nsa t ion Sc he m e or insure d by t he U .S. Fe de ra l De posit
I nsura nc e Corpora t ion or a ny ot he r gove rnm e nt a l a ge nc y or de posit insura nc e a ge nc y of t he U nit e d St a t e s, t he U nit e d
K ingdom or a ny ot he r jurisdic t ion.
Prospe c t us da t e d J uly 1 8 , 2 0 1 6
Prospe c t us Supple m e nt da t e d J uly 1 8 ,
I nde x Supple m e nt da t e d J uly 1 8 , 2 0 1 6
2 0 1 6


Contingent Income Auto-Callable Step-Up Securities due January 27, 2033
Ba se d on t he V a lue of t he S& P 5 0 0 ® I nde x
Princ ipa l a t Risk Se c urit ie s


Terms continued from previous page:
Coupon ba rrie r le ve l:
2,298.296, which is equal to 80% of the initial underlier value (rounded to three decimal places)
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Dow nside t hre shold
1,436.435, which is equal to 50% of the initial underlier value (rounded to three decimal places)
le ve l:
I nit ia l unde rlie r va lue :
2,872.87, which is the closing level of the underlier on the pricing date
Fina l unde rlie r va lue :
The closing level of the underlier on the final determination date
U nde rlie r pe rform a nc e
final underlier value / initial underlier value
fa c t or:
De t e rm ina t ion da t e s :
Monthly, as set forth under the "Determination Dates" column of the table under "
Determination Dates / Redemption Determination Dates / Contingent Payment Dates" on page 3 of this document
Re de m pt ion
Quarterly, on the determination dates occurring in each January, April, July and October, commencing January 2023 and
de t e rm ina t ion da t e s :
ending October 2032
Cont inge nt pa ym e nt
Monthly, as set forth under the "Contingent Payment Dates" column of the table under "
da t e s :
Determination Dates / Redemption Determination Dates / Contingent Payment Dates" on page 3 of this document
Closing le ve l* :
Closing level has the meaning set forth under "Reference Assets--Indices--Special Calculation Provisions" in the prospectus
supplement.
Addit iona l t e rm s:
Terms used in this document, but not defined herein, will have the meanings ascribed to them in the prospectus supplement.
CU SI P / I SI N :
06744CSV4 / US06744CSV45
List ing:
The securities will not be listed on any securities exchange.
Se le c t e d de a le r:
Morgan Stanley Wealth Management ("MSWM")
*
If the underlier is discontinued or if the sponsor of the underlier fails to publish the underlier, the calculation agent may select a successor underlier or, if
no successor underlier is available, will calculate the value to be used as the closing level of the underlier. In addition, the calculation agent will calculate
the value to be used as the closing level of the underlier in the event of certain changes in or modifications to the underlier. For more information, see
"Reference Assets--Indices--Adjustments Relating to Securities with an Index as a Reference Asset" in the accompanying prospectus supplement.

Each determination date and redemption determination date may be postponed if that date is not a scheduled trading day or if a market disruption event
occurs on that date as described under "Reference Assets--Indices--Market Disruption Events for Securities with an Index of Equity Securities as a
Reference Asset" in the accompanying prospectus supplement. In addition, a contingent payment date and/or the maturity date will be postponed if that
day is not a business day or if the relevant determination date is postponed as described under "Terms of the Notes--Payment Dates" in the
accompanying prospectus supplement.
Ba rc la ys Ca pit a l I nc .
January 2018
Page 2

Contingent Income Auto-Callable Step-Up Securities due January 27, 2033
Ba se d on t he V a lue of t he S& P 5 0 0 ® I nde x
Princ ipa l a t Risk Se c urit ie s


Determination Dates / Redemption Determination Dates / Contingent Payment Dates

De t e rm ina t ion
Cont inge nt
De t e rm ina t ion
Cont inge nt
De t e rm ina t ion
Cont inge nt
Da t e s*
Pa ym e nt Da t e s
Da t e s*
Pa ym e nt Da t e s
Da t e s*
Pa ym e nt Da t e s
February 26, 2018
March 1, 2018
February 24, 2023
March 1, 2023
February 24, 2028
February 29, 2028
March 26, 2018
March 29, 2018
March 24, 2023
March 29, 2023
March 24, 2028
March 29, 2028
April 24, 2018
April 27, 2018
April 24, 2023
April 27, 2023
April 24, 2028
April 27, 2028
May 24, 2018
May 30, 2018
May 24, 2023
May 30, 2023
May 24, 2028
May 30, 2028
June 25, 2018
June 28, 2018
June 26, 2023
June 29, 2023
June 26, 2028
June 29, 2028
July 24, 2018
July 27, 2018
July 24, 2023
July 27, 2023
July 24, 2028
July 27, 2028
August 24, 2018
August 29, 2018
August 24, 2023
August 29, 2023
August 24, 2028
August 29, 2028
September 24, 2018
September 27, 2018
September 25, 2023
September 28, 2023
September 25, 2028
September 28, 2028
October 24, 2018
October 29, 2018
October 24, 2023
October 27, 2023
October 24, 2028
October 27, 2028
November 26, 2018
November 29, 2018
November 24, 2023
November 29, 2023
November 24, 2028
November 29, 2028
December 24, 2018
December 28, 2018
December 26, 2023
December 29, 2023
December 26, 2028
December 29, 2028
January 24, 2019
January 29, 2019
January 24, 2024
January 29, 2024
January 24, 2029
January 29, 2029
February 25, 2019
February 28, 2019
February 26, 2024
February 29, 2024
February 26, 2029
March 1, 2029
March 25, 2019
March 28, 2019
March 25, 2024
March 28, 2024
March 26, 2029
March 29, 2029
April 24, 2019
April 29, 2019
April 24, 2024
April 29, 2024
April 24, 2029
April 27, 2029
May 24, 2019
May 30, 2019
May 24, 2024
May 30, 2024
May 24, 2029
May 30, 2029
June 24, 2019
June 27, 2019
June 24, 2024
June 27, 2024
June 25, 2029
June 28, 2029
July 24, 2019
July 29, 2019
July 24, 2024
July 29, 2024
July 24, 2029
July 27, 2029
August 26, 2019
August 29, 2019
August 26, 2024
August 29, 2024
August 24, 2029
August 29, 2029
September 24, 2019
September 27, 2019
September 24, 2024
September 27, 2024
September 24, 2029
September 27, 2029
October 24, 2019
October 29, 2019
October 24, 2024
October 29, 2024
October 24, 2029
October 29, 2029
November 25, 2019
November 29, 2019
November 25, 2024
November 29, 2024
November 26, 2029
November 29, 2029
December 24, 2019
December 30, 2019
December 24, 2024
December 30, 2024
December 24, 2029
December 28, 2029
January 24, 2020
January 29, 2020
January 24, 2025
January 29, 2025
January 24, 2030
January 29, 2030
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February 24, 2020
February 27, 2020
February 24, 2025
February 27, 2025
February 25, 2030
February 28, 2030
March 24, 2020
March 27, 2020
March 24, 2025
March 27, 2025
March 25, 2030
March 28, 2030
April 24, 2020
April 29, 2020
April 24, 2025
April 29, 2025
April 24, 2030
April 29, 2030
May 26, 2020
May 29, 2020
May 27, 2025
May 30, 2025
May 24, 2030
May 30, 2030
June 24, 2020
June 29, 2020
June 24, 2025
June 27, 2025
June 24, 2030
June 27, 2030
July 24, 2020
July 29, 2020
July 24, 2025
July 29, 2025
July 24, 2030
July 29, 2030
August 24, 2020
August 27, 2020
August 25, 2025
August 28, 2025
August 26, 2030
August 29, 2030
September 24, 2020
September 29, 2020
September 24, 2025
September 29, 2025
September 24, 2030
September 27, 2030
October 26, 2020
October 29, 2020
October 24, 2025
October 29, 2025
October 24, 2030
October 29, 2030
November 24, 2020
November 30, 2020
November 24, 2025
November 28, 2025
November 25, 2030
November 29, 2030
December 24, 2020
December 30, 2020
December 24, 2025
December 30, 2025
December 24, 2030
December 30, 2030
January 25, 2021
January 28, 2021
January 26, 2026
January 29, 2026
January 24, 2031
January 29, 2031
February 24, 2021
March 1, 2021
February 24, 2026
February 27, 2026
February 24, 2031
February 27, 2031
March 24, 2021
March 29, 2021
March 24, 2026
March 27, 2026
March 24, 2031
March 27, 2031
April 26, 2021
April 29, 2021
April 24, 2026
April 29, 2026
April 24, 2031
April 29, 2031
May 24, 2021
May 27, 2021
May 26, 2026
May 29, 2026
May 26, 2031
May 29, 2031
June 24, 2021
June 29, 2021
June 24, 2026
June 29, 2026
June 24, 2031
June 27, 2031
July 26, 2021
July 29, 2021
July 24, 2026
July 29, 2026
July 24, 2031
July 29, 2031
August 24, 2021
August 27, 2021
August 24, 2026
August 27, 2026
August 25, 2031
August 28, 2031
September 24, 2021
September 29, 2021
September 24, 2026
September 29, 2026
September 24, 2031
September 29, 2031
October 25, 2021
October 28, 2021
October 26, 2026
October 29, 2026
October 24, 2031
October 29, 2031
November 24, 2021
November 30, 2021
November 24, 2026
November 30, 2026
November 24, 2031
November 27, 2031
December 27, 2021
December 30, 2021
December 24, 2026
December 30, 2026
December 24, 2031
December 29, 2031
January 24, 2022
January 27, 2022
January 25, 2027
January 28, 2027
January 26, 2032
January 29, 2032
February 24, 2022
March 1, 2022
February 24, 2027
March 1, 2027
February 24, 2032
February 27, 2032
March 24, 2022
March 29, 2022
March 24, 2027
March 30, 2027
March 24, 2032
March 29, 2032
April 25, 2022
April 28, 2022
April 26, 2027
April 29, 2027
April 26, 2032
April 29, 2032
May 24, 2022
May 27, 2022
May 24, 2027
May 27, 2027
May 24, 2032
May 27, 2032
June 24, 2022
June 29, 2022
June 24, 2027
June 29, 2027
June 24, 2032
June 29, 2032
July 25, 2022
July 28, 2022
July 26, 2027
July 29, 2027
July 26, 2032
July 29, 2032
August 24, 2022
August 29, 2022
August 24, 2027
August 27, 2027
August 24, 2032
August 27, 2032
September 26, 2022
September 29, 2022
September 24, 2027
September 29, 2027
September 24, 2032
September 29, 2032
October 24, 2022
October 27, 2022
October 25, 2027
October 28, 2027
October 25, 2032
October 28, 2032
November 25, 2022
November 30, 2022
November 24, 2027
November 30, 2027
November 24, 2032
November 29, 2032
December 27, 2022
December 30, 2022
December 27, 2027
December 30, 2027
December 24, 2032
December 29, 2032
January 24, 2023
January 27, 2023
January 24, 2028
January 27, 2028
January 24, 2033 (the
"final determination
January 27, 2033 (the
date")
maturity date)
* The redemption determination dates occur on a quarterly basis, on the determination dates occurring in each January, April, July and October,
commencing January 2023 and ending October 2032.
January 2018
Page 3

Contingent Income Auto-Callable Step-Up Securities due January 27, 2033
Ba se d on t he V a lue of t he S& P 5 0 0 ® I nde x
Princ ipa l a t Risk Se c urit ie s


Additional Terms of the Securities

You should read this document together with the prospectus dated July 18, 2016, as supplemented by the prospectus supplement
dated July 18, 2016 and the index supplement dated July 18, 2016 relating to our Global Medium-Term Notes, Series A, of which
the securities are a part. This document, together with the documents listed below, contains the terms of the securities and
supersedes all prior or contemporaneous oral statements as well as any other written materials including preliminary or indicative
pricing terms, correspondence, trade ideas, structures for implementation, sample structures, brochures or other educational
materials of ours. You should carefully consider, among other things, the matters set forth in "Risk Factors" in the prospectus
supplement, as the securities involve risks not associated with conventional debt securities. We urge you to consult your
investment, legal, tax, accounting and other advisors before you invest in the securities.

You may access these documents on the SEC website at www.sec.gov as follows (or if such address has changed, by reviewing
our filings for the relevant date on the SEC website):

Prospectus dated July 18, 2016:
http://www.sec.gov/Archives/edgar/data/312070/000119312516650074/d219304df3asr.htm
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Prospectus supplement dated July 18, 2016:
http://www.sec.gov/Archives/edgar/data/312070/000110465916132999/a16-14463_21424b3.htm

Index supplement dated July 18, 2016:
http://www.sec.gov/Archives/edgar/data/312070/000110465916133002/a16-14463_22424b3.htm

Our SEC file number is 1-10257 and our Central Index Key, or CIK, on the SEC website is 0000312070. As used in this document,
"we," "us" and "our" refer to Barclays Bank PLC.

In connection with this offering, Morgan Stanley Wealth Management is acting in its capacity as a selected dealer.

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Additional Information Regarding Our Estimated Value of the Securities

Our internal pricing models take into account a number of variables and are based on a number of subjective assumptions, which
may or may not materialize, typically including volatility, interest rates and our internal funding rates. Our internal funding rates
(which are our internally published borrowing rates based on variables, such as market benchmarks, our appetite for borrowing and
our existing obligations coming to maturity) may vary from the levels at which our benchmark debt securities trade in the secondary
market. Our estimated value on the pricing date is based on our internal funding rates. Our estimated value of the securities might
be lower if such valuation were based on the levels at which our benchmark debt securities trade in the secondary market.

Our estimated value of the securities on the pricing date is less than the initial issue price of the securities. The difference between
the initial issue price of the securities and our estimated value of the securities results from several factors, including any sales
commissions to be paid to Barclays Capital Inc. or another affiliate of ours, any selling concessions, discounts, commissions or fees
to be allowed or paid to non-affiliated intermediaries, the estimated profit that we or any of our affiliates expect to earn in
connection with structuring the securities, the estimated cost that we may incur in hedging our obligations under the securities, and
estimated development and other costs that we may incur in connection with the securities.

Our estimated value on the pricing date is not a prediction of the price at which the securities may trade in the secondary market,
nor will it be the price at which Barclays Capital Inc. may buy or sell the securities in the secondary market. Subject to normal
market and funding conditions, Barclays Capital Inc. or another affiliate of ours intends to offer to purchase the securities in the
secondary market but it is not obligated to do so.

Assuming that all relevant factors remain constant after the pricing date, the price at which Barclays Capital Inc. may initially buy or
sell the securities in the secondary market, if any, and the value that we may initially use for customer account statements, if we
provide any customer account statements at all, may exceed our estimated value on the pricing date for a temporary period
expected to be approximately 40 days after the initial issue date of the securities because, in our discretion, we may elect to
effectively reimburse to investors a portion of the estimated cost of hedging our obligations under the securities and other costs in
connection with the securities that we will no longer expect to incur over the term of the securities. We made such discretionary
election and determined this temporary reimbursement period on the basis of a number of factors, which may include the tenor of
the securities and/or any agreement we may have with the distributors of the securities. The amount of our estimated costs that we
effectively reimburse to investors in this way may not be allocated ratably throughout the reimbursement period, and we may
discontinue such reimbursement at any time or revise the duration of the reimbursement period after the initial issue date of the
securities based on changes in market conditions and other factors that cannot be predicted.

We urge you t o re a d "Risk Fa c t ors" be ginning on pa ge 1 3 of t his doc um e nt .
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Consent to U.K. Bail-in Power

N ot w it hst a nding a ny ot he r a gre e m e nt s, a rra nge m e nt s or unde rst a ndings be t w e e n us a nd a ny holde r of t he
se c urit ie s, by a c quiring t he se c urit ie s, e a c h holde r of t he se c urit ie s a c k now le dge s, a c c e pt s, a gre e s t o be
bound by a nd c onse nt s t o t he e x e rc ise of, a ny U .K . Ba il-in Pow e r by t he re le va nt U .K . re solut ion a ut horit y.

Under the U.K. Banking Act 2009, as amended, the relevant U.K. resolution authority may exercise a U.K. Bail-in Power in
circumstances in which the relevant U.K. resolution authority is satisfied that the resolution conditions are met. These conditions
include that a U.K. bank or investment firm is failing or is likely to fail to satisfy the Financial Services and Markets Act 2000 (the
"FSMA") threshold conditions for authorization to carry on certain regulated activities (within the meaning of section 55B FSMA) or,
in the case of a U.K. banking group company that is an European Economic Area ("EEA") or third country institution or investment
firm, that the relevant EEA or third country relevant authority is satisfied that the resolution conditions are met in respect of that
entity.

The U.K. Bail-in Power includes any write-down, conversion, transfer, modification and/or suspension power, which allows for (i)
the reduction or cancellation of all, or a portion, of the principal amount of, interest on, or any other amounts payable on, the
securities; (ii) the conversion of all, or a portion, of the principal amount of, interest on, or any other amounts payable on, the
securities into shares or other securities or other obligations of Barclays Bank PLC or another person (and the issue to, or conferral
on, the holder of the securities such shares, securities or obligations); and/or (iii) the amendment or alteration of the maturity of the
securities, or amendment of the amount of interest or any other amounts due on the securities, or the dates on which interest or
any other amounts become payable, including by suspending payment for a temporary period; which U.K. Bail-in Power may be
exercised by means of a variation of the terms of the securities solely to give effect to the exercise by the relevant U.K. resolution
authority of such U.K. Bail-in Power. Each holder of the securities further acknowledges and agrees that the rights of the holders of
the securities are subject to, and will be varied, if necessary, solely to give effect to, the exercise of any U.K. Bail-in Power by the
relevant U.K. resolution authority. For the avoidance of doubt, this consent and acknowledgment is not a waiver of any rights
holders of the securities may have at law if and to the extent that any U.K. Bail-in Power is exercised by the relevant U.K.
resolution authority in breach of laws applicable in England.

For m ore inform a t ion, ple a se se e "Risk Fa c t ors--Y ou m a y lose som e or a ll of your inve st m e nt if a ny U .K .
ba il-in pow e r is e x e rc ise d by t he re le va nt U .K . re solut ion a ut horit y" in t his doc um e nt a s w e ll a s "U .K . Ba il-in
Pow e r," "Risk Fa c t ors--Risk s Re la t ing t o t he Se c urit ie s Ge ne ra lly--Re gula t ory a c t ion in t he e ve nt a ba nk or
inve st m e nt firm in t he Group is fa iling or lik e ly t o fa il c ould m a t e ria lly a dve rse ly a ffe c t t he va lue of t he
se c urit ie s" a nd "Risk Fa c t ors--Risk s Re la t ing t o t he Se c urit ie s Ge ne ra lly--U nde r t he t e rm s of t he
se c urit ie s, you ha ve a gre e d t o be bound by t he e x e rc ise of a ny U .K . Ba il-in Pow e r by t he re le va nt U .K .
re solut ion a ut horit y" in t he a c c om pa nying prospe c t us supple m e nt .

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Investment Summary

Cont inge nt I nc om e Aut o -Ca lla ble St e p-U p Se c urit ie s
Princ ipa l a t Risk Se c urit ie s

The Contingent Income Auto-Callable Step-Up Securities due January 27, 2033 Based on the Value of the S&P 500® Index, which
we refer to as the securities, provide an opportunity for investors to receive a contingent monthly payment with respect to each
monthly determination date on which the closing level of the underlier is greater than or equal to 80% of the initial underlier value,
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which we refer to as the coupon barrier level. The closing level of the underlier could be below the coupon barrier level on most or
all of the determination dates so that you receive few or no contingent monthly payments over the term of the securities. The
monthly payment applicable to each monthly determination date begins at a rate of 0.500000% of the stated principal amount and
increases periodically as set forth in this document.

If, on any redemption determination date (quarterly, beginning on January 24, 2023), the closing level of the underlier is greater
than or equal to the initial underlier value, the securities will be automatically redeemed for an early redemption payment equal to
the stated principal amount plus the contingent monthly payment otherwise due. If the securities are automatically redeemed prior
to maturity, investors will receive no further contingent monthly payments. If the securities have not previously been redeemed and
the final underlier value is greater than or equal to 50% of the initial underlier value, which we refer to as the downside threshold
level, the payment at maturity will be the stated principal amount plus any contingent monthly payment otherwise due. However, if
the securities have not previously been redeemed and the final underlier value is less than the downside threshold level, investors
will lose 1% of the stated principal amount for every 1% that the final underlier value is less than the initial underlier value. Under
these circumstances, the amount investors receive will be less than 50% of the stated principal amount and could be zero.
Investors in the securities must be willing and able to accept the risk of losing their entire initial investment and also the risk of not
receiving any contingent monthly payment throughout the entire term of the securities. In addition, investors will not participate in
any appreciation of the underlier.

Key Investment Rationale

The securities are for investors who are willing and able to risk their principal and forgo guaranteed interest payments, in exchange
for the opportunity to receive contingent monthly payments at a potentially above-market rate, subject to automatic early
redemption. The securities offer investors an opportunity to receive the contingent monthly payment with respect to each
determination date on which the closing level of the underlier is greater than or equal to the coupon barrier level. In addition, the
following scenarios reflect the potential payment on the securities, if any, upon an automatic early redemption or at maturity:

Sc e na rio 1
On a ny re de m pt ion de t e rm ina t ion da t e (qua rt e rly, be ginning on J a nua ry 2 4 , 2 0 2 3 ), t he
c losing le ve l of t he unde rlie r is greater than or equal to t he init ia l unde rlie r va lue .

The securities will be automatically redeemed for (i) the stated principal amount plus (ii) the contingent
monthly payment otherwise due.

Investors will not participate in any appreciation of the underlier from the initial underlier value and will
receive no further contingent monthly payments.

Sc e na rio 2
T he se c urit ie s a re not a ut om a t ic a lly re de e m e d prior t o m a t urit y a nd t he fina l unde rlie r
va lue is greater than or equal to t he dow nside t hre shold le ve l.

The payment due at maturity will be (i) the stated principal amount plus (ii) any contingent monthly
payment otherwise due.

Investors will not participate in any appreciation of the underlier from the initial underlier value.

Sc e na rio 3
T he se c urit ie s a re not a ut om a t ic a lly re de e m e d prior t o m a t urit y a nd t he fina l unde rlie r
va lue is less than t he dow nside t hre shold le ve l.

The payment due at maturity will be equal to the stated principal amount times the underlier
performance factor. In this case, at maturity, the securities pay less than 50% of the stated principal
amount and the percentage loss of the stated principal amount will be equal to the percentage
decrease in the final underlier value from the initial underlier value. For example, if the final underlier
value is 55% less than the initial underlier value, the securities will pay $450.00 per security, or 45% of
the stated principal amount, for a loss of 55% of the stated principal amount. I nve st ors w ill lose a
signific a nt port ion a nd m a y lose a ll of t he ir princ ipa l in t his sc e na rio.

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Selected Purchase Considerations

The securities are not suitable for all investors. The securities may be a suitable investment for you if all of the following statements
are true:

You do not seek an investment that produces fixed periodic interest or coupon payments or other non-contingent sources
of current income.

You do not anticipate that the final underlier value will be less than the downside threshold level on the final determination
date, and you are willing and able to accept the risk that, if it is, you will lose a significant portion or all of the stated
principal amount.

You do not anticipate that the closing level of the underlier will be less than the coupon barrier level on any determination
date, and you are willing and able to accept the risk that, if it is, you may receive few or no contingent monthly payments
over the term of the securities.

You are willing and able to forgo participation in any appreciation of the underlier, and you understand that any return on
your investment will be limited to the contingent monthly payments that may be payable on the securities.

You are willing and able to accept the risks associated with an investment linked to the performance of the underlier, as
explained in more detail in the "Risk Factors" section of this document.

You understand and accept that you will not be entitled to receive dividends or distributions that may be paid to holders of
the securities composing the underlier, nor will you have any voting rights with respect to the issuers of the securities
composing the underlier.

You are willing and able to accept the risk that the securities may be automatically redeemed prior to scheduled maturity
and that you may not be able to reinvest your money in an alternative investment with comparable risk and yield.

You do not seek an investment for which there will be an active secondary market and you are willing and able to hold the
securities to maturity if the securities are not automatically redeemed.

You are willing and able to assume our credit risk for all payments on the securities.

You are willing and able to consent to the exercise of any U.K. Bail-in Power by any relevant U.K. resolution authority.

The securities may not be a suitable investment for you if any of the following statements are true:

You seek an investment that produces fixed periodic interest or coupon payments or other non-contingent sources of
current income.

You seek an investment that provides for the full repayment of principal at maturity.

You anticipate that the final underlier value will be less than the downside threshold level on the final determination date, or
you are unwilling or unable to accept the risk that, if it is, you will lose a significant portion or all of the stated principal
amount.

You anticipate that the closing level of the underlier will be less than the coupon barrier level on one or more determination
dates, or you are unwilling or unable to accept the risk that, if it is, you may receive few or no contingent monthly payments
over the term of the securities.

You seek exposure to any upside performance of the underlier or you seek an investment with a return that is not limited to
the contingent monthly payments that may be payable on the securities.
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You are unwilling or unable to accept the risks associated with an investment linked to the performance of the underlier, as
explained in more detail in the "Risk Factors" section of this document.

You seek an investment that entitles you to dividends or distributions on, or voting rights related to, the securities
composing the underlier.

You are unwilling or unable to accept the risk that the securities may be automatically redeemed prior to scheduled
maturity.

You seek an investment for which there will be an active secondary market and/or you are unwilling or unable to hold the
securities to maturity if they are not automatically redeemed.

You are unwilling or unable to assume our credit risk for all payments on the securities.

You are unwilling or unable to consent to the exercise of any U.K. Bail-in Power by any relevant U.K. resolution authority.

You must rely on your own evaluation of the merits of an investment in the securities. You should reach a decision whether
to invest in the securities after carefully considering, with your advisors, the suitability of the securities in light of your investment
objectives and the specific information set forth in this document, the prospectus, the prospectus supplement and the index
supplement. Neither the issuer nor Barclays Capital Inc. makes any recommendation as to the suitability of the securities for
investment.

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How the Securities Work

The following diagrams illustrate the potential outcomes for the securities depending on the closing level of the underlier on the
redemption determination dates and determination dates (including the final determination date).

Dia gra m # 1 : Re de m pt ion De t e rm ina t ion Da t e s a nd De t e rm ina t ion Da t e s Prior t o t he Fina l De t e rm ina t ion
Da t e

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Dia gra m # 2 : Pa ym e nt a t M a t urit y I f N o Aut om a t ic Ea rly Re de m pt ion Oc c urs


For more information about the payment upon an automatic early redemption or at maturity in different hypothetical scenarios, see
"Hypothetical Examples" below.

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Hypothetical Examples

The numbers appearing in the following examples may have been rounded for ease of analysis. The examples below assume that
the securities will be held until maturity or earlier redemption and do not take into account the tax consequences of an investment
in the securities. The examples below are based on the following terms:*
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Document Outline