Obbligazione Barclay PLC 3% ( US06741URB25 ) in USD

Barclay PLC

99.555 USD ⇌

Regno Unito

US06741URB25 ( in USD )

3% per anno ( pagato 2 volte l'anno)

27/02/2035

Prospetto opuscolo dell'obbligazione Barclays PLC US06741URB25 en USD 3%, scadenza 27/02/2035

1 000 USD

06741URB2

N/A

27/08/2025 ( In 116 giorni )

Barclays PLC è una banca multinazionale britannica che offre una vasta gamma di servizi finanziari a clienti privati, aziende e istituzioni in tutto il mondo.

The Obbligazione issued by Barclay PLC ( United Kingdom ) , in USD, with the ISIN code US06741URB25, pays a coupon of 3% per year.
The coupons are paid 2 times per year and the Obbligazione maturity is 27/02/2035

424B2 1 a15-3558_11424b2.htm 424B2 - 20Y STEP UP [BARC-AMER.FID705581]

CALCULATION OF REGISTRATION FEE

Title of Each Class of Securities Offered
Maximum Aggregate Offering Price
Amount of Registration Fee(1)

Global Medium-Term Notes, Series A
$1,644,000
$191.03

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

Pricing Supplement dated February 24, 2015
Filed Pursuant to Rule 424(b)(2)
(To Prospectus dated July 19, 2013,
Registration No. 333-190038
the Prospectus Supplement dated July 19, 2013

and the Prospectus Addendum dated February 3, 2015)

U S$ 1 ,6 4 4 ,0 0 0

ST EP-U P FI X ED RAT E CALLABLE N OT ES DU E FEBRU ARY 2 7 , 2 0 3 5

Princ ipa l Am ount :
US$1,644,000
I ssue r:
Barclays Bank PLC

I ssue Pric e :
Variable Price Re-offer
Se rie s:
Global Medium-Term Notes, Series A

Origina l I ssue Da t e :
February 27, 2015
Pa ym e nt a t M a t urit y:
If you hold the Notes to maturity, you
will receive 100% of your principal,
subject to the creditworthiness of
Barclays Bank PLC. The Notes are not,
either directly or indirectly, an obligation
of any third party, and any payment to
be made on the Notes, including any
principal protection provided at maturity,
depends on the ability of Barclays Bank
PLC to satisfy its obligations as they
come due. For a description of risks
with respect to the ability of Barclays
Bank PLC to satisfy its obligations as
they come due, see "Selected Risk
Factors--Issuer Credit Risk" in this
pricing supplement.

I nt e re st Ra t e T ype :
Fixed Rate
Origina l T ra de Da t e :
February 24, 2015

M a t urit y Da t e :
February 27, 2035, subject to
CU SI P:
06741URB2
Redemption at the Option of the
I SI N :
US06741URB25
Company (as set forth below).
I nt e re st Ra t e :
· For each Interest Period commencing on the Original Issue Date, to but excluding February 27, 2020, the
interest rate per annum will be equal to: 3.00%

· For each Interest Period commencing on February 27, 2020, to but excluding February 27, 2025, the
interest rate per annum will be equal to: 3.25%

· For each Interest Period commencing on February 27, 2025, to but excluding February 27, 2028, the
interest rate per annum will be equal to: 4.00%

· For each Interest Period commencing on February 27, 2028, to but excluding February 27, 2031, the
interest rate per annum will be equal to: 5.00%

· For each Interest Period commencing on February 27, 2031, to but excluding February 27, 2033, the
interest rate per annum will be equal to: 6.00%

· For each Interest Period commencing on February 27, 2033, to but excluding the Maturity Date, the
interest rate per annum will be equal to: 8.00%

Conse nt t o U .K . Ba il -I n Pow e r
By acquiring the Notes, you acknowledge, agree to be bound by, and consent to the exercise of, any U.K. Bail-In
Power. See "Consent to U.K. Bail-In Power" on page PS-4 of this pricing supplement.
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[Terms of Note continue on the following page]

Pric e t o Public
Age nt 's Com m ission (1)(2)
Proc e e ds t o Ba rc la ys Ba nk PLC(1)(2)

Pe r N ot e
At Variable Prices
2.50%
97.50%

T ot a l
At Variable Prices
$41,100
$1,602,900

1 Ba rc la ys Ca pit a l I nc . ha s a gre e d t o purc ha se t he N ot e s from us a t 1 0 0 % of t he princ ipa l a m ount m inus a m a x im um
c om m ission e qua l t o $ 2 5 .0 0 pe r $ 1 ,0 0 0 princ ipa l a m ount , or 2 .5 0 % , re sult ing in a m inim um a ggre ga t e proc e e ds t o Ba rc la ys
Ba nk PLC of $ 9 7 5 .0 0 pe r $ 1 ,0 0 0 princ ipa l a m ount . Ba rc la ys Ca pit a l I nc . propose s t o offe r t he N ot e s from t im e t o t im e for sa le
in ne got ia t e d t ra nsa c t ions, or ot he rw ise , a t va rying pric e s t o be de t e rm ine d a t t he t im e of e a c h sa le ; provide d t ha t , suc h
pric e s a re not e x pe c t e d t o be le ss t ha n $ 9 7 5 .0 0 or gre a t e r t ha n $ 1 ,0 0 0 pe r $ 1 ,0 0 0 princ ipa l a m ount . Ba rc la ys Ca pit a l I nc .
m a y a lso use a ll or a port ion of it s c om m issions on t he N ot e s t o pa y se lling c onc e ssions or fe e s t o ot he r de a le rs. Se e
"Se le c t e d Risk Fa c t ors--T he Pric e Y ou Pa id for t he N ot e s M a y Be H ighe r t ha n t he Pric e s Pa id by Ot he r I nve st ors" be low for
a ddit iona l de t a il.

(2) T he t ot a l Age nt 's Com m ission a nd Proc e e ds t o Ba rc la ys Ba nk PLC, w ill be ba se d on t he a ggre ga t e dolla r a m ount of not e s
sold by Ba rc la ys Ba nk PLC t o Ba rc la ys Ca pit a l I nc . a s de t e rm ine d on t he Origina l T ra de Da t e .

Any payment on the Notes is subject to the creditworthiness of the Issuer and is not guaranteed by any third party. See "Consent to U.K. Bail-In
Power" and "Selected Risk Factors" in this pricing supplement and "Risk Factors" in the accompanying prospectus addendum.

Investing in the Notes involves a number of risks. See "Risk Factors" beginning on page S-6 of the prospectus supplement and on page PA-1 of the
prospectus addendum and "Selected Risk Factors" below.

T he N ot e 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 Se c urit ie s a nd Ex c ha nge
Com m ission 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 se c urit ie s or de t e rm ine d t ha t t his
pric ing supple m 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 .

T he N ot e s c onst it ut e our dire c t , unc ondit iona l, unse c ure d a nd unsubordina t e d obliga t ions a nd a re not de posit lia bilit ie s of
Ba rc la ys Ba nk PLC a nd a re not 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
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.

We m a y use t his pric ing supple m e nt in t he init ia l sa le of N ot e 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 pric ing supple m e nt in m a rk e t re sa le t ra nsa c t ions in a ny N ot e 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 pric ing supple m e nt is be ing use d in a m a rk e t re sa le t ra nsa c t ion.

De nom ina t ions:
Minimum denominations of US$1,000 and integral multiples of US$1,000 thereafter.

I nt e re st Pa ym e nt Da t e s:
Payable semi-annually in arrears on the 27th day of each February and August, commencing on August 27,
2015 and ending on the Maturity Date or the Early Redemption Date, if applicable.

I nt e re st Pe riod:
The initial Interest Period will begin on, and include, the Original Issue Date and end on, but exclude, the first
Interest Payment Date. Each subsequent Interest Period will begin on, and include, the Interest Payment Date
for the immediately preceding Interest Period and end on, but exclude, the next following Interest Payment
Date. The final Interest Period will end on, but exclude, the Maturity Date (or the Early Redemption Date, if
applicable).

Re de m pt ion a t t he Opt ion of t he
We may redeem your Notes, in whole or in part, at the Redemption Price set forth below, on any Interest
Com pa ny:
Payment Date commencing on February 27, 2017, provided we give at least five business days' prior written
notice to the trustee. If we exercise our redemption option, the Interest Payment Date on which we so exercise
will be referred to as the "Early Redemption Date".

Re de m pt ion Pric e :
If we exercise our redemption option, you will receive on the Early Redemption Date 100% of the principal
amount together with any accrued and unpaid interest to but excluding the Early Redemption Date.

Busine ss Da y:
A Monday, Tuesday, Wednesday, Thursday or Friday that is neither a day on which banking institutions in
London or New York City generally are authorized or obligated by law, regulation, or executive order to close.

Busine ss Da y Conve nt ion:
Following, Unadjusted
Da y Count Conve nt ion:
30/360

Se t t le m e nt :
DTC; Book-entry; Transferable.

List ing:
The Notes will not be listed on any U.S. securities exchange or quotation system.

We urge you t o c onsult your inve st m e nt , le ga l, t a x , a c c ount ing a nd ot he r a dvise rs a nd t o inve st in t he N ot e s
only a ft e r you a nd your a dvisors ha ve c a re fully c onside re d t he suit a bilit y of a n inve st m e nt in t he N ot e s in
light of your pa rt ic ula r c irc um st a nc e s.

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Ba rc la ys Ba nk PLC ha s file d a re gist ra t ion st a t e m e nt (inc luding a prospe c t us) w it h t he SEC for t he offe ring
t o w hic h t his pric ing supple m e nt re la t e s. Be fore you inve st , you should re a d t he prospe c t us da t e d J uly 1 9 ,
2 0 1 3 , t he prospe c t us supple m e nt da t e d J uly 1 9 , 2 0 1 3 , t he prospe c t us a dde ndum da t e d Fe brua ry 3 , 2 0 1 5
a nd ot he r doc um e nt s Ba rc la ys Ba nk PLC ha s file d w it h t he SEC for m ore c om ple t e inform a t ion a bout
Ba rc la ys Ba nk PLC a nd t his offe ring. Buye rs should re ly upon t his pric ing supple m e nt , t he prospe c t us, t he
prospe c t us supple m e nt , prospe c t us a dde ndum , a nd a ny re le va nt pre lim ina ry pric ing supple m e nt a nd a ny
fina l pric ing supple m e nt for c om ple t e de t a ils. Y ou m a y ge t t he se doc um e nt s a nd ot he r doc um e nt s
Ba rc la ys Ba nk PLC ha s file d for fre e by visit ing EDGAR on t he SEC w e bsit e a t w w w .se c .gov , a nd you m a y
a lso a c c e ss t he prospe c t us a nd prospe c t us supple m e nt t hrough t he link s be low :

·
Prospe c t us da t e d J uly 1 9 , 2 0 1 3 :

http://www.sec.gov/Archives/edgar/data/312070/000119312513295636/d570220df3asr.htm

·
Prospe c t us Supple m e nt da t e d J uly 1 9 , 2 0 1 3 :

http://www.sec.gov/Archives/edgar/data/312070/000119312513295715/d570220d424b3.htm

·
Prospe c t us Adde ndum da t e d Fe brua ry 3 , 2 0 1 5 :

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Our SEC file num be r is 1 -1 0 2 5 7 a nd our Ce nt ra l I nde x K e y, or CI K , on t he SEC w e bsit e is 0 0 0 0 3 1 2 0 7 0 .

Alt e rna t ive ly, Ba rc la ys Ca pit a l I nc . or a ny a ge nt or de a le r pa rt ic ipa t ing in t his offe ring w ill a rra nge t o se nd
you t his pric ing supple m e nt , t he prospe c t us, t he prospe c t us supple m e nt , t he prospe c t us a dde ndum a nd
a ny re le va nt pre lim ina ry pric ing supple m e nt if you re que st it by c a lling your Ba rc la ys Ca pit a l I nc . sa le s
re pre se nt a t ive , suc h de a le r or 1 -8 8 8 -2 2 7 -2 2 7 5 (Ex t e nsion 2 -3 4 3 0 ). A c opy of t he prospe c t us m a y be
obt a ine d from Ba rc la ys Ca pit a l I nc ., 7 4 5 Se ve nt h Ave nue --At t n: U S I nvSol Support , N e w Y ork , N Y 1 0 0 1 9 .

We reserve the right to change the terms of, or reject any offer to purchase the Notes prior to their issuance. In the event of any
changes to the terms of the Notes, we will notify you and you will be asked to accept such changes in connection with your
purchase. You may also choose to reject such changes in which case we may reject your offer to purchase.

As used in this term sheet, the "Company," "we," "us," or "our" refers to Barclays Bank PLC.

CON SEN T T O U .K . BAI L-I N POWER

Under the U.K. Banking Act 2009, as recently amended, the relevant U.K. resolution authority may exercise a U.K. Bail-in Power
under certain conditions which, in summary, include that such authority determines that: (i) a relevant entity (such as the Issuer) is
failing or is likely to fail, (ii) it is not reasonably likely that (ignoring the other stabilization powers under the U.K. Banking Act) any
other action will be taken to avoid the entity's failure, (iii) the exercise of the stabilization powers are necessary taking into account
certain public interest considerations such as the stability of the U.K. financial system, public confidence in the U.K. banking system
and the protection of depositors and (iv) the objectives of the resolution measures would not be met to the same extent by the
winding up of the entity. Notwithstanding these conditions, there remains uncertainty regarding how the relevant U.K. resolution
authority would assess these conditions in deciding whether to exercise any U.K. Bail-in Power. The U.K. Bail-in Power includes
any statutory write-down and conversion power, which allows for the cancellation of all, or a portion, of any amounts payable on
the Notes, including any repayment of principal and/or the conversion of all, or a portion, of any amounts payable on the Notes,
including the repayment of principal, into shares or other securities or other obligations of ours or another person, including by
means of a variation to the terms of the Notes. Accordingly, if any U.K. Bail-in Power is exercised you may lose all or a part of the
value of your investment in the Notes or receive a different security, which may be worth significantly less than the Notes and
which may have significantly fewer protections than those typically afforded to debt securities. Moreover, the relevant U.K.
resolution authority may exercise its authority to implement the U.K. Bail-in Power without providing any advance notice to the
holders of the Notes.

By your acquisition of the Notes, you acknowledge, agree to be bound by, and consent to the exercise of any U.K. Bail-in Power
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by the relevant U.K. resolution authority.

This is only a summary. For more information, please see "Selected Risk Factors--You May Lose Some or All of Your Investment
If Any U.K. Bail-in Power Is Exercised by the Relevant U.K. Resolution Authority" in this pricing supplement and the full definition
of "U.K. Bail-in Power" as well as the risk factors in the accompanying prospectus addendum.

PS-1

SELECT ED RI SK FACT ORS

An inve st m e nt in t he N ot e s involve s signific a nt risk s. Y ou should re a d t he risk s sum m a rize d be low in
c onne c t ion w it h, a nd t he risk s sum m a rize d be low a re qua lifie d by re fe re nc e t o, t he risk s de sc ribe d in m ore
de t a il in t he "Risk Fa c t ors" se c t ion be ginning on pa ge S -6 of t he prospe c t us supple m e nt a nd on pa ge 3 of
t he prospe c t us a dde ndum . We urge you t o c onsult your inve st m e nt , le ga l, t a x , a c c ount ing a nd ot he r
a dvise rs a nd t o inve st in t he N ot e s only a ft e r you a nd your a dvisors ha ve c a re fully c onside re d t he suit a bilit y
of a n inve st m e nt in t he N ot e s in light of your pa rt ic ula r c irc um st a nc e s.

·
I ssue r Cre dit Risk -- The Notes are our unsecured debt obligations, and are not, either directly or indirectly, an

obligation of any third party. Any payment to be made on the Notes, including any payment due at maturity, depends on
our ability to satisfy our obligations as they come due. As a result, the actual and perceived creditworthiness of Barclays
Bank PLC may affect the market value of the Notes and, in the event we were to default on our obligations, you may not
receive the payment due at maturity or any other amounts owed to you under the terms of the Notes.

·
Y ou M a y Lose Som e or All of Y our I nve st m e nt I f Any U .K . Ba il-in Pow e r I s Ex e rc ise d by t he Re le va nt

U .K . Re solut ion Aut horit y--Under the U.K. Banking Act 2009, as recently amended, the relevant U.K. resolution
authority may exercise a U.K. Bail-in Power under certain conditions which, in summary, include that such authority
determines that: (i) a relevant entity (such as the Issuer) is failing or is likely to fail, (ii) it is not reasonably likely that
(ignoring the other stabilization powers under the U.K. Banking Act) any other action can be taken to avoid the entity's
failure, (iii) the exercise of the stabilization powers are necessary taking into account certain public interest considerations
such as the stability of the U.K. financial system, public confidence in the U.K. banking system and the protection of
depositors and (iv) the objectives of the resolution measures would not be met to the same extent by the winding up of the
entity. Notwithstanding these conditions, there remains uncertainty regarding how the relevant U.K. resolution authority
would assess these conditions in deciding whether to exercise any U.K. Bail-in Power. The U.K. Bail-in Power includes
any statutory write-down and conversion power which allows for the cancellation of all, or a portion, of any amounts
payable on the Notes, including any repayment of principal and/or the conversion of all, or a portion, of any amounts
payable on the Notes, including the repayment of principal, into shares or other securities or other obligations of ours or
another person, including by means of a variation to the terms of the Notes. Accordingly, if any U.K. Bail-in Power is
exercised you may lose all or a part of the value of your investment in the Notes or receive a different security, which may
be worth significantly less than the Notes and which may have significantly fewer protections than those typically afforded
to debt securities. Moreover, the relevant U.K. resolution authority may exercise its authority to implement the U.K. Bail-in
Power without providing any advance notice to the holders of the Notes.

By your a c quisit ion of t he N ot e s, you a c k now le dge , a gre e t o be bound by, a nd c onse nt 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. The exercise of any U.K. Bail-
in Power by the relevant U.K. resolution authority with respect to the Notes will not be a default or an Event of Default (as
each term is defined in the indenture relating to the Notes) and the trustee will not be liable for any action that the trustee
takes, or abstains from taking, in either case, in accordance with the exercise of the U.K. Bail-in Power by the relevant
U.K. resolution authority with respect to the Notes. Accordingly, your rights as a holder of the Notes are subject to, and will
be varied, if necessary, so as to give effect to, the exercise of any U.K. Bail-in Power by the relevant U.K. resolution
authority. Please see "Consent to U.K. Bail-in Power" in this pricing supplement and the risk factors in the accompanying
prospectus addendum for more information.

·
Ce rt a in Built -I n Cost s Are Lik e ly t o Adve rse ly Affe c t t he V a lue of t he N ot e s Prior t o M a t urit y --While

the payment at maturity described in this pricing supplement is based on the full principal amount of your Notes, the
original issue price of the Notes includes the agent's commission and the cost of hedging our obligations under the Notes
through one or more of our affiliates. As a result, the price, if any, at which Barclays Capital Inc. and other affiliates of
Barclays Bank PLC will be willing to purchase Notes from you in secondary market transactions will likely be lower than the
price you paid for your Notes, and any sale prior to the Maturity Date could result in a substantial loss to you.
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·
We a nd Our Affilia t e s M a y Enga ge in V a rious Ac t ivit ie s or M a k e De t e rm ina t ions T ha t Could M a t e ria lly

Affe c t Y our N ot e s in V a rious Wa ys a nd Cre a t e Conflic t s of I nt e re st --We and our affiliates establish the
offering price of the Notes for initial sale to the public, and the offering price is not based upon any independent verification
or valuation. Additionally, the role played by Barclays Capital Inc., as a dealer in the Notes, could

PS-2

present it with significant conflicts of interest with the role of Barclays Bank PLC, as issuer of the Notes. For example,
Barclays Capital Inc. or its representatives may derive compensation or financial benefit from the distribution of the Notes
and such compensation or financial benefit may serve as an incentive to sell these Notes instead of other investments. We
may pay dealer compensation to any of our affiliates acting as agents or dealers in connection with the distribution of the
Notes. Such market making activities, trading activities and other investment banking and financial services may negatively
impact the value of the Notes. Furthermore, we and our affiliates make markets in and trade various financial instruments
or products for their own accounts and for the account of their clients and otherwise provide investment banking and other
financial services with respect to these financial instruments and products. Such market making activities, trading activities
and other investment banking and financial services may negatively impact the value of the Notes. Furthermore, in any
such market making, trading activities, and other services, we or our affiliates may take positions or take actions that are
inconsistent with, or adverse to, the investment objectives of the holders of the Notes. We and our affiliates have no
obligation to take the needs of any buyer, seller or holder of the Notes into account in conducting these activities.

·
T he Pric e Y ou Pa id for t he N ot e s M a y Be H ighe r t ha n t he Pric e s Pa id by Ot he r I nve st ors -- Barclays

Capital Inc. proposes to offer the Notes from time to time for sale to investors in one or more negotiated transactions, or
otherwise, at prevailing market prices at the time of sale, at prices related to then-prevailing prices, at negotiated prices, or
otherwise. Accordingly, there is a risk that the price you paid for your Notes will be higher than the prices paid by other
investors based on the date and time you made your purchase, from whom you purchased the Notes, any related
transaction costs, whether you hold your Notes in a brokerage account, a fiduciary or fee-based account or another type of
account and other market factors.

·
T he N ot e s Will Be Subje c t t o Re de m pt ion a t Our Opt ion--We may redeem the Notes prior to the Maturity Date

on any Interest Payment Date, beginning on the date specified on the cover page hereof. If you intend to purchase the
Notes, you must be willing to have your Notes redeemed early. We are generally more likely to redeem the Notes during
periods when we expect that interest will accrue on the Notes at a rate that is greater than that which we would pay on our
traditional interest-bearing deposits or debt securities having a maturity equal to the remaining term of the Notes. In
contrast, we are generally less likely to redeem the Notes during periods when we expect interest to accrue on the Notes
at a rate that is less than that which we would pay on those instruments. If we redeem the Notes prior to the Maturity
Date, accrued interest will be paid on the Notes until such early redemption, but you will not receive any future interest
payments from the Notes redeemed and you may be unable to reinvest your proceeds from the redemption in an
investment with a return that is as high as the return on the Notes would have been if they had not been redeemed.

·
Addit iona l Pot e nt ia l Conflic t s--In addition to the variety of roles that we and our affiliates play in connection with the

issuance of the Notes described above under "Selected Risk Factors--We and Our Affiliates May Engage in Various
Activities or Make Determinations That Could Materially Affect Your Notes in Various Ways and Create Conflicts of
Interest", we also act as calculation agent and may enter into transactions to hedge our obligations under the Notes. In
performing these varied duties, the economic interests of the calculation agent and other affiliates of ours are potentially
adverse to your interests as an investor in the Notes.

·
La c k of Liquidit y --The Notes will not be listed on any securities exchange. Barclays Capital Inc. and other affiliates of

Barclays Bank PLC intend to make a secondary market for the Notes but are not required to do so, and may discontinue
any such secondary market making at any time, without notice. Barclays Capital Inc. may at any time hold unsold
inventory, which may inhibit the development of a secondary market for the Notes. Even if there is a secondary market, it
may not provide enough liquidity to allow you to trade or sell the Notes easily. Because other dealers are not likely to
make a secondary market for the Notes, the price at which you may be able to trade your Notes is likely to depend on the
price, if any, at which Barclays Capital Inc. and other affiliates of Barclays Bank PLC are willing to buy the Notes. The
Notes are not designed to be short-term trading instruments. Accordingly, you should be able and willing to hold your
Notes to maturity.

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·
M a ny Ec onom ic a nd M a rk e t Fa c t ors Will I m pa c t t he V a lue of t he N ot e s--The value of the Notes will be
affected by a number of economic and market factors that may either offset or magnify each other, including:

o
the time to maturity of the Notes;

o
interest and yield rates in the market generally;

o
a variety of economic, financial, political, regulatory or judicial events; and

o
our creditworthiness, including actual or anticipated downgrades in our credit ratings.

PS-3

U N I T ED ST AT ES FEDERAL I N COM E T AX T REAT M EN T

The following discussion supplements the discussion in the prospectus supplement under the heading "Certain U.S. Federal
Income Tax Considerations" and supersedes it to the extent inconsistent therewith. The following discussion (in conjunction with
the discussion in the prospectus supplement) summarizes certain of the material U.S. federal income tax consequences of the
purchase, beneficial ownership, and disposition of the Notes.

We intend to treat the Notes as indebtedness for U.S. federal income tax purposes and any reports to the Internal Revenue
Service (the "IRS") and U.S. holders will be consistent with such treatment, and each holder will agree to treat the Notes as
indebtedness for U.S. federal income tax purposes. The discussion that follows is based on this approach.

We intend to take the position that we are deemed to exercise the call option prior to the first interest rate step-up (solely for
purposes of determining whether the Notes are issued with "original issue discount" for federal income tax purposes) and, if we do
not exercise the call option at such time, the Notes will be deemed to be reissued (solely for purposes of the original issue discount
rules) at such time and immediately before each subsequent interest rate step-up for their adjusted issue price. Accordingly, we
intend to take the position that the Notes will not be issued with original issue discount for federal income tax purposes and that
interest on the Notes will be taxable to a U.S. holder as ordinary interest income at the time it accrues or is received in accordance
with the U.S. holder's normal method of accounting for tax purposes. See "Certain U.S. Federal Income Tax Considerations--U.S.
Federal Income Tax Treatment of the Notes as Indebtedness for U.S. Federal Income Tax Purposes--Notes Subject to Call or Put
Options" in the prospectus supplement.

3 .8 % M e dic a re T a x On "N e t I nve st m e nt I nc om e "

U.S. holders that are individuals, estates, and certain trusts are subject to an additional 3.8% tax on all or a portion of their "net
investment income," which may include the interest payments and any gain realized with respect to the Notes, to the extent of their
net investment income that, when added to their other modified adjusted gross income, exceeds $200,000 for an unmarried
individual, $250,000 for a married taxpayer filing a joint return (or a surviving spouse), or $125,000 for a married individual filing a
separate return. U.S. holders should consult their advisors with respect to the 3.8% Medicare tax.

I nform a t ion Re port ing

Holders that are individuals (and, to the extent provided in future regulations, entities) may be required to disclose information about
their Notes on IRS Form 8938--"Statement of Specified Foreign Financial Assets" if the aggregate value of their Notes and their
other "specified foreign financial assets" exceeds $50,000. Significant penalties can apply if a holder fails to disclose its specified
foreign financial assets. We urge you to consult your tax advisor with respect to this and other reporting obligations with respect to
your Notes.

N on -U .S. H olde rs

Barclays currently does not withhold on interest payments to non-U.S. holders in respect of instruments such as the Notes.
However, if Barclays determines that there is a material risk that it will be required to withhold on any such payments, Barclays may
withhold on such payments at a 30% rate, unless non-U.S. holders have provided to Barclays an appropriate and valid Internal
Revenue Service Form W-8. In addition, non-U.S. holders will be subject to the general rules regarding information reporting and
backup withholding as described under the heading "Certain U.S. Federal Income Tax Considerations--Information Reporting and
Backup Withholding" in the accompanying prospectus supplement.

In the opinion of our counsel, Cadwalader, Wickersham & Taft LLP, it would be reasonable to treat your Notes as
described above. However, the U.S. federal income tax treatment of the Notes is uncertain. We do not plan to request a
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ruling from the Internal Revenue Service regarding the tax treatment of the Notes, and the IRS or a court may not agree
with the tax treatment described in this pricing supplement. We urge you to consult your tax advisor as to the tax
consequences of your investment in the Notes.

PS-4

CERT AI N EM PLOY EE RET I REM EN T I N COM E SECU RI T Y ACT CON SI DERAT I ON S

Your purchase of a Note in an Individual Retirement Account (an "IRA"), will be deemed to be a representation and warranty by
you, as a fiduciary of the IRA and also on behalf of the IRA, that (i) neither the issuer, the placement agent nor any of their
respective affiliates has or exercises any discretionary authority or control or acts in a fiduciary capacity with respect to the IRA
assets used to purchase the Note or renders investment advice (within the meaning of Section 3(21)(A)(ii) of the Employee
Retirement Income Security Act ("ERISA")) with respect to any such IRA assets and (ii) in connection with the purchase of the
Note, the IRA will pay no more than "adequate consideration" (within the meaning of Section 408(b)(17) of ERISA) and in
connection with any redemption of the Note pursuant to its terms will receive at least adequate consideration, and, in making the
foregoing representations and warranties, you have (x) applied sound business principles in determining whether fair market value
will be paid, and (y) made such determination acting in good faith.

For additional ERISA considerations, see "Employee Retirement Income Security Act" in the prospectus supplement.

SU PPLEM EN T AL PLAN OF DI ST RI BU T I ON

We have agreed to sell to Barclays Capital Inc. (the "Age nt "), and the Agent has agreed to purchase from us, the principal amount
of the Notes, and at the price, specified on the cover of this pricing supplement. The Agent commits to take and pay for all of the
Notes, if any are taken.

PS-5

U S$ 1 ,6 4 4 ,0 0 0

BARCLAY S BAN K PLC

ST EP -U P FI X ED RAT E CALLABLE N OT ES DU E FEBRU ARY 2 7 , 2 0 3 5

GLOBAL MEDIUM-TERM NOTES, SERIES A

(TO PROSPECTUS DATED JULY 19, 2013,

THE PROSPECTUS SUPPLEMENT DATED JULY 19, 2013,

AND THE PROSPECTUS ADDENDUM DATED FEBRUARY 3, 2015)

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