Obbligazione Barclay PLC 0% ( US06744M7526 ) in USD

Barclay PLC

100 USD ▲

Regno Unito

US06744M7526 ( in USD )

05/12/2022 - Obbligazione è scaduto

Prospetto opuscolo dell'obbligazione Barclays PLC US06744M7526 in USD 0%, scaduta

1 000 USD

6 678 000 USD

06744M752

N/A

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 US06744M7526, pays a coupon of 0% per year.
The coupons are paid 2 times per year and the Obbligazione maturity is 05/12/2022

The Obbligazione issued by Barclay PLC ( United Kingdom ) , in USD, with the ISIN code US06744M7526, was rated NR by Moody's credit rating agency.

424B2 1 dp70830_424b2-947ms.htm FORM 424B2
CALCULATION OF REGISTRATION FEE

Maximum Aggregate

Amount of Registration
Title of Each Class of Securities Offered

Offering Price

Fee
Global Medium-Term Notes, Series A

$6,677,890

$773.97
(1) Calculated in accordance with Rule 457(r) of the Securities Act of 1933
November 2016
Pricing Supplement No. 404
Registration Statement No. 333-212571
Dated November 30, 2016
Filed pursuant to Rule 424(b)(2)
STRUCTURED INVESTMENTS
Opportunities in U.S. Equities
Trigger PLUS Based on the Value of the S&P 500® Index due December 5, 2022
T rigge r Pe rform a nc e Le ve ra ge d U pside Se c urit ie s SM
Princ ipa l a t Risk Se c urit ie s
Unlike conventional debt securities, the Trigger Performance Leveraged Upside SecuritiesSM (the "Trigger PLUS") will pay no
interest and do not guarantee any return of principal at maturity. If the final underlier value is greater than the initial underlier value,
at maturity investors will receive the stated principal amount of their investment plus the leveraged upside performance of the
underlier. If the final underlier value is less than or equal to the initial underlier value but greater than or equal to the trigger value,
which is equal to 65% of the initial underlier value, at maturity investors will receive the stated principal amount of their investment.
However, if the final underlier value is less than the trigger value, at maturity investors will lose 1% of the stated principal amount
of their investment 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 65% of the stated principal amount and could be zero. The Trigger PLUS are for
investors who seek an equity index-based return and who are willing and able to risk their principal and forgo current income in
exchange for the leverage feature and the limited protection against loss, which applies only if the final underlier value is greater
than or equal to the trigger value. 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 T rigge r PLU S. T he
T rigge r PLU 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 T rigge r PLU 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 5 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 T rigge r PLU 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
$6,677,890
a m ount :
St a t e d princ ipa l
$10 per Trigger PLUS
a m ount :
I nit ia l issue pric e :
$10 per Trigger PLUS (see "Commissions and initial issue price" below)
Pric ing da t e :
November 30, 2016
Origina l issue da t e :
December 5, 2016
V a lua t ion da t e :
November 30, 2022
M a t urit y da t e :
December 5, 2022
I nt e re st :
None
Pa ym e nt a t m a t urit y · If the final underlier value is greater than the initial underlier value:
(pe r T rigge r PLU S):
$10 + leveraged upside payment
· If the final underlier value is less than or equal to the initial underlier value but greater than or equal
to the trigger value:
$10
· If the final underlier value is less than the trigger value:
$10 × underlier performance factor
This amount will be less than the stated principal amount of $10 and will represent a loss of more than
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35%, and possibly all, of an investor's initial investment. Investors may lose their entire initial
investment in the Trigger PLUS. Any payment on the Trigger PLUS, 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
a c k now le dgm e nt :
and any holder of the Trigger PLUS, by acquiring the Trigger PLUS, each holder of the Trigger PLUS
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 5 of this
document.
Le ve ra ge d upside
$10 × leverage factor × underlier return
pa ym e nt :
Le ve ra ge fa c t or:
153.50%
T rigge r va lue :
1,429.23, which is 65% of the initial underlier value (rounded to two decimal places)
U nde rlie r re t urn:
(final underlier value initial underlier value) / initial underlier value
U nde rlie r
final underlier value / initial underlier value
pe rform a nc e fa c t or:

(terms continued on the next page)
Com m issions a nd init ia l
I nit ia l issue
Pric e t o public (1)
Age nt 's
Proc e e ds t o issue r
issue pric e :
pric e (1)
c om m issions
$0.30(2)
Pe r T rigge r PLU S
$10
$10
$9.65
$0.05(3)
T ot a l
$6,677,890.00
$6,677,890.00
$233,726.15
$6,444,163.85

(1 )
Our e st im a t e d va lue of t he T rigge r PLU 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 .5 2 7 pe r T rigge r PLU S. 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 T rigge r PLU 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 T rigge r PLU S" on pa ge 3 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 $ 0 .3 0 for e a c h T rigge r PLU S 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 $ 0 .0 5 for e a c h T rigge r PLU S.
One or more of our affiliates may purchase up to 15% of the aggregate principal amount of the Trigger PLUS and hold such
Trigger PLUS for investment for a period of at least 30 days. Accordingly, the total principal amount of the Trigger PLUS 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 Trigger PLUS available for secondary trading and, therefore, could adversely affect the price of the Trigger
PLUS 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 T rigge r PLU 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 2 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 T rigge r PLU 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 T rigge r PLU 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 T rigge r PLU 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 T rigge r PLU 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 T rigge r PLU S c onst it ut e our unse c ure d a nd unsubordina t e d obliga t ions. T he T rigge r PLU 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
I nde x Supple m e nt da t e d J uly 1 8 ,
1 8 , 2 0 1 6
2 0 1 6

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Trigger PLUS Based on the Value of the S&P 500® Index due December 5, 2022
Pe rform a nc e Le ve ra ge d U pside Se c urit ie s
Princ ipa l a t Risk Se c urit ie s

Terms continued from previous page:
I nit ia l unde rlie r
2,198.81, which is the closing level of the underlier on the pricing date
va lue :
Fina l unde rlie r
The closing level of the underlier on the valuation date
va lue * :
CU SI P / I SI N :
06744M752 / US06744M7526
List ing:
The Trigger PLUS 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.
The valuation date may be postponed if the valuation date is not a scheduled trading day or if a market disruption event occurs
on the valuation 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, the maturity date will be
postponed if that day is not a business day or if the valuation 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 .
November 2016
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Trigger PLUS Based on the Value of the S&P 500® Index due December 5, 2022
Pe rform a nc e Le ve ra ge d U pside Se c urit ie s
Princ ipa l a t Risk Se c urit ie s

Additional Terms of the Trigger PLUS

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 Trigger PLUS are a part. This document, together with the documents listed below, contains the terms of the Trigger PLUS 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 Trigger PLUS 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 Trigger PLUS.

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

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
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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.

November 2016
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Trigger PLUS Based on the Value of the S&P 500® Index due December 5, 2022
Pe rform a nc e Le ve ra ge d U pside Se c urit ie s
Princ ipa l a t Risk Se c urit ie s

Additional Information Regarding Our Estimated Value of the Trigger PLUS

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 Trigger PLUS
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 Trigger PLUS on the pricing date is less than the initial issue price of the Trigger PLUS. The difference
between the initial issue price of the Trigger PLUS and our estimated value of the Trigger PLUS 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 Trigger PLUS, the estimated cost that we may incur in hedging our obligations under the
Trigger PLUS, and estimated development and other costs that we may incur in connection with the Trigger PLUS.

Our estimated value on the pricing date is not a prediction of the price at which the Trigger PLUS may trade in the secondary
market, nor will it be the price at which Barclays Capital Inc. may buy or sell the Trigger PLUS 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 Trigger
PLUS 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 Trigger PLUS 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 Trigger PLUS because, in our discretion, we may elect to
effectively reimburse to investors a portion of the estimated cost of hedging our obligations under the Trigger PLUS and other costs
in connection with the Trigger PLUS that we will no longer expect to incur over the term of the Trigger PLUS. 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 Trigger PLUS and/or any agreement we may have with the distributors of the Trigger PLUS. 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 Trigger PLUS 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 2 of t his doc um e nt .

November 2016
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Trigger PLUS Based on the Value of the S&P 500® Index due December 5, 2022
Pe rform a nc e Le ve ra ge d U pside Se c urit ie s
Princ ipa l a t Risk Se c urit ie s

Consent to U.K. Bail-in Power
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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
T rigge r PLU S, by a c quiring t he T rigge r PLU S, e a c h holde r of t he T rigge r PLU 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
Trigger PLUS; (ii) the conversion of all, or a portion, of the principal amount of, interest on, or any other amounts payable on, the
Trigger PLUS 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 Trigger PLUS such shares, securities or obligations); and/or (iii) the amendment or alteration of the
maturity of the Trigger PLUS, or amendment of the amount of interest or any other amounts due on the Trigger PLUS, 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 Trigger PLUS 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 Trigger PLUS further acknowledges and agrees
that the rights of the holders of the Trigger PLUS 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 Trigger PLUS 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 .

November 2016
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Trigger PLUS Based on the Value of the S&P 500® Index due December 5, 2022
Pe rform a nc e Le ve ra ge d U pside Se c urit ie s
Princ ipa l a t Risk Se c urit ie s

Investment Summary

T rigge r Pe rform a nc e Le ve ra ge d U pside Se c urit ie s

Princ ipa l a t Risk Se c urit ie s

The Trigger PLUS Based on the Value of the S&P 500® Index due December 5, 2022 (the "Trigger PLUS") can be used:

As an alternative to direct exposure to the underlier that enhances returns for any positive performance of the underlier

To enhance returns and outperform the underlier in a bullish scenario

To achieve similar levels of upside exposure to the underlier as a direct investment, while using fewer dollars by taking
advantage of the leverage factor
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To provide limited protection against a loss of principal in the event of a decline of the underlier from the pricing date to the
valuation date, but only if the final underlier value is greater than or equal to the trigger value

If the final underlier value is less than the trigger value, the Trigger PLUS are exposed on a 1:1 basis to the negative performance
of the underlier.

M a t urit y:
6 years
Le ve ra ge fa c t or:
153.50%
T rigge r va lue :
65% of the initial underlier value
M inim um pa ym e nt a t m a t urit y:
None. Investors may lose their entire initial investment in the Trigger PLUS.
I nt e re st :
None

November 2016
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Trigger PLUS Based on the Value of the S&P 500® Index due December 5, 2022
Pe rform a nc e Le ve ra ge d U pside Se c urit ie s
Princ ipa l a t Risk Se c urit ie s

Key Investment Rationale

The Trigger PLUS offer leveraged exposure to any positive performance of the underlier. In exchange for enhanced performance of
153.50% of any appreciation of the underlier, investors are exposed to the risk of loss of some or all of their investment at maturity
due to the trigger feature. If the final underlier value is greater than the initial underlier value, investors will receive the stated
principal amount of their investment plus leveraged upside performance of the underlier at maturity. If the final underlier value is
less than or equal to the initial underlier value but greater than or equal to the trigger value, which is equal to 65% of the initial
underlier value, investors will receive the stated principal amount of their investment at maturity. However, if the final underlier value
is less than the trigger value, at maturity investors will lose 1% of the stated principal amount of their investment 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 65% of the stated principal amount and could be zero. 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
T rigge r PLU S.

Le ve ra ge d
The Trigger PLUS offer investors an opportunity to capture enhanced returns for any positive
Pe rform a nc e
performance of the underlier relative to a direct investment in the underlier.
T rigge r Fe a t ure
At maturity, even if the value of the underlier has declined over the term of the Trigger PLUS, investors
will receive their stated principal amount, but only if the final underlier value is greater than or equal to
the trigger value.
U pside Sc e na rio
The final underlier value is greater than the initial underlier value. In this case, at maturity, the Trigger
PLUS pay the stated principal amount of $10 plus 153.50% of the underlier return.
Pa r Sc e na rio
The final underlier value is less than or equal to the initial underlier value but greater than or equal to the
trigger value. In this case, at maturity, the Trigger PLUS pay the stated principal amount of $10 per
Trigger PLUS even though the value of the underlier has declined.
Dow nside Sc e na rio The final underlier value is less than the trigger value. In this case, at maturity, the Trigger PLUS pay less
than 65% of the stated principal amount and the loss of the stated principal amount will be proportionate
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 Trigger PLUS will pay $4.50 per
Trigger PLUS, or 45% of the stated principal amount, for a loss of 55% of the stated principal amount.
There is no minimum payment at maturity on the Trigger PLUS. Accordingly, investors could lose their
entire investment in the Trigger PLUS.
November 2016
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Trigger PLUS Based on the Value of the S&P 500® Index due December 5, 2022
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Pe rform a nc e Le ve ra ge d U pside Se c urit ie s
Princ ipa l a t Risk Se c urit ie s

Selected Purchase Considerations

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

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

You anticipate that the final underlier value will be greater than the initial underlier value, and you are willing and able to
accept the risk that, if the final underlier value is less than the trigger value, you will lose some, and possibly all, of the
stated principal amount of the Trigger PLUS.

You understand and accept that any potential return on the Trigger PLUS is limited by the maximum payment at maturity.

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 do not seek an investment for which there will be an active secondary market and you are willing and able to hold the
Trigger PLUS to maturity.

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

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

You seek an investment that produces periodic interest or coupon payments or other 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 initial underlier value, or you are unwilling or unable to
accept the risk that, if the final underlier value is less than the trigger value, you will lose some, and possibly all, of the
stated principal amount of the Trigger PLUS.

You seek an investment with uncapped exposure to any positive performance of the underlier.

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 seek an investment for which there will be an active secondary market and/or you are unwilling or unable to hold the
Trigger PLUS to maturity.

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

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 Trigger PLUS. You should reach a decision
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whether to invest in the Trigger PLUS after carefully considering, with your advisors, the suitability of the Trigger PLUS 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 Trigger
PLUS for investment.

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Trigger PLUS Based on the Value of the S&P 500® Index due December 5, 2022
Pe rform a nc e Le ve ra ge d U pside Se c urit ie s
Princ ipa l a t Risk Se c urit ie s

How the Trigger PLUS Work

Pa yoff Dia gra m

The payoff diagram below illustrates the payment at maturity on the Trigger PLUS based on the following terms:

St a t e d princ ipa l a m ount :
$10 per Trigger PLUS
Le ve ra ge fa c t or:
153.50%
T rigge r va lue :
65% of the initial underlier value
M inim um pa ym e nt a t m a t urit y:
None. You could lose your entire initial investment in the Trigger
PLUS.

Trigger PLUS Payoff Diagram

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Sc e na rio Ana lysis

Upside Scenario. If the final underlier value is greater than the initial underlier value, at maturity investors will receive the
$10 stated principal amount plus 153.50% of the appreciation of the underlier from the initial underlier value to the final
underlier value.

For example, if the underlier appreciates by 3%, at maturity investors would receive a 4.605% return, or $10.4605 per
Trigger PLUS.

Par Scenario. If the final underlier value is less than or equal to the initial underlier value but greater than or equal to the
trigger value, at maturity investors will receive the stated principal amount of $10 per Trigger PLUS.

For example, if the underlier depreciates by 5%, at maturity investors would receive the $10 stated principal amount per
Trigger PLUS.

November 2016
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Trigger PLUS Based on the Value of the S&P 500® Index due December 5, 2022
Pe rform a nc e Le ve ra ge d U pside Se c urit ie s
Princ ipa l a t Risk Se c urit ie s

Dow nside Scenario. If the final underlier value is less than the trigger value, at maturity investors will receive an amount
that is less than 65% of the $10 stated principal amount and that will reflect a 1% loss of principal for each 1% decline in the
underlier. Investors may lose their entire initial investment in the Trigger PLUS.

For example, if the underlier depreciates 50%, investors would lose 50% of their principal and receive only $5.00 per
Trigger PLUS at maturity, or 50% of the stated principal amount.

Wha t I s t he T ot a l Re t urn on t he T rigge r PLU S a t M a t urit y, Assum ing a Ra nge of Pe rform a nc e s for t he
U nde rlie r?

The following table and examples illustrate the hypothetical payment at maturity and hypothetical total return at maturity on the
Trigger PLUS. The "total return" as used in this document is the number, expressed as a percentage, that results from comparing
the payment at maturity per $10 stated principal amount to $10.00. The table and examples set forth below assume a hypothetical
initial underlier value of 100.00 and a trigger value of 65.00 (or 65% of the hypothetical initial underlier value) and reflect the
leverage factor of 153.50%. The hypothetical initial underlier value of 100.00 has been chosen for illustrative purposes only and
does not represent the actual initial underlier value. Please see "S&P 500® Index Overview" below for recent actual values of the
underlier. The actual initial underlier value and trigger value are set forth on the cover of this document. Each hypothetical payment
at maturity or total return set forth below is for illustrative purposes only and may not be the actual payment at maturity or total
return applicable to a purchaser of the Trigger PLUS. The numbers appearing in the following table and examples have been
rounded for ease of analysis. The table and examples below do not take into account any tax consequences from investing in the
Trigger PLUS.

Underlier Performance
Total Return on Trigger
Final Underlier Value
Underlier Return
Factor
Payment at Maturity
PLUS
150.00
50.00%
N/A
$17.67500
76.7500%
140.00
40.00%
N/A
$16.14000
61.4000%
130.00
30.00%
N/A
$14.60500
46.0500%
120.00
20.00%
N/A
$13.07000
30.7000%
110.00
10.00%
N/A
$11.53500
15.3500%
105.00
5.00%
N/A
$10.76750
7.6750%
102.50
2.50%
N/A
$10.38375
3.8375%
100.00
0.00%
N/A
$10.00000
0.0000%
95.00
-5.00%
95.00%
$10.00000
0.0000%
90.00
-10.00%
90.00%
$10.00000
0.0000%
85.00
-15.00%
85.00%
$10.00000
0.0000%
80.00
-20.00%
80.00%
$10.00000
0.0000%
70.00
-30.00%
70.00%
$10.00000
0.0000%
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65.00
-35.00%
65.00%
$10.00000
0.0000%
60.00
-40.00%
60.00%
$6.00000
-40.0000%
50.00
-50.00%
50.00%
$5.00000
-50.0000%
40.00
-60.00%
40.00%
$4.00000
-60.0000%
30.00
-70.00%
30.00%
$3.00000
-70.0000%
20.00
-80.00%
20.00%
$2.00000
-80.0000%
10.00
-90.00%
10.00%
$1.00000
-90.0000%
0.00
-100.00%
0.00%
$0.00000
-100.0000%

November 2016
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Trigger PLUS Based on the Value of the S&P 500® Index due December 5, 2022
Pe rform a nc e Le ve ra ge d U pside Se c urit ie s
Princ ipa l a t Risk Se c urit ie s

H ypot he t ic a l Ex a m ple s of Am ount Pa ya ble a t M a t urit y

The following examples illustrate how the payment at maturity and total return in different hypothetical scenarios are calculated.

Ex a m ple 1 : T he va lue of t he unde rlie r inc re a se s from t he init ia l unde rlie r va lue of 1 0 0 .0 0 t o a fina l unde rlie r
va lue of 1 1 0 .0 0 .

Because the final underlier value is greater than the initial underlier value, the payment at maturity is calculated as follows:

$10 + leveraged upside payment

= $10 + ($10 × leverage factor × underlier return)

First, calculate the underlier return:

underlier return = (final underlier value initial underlier value) / initial underlier value = (110.00 100.00) / 100.00 = 10.00%

Next, calculate the leveraged upside payment:

leveraged upside payment = $10 × leverage factor × underlier return = ($10 × 153.50% × 10.00%) = $1.5350

Thus, the payment at maturity is equal to $11.5350 per Trigger PLUS, representing a 15.3500% total return on the Trigger PLUS.

Ex a m ple 2 : T he va lue of t he unde rlie r de c re a se s from t he init ia l unde rlie r va lue of 1 0 0 .0 0 t o a fina l unde rlie r
va lue of 9 0 .0 0 .

Because the final underlier value is less than or equal to the initial underlier value but greater than or equal to the trigger value, the
payment at maturity is equal to the stated principal amount of $10.0000 per Trigger PLUS.

The total return on the Trigger PLUS is 0.0000%.

Ex a m ple 3 : T he va lue of t he unde rlie r de c re a se s from t he init ia l unde rlie r va lue of 1 0 0 .0 0 t o a fina l unde rlie r
va lue of 5 0 .0 0 .

Because the final underlier value is less than the trigger value, the payment at maturity is equal to $5.0000 per Trigger PLUS,
calculated as follows:

($10 × underlier performance factor)

= $10 × (final underlier value / initial underlier value)

= $10 × (50.00 / 100.00) = $5.0000

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Document Outline

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