Obbligazione Barclay PLC 0% ( US06747M3K09 ) in USD

Barclay PLC

100 USD ▼

Regno Unito

US06747M3K09 ( in USD )

27/12/2022 - Obbligazione è scaduto

Prospetto opuscolo dell'obbligazione Barclays PLC US06747M3K09 in USD 0%, scaduta

1 000 USD

808 000 USD

06747M3K0

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 US06747M3K09, pays a coupon of 0% per year.
The coupons are paid 2 times per year and the Obbligazione maturity is 27/12/2022

The Obbligazione issued by Barclay PLC ( United Kingdom ) , in USD, with the ISIN code US06747M3K09, was rated NR by Moody's credit rating agency.

424B2 1 a18-41544_57424b2.htm 424B2 - 12 LN49

Pricing Supplement dated December 21, 2018

Filed Pursuant to Rule 424(b)(2)
(To the Prospectus dated March 30, 2018, the Prospectus Supplement dated July 18, 2016 and the Index Supplement dated July 18, 2016)
Registration No. 333-212571

$ 8 0 8 ,0 0 0
Annua l Aut oCa lla ble N ot e s due De c e m be r 2 7 , 2 0 2 2
Link e d t o t he Le a st Pe rform ing of
t he S& P 5 0 0 ® I nde x a nd t he SPDR® S& P ® Oil & Ga s Ex plora t ion &

Produc t ion ET F
Globa l M e dium -T e rm N ot e s , Se rie s A

Terms used in this pricing supplement, but not defined herein, shall have the meanings ascribed to them in the prospectus supplement.

Issuer:
Barclays Bank PLC

Denominations:
Minimum denomination of $1,000, and integral multiples of $1,000 in excess thereof

Initial Valuation Date:
December 21, 2018

Issue Date:
December 31, 2018

Final Valuation Date:*
December 21, 2022

Maturity Date:*
December 27, 2022

Reference Assets:
The S&P 500® Index (the "S&P 500 Index") and the SPDR® S&P® Oil & Gas Exploration & Production ETF (the "Oil & Gas ETF"), as
set forth in the following table:

Reference Asset
Bloomberg Ticker
Initial Value
Barrier Value

S&P 500 Index
SPX <Index>
2,416.62
1,449.97

Oil & Gas ETF
XOP UP <Equity>
$25.35
$15.21

The S&P 500 Index and the Oil & Gas ETF are each referred to herein as a "Reference Asset" and, collectively, as the "Reference
Assets."

Automatic Call:
If, on any Call Valuation Date, the Closing Value of each Reference Asset is greater than or equal to its respective Initial Value, the
Notes will be automatically called for a cash payment per $1,000 principal amount Note equal to the applicable Redemption Price payable
on the Call Settlement Date. No further amounts will be payable on the Notes after the Call Settlement Date.

Payment at Maturity:
If the Notes are not automatically called on any of the first three Call Valuation Dates, and if you hold the Notes to maturity, you will
receive on the Maturity Date a cash payment per $1,000 principal amount Note that you hold determined as follows:
If the Final Value of the Least Performing Reference Asset is greater than or equal to its Barrier Value, the Notes will be
subject to an Automatic Call and you will receive the applicable Redemption Price on the Maturity Date
If the Final Value of the Least Performing Reference Asset is less than its Barrier Value, you will receive an amount per
$1,000 principal amount Note calculated as follows:
$1,000 + [$1,000 x Reference Asset Return of the Least Performing Reference Asset]
If the Notes are not automatically called prior to scheduled maturity, and if the Final Value of the Least Performing Reference Asset
is less than its Barrier Value, you will be fully exposed to the decline of the Least Performing Reference Asset from its Initial Value.
You may lose up to 100.00% of the principal amount of your Notes at maturity.
Any payment on the Notes, including any payment upon an Automatic Call or at maturity, is not guaranteed by any third party and is
subject to both the creditworthiness of the Issuer and to the exercise of any U.K. Bail-in Power by the relevant U.K. resolution
authority. If Barclays Bank PLC were to default on its payment obligations or become subject to the exercise of any U.K. Bail-in
Power (or any other resolution measure) by the relevant U.K. resolution authority, you might not receive any amounts owed to you
under the Notes. See "Consent to U.K. Bail-in Power" and "Selected Risk Considerations" in this pricing supplement and "Risk
Factors" in the accompanying prospectus supplement for more information.

Consent to U.K. Bail-in
Notwithstanding any other agreements, arrangements or understandings between Barclays Bank PLC and any holder of the Notes, by
Power:
acquiring the Notes, each holder of the Notes 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 PS-2 of this pricing supplement.

[Terms of the Notes Continue on the Next Page]

Initial Issue Price(1)(2)
Price to Public
Agent's Commission(3)
Proceeds to Barclays Bank PLC(3)

Per Note
$1,000

100%

2.90%

97.10%

Total
$808,000

$808,000

$23,432

$784,568

(1) Because dealers who purchase the Notes for sale to certain fee-based advisory accounts may forego some or all selling concessions, fees or commissions, the public
offering price for investors purchasing the Notes in such fee-based advisory accounts may be between $971.00 and $1,000 per Note. Investors that hold their Notes
in fee-based advisory or trust accounts may be charged fees by the investment advisor or manager of such account based on the amount of assets held in those
accounts, including the Notes.

(2) Our estimated value of the Notes on the Initial Valuation Date, based on our internal pricing models, is $927.70 per Note. The estimated value is less than the initial
issue price of the Notes. See "Additional Information Regarding Our Estimated Value of the Notes" on page PS-3 of this pricing supplement.

(3) Barclays Capital Inc. will receive commissions from the Issuer of up to 2.90% of the principal amount of the Notes, or up to $29.00 per $1,000 principal amount.
Barclays Capital Inc. will use these commissions to pay variable selling concessions or fees (including custodial or clearing fees) to other dealers. The per Note
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agent's commission and proceeds to Issuer shown above is the minimum amount of proceeds that the Issuer receives per Note, assuming the maximum Agent's
commission per Note of 2.90%. The total agent's commission and total proceeds to issuer shown above give effect to the actual amount of the variable Agent's
commission.

Investing in the Notes involves a number of risks. See "Risk Factors" beginning on page S-7 of the prospectus supplement and "Selected Risk Considerations"
beginning on page PS-9 of this pricing supplement.

We may use this pricing supplement in the initial sale of Notes. In addition, Barclays Capital Inc. or another of our affiliates may use this pricing supplement in
market resale transactions in any Notes after their initial sale. Unless we or our agent informs you otherwise in the confirmation of sale, this pricing supplement
is being used in a market resale transaction.

The Notes will not be listed on any U.S. securities exchange or quotation system. Neither the Securities and Exchange Commission nor any state securities
commission has approved or disapproved of these securities or determined that this pricing supplement is truthful or complete. Any representation to the
contrary is a criminal offense.

The Notes constitute our direct, unconditional, unsecured and unsubordinated obligations and are not deposit liabilities of either Barclays PLC or Barclays Bank PLC
and are not covered by the U.K. Financial Services Compensation Scheme or insured or guaranteed by the U.S. Federal Deposit Insurance Corporation or any other
governmental agency of the United States, the United Kingdom or any other jurisdiction.

Terms of the Notes, Continued

Call Valuation Dates:*
December 23, 2019, December 21, 2020, December 21, 2021 and the Final Valuation Date

Call Settlement Date:
The fifth business day following the Call Valuation Date on which an Automatic Call occurs, provided that the Call Settlement Date with
respect to the Final Valuation Date will be the Maturity Date

Redemption Price:
For every $1,000 principal amount Note, an amount equal to $1,000 plus the Call Premium applicable to the Call Valuation Date on
which an Automatic Call occurs

Call Premium:
With respect to a Call Valuation Date, an amount calculated as follows:
(a) Annual Call Premium times (b) n,
where "n" equals the number of Call Valuation Dates that have occurred, including the relevant Call Valuation Date for which the Call
Premium is being calculated

Annual Call Premium:
$102.50 per $1,000 principal amount Note (or 10.25% of the principal amount per Note)

Barrier Value:
With respect to each Reference Asset, 60.00% of its Initial Value (rounded to the nearest cent), as set forth in the table above

Initial Value:
With respect to each Reference Asset, its Closing Value on the Initial Valuation Date, as set forth in the table above

Final Value:
With respect to each Reference Asset, its Closing Value on the Final Valuation Date

Reference Asset Return:
With respect to each Reference Asset, an amount calculated as follows:
Final Value Initial Value
Initial Value

Least Performing Reference
The Reference Asset with the lowest Reference Asset Return, as calculated in the manner set forth above
Asset:

Closing Value:
All references in this pricing supplement to the Closing Value of the S&P 500 Index mean the closing level of the S&P 500 Index, as
further described under "Reference Assets--Indices--Special Calculation Provisions" in the prospectus supplement and all references in
this pricing supplement to the Closing Value of the Oil & Gas ETF mean the closing price of one share of the Oil & Gas ETF, as further
described under "Reference Assets--Exchange-Traded Funds--Special Calculation Provisions" in the prospectus supplement.

Calculation Agent:
Barclays Bank PLC

CUSIP / ISIN:
06747M3K0 / US06747M3K09

* Subject to postponement, as described under "Additional Terms of the Notes" in this pricing supplement

ADDITIONAL DOCUMENTS RELATED TO THE OFFERING OF THE NOTES

You should read this pricing supplement together with the prospectus dated March 30, 2018, 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 these Notes are a part.
This pricing supplement, together with the documents listed below, contains the terms of the Notes 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 under "Risk Factors" in the prospectus supplement and "Selected Risk Considerations" in this pricing supplement, as the Notes 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 Notes.
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When you read the prospectus supplement and the index supplement, note that all references to the prospectus dated July 18, 2016, or to any
sections therein, should refer instead to the accompanying prospectus dated March 30, 2018, or to the corresponding sections of that prospectus.

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 March 30, 2018:

https://www.sec.gov/Archives/edgar/data/312070/000119312518103150/d561709d424b3.htm

·
Prospectus Supplement dated July 18, 2016:

https://www.sec.gov/Archives/edgar/data/312070/000110465916132999/a16-14463_21424b3.htm

·
Index Supplement dated July 18, 2016:

https://www.sec.gov/Archives/edgar/data/312070/000110465916133002/a16-14463_22424b3.htm

Our SEC file number is 1-10257. As used in this pricing supplement, the "Company," "we," "us," or "our" refers to Barclays Bank PLC.

PS-1

CONSENT TO U.K. BAIL-IN POWER

Notwithstanding any other agreements, arrangements or understandings between us and any holder of the Notes, by acquiring the Notes, each
holder of the Notes 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.

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 a 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 the 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 Notes; (ii) the conversion of all, or a
portion, of the principal amount of, interest on, or any other amounts payable on, the Notes 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 Notes such shares, securities or obligations); and/or
(iii) the amendment or alteration of the maturity of the Notes, or amendment of the amount of interest or any other amounts due on the Notes, 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 Notes 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 Notes further acknowledges and agrees that the rights of the holders of the Notes 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 more information, please see "Selected Risk Considerations--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 as well as "U.K. Bail-in Power," "Risk
Factors--Risks Relating to the Securities Generally--Regulatory action in the event a bank or investment firm in the Group is failing or
likely to fail could materially adversely affect the value of the securities" and "Risk Factors--Risks Relating to the Securities
Generally--Under the terms of the securities, you have agreed to be bound by the exercise of any U.K. Bail-in Power by the relevant U.K.
resolution authority" in the accompanying prospectus supplement.

PS-2

ADDITIONAL INFORMATION REGARDING OUR ESTIMATED VALUE OF THE NOTES

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 Initial
Valuation Date is based on our internal funding rates. Our estimated value of the Notes may be lower if such valuation were based on the levels at
which our benchmark debt securities trade in the secondary market.

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Our estimated value of the Notes on the Initial Valuation Date is less than the initial issue price of the Notes. The difference between the initial
issue price of the Notes and our estimated value of the Notes 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 Notes, the estimated cost which
we may incur in hedging our obligations under the Notes, and estimated development and other costs which we may incur in connection with the
Notes.

Our estimated value on the Initial Valuation Date is not a prediction of the price at which the Notes may trade in the secondary market, nor will it
be the price at which Barclays Capital Inc. may buy or sell the Notes 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 Notes in the secondary market but it is not obligated to do so.

Assuming that all relevant factors remain constant after the Initial Valuation Date, the price at which Barclays Capital Inc. may initially buy or sell
the Notes 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 Initial Valuation Date for a temporary period expected to be approximately six
months after the Issue Date because, in our discretion, we may elect to effectively reimburse to investors a portion of the estimated cost of hedging
our obligations under the Notes and other costs in connection with the Notes which we will no longer expect to incur over the term of the Notes.
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 Notes and/or any agreement we may have with the distributors of the Notes. The amount of our estimated costs which 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 Notes based on changes in market
conditions and other factors that cannot be predicted.

We urge you to read the "Selected Risk Considerations" beginning on page PS-9 of this pricing supplement.

PS-3

SELECTED PURCHASE CONSIDERATIONS

The Notes are not suitable for all investors. The Notes 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 sources of current income.

· You understand and accept that you will not participate in any appreciation of any Reference Asset, which may be significant, and that

your return potential on the Notes is limited to the applicable Call Premium.

· You can tolerate a loss of a significant portion or all of your principal amount, and you are willing and able to make an investment that

may have the full downside market risk of an investment in the Least Performing Reference Asset.

· You understand and accept the risk that, if the Notes are never automatically called, the payment at maturity will be based solely on the

Reference Asset Return of the Least Performing Reference Asset.

· You do not anticipate that the Final Value of any Reference Asset will fall below its Barrier Value and you are willing to accept the risk

that, if it does, you will lose some or all of the principal amount of your Notes.

· You understand and are willing and able to accept the risks associated with an investment linked to the performance of the Reference

Assets.

· You are willing and able to accept the individual market risk of each Reference Asset and understand that any decline in the value of one

Reference Asset will not be offset or mitigated by a lesser decline or any potential increase in the value of any other Reference Asset.

· You are willing and able to accept the risk that the Notes may be automatically called 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 can tolerate fluctuations in the price of the Notes prior to scheduled maturity that may be similar to or exceed the downside

fluctuations in the value of the Reference Assets.

· You do not seek an investment for which there will be an active secondary market, and you are willing and able to hold the Notes to

maturity if they are not automatically called.

· You are willing to assume our credit risk for all payments on the Notes.

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

The Notes 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 sources of current income.

· You do not anticipate either that an Automatic Call will occur or, if an Automatic Call does occur, that the Final Value of each Reference

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Asset will be greater than its Barrier Value.

· You seek uncapped exposure to any positive performance of the Reference Assets.

· You seek an investment that provides for the full repayment of principal at maturity, and/or you are unwilling or unable to accept the risk

that you may lose some or all of the principal amount of your Notes in the event that the Final Value of the Least Performing Reference
Asset falls below its Barrier Value.

· You are unwilling or unable to accept the individual market risk of each Reference Asset and/or do not understand that any decline in the

value of one Reference Asset will not be offset or mitigated by a lesser decline or any potential increase in the value of any other
Reference Asset.

· You are unwilling or unable to accept the risk that the Notes may be automatically called prior to scheduled maturity.

· You do not understand and/or are unwilling or unable to accept the risks associated with an investment linked to the performance of the

Reference Assets.

· You are unwilling or unable to accept the risk that the negative performance of only one Reference Asset may cause you to earn no

positive return and/or suffer a loss of principal at maturity, regardless of the performance of any other Reference Asset.

· You cannot tolerate fluctuations in the price of the Notes prior to scheduled maturity that may be similar to or exceed the downside

fluctuations in the value of the Reference Assets.

· You seek an investment for which there will be an active secondary market, and/or you are unwilling or unable to hold the Notes to

maturity if the Notes are not automatically called.

· You prefer the lower risk, and therefore accept the potentially lower returns, of fixed income investments with comparable maturities and

credit ratings.

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

· 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 Notes. You should reach a decision whether to invest in the Notes
after carefully considering, with your advisors, the suitability of the Notes in light of your investment objectives and the specific information set out
in this pricing supplement, the prospectus supplement, the prospectus and the index supplement. Neither the Issuer nor Barclays Capital Inc. makes
any recommendation as to the suitability of the Notes for investment.

PS-4

ADDITIONAL TERMS OF THE NOTES

The Call Valuation Dates (including the Final Valuation Date) and the Maturity Date are subject to postponement in certain circumstances, as
described under "Reference Assets--Least or Best Performing Reference Asset--Scheduled Trading Days and Market Disruption Events for
Securities Linked to the Reference Asset with the Lowest or Highest Return in a Group of Two or More Equity Securities, Exchange-Traded Funds
and/or Indices of Equity Securities" and "Terms of the Notes--Payment Dates" in the accompanying prospectus supplement.

In addition, the Reference Assets and the Notes are subject to adjustment by the Calculation Agent under certain circumstances, as described under
"Reference Assets--Exchange-Traded Funds--Adjustments Relating to Securities with an Exchange-Traded Fund as a Reference Asset" and
"Reference Assets--Indices--Adjustments Relating to Securities with an Index as a Reference Asset" in each case in the accompanying
prospectus supplement.

PS-5

HYPOTHETICAL EXAMPLES OF AMOUNTS PAYABLE UPON AN AUTOMATIC CALL

The following examples demonstrate the hypothetical total return upon an Automatic Call under various circumstances. The "total return," as used
in these examples, is the number, expressed as a percentage, that results from comparing the payment per $1,000 principal amount Note to $1,000.
The hypothetical total returns set forth below are for illustrative purposes only and may not be the actual total returns applicable to a purchaser of
the Notes. The numbers appearing in the following table and examples have been rounded for ease of analysis. The hypothetical examples below
do not take into account any tax consequences of investing the Notes.

Example 1: The Notes are automatically called on the first Call Valuation Date.

Call Valuation
Is the Closing Value of any Reference
Are the Notes
Redemption Price
Date
Asset Less Than its Initial Value?
Automatically Called?
(per $1,000 principal amount Note)
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1
No
Yes
$1,102.50

Because the Closing Value of each Reference Asset on the first Call Valuation Date is greater than or equal to its respective Initial Value, the
Notes are automatically called and you will receive the Redemption Price on the related Call Settlement Date.

The Call Premium with respect to the first Call Valuation Date is calculated as follows:

Call Premium = (a) Annual Call Premium times (b) n
$102.50 x 1 = $102.50

Accordingly, the Redemption Price with respect to the first Call Valuation Date is $1,102.50 per $1,000 principal amount of the Notes, as shown in
the table above. The Notes will cease to be outstanding after the Call Settlement Date and you will not receive any further payments on the Notes.

The total return on investment of the Notes is 10.25%.

Example 2: The Notes are automatically called on the second Call Valuation Date.

Call Valuation
Is the Closing Value of any Reference
Are the Notes
Redemption Price
Date
Asset Less Than its Initial Value?
Automatically Called?
(per $1,000 principal amount Note)
1
Yes
No
N/A
2
No
Yes
$1,205.00

Because the Closing Value of each Reference Asset on the second Call Valuation Date is greater than or equal to its respective Initial Value, the
Notes are automatically called and you will receive the Redemption Price on the related Call Settlement Date.

The Call Premium with respect to the second Call Valuation Date is calculated as follows:

Call Premium = (a) Annual Call Premium times (b) n
$102.50 x 2 = $205.00

Accordingly, the Redemption Price with respect to the second Call Valuation Date is $1,205.00 per $1,000 principal amount of the Notes, as shown
in the table above. The Notes will cease to be outstanding after the Call Settlement Date and you will not receive any further payments on the
Notes.

The total return on investment of the Notes is 20.50%.

Example 3: The Notes are automatically called on the fourth Call Valuation Date (the Final Valuation Date).

Call Valuation
Is the Closing Value of any Reference
Are the Notes
Redemption Price
Date
Asset Less Than its Initial Value?
Automatically Called?
(per $1,000 principal amount Note)
1
Yes
No
N/A
2
Yes
No
N/A
3
Yes
No
N/A
4
No
Yes
$1,410.00

Because the Closing Value of each Reference Asset on the fourth Call Valuation Date (the Final Valuation Date) is greater than or equal to its
respective Initial Value, the Notes are automatically called and you will receive the Redemption Price on the related Call Settlement Date (which
will be the Maturity Date).

The Call Premium with respect to the fourth Call Valuation Date is calculated as follows:

Call Premium = (a) Annual Call Premium times (b) n
$102.50 x 4 = $410.00

Accordingly, the Redemption Price with respect to the fourth Call Valuation Date is $1,410.00 per $1,000 principal amount of the Notes, as shown
in the table above. The Notes will cease to be outstanding after the Call Settlement Date (which will be the Maturity Date) and you will not receive
any further payments on the Notes.

The total return on investment of the Notes is 41.00%.

PS-6

HYPOTHETICAL EXAMPLES OF AMOUNTS PAYABLE AT MATURITY

The following examples demonstrate how the payment at maturity will be calculated under various circumstances. The "total return" as used in
these examples, is the number, expressed as a percentage, that results from comparing the payment at maturity per $1,000 principal amount Note to
$1,000. The hypothetical total returns set forth below are for illustrative purposes only and may not be the actual total returns applicable to a
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purchaser of the Notes. The numbers appearing in the following tables and examples have been rounded for ease of analysis. The hypothetical
examples below do not take into account any tax consequences from investing in the Notes and make the following key assumptions:

Hypothetical Initial Value of each Reference Asset: 100.00*

Hypothetical Barrier Value for each Reference Asset: 60.00 (60.00% of the hypothetical Initial Value set forth above)*

The Notes are NOT automatically called on any of the first three Call Valuation Dates

*
The hypothetical Initial Value of 100.00 and the hypothetical Barrier Value of 60.00 for each Reference Asset have been chosen for illustrative

purposes only. The actual Initial Value and Barrier Value for each Reference Asset are as set forth on the cover of this pricing supplement.

Final Value

Reference Asset Return

Reference Asset Return of
S&P 500
Oil &
S&P 500
Oil &
Total Return on

the Least Performing
Payment at Maturity**
Index
Gas ETF
Index
Gas ETF
the Notes
Reference Asset
150.00
165.00

50.00%
65.00%

50.00%
$1,410.00
41.00%
140.00
155.00

40.00%
55.00%

40.00%
$1,410.00
41.00%
160.00
130.00

60.00%
30.00%

30.00%
$1,410.00
41.00%
120.00
150.00

20.00%
50.00%

20.00%
$1,410.00
41.00%
110.00
135.00

10.00%
35.00%

10.00%
$1,410.00
41.00%
105.00
100.00

5.00%
0.00%

0.00%
$1,410.00
41.00%
90.00
105.00

-10.00%
5.00%

-10.00%
$1,410.00
41.00%
120.00
80.00

20.00%
-20.00%

-20.00%
$1,410.00
41.00%
140.00
70.00

40.00%
-30.00%

-30.00%
$1,410.00
41.00%
120.00
60.00

20.00%
-40.00%

-40.00%
$1,410.00
41.00%
50.00
60.00

-50.00%
-40.00%

-50.00%
$500.00
-50.00%
135.00
40.00

35.00%
-60.00%

-60.00%
$400.00
-60.00%
30.00
50.00

-70.00%
-50.00%

-70.00%
$300.00
-70.00%
20.00
90.00

-80.00%
-10.00%

-80.00%
$200.00
-80.00%
10.00
35.00

-90.00%
-65.00%

-90.00%
$100.00
-90.00%
102.00
0.00

2.00%
-100.00%

-100.00%
$0.00
-100.00%

** per $1,000 principal amount Note

The following examples illustrate how the payments at maturity set forth in the table above are calculated:

Example 1: The Final Value of the S&P 500 Index is 120.00 and the Final Value of the Oil & Gas ETF is 150.00.

Because the Final Value of each Reference Asset (including the Least Performing Reference Asset) is greater than or equal to its Initial Value on
the Final Valuation Date, the Notes are subject to an Automatic Call. Accordingly, you will receive on the Maturity Date the applicable
Redemption Price of $1,410.00 per $1,000 principal amount Note that you hold.

The total return on investment of the Notes is 41.00%, the maximum possible return on the Notes.

Example 2: The Final Value of the S&P 500 Index is 120.00 and the Final Value of the Oil & Gas ETF is 80.00.

Because the Final Value of at least one Reference Asset is less than its respective Initial Value, the Notes are not subject to an Automatic Call.
Because the Oil & Gas ETF has the lowest Reference Asset Return, the Oil & Gas ETF is the Least Performing Reference Asset. Accordingly, the
Final Value of the Least Performing Reference Asset is greater than or equal its Barrier Value, and you will receive a payment at maturity of
$1,410.00 per $1,000 principal amount Note that you hold.

The total return on investment of the Notes is 41.00%, the maximum possible return on the Notes.

PS-7

Example 3: The Final Value of the S&P 500 Index is 135.00 and the Final Value of the Oil & Gas ETF is 40.00.

Because the Final Value of at least one Reference Asset is less than its respective Initial Value, the Notes are not subject to an Automatic Call.
Because the Oil & Gas ETF has the lowest Reference Asset Return, the Oil & Gas ETF is the Least Performing Reference Asset. Accordingly, the
Final Value of the Least Performing Reference Asset is less than its Barrier Value and you will receive a payment at maturity of $400.00 per
$1,000 principal amount Note that you hold, calculated as follows:

$1,000 + [$1,000 x Reference Asset Return of the Least Performing Reference Asset]
$1,000 + [$1,000 x -60.00%] = $400.00
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The total return on investment of the Notes is -60.00%.

Example 4: The Final Value of the S&P 500 Index is 30.00 and the Final Value of the Oil & Gas ETF is 50.00.

Because the Final Value of at least one Reference Asset is less than its respective Initial Value, the Notes are not subject to an Automatic Call.
Because the S&P 500 Index has the lowest Reference Asset Return, the S&P 500 Index is the Least Performing Reference Asset. Accordingly, the
Final Value of the Least Performing Reference Asset is less than its Barrier Value and you will receive a payment at maturity of $300.00 per
$1,000 principal amount Note that you hold, calculated as follows:

$1,000 + [$1,000 x Reference Asset Return of the Least Performing Reference Asset]
$1,000 + [$1,000 x -70.00%] = $300.00

The total return on investment of the Notes is -70.00%.

Examples 3 and 4 demonstrate that, if the Notes are never subject to an Automatic Call, and if the Final Value of any Reference Asset is less than
its Barrier Value, your investment in the Notes will be fully exposed to the decline of the Least Performing Reference Asset from its Initial Value.
You will not benefit in any way from the Reference Asset Return of any other Reference Asset being higher than the Reference Asset Return of the
Least Performing Reference Asset.

If the Notes are never subject to an Automatic Call, you may lose up to 100.00% of the principal amount of your Notes. Any payment on the
Notes, including the repayment of principal, is subject to the credit risk of Barclays Bank PLC.

PS-8

SELECTED RISK CONSIDERATIONS

An investment in the Notes involves significant risks. Investing in the Notes is not equivalent to investing directly in the Reference Assets or their
components. These risks are explained in more detail in the "Risk Factors" section of the prospectus supplement, including the risk factors
discussed under the following headings of the prospectus supplement:

·
"Risk Factors--Risks Relating to the Securities Generally"; and

·
"Risk Factors--Additional Risks Relating to Securities with Reference Assets That Are Equity Securities, Indices of Equity Securities or

Exchange-Traded Funds that Hold Equity Securities."

In addition to the risks described above, you should consider the following:

·
Your Investment in the Notes May Result in a Significant Loss--The Notes differ from ordinary debt securities in that the Issuer will not

necessarily repay the full principal amount of the Notes at maturity. If the Notes are not automatically called, and if the Final Value of the
Least Performing Reference Asset is less than its Barrier Value, your Notes will be fully exposed to the decline of the Least Performing
Reference Asset from its Initial Value. You may lose up to 100.00% of the principal amount of your Notes. Any payment on the Notes,
including the repayment of principal, is subject to the credit risk of Barclays Bank PLC.

·
You Are Exposed to the Market Risk of Each Reference Asset--Your return on the Notes is not linked to a basket consisting of the

Reference Assets. Rather, it will be contingent upon the independent performance of each Reference Asset. Unlike an instrument with a return
linked to a basket of underlying assets in which risk is mitigated and diversified among all the components of the basket, you will be exposed
to the risks related to each Reference Asset. Poor performance by any Reference Asset over the term of the Notes may negatively affect your
return and will not be offset or mitigated by any increases or lesser declines in the value of any other Reference Asset. To receive a positive
return on your Notes at maturity, the Final Value of each Reference Asset must be greater than its Barrier Value. If the Reference Asset Return
of any Reference Asset is less than its Barrier Value, you will be exposed to the full decline in the Least Performing Reference Asset from its
Initial Value. Accordingly, your investment is subject to the market risk of each Reference Asset.

·
Potential Return is Limited--You will earn a positive return only if either an Automatic Call occurs or, if an Automatic Call does not occur,

the Final Value of each Reference Asset is greater than its Barrier Value. Any positive return on the Notes will be limited to the Call Premium
applicable to the relevant Call Valuation Date. You will not participate in any appreciation of any Reference Asset above, as applicable, the
return represented by the applicable Call Premium, which may be significant.

·
Potential Early Exit--While the original term of the Notes is as indicated on the cover page of this pricing supplement, the Notes will be

automatically called if the Closing Value of each Reference Asset on any Call Valuation Date is greater than or equal to its respective Initial
Value. Accordingly, the term of the Notes may be as short as approximately one year.

In the event than an Automatic Call occurs on any Call Valuation Date prior to the Final Valuation Date, you may not be able to reinvest any
amounts received on the Call Settlement Date in a comparable investment with similar risk and yield. No further payments will be made on
the Notes after the relevant Call Settlement Date. The "automatic call" feature may also adversely impact your ability to sell your Notes and
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the price at which they may be sold.

·
Whether or Not the Notes Will be Automatically Called Will Not be Based on the Values of the Reference Assets at Any Time Other

than the Closing Values on the applicable Call Valuation Date--Whether or not the Notes are automatically called will be based solely on
the Closing Values of the Reference Assets on the relevant Call Valuation Dates. Accordingly, if the value of any Reference Asset drops on
any Call Valuation Date such that its Closing Value is less than its Initial Value, your Notes will not be called on the relevant Call Valuation
Date.

·
If the Notes Are Not Automatically Called, the Payment at Maturity, If Any, is Based Solely on the Closing Value of the Least

Performing Reference Asset on the Final Valuation Date--If the Notes are not automatically called prior to scheduled maturity, the Final
Values (and resulting Reference Asset Returns) will be based solely on the Closing Values of the Reference Assets on the Final Valuation
Date, and your payment at maturity, if any, will be determined based solely on the performance of the Least Performing Reference Asset.
Accordingly, if the value of the Least Performing Reference Asset drops on the Final Valuation Date, the payment at maturity on the Notes, if
any, may be significantly less than it would have been had it been linked to the value of the Reference Asset at any time prior to such drop.

If the Final Value of the Least Performing Reference Asset is less than its Barrier Value, you will lose some or all of the principal amount of
your Notes. Your losses will not be offset in any way by virtue of the Reference Asset Return of any other Reference Asset being higher than
the Reference Asset Return of the Least Performing Reference Asset.

·
Credit of Issuer--The Notes are senior unsecured debt obligations of the issuer, Barclays Bank PLC, and are not, either directly or indirectly,

an obligation of any third party. Any payment to be made on the Notes, including any payment upon an Automatic Call or at maturity, is
subject to the ability of Barclays Bank PLC to satisfy its obligations as they come due and is not guaranteed by any third party. As a result, the
actual and perceived creditworthiness of Barclays Bank PLC may affect the market value of the Notes, and in the event Barclays Bank PLC
were to default on its obligations, you may not receive any amounts owed to you under the terms of the Notes.

·
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--

Notwithstanding any other agreements, arrangements or understandings between Barclays Bank PLC and any holder of the Notes, by acquiring
the Notes, each holder of the Notes 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 as set forth under "Consent to U.K. Bail-in Power" in

PS-9

this pricing supplement. Accordingly, any U.K. Bail-in Power may be exercised in such a manner as to result in you and other holders of the
Notes losing all or a part of the value of your investment in the Notes or receiving a different security from the Notes, 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 the U.K. Bail-in Power without providing any advance notice to, or requiring the consent
of, the holders of the Notes. 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) 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. See "Consent to U.K. Bail-in Power" in this pricing supplement as well as "U.K. Bail-in Power," "Risk
Factors--Risks Relating to the Securities Generally--Regulatory action in the event a bank or investment firm in the Group is failing or likely
to fail could materially adversely affect the value of the securities" and "Risk Factors--Risks Relating to the Securities Generally--Under the
terms of the securities, you have agreed to be bound by the exercise of any U.K. Bail-in Power by the relevant U.K. resolution authority" in
the accompanying prospectus supplement.

·
Owning the Notes is Not the Same as Owning the Oil & Gas ETF, the Securities Composing the Underling Index or the Component

Securities Held by the Reference Assets--The return on the Notes may not reflect the return you would realize if you actually owned the
Oil & Gas ETF, the securities composing the underlying index, which the Oil & Gas ETF is designed to track ("Underlying Index"), or the
component securities held by the Reference Assets. As a holder of the Notes, you will not have voting rights or rights to receive dividends or
other distributions or other rights that holders of the Oil & Gas ETF, the securities composing the Underlying Index or the component
securities held by the Reference Assets would have.

·
Historical Performance of the Reference Assets Should Not Be Taken as Any Indication of the Future Performance of the Reference

Assets Over the Term of the Notes--The value of each Reference Asset has fluctuated in the past and may, in the future, experience
significant fluctuations. The historical performance of a Reference Asset is not an indication of the future performance of that Reference Asset
over the term of the Notes. The historical correlation between the Reference Assets is not an indication of the future correlation between them
over the term of the Notes. Therefore, the performance of the Reference Assets individually or in comparison to each other over the term of the
Notes may bear no relation or resemblance to the historical performance of any Reference Asset.

·
Certain Features of Exchange-Traded Funds Will Impact the Value of the Oil & Gas ETF and the Value of the Notes:

o
Management Risk. This is the risk that the investment strategy for the Oil & Gas ETF, the implementation of which is subject to a number

of constraints, may not produce the intended results. An investment in an exchange-traded fund involves risks similar to those of
investing in any fund of equity securities traded on an exchange, such as market fluctuations caused by such factors as economic and
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political developments, changes in interest rates and perceived trends in security prices. Because, however, the Oil & Gas ETF is not
"actively" managed, it generally does not take defensive positions in declining markets and generally will not sell a security if the issuer
of such security was in financial trouble. Accordingly, the performance of the Oil & Gas ETF could be lower than other types of mutual
funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

o
Derivatives Risk. The Oil & Gas ETF may invest in futures contracts, options on futures contracts, other types of options and swaps and

other derivatives. A derivative is a financial contract, the value of which depends on, or is derived from, the value of an underlying asset
such as a security or an index. Compared to conventional securities, derivatives can be more sensitive to changes in interest rates or to
sudden fluctuations in market prices, and thus the Oil & Gas ETF's losses, and, as a consequence, the losses on your Notes, may be
greater than if the Oil & Gas ETF invested only in conventional securities.

o
Tracking and Underperformance Risk (Particularly in Periods of Market Volatility). The performance of the Oil & Gas ETF may not

replicate the performance of, and may underperform, its Underlying Index. The Oil & Gas ETF will reflect transaction costs and fees that
will reduce its relative performance.

Moreover, it is also possible that the Oil & Gas ETF may not fully replicate or may, in certain circumstances, diverge significantly from
the performance of its Underlying Index due to differences in trading hours between the Oil & Gas ETF and its Underlying Index or due
to other circumstances. During periods of market volatility, securities underlying the Oil & Gas ETF may be unavailable in the secondary
market, market participants may be unable to calculate accurately the intraday net asset value per share of the Oil & Gas ETF and the
liquidity of the Oil & Gas ETF may be adversely affected. This kind of market volatility may also disrupt the ability of market
participants to create and redeem shares in the Oil & Gas ETF. Further, market volatility may adversely affect, sometimes materially, the
prices at which market participants are willing to buy and sell shares of the Oil & Gas ETF. As a result, under these circumstances, the
market value of the Oil & Gas ETF may vary substantially from the net asset value per share of the Oil & Gas ETF. This variation in
performance is called "tracking error" and, at times, the tracking error may be significant.

·
The Notes Are Subject to Risks Associated with the Oil and Gas Industry--The Oil & Gas ETF generally invests substantially all of its

assets in securities included in the S&P® Oil & Gas Exploration & Production Select Industry® Index (the "Oil and Gas Index"). All of the
stocks included in the Oil and Gas Index are issued by companies involved in the exploration, production, refining and marketing of oil and
gas. As a result, the stocks that will, under normal market conditions, determine the performance of the Oil & Gas ETF are generally
concentrated in one sector. By investing in the Notes, you will not benefit from the diversification which could result from an investment
linked to companies that operate in multiple sectors.

PS-10

The performance of companies that operate in the oil and gas industry is subject to a number of complex and unpredictable factors such as
industry competition, government action and regulation, geopolitical events supply and demand. Negative developments in the oil and gas
industry may have a negative effect on the Oil & Gas ETF and, in turn, may have an adverse effect on the value of the Notes.

In addition, the oil market has experienced significant volatility and downward price movement since approximately the middle of 2014,
which has an adverse effect on companies in the oil and gas industry. In turn, the value of the Oil & Gas ETF has dropped significantly during
such time period. For example, the Closing Value of the Oil & Gas ETF on June 30, 2014 was $82.28 and the Closing Value on December 21,
2018 was $25.35, representing a decline of approximately 69.19% between such dates. There can be no assurances that such volatility in the
oil market will not continue, nor can there be any assurances that the price per share of the Oil & Gas ETF will not decline during the term of
the Notes.

·
The Estimated Value of Your Notes is Lower Than the Initial Issue Price of Your Notes--The estimated value of your Notes on the

Initial Valuation Date is lower than the initial issue price of your Notes. The difference between the initial issue price of your Notes and the
estimated value of the Notes is a result of certain factors, such as 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 Notes, the estimated cost which we may incur in hedging our
obligations under the Notes, and estimated development and other costs which we may incur in connection with the Notes.

·
The Estimated Value of Your Notes Might be Lower if Such Estimated Value Were Based on the Levels at Which Our Debt Securities

Trade in the Secondary Market--The estimated value of your Notes on the Initial Valuation Date is based on a number of variables,
including our internal funding rates. Our internal funding rates may vary from the levels at which our benchmark debt securities trade in the
secondary market. As a result of this difference, the estimated value referenced above might be lower if such estimated value was based on the
levels at which our benchmark debt securities trade in the secondary market.

·
The Estimated Value of the Notes is Based on Our Internal Pricing Models, Which May Prove to be Inaccurate and May be Different

from the Pricing Models of Other Financial Institutions--The estimated value of your Notes on the Initial Valuation Date is based on our
internal pricing models, which take into account a number of variables and are based on a number of subjective assumptions, which may or
may not materialize. These variables and assumptions are not evaluated or verified on an independent basis. Further, our pricing models may
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