Obligation Barclay's 2.5% ( US06747Q3D74 ) en USD

Barclay's

83.728 % ⇌

Royaume-Uni

US06747Q3D74 ( en USD )

2.5% par an ( paiement semestriel )

29/12/2032

Prospectus brochure de l'obligation Barclays US06747Q3D74 en USD 2.5%, échéance 29/12/2032

1 000 USD

4 000 000 USD

06747Q3D7

A+ ( Qualité moyenne supérieure )

A1 ( Qualité moyenne supérieure )

29/06/2026 ( Dans 169 jours )

Barclays est une banque internationale offrant une large gamme de services financiers aux particuliers, entreprises et institutions, incluant la banque de détail, l'investissement, la gestion d'actifs et les cartes de crédit.

L'Obligation émise par Barclay's ( Royaume-Uni ) , en USD, avec le code ISIN US06747Q3D74, paye un coupon de 2.5% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 29/12/2032

L'Obligation émise par Barclay's ( Royaume-Uni ) , en USD, avec le code ISIN US06747Q3D74, a été notée A1 ( Qualité moyenne supérieure ) par l'agence de notation Moody's.

L'Obligation émise par Barclay's ( Royaume-Uni ) , en USD, avec le code ISIN US06747Q3D74, a été notée A+ ( Qualité moyenne supérieure ) par l'agence de notation Standard & Poor's ( S&P ).

424B2 1 a20-23451_1424b2.htm 424B2 - 06747Q3D7 [BARC-AMERICAS.FID1157872]

Pricing Supplement dated June 24, 2020
Filed Pursuant to Rule 424(b)(2)
(To Prospectus dated August 1, 2019, the Prospectus Supplement dated
Registration No. 333-232144
August 1, 2019 and the Prospectus Addendum dated May 11, 2020)

U S$ 4 ,0 0 0 ,0 0 0
FI X ED RAT E CALLABLE N OT ES DU E DECEM BER 2 9 , 2 0 3 2

Princ ipa l Am ount :
US$4,000,000
I ssue r:
Barclays Bank PLC
I ssue Pric e :
100.00%
Se rie s:
Global Medium-Term Notes, Series A
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 and the exercise of any U.K. Bail-in Power by the relevant U.K. resolution authority.
Any payment on the Notes 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 Factors" in this
pricing supplement and "Risk Factors" in the accompanying prospectus supplement for more information.
Origina l T ra de Da t e :
June 24, 2020
M a t urit y Da t e :
December 29, 2032, subject to Redemption
at the Option of the Issuer (as set forth
below).
Origina l I ssue Da t e :
June 29, 2020
De nom ina t ions:
Minimum denominations of US$1,000 and
integral multiples of US$1,000 thereafter.
I nt e re st Ra t e T ype :
Fixed Rate
I nt e re st Ra t e :
2.50% per annum
Conse nt t o U .K . Ba il -in
Notwithstanding any other agreements, arrangements or understandings between Barclays Bank PLC and any holder or
Pow e r
beneficial owner of the Notes, by acquiring the Notes, each holder and beneficial owner 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.
I nt e re st Pa ym e nt Da t e s:
Payable semi-annually in arrears on the 29th day of each June and December, commencing on December 29, 2020
and ending on the Maturity Date (or the Early Redemption Date, if applicable).
Re de m pt ion a t t he
We may redeem your Notes, in whole or in part, at the Redemption Price set forth below on any Interest Payment Date
Opt ion of t he I ssue r:
commencing on June 29, 2021 to but excluding the Maturity Date, 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.
I nt e re st Pa ym e nt
For each Interest Period, the interest payment amount per $1,000 principal amount Note will be calculated as follows:
Am ount :
$1,000 × Interest Rate × (days in Interest Period/360)
where the number of days in the Interest Period will be based on a 30/360 Day Count Convention.

[Terms of Note continue on the following page]

Pric e t o Public (1) , (2)
Age nt 's Com m ission (2 )
Proc e e ds t o Ba rc la ys Ba nk
PLC
Pe r N ot e
100.00%
0.75%
99.25%
T ot a l
$4,000,000
$30,000
$3,970,000

(1 ) Be c a use de a le rs w ho purc ha se t he N ot e s for sa le t o c e rt a in fe e -ba se d a dvisory a c c ount s m a y forgo som e or a ll se lling
c onc e ssions, fe e s or c om m issions, t he public offe ring pric e for inve st ors purc ha sing t he N ot e s in suc h fe e -ba se d a dvisory
a c c ount s m a y be be t w e e n $ 9 9 2 .5 0 a nd $ 1 ,0 0 0 pe r N ot e . I nve st ors t ha t hold t he ir N ot e s in fe e -ba se d a dvisory or t rust
a c c ount s m a y be c ha rge d fe e s by t he inve st m e nt a dvisor or m a na ge r of suc h a c c ount ba se d on t he a m ount of a sse t s he ld in
t hose a c c ount s, inc luding t he N ot e s.

(2 ) Ba rc la ys Ca pit a l I nc . w ill re c e ive c om m issions from t he I ssue r of $ 7 .5 0 pe r $ 1 ,0 0 0 princ ipa l a m ount , a nd m a y re t a in a ll or
a port ion of t he se c om m issions or use a ll or a port ion of t he se c om m issions t o pa y se lling c onc e ssions or fe e s t o ot he r
de a le rs. Ba rc la ys Ca pit a l I nc . m a y forgo a ll or a port ion of t he se c om m issions a nd se ll N ot e s t o c e rt a in inst it ut iona l a c c ount s
a t a n offe ring pric e be t w e e n $ 9 9 2 .5 0 a nd $ 1 ,0 0 0 pe r N ot e .

I nve st ing in t he N ot e s involve s a num be r of risk s. Se e "Risk Fa c t ors" be ginning on pa ge S-7 of t he prospe c t us supple m e nt
a nd "Se le c t e d Risk Fa c t ors" be ginning on pa ge PS-3 of t his pric ing supple m e nt .
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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.

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
e it he r Ba rc la ys PLC or 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 or gua ra nt e e 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.

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).
Busine ss Da y
Following, unadjusted; 30/360
Conve nt ion/Da y Count
Fra c t ion:
Busine ss Da y:
A Monday, Tuesday, Wednesday, Thursday or Friday that is neither a day on which banking institutions in New York
City generally are authorized or obligated by law, regulation, or executive order to be closed.
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.
Age nt :
Barclays Capital Inc.
CU SI P/I SI N :
06747Q3D7 / US06747Q3D74

You should read this pricing supplement together with the prospectus dated August 1, 2019, as supplemented by the documents listed below
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, 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.

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 August 1, 2019:

http://www.sec.gov/Archives/edgar/data/312070/000119312519210880/d756086d424b3.htm

·
Prospectus Supplement dated August 1, 2019:

http://www.sec.gov/Archives/edgar/data/312070/000095010319010190/dp110493_424b2-prosupp.htm

·
Prospectus Addendum dated May 11, 2020:

https://www.sec.gov/Archives/edgar/data/312070/000110465920059376/a20-19169_1424b3.htm

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

PS-1

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

Notwithstanding any other agreements, arrangements or understandings between us and any holder or beneficial owner of the
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Notes, by acquiring the Notes, each holder and beneficial owner 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 or beneficial owner 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 and beneficial owner of the Notes further acknowledges and agrees
that the rights of the holders or beneficial owners 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 or beneficial owners of the Notes 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 "Se le c t e d Risk Fa c t ors--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" in t his pric ing supple m 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 .

PS-2

SELECT ED RI SK FACT ORS

An investment in the Notes involves significant risks. You should read the risks summarized below in connection with, and the risks
summarized below are qualified by reference to, the risks described in more detail in the "Risk Factors" section beginning on
page S-7 of the prospectus supplement. We urge you to consult your investment, legal, tax, accounting and other advisers and to
invest in the Notes only after you and your advisors have carefully considered the suitability of an investment in the Notes in light of
your particular circumstances.

· Issuer Credit Risk --The Notes are our unsecured and unsubordinated 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.

· You May Lose Some or All of Your Investment If Any U.K. Bail-in Pow er Is Exercised by the Relevant U.K.
Re solut ion Aut horit y--Notwithstanding any other agreements, arrangements or understandings between Barclays Bank
PLC and any holder or beneficial owner of the Notes, by acquiring the Notes, each holder and beneficial owner 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 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 and beneficial owners 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 or the beneficial owners 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 senior debt securities indenture) and the trustee will not be liable for any action that the trustee takes, or
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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.

· Certain Built -In Costs Are Likely to Adversely Affect the Value of the Notes Prior to Maturity--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 may
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.

· Suitability of the Notes for Investment --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 and the prospectus. Neither the Issuer nor Barclays Capital Inc.
makes any recommendation as to the suitability of the Notes for investment.

· We and Our Affiliates May Engage in Various Activities or Make Determinations That Could Materially
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 play a variety of roles
in connection with the issuance of the Notes, as described below. In performing these roles, our and our affiliates' economic
interests are potentially adverse to your interests as an investor in the Notes.

In connection with our normal business activities and in connection with hedging our obligations under the Notes, we and our
affiliates make markets in and trade various financial instruments or products for our accounts and for the account of our clients
and otherwise provide investment banking and other financial services with respect to these financial instruments and products.
These financial instruments and products may include securities, derivative instruments or assets that may relate to interest
rates. In any such market making, trading and hedging activity, and other services, we or our affiliates may take positions or
take actions that are inconsistent with, or adverse to, the investment objectives of 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.
Such market making, trading and hedging activity, investment banking and other financial services may negatively impact the
value of the Notes.

PS-3

In addition, the role played by Barclays Capital Inc., as the agent for the Notes, could present 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. Furthermore, 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.

In addition to the activities described above, we will also act as the Calculation Agent for the Notes. As Calculation Agent, we
will make any determinations necessary to calculate any payments on the Notes. In making these determinations, we may be
required to make certain discretionary judgments. In making these discretionary judgments, our economic interests are
potentially adverse to your interests as an investor in the Notes, and any of these determinations may adversely affect any
payments on the Notes.

· The Notes Will Be Subject to Redemption at Our Option--We may redeem the Notes prior to the Maturity Date on
the dates as indicated 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. In addition, our right to redeem the Notes may also adversely impact your ability to sell your
Notes and the price at which they may be sold.

· Lack of Liquidity--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
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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.

· Many Economic and Market Factors Will Impact the Value of the Notes--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;

o
supply and demand for the Notes; and

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

PS-4

T AX CON SI DERAT I ON S

You should review carefully the sections in the accompanying prospectus supplement entitled "Material U.S. Federal Income Tax
Consequences--Tax Consequences to U.S. Holders--Notes Treated as Indebtedness for U.S. Federal Income Tax Purposes" and,
if you are a non-U.S. holder, "--Tax Consequences to Non-U.S. Holders." The discussion below applies to you only if you are an
initial purchaser of the Notes; if you are a secondary purchaser of the Notes, the tax consequences to you may be different. In the
opinion of our special tax counsel, Davis Polk & Wardwell LLP, the Notes should be treated as debt instruments for U.S. federal
income tax purposes. Based on representations provided by us, the Notes should be treated as issued without original issue
discount. The remainder of this discussion assumes that this treatment is correct.

Interest paid on the Notes will generally be taxable to you as ordinary income at the time it accrues or is received, in accordance
with your method of tax accounting. Upon a sale or exchange (including upon early redemption or redemption at maturity), you will
generally recognize taxable gain or loss equal to the difference between the amount realized on the sale or exchange (not
including any amount attributable to accrued but unpaid interest) and your tax basis in the Notes, which will generally equal the
amount you paid to acquire the Notes. This gain or loss will generally be short-term capital gain or loss unless you have held the
Notes for more than one year, in which case the gain or loss will generally be long-term capital gain or loss. The deductibility of
capital losses is subject to limitation.

The discussions above and in the accompanying prospectus supplement do not address the consequences to taxpayers subject to
special tax accounting rules under Section 451(b).

Non-U.S. Holders. We do not believe that non-U.S. holders should be required to provide a Form W-8 in order to avoid 30% U.S.
withholding tax with respect to the interest payments, although the Internal Revenue Service could challenge this position.
However, non-U.S. holders should in any event expect to be required to provide appropriate Forms W-8 or other documentation in
order to establish an exemption from backup withholding, as described under the heading "--Information Reporting and Backup
Withholding" in the accompanying prospectus supplement. If any withholding is required, we will not be required to pay any
additional amounts with respect to amounts withheld.

You should consult your tax advisor regarding the U.S. federal tax consequences of an investment in the Notes, as well as tax
consequences arising under the laws of any state, local or non-U.S. taxing jurisdiction.

PS-5

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.

V ALI DI T Y OF T H E N OT ES

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In the opinion of Davis Polk & Wardwell LLP, as special United States products counsel to Barclays Bank PLC, when the Notes
offered by this pricing supplement have been executed and issued by Barclays Bank PLC and authenticated by the trustee
pursuant to the indenture, and delivered against payment as contemplated herein, such Notes will be valid and binding obligations
of Barclays Bank PLC, enforceable in accordance with their terms, subject to applicable bankruptcy, insolvency and similar laws
affecting creditors' rights generally, concepts of reasonableness and equitable principles of general applicability (including, without
limitation, concepts of good faith, fair dealing and the lack of bad faith) and possible judicial or regulatory actions giving effect to
governmental actions or foreign laws affecting creditors' rights, provided that such counsel expresses no opinion as to the effect of
fraudulent conveyance, fraudulent transfer or similar provision of applicable law on the conclusions expressed above. This opinion
is given as of the date hereof and is limited to the laws of the State of New York. Insofar as this opinion involves matters governed
by English law, Davis Polk & Wardwell LLP has relied, with Barclays Bank PLC's permission, on the opinion of Davis Polk &
Wardwell London LLP, dated as of June 14, 2019, filed as an exhibit to a report on Form 6-K by Barclays Bank PLC on June 14,
2019, and this opinion is subject to the same assumptions, qualifications and limitations as set forth in such opinion of Davis Polk &
Wardwell London LLP. In addition, this opinion is subject to customary assumptions about the trustee's authorization, execution and
delivery of the indenture and its authentication of the Notes and the validity, binding nature and enforceability of the indenture with
respect to the trustee, all as stated in the letter of Davis Polk & Wardwell LLP, dated June 14, 2019, which has been filed as an
exhibit to the report on Form 6-K referred to above.

PS-6
https://www.sec.gov/Archives/edgar/data/312070/000110465920077390/a20-23451_1424b2.htm[6/26/2020 3:44:18 PM]

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