Barclays PLC — Capital/Financing Update 2017

Dec 21, 2017

BARCLAYS BANK PLC

(Incorporated with limited liability in England and Wales)

USD 16,000,000 Securities due December 2027 pursuant to the Global Structured Securities Programme pursuant to the Global Structured Securities Programme (the "Tranche 1 Securities") Issue Price: 100 per cent

This document constitutes the final terms of the Securities (the "Final Terms") described herein for the purposes of Article 5.4 of the Prospectus Directive and is prepared in connection with the Global Structured Securities Programme established by Barclays Bank PLC (the "Issuer"). These Final Terms are supplemental to and should be read in conjunction with the GSSP Base Prospectus 2 dated 2 June 2017, as supplemented on 13 July 2017 and 4 August 2017, which constitutes a base prospectus (the "Base Prospectus") for the purposes of the Prospectus Directive. Full information on the Issuer and the offer of the Securities is only available on the basis of the combination of these Final Terms and the Base Prospectus. A summary of the individual issue of the Securities is annexed to these Final Terms.

The Base Prospectus, and any supplements thereto, are available for viewing at https://www.home.barclays/prospectuses-and-documentation/structured-securities/prospectuses.html and during normal business hours at the registered office of the Issuer and the specified office of the Issue and Paying Agent for the time being in London, and copies may be obtained from such office. Words and expressions defined in the Base Prospectus and not defined in the Final Terms shall bear the same meanings when used herein.

BARCLAYS

Final Terms dated 22 December 2017

PART A – CONTRACTUAL TERMS

1.	(a)	Series number:	NX000205050
	(b)	Tranche number:	1
2.		Settlement Currency:	USD
3.		Securities:	Notes
4.		Notes:	Applicable
	(a)	Aggregate Nominal Amount as at the Issue Date:
		(i) Tranche:	USD 16,000,000
		(ii) Series:	USD 16,000,000
	(b)	Specified Denomination:	USD 1,000
	(c)	Minimum Tradable Amount:	USD 1,000
5.		Certificates:	Not Applicable
6.		Calculation Amount:	USD 1,000
7.		Issue Price:	100% of the Aggregate Nominal Amount
			The Issue Price includes a commission element payable by the Issuer to the Initial Authorised Offeror which will be no more than 3.50% of the Issue Price. Investors in the Securities intending to invest through an intermediary (including by way of introducing broker) should request details of any such commission or fee payment from such intermediary before making any purchase hereof.
8.		Issue Date:	22 December 2017
9.		Scheduled Redemption Date:	29 December 2027
10.		Underlying Performance Type:	Single Asset
		Provisions relating to interest (if any) payable
11.		Interest Type:	Phoenix without memory
12.	(a)	Fixed Interest Type:	Not Applicable
	(b)	Fixed Interest Rate:	3.50 per cent.
	(c)	CMS Rate Determination:	Not Applicable
	(d)	Floating Rate Determination:	Not Applicable
	(e)	Bank of England Base Rate Determination:	Not Applicable
	(f)	Margin:	Not Applicable

(g)	Minimum/Maximum Interest Rate:		Not Applicable
(h)	Fixed Interest Determination Date(s):		Not Applicable
(i)	Not Applicable		Not Applicable
(j)	Interest Valuation Date(s):		The dates set out in Table below in the column entitled 'Interest Valuation Date'.
(k)	Interest Payment Date(s):		The dates set out in Table 1 below in the column entitled 'Interest Payment Date'.
(l)	T:		Not Applicable
(m)	Observation Date(s):		Not Applicable
(n)	Interest Barrier Percentage:		75.00 per cent.
(o)	Lower Barrier Percentage:		Not Applicable
(p)	Upper Barrier:		Not Applicable
(q)	Upper Barrier Percentage:		Not Applicable
(r)	Knock-out Barrier Percentage:		Not Applicable
(s)	Day Count Fraction:		Not Applicable
(t)	Interest Period End Dates:		Not Applicable
(u)	Interest Commencement Date:		Not Applicable
(v)	Linear Interpolation:		Not Applicable
Table 1
	Interest Payment Date:	Interest Valuation Date:
	29 June 2018	22 June 2018
	31 December 2018	27 December 2018
	28 June 2019	24 June 2019
	30 December 2019	23 December 2019
29 June 2020		22 June 2020
29 December 2020		22 December 2020
29 June 2021		22 June 2021
29 December 2021		22 December 2021
	29 June 2022	22 June 2022
	29 December 2022	22 December 2022

• 29 June 2023 22 June 2023 29 December 2023 22 December 2023
• 28 June 2024 24 June 2024

30 December 2024	23 December 2024
30 June 2025	23 June 2025
29 December 2025	22 December 2025
29 June 2026	22 June 2026
29 December 2026	22 December 2026
29 June 2027	22 June 2027
29 December 2027	22 December 2027

Provisions relating to Automatic Redemption (Autocall)

13.		Automatic Redemption (Autocall):	Applicable
14. (a)		Autocall Barrier Percentage:	100 per cent.
	(b)	Autocall Valuation Date(s):	Each date set out in Table 2 below in the column entitled 'Autocall Valuation Date'.
	(c)	Autocall Redemption Date(s):	Each date set out in Table 2 below in the column entitled 'Autocall Redemption Date'.

Table 2

Autocall Valuation Date:	Autocall Redemption Date:
24 June 2019	28 June 2019
23 December 2019	30 December 2019
22 June 2020	29 June 2020
22 December 2020	29 December 2020
22 June 2021	29 June 2021
22 December 2021	29 December 2021
22 June 2022	29 June 2022
22 December 2022	29 December 2022
22 June 2023	29 June 2023
22 December 2023	29 December 2023
24 June 2024	28 June 2024
23 December 2024	30 December 2024
23 June 2025	30 June 2025
22 December 2025	29 December 2025
22 June 2026	29 June 2026
22 December 2026	29 December 2026
22 June 2027	29 June 2027

Provisions relating to Final Redemption

15.	(a) Redemption Type:		European Barrier
	(b)	Settlement Method:	Cash
	(c)	Trigger Event Type:	Not Applicable
	(d)	Final Barrier Percentage:	Not Applicable
	(e)	Strike Price Percentage:	100%
	(f)	Knock-in Barrier Percentage:	50%
	(g)	Knock-in Barrier Period Start Date:	Not Applicable
	(h)	Knock-in Barrier Period End Date:	Not Applicable
	(i)	Lower Strike Price Percentage:	Not Applicable
	(j)	Participation:	Not Applicable
	(k)	Cap:	Not Applicable
		Provisions relating to Nominal Call Event
16.		Nominal Call Event:	Not Applicable

(a)	Nominal Call Threshold Percentage:		Not Applicable
-----	------------------------------------	--	----------------

Provisions relating to the Underlying Asset(s)

17.		Underlying Asset:
	(a)	Share:	Not Applicable
	(b)	Index:	The EURO STOXX 50® Index
		(i) Exchange:	Multi-exchange Index
		(ii) Related Exchange:	All Exchanges
		(iii) Underlying Asset Currency:	EUR
		(iv) Bloomberg Screen:	SX5E
		(v) Reuters Screen Page:	.STOXX50E
		(vi) Index Sponsor:	STOXX Limited
18.	Initial Price:		The Valuation Price of the Underlying Asset on the Initial Valuation Date for such Underlying Asset
	(a)	Averaging-in:	Not Applicable
	(b)	Min Lookback-in:	Not Applicable
	(c)	Max Lookback-in:	Not Applicable
	(d)	Initial Valuation Date:	22 December 2017

Underlying Asset: EURO STOXX 50® Index

19.	Final Valuation Price:		The Valuation Price of the Underlying Asset on the Final Valuation Date.
	(a)	Averaging-out:	Not Applicable
	(b)	Min Lookback-out:	Not Applicable
	(c)	Max Lookback-out:	Not Applicable
	(d)	Final Valuation Date:	22 December 2027
		Provisions relating to disruption events and taxes and expenses
20.		Consequences of a Disrupted Day (in respect of an Averaging Date or Lookback Date):	Not Applicable
21.		Additional Disruption Event:
	(a)	Change in Law:	Applicable as per General Condition 35.1 (Definitions)
	(b)	Currency Disruption Event:	Applicable as per General Condition 35.1 (Definitions)
	(c)	Issuer Tax Event:	Applicable as per General Condition 35.1 (Definitions)
	(d)	Extraordinary Market Disruption:	Applicable as per General Condition 35.1 (Definitions)
	(e)	Hedging Disruption:	Applicable as per General Condition 35.1 (Definitions)
	(f)	Increased Cost of Hedging:	Not Applicable as per General Condition 35.1 (Definitions)
	(g)	Affected Jurisdiction Hedging Disruption:	Not Applicable as per General Condition 35.1 (Definitions)
	(h)	Affected Jurisdiction Increased Cost of Hedging:	Not Applicable as per General Condition 35.1 (Definitions)
	(i)	Increased Cost of Stock Borrow:	Not Applicable as per General Condition 35.1 (Definitions)
	(j)	Loss of Stock Borrow:	Not Applicable as per General Condition 35.1 (Definitions)
	(k)	Foreign Ownership Event:	Not Applicable as per General Condition 35.1 (Definitions)
	(l)	Fund Disruption Event:	Not Applicable as per General Condition 35.1 (Definitions)
22.		Early Cash Settlement Amount:	Market Value
23.	Early Redemption Notice Period Number:		As set out in General Condition 35.1 (Definitions)

24.		Unwind Costs:	Not Applicable
25.		Settlement Expenses:	Not Applicable
26.		FX Disruption Event:	Not Applicable
27.		Local Jurisdiction Taxes and Expenses:	Not Applicable
		General provisions
28.		Form of Securities:	Global Bearer Securities: Temporary Global Security, exchangeable for a Permanent Global Security
			NGN Form: Applicable
			Held under the NSS: Not Applicable
			CGN Form: Not Applicable
			CDIs: Not Applicable
29.		Trade Date:	14 November 2017
30.		871(m) Securities:	The Issuer has determined that the Securities (without regard to any other transactions) should not be subject to US withholding tax under Section 871(m) of the US Internal Revenue Code and regulations promulgated thereunder.
31.		Prohibition of Sales to EEA Retail Investors:	Not Applicable
32.		Additional Business Centre(s):	Not Applicable
33.		Business Day Convention:	Modified Following
34.		Determination Agent:	Barclays Bank PLC
35.		Registrar:	Not Applicable
36.		CREST Agent:	Not Applicable
37.		Transfer Agent:	Not Applicable
38.	(a)	Names and addresses of Managers and underwriting commitments:	Not Applicable
	(b)	Date of underwriting agreement:	Not Applicable
	(c)	Names and addresses of secondary trading intermediaries and main terms of commitment:	Not Applicable
39.		Registration Agent:	Not Applicable
40.		Masse Category:	Not Applicable
41.		Governing law:	English law

PART B OTHER INFORMATION

1. LISTING AND ADMISSION TO TRADING

• (a) Listing and Admission to Trading: Application is expected to be made by the Issuer (or on its behalf) for the Securities to be listed on the official list and admitted to trading on the regulated market of the London Stock Exchange with effect from 22 December 2017.
• (b) Estimate of total expenses related to admission to trading: GBP 300

2. RATINGS

Ratings: The Securities have not been individually rated.

3. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE

Save for any fees payable to the Manager and save as discussed in risk factor 19 (Risks associated with conflicts of interest), so far as the Issuer is aware, no person involved in the offer of the Securities has an interest material to the issue.

4. REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES

(a) Reasons for the offer: General funding

5. PERFORMANCE OF UNDERLYING ASSET, AND OTHER INFORMATION CONCERNING THE UNDERLYING ASSET

Bloomberg Screen SX5E

and http://www.stoxx.com

Index Disclaimer: EURO STOXX 50® Index

6. OPERATIONAL INFORMATION

• (a) ISIN: XS1658325235
• (b) Common Code: 165832523
• (c) Relevant Clearing System(s): Euroclear, Clearstream
• (d) Delivery: Delivery free of payment.
• ( (e) Name and address of additional Paying Agent(s): Not Applicable

7. TERMS AND CONDITIONS OF THE OFFER

Authorised Offer(s)

(a) Public Offer: An offer of the Notes may be made, subject to the conditions set out below by the Authorised Offeror(s) (specified in (b) immediately below) other than pursuant to Article 3(2) of the Prospectus Directive in the Public Offer Jurisdiction(s) (specified in (c) immediately below) during the Offer Period (specified in (d) immediately below) subject to the conditions set out in the Base Prospectus and in (e) immediately below

(b) Name(s) and address(es), to the extent known to the Issuer, of the placers in the various countries where the offer takes place (together the "Authorised Offeror(s)"): Each financial intermediary specified in (i) and (ii) below: (i) Specific consent: Deutsche Bank S.A. Espanola – Madrid Branch Paseo De La Castellana, 18, 28046 Madrid, Spain (the "Initial Authorised Offeror(s)") and each financial intermediary expressly named as an Authorised Offeror on the Issuer's website (https://www.home.barclays/prospectuses-anddocumentation/structured-securities/final-terms.html); and

Spain

(ii) General consent: Not Applicable

(c) Jurisdiction(s) where the offer make take place (together, the "Public Offer Jurisdictions(s)"):

(d) Offer period for which use of the Base Prospectus is authorised by the Authorised Offeror(s):

From, and including, 29 November 2017 to, and including, 20 December 2017 (the "Offer Period").

(e) Other conditions for use of the Base Prospectus by the Authorised Offeror(s): Not Applicable

Other terms and conditions of the offer

• (a) Offer Price: The Issue Price
• (b) Total amount of offer: USD 16,000,000
• (c) Conditions to which the offer is subject: Offers of the Securities made prior to the Issue Date are conditional on their issue. There are no pre-identified allotment criteria. The Authorised Offeror will adopt allotment criteria that ensure equal treatment of prospective investors. A prospective investor will receive 100 per cent. of the amount of Securities allocated to it during the Offer Period.

The Issuer reserves the right to withdraw the offer for Securities at any time prior to the end of the Offer Period.

For the avoidance of doubt, following withdrawal of the offer, if any application has been made by any potential investor, each such potential investor shall not be entitled to subscribe or otherwise acquire the Securities and any applications will be automatically cancelled and any purchase money will be refunded to the applicant by the Authorised Offeror in accordance with the Authorised Offeror's usual procedures.

(d) Time period, including any possible amendments, during which the offer will be From, and including, 29 November 2017 to, and including, 20 December 2017.

open and description of the application process:

(e) Description of the application process: An offer of the Securities may be made by the Manager or the Authorised Offeror other than pursuant to Article 3(2) of the Prospectus Directive in Portugal (the "Public Offer Jurisdiction") during the Offer Period.

Applications for the Securities can be made in the Public Offer Jurisdiction through the Authorised Offeror during the Offer Period. The Securities will be placed into the Public Offer Jurisdiction by the Authorised Offeror. Distribution will be in accordance with the Authorised Offeror's usual procedures, notified to investors by the Authorised Offeror.

• (f) Details of the minimum and/or maximum amount of application: The minimum and maximum amount of application from the Authorised Offeror will be notified to investors by the Authorised Offeror.
• (g) Description of possibility to reduce subscriptions and manner for refunding excess amount paid by applicants: Not Applicable

Not Applicable

• (h) Details of method and time limits for paying up and delivering the Securities: The Securities will be issued on the Issue Date against payment of the net subscription moneys to the Issuer via the Authorised Offeror. Each investor will be notified by the relevant Authorised Offeror of the settlement arrangements in respect of the Securities at the time of such investor's application.
• (i) Manner in and date on which results of the offer are to be made public: The Authorised Offeror will make the results of the offer available to the public upon request at the Authorised Offeror's offices.

(j) Procedure for exercise of any right of preemption, negotiability of subscription rights and treatment of subscription rights not exercised:

dealing may begin before notification is

• (k) Whether tranche(s) have been reserved for certain countries: Offers may be made through the Authorised Offeror in the Public Offer Jurisdiction to any person. Offers (if any) in other EEA countries will only be made through the Authorised Offeror pursuant to an exemption from the obligation under the Prospectus Directive as implemented in such countries to publish a prospectus.
• (l) Process for notification to applicants of the amount allotted and indication whether Applicants will be notified directly by the Authorised Offeror of the success of their application. No dealings in the Securities may take place prior to the Issue Date.

made:

(m) Amount of any expenses and taxes specifically charged to the subscriber or purchaser:

Prior to making any investment decision, investors should seek independent professional advice as they deem necessary.

(n) Name(s) and address(es), to the extent known to the Issuer, of the placers in the various countries where the offer takes place:

Deutsche Bank S.A. Espanola – Madrid Branch Paseo De La Castellana, 18, 28046 Madrid, Spain (the "Authorised Offeror")

SUMMARY

	Section A – Introduction and warnings
A.1	Introduction and warnings	This Summary should be read as an introduction to the Base Prospectus. Any decision to invest in Securities should be based on consideration of the Base Prospectus as a whole, including any information incorporated by reference, and read together with the Final Terms.
		Where a claim relating to the information contained in the Base Prospectus is brought before a court, the plaintiff might, under the national legislation of the relevant Member State of the European Economic Area, have to bear the costs of translating the Base Prospectus before the legal proceedings are initiated.
		No civil liability shall attach to any responsible person solely on the basis of this Summary, including any translation thereof, unless it is misleading, inaccurate or inconsistent when read together with the other parts of the Base Prospectus or it does not provide, when read together with the other parts of the Base Prospectus, key information in order to aid holders when considering whether to invest in the Securities.
A.2	Consent by the Issuer to the use of prospectus in subsequent resale or final placement of Securities	The Issuer consents to the use of the Base Prospectus and these Final Terms with respect to the subsequent resale or final placement of Securities (a "Public Offer") which satisfies all of the following conditions:
		(a) the Public Offer is only made in Spain ;
		(b) the Public Offer is only made during the period from and including 29 November 2017, to, but including, 20 December 2017 (the "Offer Period"); and
		(c) the Public Offer is only made by Deutsche Bank S.A. Espanola – Madrid Branch, Paseo De La Castellana, 18, 28046 Madrid, Spain and each financial intermediary whose name is published on the Issuer's website (https://www.home.barclays/prospectuses-and documentation/structured-securities/final-terms.html) and who is identified as an authorised offeror for these Securities (each an "Authorised Offeror").
		Information on the terms and conditions of an offer by any Authorised Offeror is to be provided at the time of that offer by the Authorised Offeror.
		Section B – Issuer
B.1	Legal and commercial name of the Issuer	The Securities are issued by Barclays Bank PLC (the "Issuer").
B.2	Domicile and legal form of the Issuer, legislation under which the Issuer operates and country of incorporation of	The Issuer is a public limited company registered in England and Wales. The principal laws and legislation under which the Issuer operates are laws of England and Wales including the Companies Act.

	the Issuer
B.4b	Known trends affecting the Issuer and industries in which the Issuer operates	The business and earnings of the Issuer and its subsidiary undertakings (together, the "Bank Group" or "Barclays") can be affected by the fiscal or other policies and other actions of various governmental and regulatory authorities in the UK, EU, US and elsewhere, which are all subject to change. The regulatory response to the financial crisis has led and will continue to lead to very substantial regulatory changes in the UK, EU and US and in other countries in which the Bank Group operates. It has also (amongst other things) led to (i) a more assertive approach being demonstrated by the authorities in many jurisdictions; and (ii) enhanced capital, leverage, liquidity and funding requirements (for example pursuant to the fourth Capital Requirements Directive (CRD IV)). Any future regulatory changes may restrict the Bank Group's operations, mandate certain lending activity and impose other, significant compliance costs.
		Known trends affecting the Issuer and the industry in which the Issuer operates include:
		continuing political and regulatory scrutiny of the banking  industry which is leading to increased or changing regulation that is likely to have a significant effect on the structure and management of the Bank Group;
		general changes in regulatory requirements, for example,  prudential rules relating to the capital adequacy framework and rules designed to promote financial stability and increase depositor protection, increased regulation and procedures for the protection of customers and clients of financial services firms and an increased willingness on the part of regulators to investigate past practices, vigorously pursue alleged violations and impose heavy penalties on financial services firms;
		increased levels of legal proceedings in jurisdictions in which  the Bank Group does business, including in the form of class actions;
		the US Dodd-Frank Wall Street Reform and Consumer  Protection Act, which contains far-reaching regulatory reform (including restrictions on proprietary trading and fund-related activities (the so-called 'Volcker rule');
		the United Kingdom Financial Services (Banking Reform) Act  2013 which gives United Kingdom authorities powers to implement measures for, among others: (i) the separation of the United Kingdom and EEA retail banking activities of the largest United Kingdom banks into a legally, operationally and economically separate and independent entity (so-called 'ring fencing'); (ii) statutory depositor preference in insolvency; and (iii) a 'bail-in' stabilisation option; and
		changes in competition and pricing environments. 
B.5	Description of the group and the Issuer's position within the group	Barclays is a major global financial services provider. The whole of the issued ordinary share capital of the Issuer is beneficially owned by Barclays PLC, which is the ultimate holding company of the Bank Group.
B.9	Profit forecast or	Not Applicable: the Issuer has chosen not to include a profit forecast or

	estimate	estimate.
B.10	Nature of any qualifications in audit report on historical financial information	Not Applicable: the audit report on the historical financial information contains no such qualifications.
B.12	Selected key financial information; no material adverse change and no significant change statements	Based on the Bank Group's audited financial information for the year ended 31 December 2016, the Bank Group had total assets of £1,213,955 million (2015: £1,120,727 million), total net loans and advances of £436,417 million (2015: £441,046 million), total deposits of £472,917 million (2015: £465,387 million), and total shareholders' equity of £70,955 million (2015: £66,019 million) (including non-controlling interests of £3,522 million (2015: £1,914 million)). The profit before tax from continuing operations of the Bank Group for the year ended 31 December 2016 was £4,383 million (2015: £1,914 million) after credit impairment charges and other provisions of £2,373 million (2015: £1,762 million). The financial information in this paragraph is extracted from the audited consolidated financial statements of the Issuer for the year ended 31 December 2016. Based on the Bank Group's unaudited financial information for the six months ended 30 June 2017, the Bank Group had total assets of £1,136,867 million (30 June 2016: £1,351,958 million), total net loans and advances of £427,980 million (30 June 2016: £473,962 million), total deposits of £488,162 million (30 June 2016: £500,919 million), and total shareholders' equity of £66,167 million (30 June 2016: £69,599 million) (including non-controlling interests of £84 million (30 June 2016: £2,976 million). The profit before tax from continuing operations of the Bank Group for the six months ended 30 June 2017 was £2,195 million (30 June 2016: £3,017 million) after credit impairment charges and other provisions of £1,054 million (30 June 2016: £931 million). The financial information in this paragraph is extracted from the unaudited consolidated interim financial statements of Barclays PLC and the Issuer for the six months ended 30 June 2017. Not Applicable: there has been no significant change in the financial or trading position of the Bank Group since 30 June 2017. There has been no material adverse change in the prospects of the Issuer since 31 December 2016.
B.13	Recent events particular to the Issuer which are materially relevant to the evaluation of Issuer's solvency	Not Applicable.
B.14	Dependency of the Issuer on other entities within the group	The whole of the issued ordinary share capital of the Issuer is beneficially owned by Barclays PLC, which is the ultimate holding company of the Bank Group. The financial position of the Issuer is dependent on the financial position of its subsidiary undertakings.
B.15	Description of the Issuer's principal	The Bank Group is a major global financial services provider engaged in retail and commercial banking, credit cards, investment banking, wealth management and investment management services with an extensive

	activities	international presence in Europe, the United States, Africa and Asia.
B.16	Description of whether the Issuer is directly or indirectly owned or controlled and by whom and nature of such control	The whole of the issued ordinary share capital of the Issuer is beneficially owned by Barclays PLC, which is the ultimate holding company of the Issuer and its subsidiary undertakings.
		Section C – Securities
C.1	Type and class of Securities	The securities ("Securities") described in this Summary:
	being offered and/or admitted	are 'derivative securities' and are issued as a series of notes or  certificates;
	to trading	are transferable obligations of the Issuer and have the terms and  conditions set out in this Base Prospectus as completed by the Final Terms;
		will bear interest at a fixed rate, a floating rate or at a rate determined  by reference to the performance of one or more Underlying Asset(s) which could be equity indices, shares, depository receipts or funds;
		may (depending on the particular Securities) automatically redeem  early if the Underlying Asset(s) is/are above a certain level on any of the specified dates;
		if not redeemed early, will be redeemed on the scheduled redemption  date at an amount linked to the performance of the Underlying Asset(s);
		may be cleared through a clearing system or uncleared and may be  held in bearer or registered form. Certain cleared Securities may be in dematerialised and uncertificated book-entry form. Title to cleared Securities will be determined by the books of the relevant clearing system; and
		will be issued in one or more series and each series may be issued in  one or more tranches on the same or different issue dates. The Securities of each series are intended to be interchangeable with all other Securities of that series. Each series will be allocated a unique series number and an identification code.
		Issue Date: 22 December 2017
		Interest: The amount of interest payable on the Securities is determined by reference to a fixed rate of 3.50%. Whether or not interest is paid will depend on the performance of the EURO STOXX 50® Index (the "Underlying Asset"). In some cases no interest will be payable.
		Early redemption following an Automatic Redemption (Autocall) Event: The Securities will redeem prior to their scheduled redemption date if the closing price or level of the Underlying Asset is at or above its corresponding Autocall Barrier on any of the specified autocall valuation dates. If this occurs, you will receive a cash payment equal to the nominal amount (or face value) of your Securities payable on a specified payment date.

		Final redemption: If the Securities have not redeemed early they will redeem on the scheduled redemption date and the cash payment you receive or underlying asset you are delivered (if any) will be determined by reference to the value of the Underlying Asset on a specified valuation date or dates during the life of the Securities. Form: The Securities are notes. The Securities will initially be issued in global bearer form. Identification: Series number: NX000205050; Tranche number: 1 Identification Codes: ISIN: XS1658325235, Common Code: 165832523. Determination Agent: Barclays Bank PLC (the "Determination Agent") will be appointed to make calculations and determinations with respect to the Securities.
		Governing law: The Securities will be governed by English law.
C.2	Currency	Subject to compliance with all applicable laws, regulations and directives, Securities may be issued in any currency.
		The Securities will be denominated in United States dollars ("USD").
C.5	Description of restrictions on free transferability of the Securities	Securities are offered and sold outside the United States to non-US persons in reliance on Regulation S and must comply with transfer restrictions with respect to the United States.
		Securities held in a clearing system will be transferred in accordance with the rules, procedures and regulations of that clearing system.
		Subject to the above, the Securities will be freely transferable.
C.8	Description of rights attached to the Securities, and limitations to those rights and ranking of the Securities	Rights: Each Security includes a right to a potential return of interest and amount payable or deliverable on redemption together with certain ancillary rights such as the right to receive notice of certain determinations and events and to vote on future amendments. Taxation: All payments in respect of the Securities shall be made without withholding or deduction for or on account of any UK taxes unless such withholding or deduction is required by law. In the event that any such withholding or deduction is required by law, the Issuer will, save in limited circumstances, pay additional amounts to cover the amounts so withheld or deducted. Events of default: If the Issuer fails to make any payment due under the Securities or breaches any other term and condition of the Securities in a way that is materially prejudicial to the interests of the holders (and such failure is not remedied within 30 days, or, in the case of interest, 14 days), or the Issuer is subject to a winding-up order, then (subject, in the case of interest, to the Issuer being prevented from payment for a
		mandatory provision of law) the Securities will become immediately due and payable, upon notice being given by the holder (or, in the case of French law Securities, the representative of the holders). Ranking: The Securities are direct, unsubordinated and unsecured obligations of the Issuer and rank equally among themselves.
		Limitations to rights: Notwithstanding that the Securities are linked to the performance of the underlying asset(s), Holders do not have any

		rights in respect of the underlying assets(s). The terms and conditions of the Securities contain provisions for calling meetings of holders to consider matters affecting their interests generally and these provisions permit defined majorities to bind all holders, including holders who did not attend and vote at the relevant meeting and holders who voted in a manner contrary to the majority. Furthermore, in certain circumstances, the Issuer may amend the terms and conditions of the Securities, without the holders' consent. The terms and conditions of the Securities permit the Issuer and the Determination Agent (as the case may be), on the occurrence of certain events and in certain circumstances, without the holders' consent, to make adjustments to the terms and conditions of the Securities, to redeem the Securities prior to maturity, (where applicable) to postpone valuation of the underlying asset(s) or scheduled payments under the Securities, to change the currency in which the Securities are denominated, to substitute the Issuer with another permitted entity subject to certain conditions, and to take certain other actions with regard to the Securities and the underlying asset(s) (if any).
C.11	Admission to trading	Securities may be admitted to trading on a regulated market in Belgium, Denmark, Finland, France, Ireland, Italy, Luxembourg, Malta, the Netherlands, Norway, Portugal, Spain, Sweden or the United Kingdom. Securities may be listed and may be admitted to trading on a market in Switzerland or Italy that is not a regulated market for the purposes of the Prospectus Directive. Application is expected to be made by the Issuer (or on its behalf) for the
		Securities to be admitted to trading on the regulated market of the London Stock Exchange with effect from 22 December 2017.
C.15	Description of how the value of the investment is affected by the	The return on, and value of, Securities will be linked to the performance of one or more specified equity indices, shares, depository receipts or funds or a combination of these.
	value of the underlying	The underlying asset for the Securities is: the EURO STOXX 50® Index (the "Underlying Asset").
	instrument	Calculations in respect of amounts payable under the Securities are made by reference to a "Calculation Amount", being USD 1,000. Where the Calculation Amount is different from the specified denomination of the Securities, the amount payable will be scaled accordingly.
		Indicative amounts: If the Securities are being offered by way of a Public Offer and any specified product values are not fixed or determined at the commencement of the Offer Period, these specified product values will specify an indicative amount, indicative minimum amount, an indicative maximum amount or any combination thereof. In such case, the relevant specified product value(s) shall be the value determined based on market conditions by the Issuer on or around the end of the Offer Period. Notice of the relevant specified product value will be published prior to the Issue Date.
		INTEREST
		Phoenix without memory interest: Each Security will only pay interest in respect of an Interest Valuation Date if the closing price or level of the Underlying Asset on such Interest Valuation Date is greater than or equal to its corresponding Interest Barrier. If this occurs, the amount of interest payable with respect to that Interest Valuation Date is calculated by multiplying the fixed rate of 3.50% by the Calculation Amount.
		Interest will be payable on the corresponding Interest Payment Date set

Interest Valuation Date	Interest Barrier	Interest Payment Date
22 June 2018	75% of the Initial Price	29 June 2018
27 December 2018	75% of the Initial Price	31 December 2018
24 June 2019	75% of the Initial Price	28 June 2019
23 December 2019	75% of the Initial Price	30 December 2019
22 June 2020	75% of the Initial Price	29 June 2020
22 December 2020	75% of the Initial Price	29 December 2020
22 June 2021	75% of the Initial Price	29 June 2021
22 December 2021	75% of the Initial Price	29 December 2021
22 June 2022	75% of the Initial Price	29 June 2022
22 December 2022	75% of the Initial Price	29 December 2022
22 June 2023	75% of the Initial Price	29 June 2023
22 December 2023	75% of the Initial Price	29 December 2023
24 June 2024	75% of the Initial Price	28 June 2024
23 December 2024	75% of the Initial Price	30 December 2024
23 June 2025	75% of the Initial Price	30 June 2025
22 December 2025	75% of the Initial Price	29 December 2025
22 June 2026	75% of the Initial Price	29 June 2026
22 December 2026	75% of the Initial Price	29 December 2026
22 June 2027	75% of the Initial	29 June 2027

	Price
22 December 2027	75% of the Initial Price	29 December 2027
such Autocall Valuation Date.	AUTOMATIC REDEMPTION (AUTOCALL)	The Securities will automatically redeem prior to their scheduled redemption date if the closing price or level of the Underlying Asset is at or above its corresponding Autocall Barrier on any Autocall Valuation Date (an "Automatic Redemption (Autocall) Event"). If this occurs, you will receive a cash payment equal to the nominal amount of your Securities payable on the Autocall Redemption Date corresponding to
as follows:		Each Autocall Valuation Date and the corresponding Autocall Barrier is
Autocall Valuation Date	Autocall Redemption Date	Autocall Barrier
24 June 2019	28 June 2019	100.00% of the Initial Price
23 December 2019	30 December 2019	100.00% of the Initial Price
22 June 2020	29 June 2020	100.00% of the Initial Price
22 December 2020	29 December 2020	100.00% of the Initial Price
22 June 2021	29 June 2021	100.00% of the Initial Price
22 December 2021	29 December 2021	100.00% of the Initial Price
22 June 2022	29 June 2022	100.00% of the Initial Price
22 December 2022	29 December 2022	100.00% of the Initial Price
22 June 2023	29 June 2023	100.00% of the Initial Price
22 December 2023	29 December 2023	100.00% of the Initial Price
24 June 2024	28 June 2024	100.00% of the Initial Price
23 December 2024	30 December 2024	100.00% of the Initial Price
23 June 2025	30 June 2025	100.00% of the Initial Price

	22 December 2025	29 December 2025	100.00% of the Initial Price
	22 June 2026	29 June 2026	100.00% of the Initial Price
	22 December 2026	29 December 2026	100.00% of the Initial Price
	22 June 2027	29 June 2027	100.00% of the Initial Price
	following:
	
	
	
	 asset.		of the Underlying Asset, which is
		* * * *
Expiration or maturity date of the Securities
Settlement procedure of the derivative securities
			FINAL REDEMPTION If the Securities have not redeemed early they will redeem on the scheduled redemption date at an amount that is dependent on each of the the 'Initial Price' of the Underlying Asset, which reflects the price or level of that asset near the issue date of the Securities; the 'Final Valuation Price' of the Underlying Asset, which reflects the price or level of that asset near the scheduled redemption date; the 'Strike Price' of the Underlying Asset, which is calculated as 100.00 per cent. multiplied by the Initial Price of that asset; and the 'Knock-in Barrier Price' calculated as 50.00 per cent. multiplied by the Initial Price of that Initial Price: The Initial Price of the Underlying Asset is the closing price or level of such Underlying Asset on 22 December 2017. Final Valuation Price: The Final Valuation Price of the Underlying Asset is the closing price or level of such Underlying Asset on 22 December 2027, the "Final Valuation Date". European Barrier redemption: If the Final Valuation Price is greater than or equal to the Knock-in Barrier Price, you will receive a cash amount per Calculation Amount equal to USD 1,000. Otherwise: you will receive a cash amount per Calculation Amount, calculated by dividing the Final Valuation Price by the Strike Price and multiplying the result by the Calculation Amount. The Securities are scheduled to redeem on the scheduled redemption date. This day may be postponed following the postponement of a valuation date due to a disruption event. The scheduled redemption date of the Securities is 29 December 2027. The Securities will be cleared and settled through Euroclear Bank S.A./N.V. and Clearstream Banking société anonyme.

C.18	Description of how the return on derivative securities takes place	The return on, and value of, the Securities will be linked to the performance of the Underlying Asset.
		Payments of interest will depend on the performance of the Underlying Asset during the life of the Securities. A fall in the price of the Underlying Asset below a specified level on any Interest Valuation Date will reduce the amount of interest payable on the Securities.
		The value of, and return on (if any), the Securities will depend on the performance of the Underlying Asset on each Autocall Valuation Date and the Final Valuation Date. If no Automatic Redemption (Autocall) Event has occurred on an Autocall Valuation Date and the Underlying Asset performs negatively over the life of the Securities, a holder may sustain a loss of part or all of the amount invested in the Securities.
C.19	Final reference price of the underlying	The final reference level of any equity index, or final reference price of any share, depository receipt or fund to which Securities are linked, will be determined by reference to a publicly available source on a specified date or dates.
		The final valuation price of the Underlying Asset is the closing price or level of the Underlying Asset on 22 December 2027, as determined by the Determination Agent.
C.20	Type of underlying	Securities may be linked to one or more: common shares; depositary receipts representing common shares; exchange traded funds (ETFs) (being a fund, pooled investment vehicle, collective investment scheme, partnership, trust or other similar legal arrangement and holding assets, such as shares, bonds, indices, commodities, and/or other securities such as financial derivative instruments); or equity indices.
		The Underlying Asset for the Securities is: the EURO STOXX 50® Index.
		Information about the Underlying Asset is available at: http://www.stoxx.com.
		Section D – Risks
D.2	Key information on the key risks that are specific to the Issuer	Principal Risks relating to the Issuer: Material risks and their impact are described below in two sections: (i) Material existing and emerging risks by Principal Risk and (ii) Material existing and emerging risks potentially impacting more than one Principal Risk. A revised Enterprise Risk Management Framework ("ERMF") was approved by the board of the Issuer in December 2016 and revises the eight risks as follows: (1) Credit Risk of the Issuer; (2) Market Risk; (3) Treasury and Capital Risk; (4) Operational Risk; (5) Model Risk; (6) Conduct Risk; (7) Reputation Risk; and (8) Legal Risk (each a "Principal Risk").
		(i) Material existing and emerging risks by Principal Risk:
		Credit risk: The risk of loss from the failure of clients, customers or counterparties, including sovereigns, to fully honour their obligations to the Group, including the whole and timely payment of principal, interest, collateral and other receivables. The Group may suffer financial loss if any of its customers, clients or market counterparties fails to fulfil their contractual obligations to the Group. The Group may also suffer loss when the value of its investment in the financial instruments of an entity falls as a result of that entity's credit rating being downgraded. In addition, the Group may incur significant unrealised gains or losses due to changes in the Group's credit spreads or those of third parties, as these

	changes affect the fair value of the Group's derivative instruments, debt securities that the Group holds or issues, and loans held at fair value.
	Market risk: The risk of loss arising from potential adverse changes in the value of the Group's assets and liabilities from fluctuation in market variables including, but not limited to, interest rates, foreign exchange, equity prices, commodity prices, credit spreads, implied volatilities and asset correlations. The Group's trading business is generally adversely exposed to a prolonged period of elevated asset price volatility, particularly if it negatively affects the depth of marketplace liquidity.
	Treasury and capital risk: The ability of the Group to achieve its business plans may be adversely impacted due to availability of planned liquidity, a shortfall in capital or a mismatch in the interest rate exposures of its assets and liabilities. The Group may not be able to achieve its business plans due to: (i) being unable to maintain appropriate capital ratios; (ii) being unable to meet its obligations as they fall due; (iii) rating agency downgrades; (iv) adverse changes in foreign exchange rates on capital ratios; (v) negative interest rates; and (vi) adverse movements in the pension fund.
	Operational risk: The risk of loss to the Group from inadequate or failed processes or systems, human factors or due to external events (for example fraud) where the root cause is not due to credit or market risks. The Group is exposed to many types of operational risk. These include: fraudulent and other internal and external criminal activities; breakdowns in processes, controls or procedures (or their inadequacy relative to the size and scope of the Group's business); systems failures or an attempt by an external party to make a service or supporting technological infrastructure unavailable to its intended users, known as a denial of service attack and the risk of geopolitical cyber threat activity which destabilises or destroys the Group's information technology, or critical technological infrastructure the Group depends upon but does not control. The Group is also subject to the risk of business disruption arising from events wholly or partially beyond its control, for example natural disasters, acts of terrorism, epidemics and transport or utility failures, which may give rise to losses or reductions in service to customers and⁄or economic loss to the Group. All of these risks are also applicable where the Group relies on outside suppliers or vendors to provide services to it and its customers. The operational risks that the Group is exposed to could change rapidly and there is no guarantee that the Group's processes, controls, procedures and systems are sufficient to address, or could adapt promptly to, such changing risks to avoid the risk of loss.
	Model risk: The Group uses models to support a broad range of business and risk management activities. Models are imperfect and incomplete representations of reality, and so they may be subject to errors affecting the accuracy of their outputs. Models may also be misused. Model errors or misuse may result in the Group making inappropriate business decisions and being subject to financial loss, regulatory risk, reputational risk and⁄or inadequate capital reporting.
	Conduct risk: The risk of detriment to customers, clients, market integrity, competition or the Group from the inappropriate supply of financial services, including instances of willful or negligent misconduct. The Group is committed to ensuring that positive customer and client outcomes and protecting market integrity are integral to the way the Group operates. This includes taking reasonable steps to ensure the Group's culture and strategy are appropriately aligned to the objective

that: the Group's products and services are reasonably designed and delivered to meet the needs of the Group's customers and clients. The Group has identified six main conduct risks, associated with: (i) the execution of strategic divestment in non-core businesses, (ii) product governance and sales practices, (iii) trading controls and benchmark submissions, (iv) the management of financial crime, (v) data protection and privacy, and (vi) regulatory focus on culture and accountability. Certain other risks may result in detriment to customers, clients and market integrity if not managed effectively. These include but are not limited to: cyber risk; infrastructure and technology resilience; ability to hire and retain qualified people; outsourcing; data quality; operational precision and payments; regulatory change; structural reform; change and execution risk; and the exit of the UK from the EU.
Reputation risk: The risk that an action, transaction, investment or event will reduce trust in the firm's integrity and competence by clients, counterparties, investors, regulators, employees or the public.
Legal risk: Legal disputes, regulatory investigations, fines and other sanctions relating to conduct of business and financial crime may negatively affect the Group's results, reputation and ability to conduct its business.
(ii) Material existing and emerging risks potentially impacting more than one Principal Risk:
Structural Reform (emerging risk):
The UK Financial Services (Banking Reform) Act 2013 (The UK Banking Reform Act) and associated secondary legislation and regulatory rules require all UK deposit-taking banks with over £25 billion of deposits (from individuals and small businesses) to separate certain day-to-day banking activities (e.g. deposit-taking) offered to retail and smaller business customers from other wholesale and investment banking services.
Business conditions, general economy and geopolitical issues:
The Group's performance could be adversely affected in relation to more than one Principal Risk by a weak or deteriorating global economy or political instability. These factors may also occur in one or more of the Group's main countries of operation. The Group offers a broad range of services to retail, institutional and government customers, in a large number of countries. The breadth of these operations means that deterioration in the economic environment, or an increase in political instability in countries where it is active, or any other systemically important economy, could adversely affect the Group's performance and prospects.
Change and execution:
The Group continues to drive changes to its functional capabilities and operating environment in order to allow the business to exploit emerging and digital technologies, and improve customer experience whilst also embedding enhanced regulatory requirements, strategic realignment, and business model changes. The complexity, increasing pace, and volume of changes underway simultaneously mean there is heightened execution risk and potential for change not being delivered to plan. Failure to adequately manage this risk could result in extended outages and disruption, financial loss, customer detriment, legal liability, potential regulatory censure and reputational damage.

	Risks arising from regulation of the financial services industry: The financial services industry continues to be the focus of significant regulatory change and scrutiny which may adversely affect the Group's business, financial performance, capital and risk management strategies.
	Regulatory action in the event a bank in the Group (such as the Issuer) is failing or likely to fail:
	UK resolution authorities have the right under certain circumstances to intervene in the Group pursuant to the stabilisation and resolution powers granted to them under the Banking Act 2009 (the "Banking Act") and other applicable legislation. The exercise of any of these actions in relation to the Issuer could materially adversely affect the value of the Securities.
	EU referendum:
	The UK held a referendum on 23 June 2016 on whether it should remain a member of the EU. This resulted in a vote in favour of leaving the EU. The result of the referendum means that the long-term nature of the UK's relationship with the EU is unclear and there is uncertainty as to the nature and timing of any agreement with the EU on the terms of exit. In the interim, there is a risk of uncertainty for both the UK and the EU, which could adversely affect the economy of the UK and the other economies in which the Group operates.
	Under the terms of the Securities, investors have agreed to be bound by the exercise of any UK Bail-in Power by the relevant UK resolution authority.
	Impairment:
	The introduction of the impairment requirements of IFRS 9 Financial Instruments, due to be implemented on 1 January 2018, is expected to result in higher impairment loss allowances that are recognised earlier, on a more forward looking basis and on a broader scope of financial instruments than is the case under IAS 39. Measurement will involve increased complexity, judgement and is expected to have a material financial impact and impairment charges will tend to be more volatile. Unsecured products with longer expected lives, such as revolving credit cards, are expected to be most impacted. The capital treatment on the increased reserves is the subject of ongoing discussion with regulators and across the industry, but there is potential for significant adverse impact on regulatory capital ratios. In addition, the move from incurred to expected credit losses has the potential to impact the Group's performance under stressed economic conditions or regulatory stress tests.
	A downgrade of the credit rating assigned by any credit rating agency to the Issuer could adversely affect the liquidity or market value of the Securities. Credit ratings downgrade could occur as a result of, among other causes, changes in the ratings methodologies used by credit rating agencies. Changes in credit rating agencies' views of the level of implicit sovereign support for European banks and their groups are likely to lead to credit ratings downgrades.
	The Issuer is affected by risks affecting the Group: The Issuer is also affected by risks affecting the Group as there is substantial overlap in the businesses of the Issuer and its subsidiaries. Further, the Issuer can be negatively affected by risks and other events affecting its subsidiaries

		even where the Issuer is not directly affected.
D.6	Key information on the key risks	You may lose some or all of your investment.
	that are specific to the Securities; and risk warning that investors may lose some or all of the value of their investment	The terms of the Securities do not provide for scheduled minimum payment of the face value or issue price of the Securities at maturity: depending on the performance of the Underlying Asset(s), you may lose some or all of your investment.
		The payment of any amount or delivery of any property due under the Securities is dependent upon the Issuer's ability to fulfil its obligations when they fall due. The Securities are unsecured obligations. They are not deposits and they are not protected under the UK's Financial Services Compensation Scheme or any other deposit protection insurance scheme. Therefore, if the Issuer fails or is otherwise unable to meet its payment or delivery obligations under the Securities, you will lose some or all of your investment.
		You will lose up to the entire value of your investment if the Issuer fails or is otherwise unable to meet its payment obligations.
		You may also lose some or all of your entire investment if:
		you sell your Securities prior to maturity in the secondary market (if  any) at an amount that is less than the initial purchase price;
		the Securities are redeemed early following the occurrence of an  extraordinary event in relation to the Underlying Asset(s), the Issuer, the Issuer's hedging arrangement, the relevant currencies or taxation (such as following an additional disruption event) and the amount you receive on such redemption is less than the initial purchase price; and/or
		the terms and conditions of the Securities are adjusted (in accordance  with the terms and conditions of the Securities) with the result that the redemption amount payable to you and/or the value of the Securities is reduced.
		Return linked to performance of Underlying Asset: The return payable on the Securities is linked to the change in value of the Underlying Asset over the life of the Securities. Any information about the past performance of any Underlying Asset should not be taken as an indication of how prices will change in the future. You will not have any rights of ownership, including, without limitation, any voting rights or rights to receive dividends, in respect of any Underlying Asset.
		Risk of withdrawal of the public offering: In case of a public offer, the Issuer may provide in the Final Terms that it is a condition of the offer that the Issuer may withdraw the offer for reasons beyond its control, such as extraordinary events that in the determination of the Issuer may be prejudicial to the offer. In such circumstances, the offer will be deemed to be null and void. In such case, where you have already paid or delivered subscription monies for the relevant Securities, you will be entitled to reimbursement of such amounts, but will not receive any remuneration that may have accrued in the period between their payment or delivery of subscription monies and the reimbursement of the Securities.
		Reinvestment risk/loss of yield: Following an early redemption of the Securities for any reason, you may be unable to reinvest the redemption proceeds at a rate of return as high as the return on the Securities being

		redeemed. You should consider such reinvestment risk in light of other available opportunities before you purchase the Securities.
		US withholding on dividend equivalent amounts: Certain actual or deemed payments on the securities held by non-US investors generally may be subject to a US withholding tax of 30 per cent. No additional amounts will be payable in respect of such withholding taxes.
		Equity Index risks: Securities linked to the performance of equity indices provide investment diversification opportunities, but will be subject to the risk of fluctuations in both equity prices and the value and volatility of the relevant equity index. Securities linked to equity indices may not participate in dividends or any other distributions paid on the shares which make up such indices, accordingly, you may receive a lower return on the Securities than you would have received if you had invested directly in those shares.
		The relevant index sponsor can add, delete or substitute the components of an equity index at its discretion, and may also alter the methodology used to calculate the level of such index. These events may have a detrimental impact on the level of that index, which in turn could have a negative impact on the value of and return on the Securities.
		Capped return: As the redemption amount is subject to a cap, the return holders may receive is limited.
		Volatile market prices: The market value of the Securities is unpredictable and may be highly volatile, as it can be affected by many unpredictable factors, including: market interest and yield rates; fluctuations in currency exchange rates; exchange controls; the time remaining until the Securities mature; economic, financial, regulatory, political, terrorist, military or other events in one or more jurisdictions; changes in laws or regulations; and the Issuer's creditworthiness or perceived creditworthiness.
		Section E – Offer
E.2b	Reasons for offer and use of proceeds when different from making profit and/or hedging	The net proceeds from each issue of Securities will be applied by the Issuer for its general corporate purposes, which include making a profit and/or hedging certain risks. If the Issuer elects at the time of issuance of Securities to make different or more specific use of proceeds, the Issuer will describe that use in the Final Terms.
	certain risks	Not Applicable: the net proceeds will be applied by the Issuer for making profit and/or hedging certain risks.
E.3	Description of the terms and conditions of the offer	The terms and conditions of any offer of Securities to the public may be determined by agreement between the Issuer and dealer (the "Managers") at the time of each issue.
		The Securities are offered subject to the following conditions:
		Offer Price: The Issue Price
		Conditions to which the offer is subject: Offers of the Securities made prior to the Issue Date are conditional on their issue. There are no pre identified allotment criteria. The Authorised Offeror will adopt allotment criteria that ensure equal treatment of prospective investors. A prospective investor will receive 100 per cent. of the amount of

Securities allocated to it during the Offer Period.
The Issuer reserves the right to withdraw the offer for Securities at any time prior to the end of the Offer Period.
For the avoidance of doubt, following withdrawal of the offer, if any application has been made by any potential investor, each such potential investor shall not be entitled to subscribe or otherwise acquire the Securities and any applications will be automatically cancelled and any purchase money will be refunded to the applicant by the Authorised Offeror in accordance with the Authorised Offeror's usual procedures.
Description of the application process: An offer of the Securities may be made by the Manager or the Authorised Offeror other than pursuant to Article 3(2) of the Prospectus Directive in Portugal (the "Public Offer Jurisdiction") from and including 29 November 2017 to and excluding 20 December 2017 (the "Offer Period").
Applications for the Securities can be made in the Public Offer Jurisdiction through the Authorised Offeror during the Offer Period. The Securities will be placed into the Public Offer Jurisdiction by the Authorised Offeror.
Details of the minimum and/or maximum amount of application: The minimum and maximum amount of application from the Authorised Offeror will be notified to investors by the Authorised Offeror.
Description of possibility to reduce subscriptions and manner for refunding excess amount paid by applicants: Not Applicable
Details of the method and time limits for paying up and delivering the Securities: The Securities will be issued on the Issue Date against payment of the net subscription moneys to the Issuer via the Authorised Offeror. Each investor will be notified by the relevant Authorised Offeror of the settlement arrangements in respect of the Securities at the time of such investor's application.
Manner in and date on which results of the offer are to be made public: The Authorised Offeror will make the results of the offer available to the public upon request at the Authorised Offeror's offices.
Procedure for exercise of any right of pre-emption, negotiability of subscription rights and treatment of subscription rights not exercised: Not Applicable
Categories of holders to which the Securities are offered and whether Tranche(s) have been reserved for certain countries: Offers may be made through the Authorised Offeror in the Public Offer Jurisdiction to any person. Offers (if any) in other EEA countries will only be made through the Authorised Offeror pursuant to an exemption from the obligation under the Prospectus Directive as implemented in such countries to publish a prospectus.
Process for notification to applicants of the amount allotted and indication whether dealing may begin before notification is made: Applicants will be notified directly by the Authorised Offeror of the success of their application. No dealings in the Securities may take place prior to the Issue Date.
Name(s) and address(es), to the extent known to the Issuer, of the placers in the various countries where the offer takes place:

		Deutsche Bank S.A. Espanola – Madrid Branch, Paseo De La Castellana, 18, 28046 Madrid, Spain (the "Authorised Offeror")
E.4	Description of any interest material to the issue/offer, including conflicting interests	The relevant Manager(s) or Authorised Offeror(s) may be paid fees in relation to any issue or offer of Securities. Potential conflicts of interest may exist between the Issuer, Determination Agent, relevant Manager(s) or Authorised Offeror(s) or their affiliates (who may have interests in transactions in derivatives related to the Underlying Asset(s) which may, but are not intended to, adversely affect the market price, liquidity or value of the Securities) and holders. Any Manager(s) and its affiliates may be engaged, and may in the future engage, in hedging transactions with respect to the Underlying Asset.
E.7	Estimated expenses charged to investor by issuer/offeror	The Issuer will not charge any expenses to holders in connection with any issue of Securities. Offerors may, however, charge expenses to holders. Such expenses (if any) will be determined by agreement between the offeror and the holders at the time of each issue.