SecProbe.io

June 21, 2013

Via E -mail
Chris Lucas
Group Finance Director
Barclays PLC
Barclays Bank PLC
1 Churchill Place
London E14 5HP, England

Re: Barclays PLC
 Barclays Bank PLC
 Forms 20 -F for the Fiscal Year Ended December 31, 2012
Filed March 13, 2013
Form 6 -K filed April 16, 2013
File No s. 001 -09246  and 001 -10257

Dear Mr. Lucas :

We have reviewed your filing s and response  letter dated March 5, 2013  and have the
following comments.  In some of our comments, we may ask you to provide us with information
so we may  better understand your disclosure.

Please respond to this letter with in ten business days by  amending your filings, by
providing the requested information, or by advising us when you will provide the requested
response.   If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment  is appropriate, please tell us why in your response.

After reviewing any amendment to you r filings and the information you provide in
response to these  comments, we may have  additional comments.

Form 20 -F for the Fiscal Year Ended December 31, 2012

General

1. In your letter to us dated October 18, 2010, you discussed your contacts with Cuba,
Sudan, and Syria.  It appears from the disclosure on page 322 that you continue to
maintain legacy guarantees related to S yria.  In addition, publicly -available information
indicates that you have a correspondent banking relationship with Byblos Bank, which
operates in Sudan and Syria.  As you know, Cuba, Sudan, and Syria are designated as
state sponsors of terrorism by the U .S. Department of State, and are subject to U.S.
economic sanctions and export controls.  Your Form 20 -F does not include disclosure
regarding contacts with Cuba or Sudan, or disclosure beyond the limited information on

Chris Lucas
Barclays PLC
Barclays Bank PLC
June 21, 2013
Page 2

 page 322 regarding contacts with Syr ia.  Please describe to us the nature and extent of
your past, current, and anticipated contacts with Cuba, Sudan, and/or Syria, whether
through direct or indirect arrangements, since the referenced letter.  Your response should
describe any funds, service s, or support you have provided or intend to provide into
Cuba, Sudan, and/or Syria, directly or indirectly, and any agreements, arrangements, or
other contacts you have had or intend to have with the governments of those countries or
entities they control .

2. Please discuss for us the materiality of the contacts with Cuba, Sudan, and/or Syria you
describe in response to the foregoing comment, and whether those contacts constitute a
material investment risk for your security holders.   You should address mater iality in
quantitative terms, including the approximate dollar amounts of any associated revenues,
assets, and liabilities for the last three fiscal years and the subsequent interim
period.   Also, address materiality in terms of qualitative factors that a reasonable investor
would deem important in making an investment decision, including the potential impact
of corporate activities upon a company’s reputation and share value.   As you know,
various state and municipal governments, universities, and other in vestors have proposed
or adopted divestment or similar initiatives regarding investment in companies that do
business with U.S. -designated state sponsors of terrorism.   Your materiality analysis
should address the potential impact of the investor sentiment  evidenced by such actions
directed toward companies that have operations associated with Cuba, Sudan, or Syria.

Risk Review, page 69

Credit Risk, page 80

3. Please refer to our previous comment 3  in our letter dated February 1, 2013 .  We note
that you utilize a 1 2 month roll rate model to estimate losses on the interest only loans for
which you have provided an extension.  Please address the following:

 Tell us how you considered a borrower’s ability to repay the principal at the end
of the loan, particularly in light of the fact that they needed an extension of the
interest only period on their current term.

 Tell us in more detail why you choose to extend the interest only periods for an
average  extension of  6.5 years , which  appears significant relative to the original
loan period.  As part of your response, clarify if the length of the extension period
was requested by the borrower and discuss your process for evaluating the length
of the extension period you would grant.

 Similarly, given that these loans are not repaid unt il maturity and that borrowers
may be in a situation where they are able to make interest payments but remain
unable to repay the loan at maturity, please tell us how you determined that using

Chris Lucas
Barclays PLC
Barclays Bank PLC
June 21, 2013
Page 3

 a 12 month period to estimate losses was appropriate, particula rly given the
average 6.5 year extension period.

 We note that you say that any increase in the probability of default related to these
loans results in an increase in the probability of default (PD) levels but it is
unclear from your response how. Pleas e provide additional information about how
any higher risk related to these loans is appropriately reflected in your PD rates.

Principal Home Loan Portfolios – Distribution of Balances by LTV (Updated Valuations), page
96

4. We note your disclosure in foo tnote (b) that valuation weighted LTV, used for the UK,
South Africa and Italy  portfolios , is the ratio between total outstanding balance and the
value of total collateral held against these balances.  Please clarify whether you are
determining  LTVs at an individual account level first, and then doing a weighting
approach, or whether this methodology is performed entirely at a portfolio level.   As part
of your response, please consider providing an illustrative calculation of how both the
valua tion weighted LTV and balance weighted LTV calculation is performed to clearly
illustrate the differences between these two methodologies.

Wholesale Forbearance Programmes, page 103

5. Please refer to  prior comment 12  in our letter dated February  1, 2013  regarding the
successfulness of you r forbearance programs.  Please tell us and revise future filings to
disclose any procedures perfor med at the date of modification  or subsequent to determine
the probability of default under the new terms to ensure that your allowance for loan
losses was t imely capturing all losses inherent in these loans at the reporting date.  In this
regard, it would seem that information was available, whether or not you tracked it, to
evaluate the likelihood that these loans would default within the loss emergence and
confirmation periods.  Disclose any alternative procedures performed to ensure you
adequately captured this risk during each reported period  for both your wholesale and
retail forbearance programs .  If you did not perform any additional procedures,  please
specifically disclose that fact.

Funding Risk – Capital, page 126

Movement in RWAs, page 129

6. Your disclosure on page 130 indicates that you had an £18 billion increase in operational
risk weighted assets during the year driven by a recalibration of risk scenarios taking into
account risk events impacting Barclays and the banking industry.  Please tell us and
revise future filings to disclose in more detail what these scenarios were and why they
caused risk weighted assets to increas e so significantly .  Also, tell us  whether these

Chris Lucas
Barclays PLC
Barclays Bank PLC
June 21, 2013
Page 4

 operational risk scenarios are driven by regulatory guidance to consider certain events
and risks  uniformly among the industry , or whether the change was internall y driven
based on your continu ous model revie w process .

7. Please also revise your disclosure to address the following related to the  £12 billion
increase in market risk within Investment Bank due to VaR model scope and the
sovereign incremental risk charge:

 Explain the specific changes to your VaR model scope and why they caused risk
weighted assets to increase, particularly in light  of the tabular disclosure on page
129 that reflects  that risk weighted assets in modelled VaR for the Investment
Bank has decre ased by £4 billion.  If the increase is due to the netting of a
decrease of RWAs due to modelled VaR and an increase due to the sovereign
incremental risk charge, please present these two items separately and revise your
future filings to present the cause s of increases separately from the causes of
decreases.

 Clarify the difference between the sovereign incremental risk charge captured as
part of this £12 billion increase and the £4.7 billion increase due to the
introduction of minimum loss given default parameters for sovereign exposures.

 Tell us the drivers behind these methodology changes.

Notes to Financial Statements, page 199

Note 10 - Tax, page 208

8. You disclose an adjustment for  prior years that appears to have a material impact on your
current income tax expense. Please tell us and revise future filings to disclose what this
adjustment relates to  in enough detail for a reader to understand whether your past results
are indicative of future trends .

Note 13 – Trading Portfolio, page 213

9. We note your disclosure on page 125 that you have both commodity derivative positions
and physical commodity positions, and that your physical commodity positions are held
at fair value and reported under the trading portfolio.  Please respond to the following:

 Tell us whether all of your physical commodity positions are held by your broker -
dealer subsidiary, and if not, tell us the name of the subsidiary holding these
positions.

Chris Lucas
Barclays PLC
Barclays Bank PLC
June 21, 2013
Page 5

  Clarify whether you factor in the costs to sell these commodity positions into the
value recognized in the financial statements, and if not, please tell us why, and
how you considered the guidance in paragraph 5 of IAS 2.

 Clarify how both the commodity derivative positions and physical commodity
positions are reflected in the trading portfolio table in Note 13.    In this regard,
we note that page 125 indicates that you have a net fair value liability of £834
million related to your OTC commodity derivative positions, but in Note 13 your
total commodity trading liabilities are £73 mill ion.

Note 18 - Fair value of financial instruments , page 219

Discounting approaches for derivative instruments , page 229

10. We note your disclosure that during 2012, a fair value adjustment (FVA) was applied to
account for the impact of incorporating the cost of funding into the valuation of
uncollateralised derivatives .  Please expand your disclosure in future filings to address
the following, and provide us with your proposed disclosures:

 Disclose the amount of this adjustment for each reported period.

 Clarify in more detail how the FVA  methodology is applied.   For example, you
disclose that the amount is “driven by the  impact of discounting future expected
uncollateralised cash flows to reflect the cost of funding…” but you do not
specifically discuss  how this amount is calculated.  Please describe in detail how
you develop the discount rate(s) and the timing of when the cash flows are
discounted. Please clarify if cash flows are netted and, if so, the purpose and
timing of the cash flow netting as it relates to the discounting step.

 Your disclosure that you take “into account observed traded levels on
uncollateralised derivatives and other relevant factors” indicates that you may
make adjustments to the results determined under your model.  If so, sp ecifically
state the amounts and reasons for each type of adjustment.   Also, d iscuss whether
you make any adjustments to account for a potential double count between this
measure and your DVA adjustment.

 Tell us if hedge collateral  affects the  FVA estimate.

 Tell us whether you apply FVA adjustments to individual uncollateralised
derivative positions that are not fair valued under the portfolio fair value election,
or whether they are they only applied when you elect to value a portfolio
contai ning offsetting market risk positions.

Chris Lucas
Barclays PLC
Barclays Bank PLC
June 21, 2013
Page 6

  Tell us whether you have observed FVA in exit prices, and if so, describe the
scenarios and types of instruments where you have been able to observe them.

 Discuss whether there have been any changes to your models in regards  to how
FVA is calculated.   Also, tell us whether the FVA amounts change significantly
from period to period, and if so, the factors that drive the significant changes in
the amount.

Note 24 - Goodwill and intangible assets, page 236

11. Please refer to prior comment 7  in our letter dated February 1, 2013  where you discuss
your methodology for determining  the carrying value of your UKRBB cash generating
unit (CGU).  In your response, you discuss the fact that during 2012, you determined that
fully allocating shareholders’ funds on a pro forma basis based on UKRBB’s share of
group risk weighted assets provided a better estimate of the carrying value of the CGU,
and you discuss that this change would have reduced the headroom by which the
recoverable amount exceeded the net asset v alue for the UKRBB CGU by £1.7 billion as
of December 31, 2011.   Please describe any procedures you perform to validate the
reasonableness of the amount determined as the carrying value of the UKRBB CGU
based on your methodology.  To the extent that the l evel of procedures performed would
change depending on the level of headroom that exists, please describe the additional
procedures you would perform at that time, and the threshold at which those additional
procedures would be required based on your polic y.

Note 31 – Subordinated liabilities, page 247

12.  We note your disclosure that  the 7.625% Contingent Capital Notes will be automatically
transferred from investors to Barclays PLC (or another entity within the Group) for nil
consideration should the Cor e Tier 1 or Common Equity Tier 1 Capital of the Group (as
relevant at the time) fall below 7.0% on certain dates as specified in the terms.  Please
provide us with your analysis supporting how you have accounted for these instruments
under IFRS.

Additiona l Information, page 317

Changes in Net Interest Income – Volume and Rate Analysis, page 335

13.  We note that “total change” amounts for the individual categories (loans and advances to
banks, available for sale investments, etc.) do not reconcile to the cha nges in these
individual categories in Note 3 – Net Interest Income.  However, we note that the total
net movement in net interest income ( £562 million) shown on page 336 does agree to the
net change in net interest income on the face of the consolidated i ncome statement.
Please tell us, and provide clarifying disclosure in future filings, explaining the reasons

Chris Lucas
Barclays PLC
Barclays Bank PLC
June 21, 2013
Page 7

 the individual categories cannot be reconciled to the amounts in Note 3 and provide any
clarifying disclosure explaining how investors should use and evaluate this information.

Form 6 -K filed April 16, 2013

14. We note your disclosure  that the adoption of IFRS 10 had the effect of you consolidating
some entities that were not previou sly consolidated and deconsolidating some entities
that were previously consolidated , with the principal effect being the consolidation of
entities in the investment ba nk with credit market exposures.  Please respond  to the
following:

 Clarify the entities that have been deconsolidated  as a result of the adoption of IFRS
10 and provide a summary of the factors considered in reaching the conclusion to
deconsolidate those entities.

 Discuss the primary factors considered in reaching the conclusion to consolidate the
entities  in the investment bank  holding the cre dit market exposures.

We urge all persons