SecProbe.io

May 23 , 2014

Via E -mail
Sir David Walker
Group Chairman
Barclays PLC
1 Churchill Place
London E14 5HP
United Kingdom

Re: Barclays PLC
  Registration Statement on Form F-4
Filed  May 15, 2014
  File No.  333-195965

Barclays Bank PLC
            Schedule TO
Filed May 15, 2014 by Barclays PLC
File No. 005 -83036

Dear Sir Walker :

We have limited our review of filings  to those issues we have addressed in our
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 by amending your filings  and providing the requested
information .  Where 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 your registration statement and the information you
provide in response to these  comments, we may have  additional comments.

Subsequent Repurchases, page 97

1. Please tell us how your disclosure of possible security purchases complies with the
provisions of Rules 13e -4(f)(6) and 14e -5.  Alternatively, revise your disclosure.

Tax Considerations, page 215

2. Provide an analysis supporting your reference to Treasury Department Circular 230 or
delete the legend.

Sir David Walker
Barclays PLC
May 23 , 2014
Page 2

 We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the inform ation the Securities Act of 1933 and
all applicable Securities Act rules require.   Since Barclays PLC and Barclays Bank PLC  and their
management are in possession of all facts relating to their disclosure, they are responsible for the
accuracy and adequacy  of the disclosures they have made.

Notwithstanding our comments, in the event you request acceleration of the effective date
of the pending registration statement please provide a written statement from Barclays PLC and
Barclays Bank PLC  acknowledging that:

 should the Commission or the staff, acting pursuant to delegated authority, declare the
filing effective, it does not foreclose the Commission from taking any action with respect
to the filing;

 the action of the Commission or the staff, acting pur suant to delegated authority, in
declaring the filing effective, does not relieve the company from its full responsibility for
the adequacy and accuracy of the disclosure in the filing; and

 Barclays PLC and Barclays Bank PLC  may not assert staff comments  and the declaration
of effectiveness as a defense in any proceeding initiated by the Commission or any
person under the federal securities laws of the United States.

Please refer to Rules 460 and 461 regarding requests for acceleration.  We will consider  a
written request for acceleration of the effective  date of the registration statement as confirmation
of the fact that those requesting acceleration are aware of their respective responsibilities under
the Securities Act of 1933 and the Securities Exchan ge Act of 1934 as they relate to the proposed
public offering of the securities specified in the above registration statement.  Please allow
adequate time  for us to review any amendment prior to the requested effective date of the
registration statement.

Please contact  Eric Envall  at (202) 551 -3234, Daniel Duchovny, Special Counsel, at
(202) 551 -3619,  or me at  (202)  551-3675 with any  questions.

Sincerely,

 /s/ Suzanne Hayes
 Suzanne Hayes
Assistant Director