Notice to Covered Bondholders

NOTICE TO COVERED BONDHOLDERS

BARCLAYS BANK PLC

1 Churchill Place

London E14 5HP

(the "Issuer")

(incorporated with limited liability in England and Wales with registered number 1026167)

€35 billion Global Covered Bond Programme

unconditionally and irrevocably guaranteed as to payments of interest and principal by BARCLAYS COVERED BONDS LLP

(the "Programme")

NOTICE OF SERIES 2010-4 COVERED BOND SWAP NOVATION

to the holders of the outstanding Covered Bonds

1. definitions

1.1 Capitalised terms used herein but not otherwise defined shall have the same meaning given to them in the master definitions schedule dated 18 December 2007 between, inter alios, the Issuer, Barclays Covered Bonds LLP (the "LLP") and the Citicorp Trustee Company Limited, as from time to time amended, varied, novated or supplemented (the "Master Definitions Schedule").

2. NOVATION OF SERIES 2010-4 COVERED BOND SWAP

2.1 With effect from 27 October 2015, Barclays Bank PLC and the LLP have entered into a ISDA Novation Agreement (the "Novation Agreement") with National Australia Bank Limited ("NAB") pursuant to which the role of Covered Bond Swap Provider with respect to the Series 2010-4 N Covered Bonds (the "Series 2010-4 Covered Bonds") has been novated from Barclays Bank PLC to NAB (the "Covered Bond Swap Novation"). 

2.2 In consequence of the Covered Bond Swap Novation, with effect from 27 October 2015 the LLP has entered into a new covered bond swap agreement in respect of the Series 2010-4 Covered Bonds (the "New Covered Bond Swap Agreement") with NAB as Covered Bond Swap Provider.

3. agreements available for inspection

3.1 Copies of the Novation Agreement and the New Covered Bond Swap Agreement will be available for inspection at the specified office of the Issuer set out at paragraph 4 below with effect from 27 October 2015 and at the specified office of the Paying Agent, currently located at Citigroup Centre, Canada Square, London, E14 5LB, United Kingdom.

4. FURTHER INFORMATION

For further information regarding the matters set out in this notice, please contact:

Barclays Treasury

1 Churchill Place

London E14 5HP

This notice does not constitute or form part of any offer to sell or the solicitation of an offer to subscribe for or otherwise acquire any securities.

Dated: 27 October 2015