UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549


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                                    FORM 6-K

                        REPORT OF FOREIGN PRIVATE ISSUER
                       PURSUANT TO RULE 13A-16 OR 15D-16
                   UNDER THE SECURITIES EXCHANGE ACT OF 1934

                                   May 2005
                                Barclays PLC and
                               Barclays Bank PLC
                             (Names of Registrants)

                               54 Lombard Street
                                London EC3P 3AH
                                    England
                    (Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports 
under cover of Form 20-F or Form 40-F. 

      
                           Form 20-F x     Form 40-F

Indicate by check mark whether the registrant by furnishing the information 
contained in this Form is also thereby furnishing the information to the 
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

      
                                  Yes     No x

If "Yes" is marked, indicate below the file number assigned to the registrant 
in connection with Rule 12g3-2(b): 

  
--------------------------------------------------------------------------------


This Report is a joint Report on Form 6-K filed by Barclays PLC and Barclays 
Bank PLC. All of the issued ordinary share capital of Barclays Bank PLC is 
owned by Barclays PLC. 

This Report comprises: 

Information given to The London Stock Exchange and furnished pursuant to 
General Instruction B to the General Instructions to Form 6-K. 


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                                 EXHIBIT INDEX

Exhibit Index 1
IFRS Transition Report-Parts 2, 3, 4 - 11 May 2005
--------------------------------------------------------------------------------


                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, each of 
the registrants has duly caused this report to be signed on its behalf by the 
undersigned, thereunto duly authorized. 

          
                                                     BARCLAYS PLC
                                                     (Registrant) 
  
Date: May 11, 2005                                   By:   /s/ Patrick Gonsalves
                                                         ----------------------
                                                         Patrick Gonsalves
                                                         Deputy Secretary 
  
                                                     BARCLAYS BANK PLC
                                                     (Registrant) 
  
  
Date: May 11, 2005                                   By:   /s/ Patrick Gonsalves
                                                         ----------------------
                                                         Patrick Gonsalves
                                                         Joint Secretary
Part 2

                                  IFRS
                            Transition
                                Report
                             2004/2005



                                BARCLAYS PLC

                             TABLE OF CONTENTS

                                                                  
Section 1 - IFRS Results
Introduction                                                      
Consolidated income statement                                     
Consolidated balance sheet                                        
Results by business                                               
Results by nature of income and expense                           
Analysis of amounts included in the balance sheets                
Group performance ratios                                          
Total assets and weighted risk assets                             
Capital ratios                                                    
Additional information                                            

Section 2 - UK GAAP/IFRS reconciliations
Special purpose audit report                                      
Basis of preparation                                              
Provisional accounting policies                                   
Detailed reconciliations                                          
Income statement reconciliations                                  
Balance sheet reconciliations                                     
Differences between UK GAAP and IFRS                              
Other information                                                 


The information in this announcement does not comprise statutory accounts within
the meaning of Section 240 of the Companies Act 1985 (the 'Act'). Statutory
accounts for the year-ended 31st December 2004, which also include certain
information required for the joint Annual Report on Form 20-F of Barclays PLC
and Barclays Bank PLC to the US Securities and Exchange Commission (SEC), have
been delivered to the Registrar of Companies in accordance with Section 242 of
the Act.

This document contains certain forward-looking statements within the meaning of
Section 21E of the US Securities Exchange Act of 1934, as amended, and Section
27A of the US Securities Act of 1933, as amended, with respect to certain of the
Group's plans and its current goals and expectations relating to its future
financial condition and performance. These forward-looking statements can be
identified by the fact that they do not relate only to historical or current
facts. Forward-looking statements sometimes use words such as "anticipate",
"target", "expect", "estimate", "intend", "plan", "goal", "believe", or other
words of similar meaning. By their nature, forward-looking statements involve
risk and uncertainty because they relate to future events and circumstances,
including, but not limited to, the further development of standards and
interpretations under IFRS applicable to past, current and future periods,
evolving practices with regard to the interpretation and application of
standards under IFRS and pending tax elections with regards to certain
subsidiaries, as well as UK domestic and global economic and business
conditions, market related risks such as changes in interest rates and exchange
rates, the policies and actions of governmental and regulatory authorities,
changes in legislation, the outcome of pending and future litigation and the
impact of competition - a number of which factors are beyond the Group's
control. As a result, the Group's actual future results may differ materially
from the plans, goals, and expectations set forth in the Group's forward-looking
statements. Any forward-looking statements made by or on behalf of Barclays
speak only as of the date they are made. Barclays does not undertake to update
forward-looking statements to reflect any changes in Barclays expectations with
regard thereto or any changes in events, conditions or circumstances on which
any such statement is based. The reader should, however, consult any additional
disclosures that Barclays has made or may make in documents it has filed or may
file with the SEC including its most recent Annual Report on Form 20-F.

                                  INTRODUCTION

This Transition Report (the 'Report') sets out the financial results of Barclays
PLC under International Financial Reporting Standards (IFRS) from 1st January
2004. The Report is prepared in accordance with the transitional provisions set
out in IFRS 1, 'First-time Adoption of International Financial Reporting
Standards', and other relevant standards and is based on the application of IFRS
expected to apply as at 31st December 2005.

The Report provides certain restated comparative data in a format based on the
usual presentation layout of Results Announcements. It also summarises the main
policy differences between UK GAAP and IFRS as currently expected to apply and
sets out the Group's provisional accounting policies for the year ending 31st
December 2005.

Whilst the change in accounting standards has no impact on the underlying
economics or risk of the business, the 2004 results under IFRS are different
from the Group's previously provided 2004 results under UK GAAP. Commencing with
reporting for 2005, there will be additional impacts arising from the first-time
application of IAS 32 (Financial Instruments: Disclosure and Presentation), IAS
39 (Financial Instruments: Recognition and Measurement) and IFRS 4 (Insurance
Contracts).

The 2004 results under UK GAAP announced on 11th February 2005 are restated in
this document. These restated 2004 financial results will, subject to possible
changes arising as the application of IFRS develops, form the comparatives that
will be used for 2005 performance discussions, commencing with the Trading
Update on 26th May 2005. However, since the standards relating to financial
instruments and insurance contracts have not been applied to 2004, these
comparatives are significantly different from the numbers to be reported from
1st January 2005.

In this Report all comparisons, unless otherwise stated, are between the
financial results under IFRS and the previously reported UK GAAP data for the
corresponding period or date. Profit comparisons at the divisional level are
based on the analysis of results by business division previously provided in
Results Announcements which excluded goodwill amortisation.

IFRS Results: Income Statement

The 2004 IFRS income  statement shows a reduction in profit before tax of GBP23m
from the reported 2004 UK GAAP figure of GBP4,603m.  Earnings per share for 2004
on an IFRS basis were 51.0p as against 51.2p under UK GAAP.

The magnitude of the change to total operating income and costs under IFRS in
2004 is principally the result of the requirement to consolidate the insurance
businesses, including life assurance, on a line by line basis rather than the
previous recognition of the change in embedded value and net premium on
insurance underwriting within other operating income. For 2004, this
presentation increased operating income by GBP1,401m and created net claims and
benefits on insurance contracts of GBP1,310m (treated as costs under IFRS) and
added GBP142m to operating expenses.

From 2005 the income statement will be affected by the implementation of IAS 32/
39 including those impacts relating to liability and equity classifications,
hedging, impairment and effective interest calculations. In addition IFRS 4
requires the separation of investment and insurance contracts. To the extent
that such contracts are identified as being of an investment nature they have
been classified accordingly and consequently the amounts payable to customers
will be offset against the income received on underlying assets. Over half of
the life assurance activities of the Group will therefore be accounted for as
investment business in 2005, whereas all is accounted for as insurance business
in 2004.

IFRS Results: Balance Sheet

The balance sheet restatements cover all previously reported balance sheets for
2004 and also the opening balance sheet for 2005, which includes the impacts of
financial instruments and insurance contracts. The aggregate differences between
the UK GAAP balance sheet as at 31st December 2004 and the IFRS balance sheet at
1st January 2005 are significant in terms of the categorisation and magnitude of
balances recorded. Balance sheet assets under IFRS as at 1st January 2005 total
GBP716bn, an increase of GBP193bn over those reported under UK GAAP as at 31st
December 2004, primarily as a result of the application of IAS 32 and 39. The
most significant adjustments in terms of balance sheet totals are:

- The grossing up of previously netted positions (primarily derivative
  assets and liabilities subject to master netting agreements, repurchase
  contracts and cash collateral balances), amounting to GBP120bn;

- The recognition of balances relating to certain asset management
  products offered to institutional pension funds which are required to be
  recognised as financial instruments, amounting to GBP65bn; and

- The consolidation of conduit financing vehicles, amounting to GBP12bn.

IFRS Results: Total Shareholders' Equity

Total shareholders' equity (including minority interests) at 1st January 2005 of
GBP18.6bn is GBP0.2bn higher than the combined shareholders' funds and minority
interests under UK GAAP at 31st December 2004.

Excluding minority interests the shareholders' equity under IFRS is GBP15.2bn at
1st January 2005, a reduction of GBP2.2bn compared to shareholders'  funds under
UK GAAP at 31st December 2004. At 1st January 2005,  retained earnings and other
reserves  are GBP2.8bn  lower than the profit and loss reserve  under UK GAAP at
31st  December  2004.  This is partially  offset by  increases to  shareholders'
equity  which  arise  from the  creation  of  unrealised  reserves  relating  to
available for sale securities (GBP0.3bn) and cash flow hedges (GBP0.3bn).

The reduction in retained earnings includes the following significant impacts:

- Pensions - the elimination of all UK GAAP pensions entries and
  creation of a net deficit for all Group schemes (reduction in retained 
  earnings of GBP1.8bn);

- UK Life Fund - the move from an Embedded Value accounting treatment to
  the Modified Statutory Solvency Basis (total reduction in retained earnings of
  GBP0.6bn arising from the insurance businesses); and

- Dividends - under IFRS dividends are recognised when approved by
  shareholders, rather than in the period to which they relate (increase in
  retained earnings of GBP1.0bn).

- Financial instruments - the re-stating of financial instruments moved
  from debt to equity under IFRS, at exchange rates prevailing at the date of
  issue, rather than at the exchange rate at 31st December 2004 (reduction in
  retained earnings of GBP0.4bn).

Minority interests have increased by GBP2.4bn consequent on the inclusion of
Reserve Capital Instruments (RCIs) and certain other capital instruments
previously recorded as debt.

IFRS Results: Regulatory Capital

The impacts of changes in shareholders' equity are not reflected in changes in
regulatory capital on a strictly equivalent basis. The Financial Services
Authority in the UK ('FSA') which is Barclays' lead regulator has issued policy
statement 05/5 on the interpretation of IFRS related changes which affect the
regulatory capital outcome. We have also sought individual guidance on a number
of areas where the outcome required clarification.

The impact on the Tier 1 Capital ratio as at 1st January 2005 is a reduction
from 7.6% to 7.1%.

The Group's Risk Asset Ratio under IFRS as at 1st January 2005 is 11.9% compared
to 11.5% under UK GAAP as at 31st December 2004. This increase primarily
reflects the Group's ability to include collectively assessed impairment
allowances in Tier 2 capital, replacing the similarly treated UK GAAP general
provisions.

Hedging

While the introduction of IFRS has had little impact on the Group's economic
hedging activities, IAS 39 significantly changes hedge accounting by specifying
the accounting methods and introducing stringent conditions on when hedge
accounting can be applied. IAS 39 sets out three forms of hedge accounting: cash
flow hedge accounting, fair value hedge accounting and hedges of net investments
in overseas entities. All forms of hedge accounting result in hedging
derivatives being carried at fair value in the balance sheet. To the extent that
the hedge is effective, cash flow hedge accounting and hedges of net investments
result in the gains and losses on the hedging instruments being taken initially
to equity and subsequently recycled to the income statement in the same periods
as the hedged items affect profit or loss. Fair value hedge accounting results
in the gain or loss on the hedged item attributable to the hedged risk adjusting
the carrying amount of the hedged item and being recognised immediately in the
income statement. Ineffective elements of hedges are recognised immediately in
the income statement.

IFRS hedge accounting can be contrasted with UK GAAP where hedging derivatives
may be carried at cost and income is recognised on an accruals basis to match
the hedged items. IFRS hedge accounting will not only result in additional asset
and liability amounts being recognised on the balance sheet, but the income
statement will also include more variability due to hedge ineffectiveness and
economic hedges that do not meet the stringent hedge accounting conditions. In
comparison with UK GAAP, cash flow hedge accounting will result in equity
volatility and fair value hedge accounting will result in additional fair value
amounts being included in the balance sheet and additional income statement
volatility.

IFRS hedge accounting has been applied prospectively to all hedges designated
and documented as at 1st January 2005. This results in the creation of an
initial cash flow hedging reserve and the recognition of fair value movements on
items subject to fair value hedge accounting. In addition, qualifying UK GAAP
hedged positions result in adjustments to the carrying amount of financial
assets and liabilities as at 1st January 2005 to reflect this hedging.

Update from December 2004 Analyst and Investor Briefing

In December 2004, the Group provided a briefing to analysts and investors on the
anticipated impact of IFRS.  In that briefing, indicative rounded estimates were
given in order to convey the direction and approximate scale of the impacts of
IFRS based broadly on 2003 results. As anticipated, the numbers provided in that
briefing are different from those reflected in the Report due to:

- Market movements;
- Finalisation of 2004 UK GAAP results; and
- Clarification of accounting and regulatory treatments.

The December briefing indicated that,  excluding the impacts of the standards on
financial  instruments  and insurance,  the Group's profit before tax would rise
under  IFRS by  approximately  GBP75m.  The  actual  impact  on the 2004  income
statement  is a GBP23m  decline in reported  profit  before tax.  The  principal
reason for this  difference is that the embedded value result of the closed life
assurance  activities  under UK GAAP for 2004 was higher  than  anticipated  and
ahead of 2003.

The December briefing also indicated a reduction in shareholders' equity
excluding minority interests of GBP1.3bn. This report indicates a reduction of
GBP2.2bn which is analysed on pages 65 to 79.
Movements since the presentation include:

- A reduction from the impact of re-stating financial instruments moved
  from debt to equity under IFRS, at exchange rates prevailing at the date of
  issue, rather than at the exchange rate at 31st December 2004;

- An increased negative impact from the IFRS pensions treatment;

- A reduction arising from the clarification of accounting treatments
  surrounding certain capital market transactions, which resulted in timing
  differences over the recognition of profits; and

- A reduction arising from the application of a revised income profile
  to certain loan insurance activities.

In relation to minority interests, the December briefing highlighted an expected
increase of GBP1.6bn arising from the reclassification of Reserve Capital
Instruments from debt to equity. This increase has now risen to GBP2.4bn
reflecting the reclassification of GBP0.4bn of Tier 2 capital as equity and a
further GBP0.4bn from the requirement to translate all of these issues at the
exchange rate prevailing on their date of issue. The instruments are classified
as minority interests because they are issued by a subsidiary.

Implications for 2005

It is expected that the Group's results for 2005 will also reflect the
following:

- Closed life assurance activities - the move to Modified Statutory
  Solvency Basis of accounting, which is effectively an accruals basis of
  accounting for these activities, should result in less volatility than under
  embedded value accounting and a profit before endowment redress costs and tax 
  of about GBP45m is expected for 2005, similar to the result in 2004 on a 
  comparable basis;

- IAS 32 and 39 - some of this  impact is  relatively  predictable  such as
  Effective  Interest  Rate which is expected to reduce  profit before tax by
  about GBP60m and which will involve  interest-related  fees and costs being
  included  in net  interest  rather  than in  fees  and  commissions.  Other
  elements are inherently unpredictable,  such as: the profit impact from the
  continuation of the Group's economic  structural  hedging  position,  which
  will depend upon the  effectiveness  of the  hedging;  and the level of the
  impairment allowance, which will be more volatile in response to changes in
  the external environment;

- Insurance underwriting - the Group transferred some loan insurance
  underwriting activities in house at the beginning of 2005. Under the previous
  arrangement the Group recognised sales commissions at the point of sale of the
  loan but no underwriting income as the underwriting was carried by third
  parties. The new arrangement has long-term economic benefits for the Group but
  results in a timing difference in income recognition because the income will 
  be recognised over the life of the loans. The relevant business lines will 
  record the sales commission and the underwriting income in line with that 
  which would apply to a third party arms length agreement. On consolidation, an
  adjustment will be made to align the total result with the required insurance 
  accounting under IFRS. The change is expected to have a negative impact of 
  about GBP80m on income in 2005; and

- Instruments classified as minority interests - instruments classified
  as debt under UK GAAP to minority interests under IFRS with the associated
  funding cost moving from interest expense to the minority interest line in the
  income statement. The combined impact is an expected increase in profit before
  tax of approximately GBP145m. The post tax benefit is offset by an increase in
  profit attributable to minority interests of a similar amount.

Group Goals

2004 marked the start of the Group's new four-year goal period covering 2004 to
2007 inclusive. The primary goal is to achieve top quartile Total Shareholder
Return (TSR). The Group continues to believe that achievement of a compound
annual growth rate of 10-13% in economic profit calculated on a consistent basis
over the four-year goal period is likely to be required for the achievement of
the primary goal.

The introduction of IFRS has necessitated a review of the derivation of economic
capital in the calculation of economic profit  resulting in items being excluded
which do not represent cash movements in shareholders' equity. Additionally, the
Group has determined  that the cost of capital for goodwill  carried in relation
to the acquisition of the Woolwich, previously charged at 8.5% should be brought
into line with the Group's  overall cost of capital at 9.5%. This has the effect
of  reducing  economic  profit  for 2004 by  GBP41m.  The impact of all of these
changes  (set  out in  detail  on  pages  36 and 37)  and of IFRS on the  income
statement,  is to decrease economic profit for 2004 from GBP1,885m,  as reported
in February 2005, to GBP1,568m as reported here.

Business Performance Reporting

The Group's performance by business division is set out on pages 10 to 21. The
presentation differs from that which was provided in the Annual Report for 2004
in the following respects:

- The Private Clients and International Retail and Commercial Banking
  businesses which were formerly aggregated are now reported as distinct 
  business divisions, reflecting the revised management structure;

- The results for the Private Clients - closed life assurance activities
  are provided separately from those for the rest of Private Clients. The
  introduction of IFRS requires that the results of the life assurance 
  activities are recorded on a line by line basis rather than the previous 
  single line presentation. As a result of this, it is now considered 
  appropriate to report this activity separately; and

- The 2004 results of Barclaycard and UK Retail Banking have been
  restated to reflect the 2005 change in allocation of branch network costs and
  insurance sales between the two divisions. This has the impact of increasing
  Barclaycard's profit before tax by GBP59m and reducing UK Banking's profit 
  before tax by the same amount.

Following the line by line consolidation of insurance activities in the income
statement, the cost:income ratios have been redefined as follows:

   - The cost:income ratio is defined as operating expenses plus net claims
     and benefits compared to total operating income;

   - The operating expenses:income less net claims ratio is defined as
     operating expenses compared to total operating income less net claims and
     benefits on insurance contracts; and

   - The operating expenses:net income less net claims ratio is defined as
     operating expenses compared to net operating income less net claims and
     benefits on insurance contracts.

   Further Developments in IFRS Reporting

   The information in this document has been prepared on the basis of the
   Group's expectation of the standards that will be applicable as at 31st
   December 2005. Future Group financial information prepared on the basis of
   IFRS may differ from the data contained herein for the following reasons:

   - Further standards and interpretations may be issued that are applicable for
     2005 reporting or which are applicable to later accounting periods but with
     an option to adopt for earlier periods. Specifically we anticipate that the
     European Union may enable the adoption of the Exposure Draft (ED) 
     amendments to IAS 39 covering the use of fair values for non-trading 
     financial liabilities. If available for use in 2005, the Group would 
     consider adopting this ED, which would have the effect of increasing 
     retained earnings by GBP70m at 1st January 2005;

   - Different practice may develop with regard to interpretation and 
     application of the standards; and

   - The relevant tax legislation is not final and consequently tax balances
     could change as elections are made in respect of a large number of
     subsidiaries.

                         CONSOLIDATED INCOME STATEMENT



                                                Year-
                                                ended         Half-year ended
                                             31.12.04   31.12.04     30.06.04
                                                                    
Continuing operations                            GBPm       GBPm         GBPm
Interest income                                13,880      7,315        6,565
Interest expense                               (7,047)    (3,815)      (3,232)
                                             --------   --------     --------
Net interest income                             6,833      3,500        3,333
                                             --------   --------     --------
Fee and commission income                       5,560      2,887        2,673
Fee and commission expense                       (662)      (329)        (333)
                                             --------   --------     --------
Net fee and commission income                   4,898      2,558        2,340
                                             --------   --------     --------
Net trading income                              1,487        684          803
Net investment income                           1,048        725          323
                                             --------   --------     --------
Principal transactions                          2,535      1,409        1,126
Net premiums from insurance contracts           1,042        506          536
Other operating income                            110         64           46
                                             --------   --------     --------
Total operating income                         15,418      8,037        7,381
Impairment loss on loans and advances and
other credit risk provisions                   (1,093)      (504)        (589)
                                             --------   --------     --------
Net operating income                           14,325      7,533        6,792
Net claims and benefits on insurance
contracts                                      (1,310)      (896)        (414)
Operating expenses                             (8,536)    (4,562)      (3,974)
Share of results of associates and joint
ventures                                           56         42           14
Profit on disposal of associates and joint
ventures                                           45          -           45
                                             --------   --------     --------
Profit before tax                               4,580      2,117        2,463
Tax                                            (1,279)      (634)        (645)
                                             --------   --------     --------
Profit for the year                             3,301      1,483        1,818
                                             --------   --------     --------

Profit attributable to minority interests          47         27           20
Profit attributable to shareholders             3,254      1,456        1,798
                                             --------   --------     --------
                                                3,301      1,483        1,818
                                             --------   --------     --------

                                                    p          p            p
Basic earnings per ordinary share                51.0       23.0         28.0

Diluted earnings per ordinary share              50.7       22.8         27.9




                           CONSOLIDATED BALANCE SHEET


                                                     As at
                              01.01.051     31.12.04     30.06.04     01.01.04
Assets                             GBPm         GBPm         GBPm         GBPm
                                                                

Cash and balances at
central banks                     3,238        1,753        1,829        1,726
Items in the course of
collection from
other banks                       1,772        1,772        2,527        2,006
Treasury bills and other
eligible bills                                 6,658        6,547        7,177
Trading portfolio assets        113,241
Non-trading financial
instruments fair valued 
through profit and loss:
- held on own account             2,367
- held in respect of
linked liabilities to
customers under
investment contracts             63,124
Derivative financial
instruments                      94,340
Loans and advances to
banks                            25,728       80,632       83,034       66,993
Loans and advances to
customers                       210,959      262,409      252,053      230,772
Debt securities                              130,311      119,840       99,896
Equity shares                                 11,399        8,599        7,094
Available for sale
financial investments            48,491
Reverse repurchase
agreements and cash
collateral on securities
borrowed                        139,574
Other assets                      3,595       25,915       21,344       22,728
Insurance assets,
including unit-linked
assets                              153        8,576        8,165        8,274
Investments in
associates and joint
ventures                            429          429          442          438
Goodwill                          4,518        4,518        4,398        4,393
Intangible assets                   139          139           62           64
Property, plant and
equipment                         2,282        2,282        2,108        2,123
Deferred tax assets               1,642        1,388        1,383        1,348
                               --------     --------     --------     --------
Total assets                    715,592      538,181      512,331      455,032
                               --------     --------     --------     --------



1 The figures at 1st January 2005 include the impacts of adopting IAS 32, IAS 39
and IFRS 4 which have not been applied to the 2004 comparatives, in accordance
with IFRS 1.


                           CONSOLIDATED BALANCE SHEET



                                                   As at
                              01.01.051     31.12.04     30.06.04     01.01.04
Liabilities                        GBPm         GBPm         GBPm         GBPm
                                                                

Deposits from banks              74,735      111,024      115,836       94,092
Items in the course of
collection due to
other banks                       1,205        1,205        1,442        1,286
Customer accounts               194,488      217,492      206,170      184,796
Trading portfolio
liabilities                      59,114
Liabilities to customers
under investment contracts       64,609
Derivative financial
instruments                      95,218
Debt securities in issue         80,754       83,842       69,431       61,469
Repurchase agreements
and cash collateral on
securities lent                  98,582
Other liabilities                 9,859       82,936       79,546       74,068
Current tax liabilities             621          621          697          514
Insurance contract
liabilities, including
unit-linked liabilities           3,596        8,377        7,944        8,023
Subordinated liabilities:
- Undated loan capital - non 
  convertible                     4,208        6,149        6,233        6,310
- Dated loan capital -
  convertible to
  preference shares                  15           15           15           17
- Dated loan capital -
  non convertible                 6,383        6,113        6,220        6,012
Deferred tax liabilities          1,365        1,362        1,284        1,257
Other provisions for
liabilities                         403          416          329          380
Retirement benefit
liabilities                       1,865        1,865        2,028        1,885
                               --------     --------     --------     --------
Total liabilities               697,020      521,417      497,175      440,109
                               --------     --------     --------     --------

Shareholders' equity
Called up share capital           1,614        1,614        1,613        1,642
Share premium account             5,524        5,524        5,437        5,417
Less: treasury shares              (119)        (119)        (115)         (84)
Available for sale reserve          314
Cash flow hedging reserve           302
Capital redemption reserve          309          309          305          274
Other capital reserve               617          617          617          617
Translation reserve                 (58)         (58)         (43)           -
Retained earnings                 6,739        7,983        7,164        6,774
                               --------     --------     --------     --------
Shareholders' equity excluding
minority interests               15,242       15,870       14,978       14,640
Minority interests                3,330          894          178          283
                               --------     --------     --------     --------
Total shareholders' equity       18,572       16,764       15,156       14,923
                               --------     --------     --------     --------

                               --------     --------     --------     --------
Total liabilities and
shareholders' equity            715,592      538,181      512,331      455,032
                               --------     --------     --------     --------


1 The figures at 1st January 2005 include the impacts of adopting IAS 32, IAS 39
and IFRS 4 which have not been applied to the 2004 comparatives, in accordance
with IFRS 1.

Results by business

The following section analyses the Group's performance by business.

Profit attributable to shareholders



                                       UK
                                     GAAP
                                    Year-      Year-
                                    ended      ended         Half-year ended
                                 31.12.04   31.12.04   31.12.04     30.06.04
                                     GBPm       GBPm       GBPm         GBPm
                                                             

UK Banking                          2,415      2,265      1,103        1,162
                                 --------   --------   --------     --------
UK Retail Banking                   1,068        963        405          558
UK Business Banking                 1,347      1,302        698          604
                                 --------   --------   --------     --------
International Retail and
Commercial Banking                    311        293        148          145
Barclaycard                           860        843        384          459
Barclays Capital                    1,042      1,020        432          588
Barclays Global Investors             347        336        185          151
Private Clients                       144        110         46           64
Private Clients-closed life
assurance activities                   (4)       (52)       (51)          (1)
Head office functions and other
operations                           (206)      (235)      (130)        (105)
                                 --------   --------   --------     --------
Profit before tax and UK GAAP

goodwill amortisation               4,909      4,580      2,117        2,463
                                 --------   --------   --------     --------
Goodwill amortisation                (306)         -          -            -
                                 --------   --------   --------     --------
Profit before tax                   4,603      4,580      2,117        2,463
Tax                                (1,289)    (1,279)      (634)        (645)
                                 --------   --------   --------     --------
Profit for the year                 3,314      3,301      1,483        1,818
Profit attributable to minority
interests                             (46)       (47)       (27)         (20)
                                 --------   --------   --------     --------
Profit attributable to
shareholders                        3,268      3,254      1,456        1,798
                                 --------   --------   --------     --------


The presentation of results by business differs from that provided in 2004 in
the following respects:

- International Retail and Commercial Banking and Private Clients are
  reported as completely separate business divisions and not aggregated,
  reflecting changes in management accountability;

- The results for the Private Clients-closed life assurance activities
  are provided separately from those for the rest of Private Clients. The
  introduction of IFRS requires that the results of the life assurance 
  activities are recorded on a line by line basis rather than the previous 
  single line presentation. In order that the presentation of the underlying 
  financial performance is not distorted, it is considered appropriate to report
  the life assurance activity separately; and

- The 2004 results of Barclaycard and UK Retail Banking have been restated to 
  reflect the 2005 change in allocation of branch network costs and insurance 
  sales between the two divisions. This has the impact of increasing 
  Barclaycard's profit before tax by GBP59m and reducing UK Banking's profit 
  before tax by the same amount.

The share of results of associates and joint ventures is reported after tax
under IFRS.

Following the line by line consolidation of insurance activities in the income
statement, the cost:income ratios have been redefined as follows:

- The cost:income ratio is defined as operating expenses plus net claims
  and benefits compared to total operating income;

- The operating expenses:income less net claims ratio is defined as
  operating expenses compared to total operating income less net claims and
  benefits on insurance contracts; and

- The operating expenses:net income less net claims ratio is defined as
  operating expenses compared to net operating income less net claims and
  benefits on insurance contracts.

    UK Banking


                                                 Year-
                                                 ended         Half-year ended
                                              31.12.04   31.12.04     30.06.04
                                                  GBPm       GBPm         GBPm
                                                                 

    Net interest income                          3,477      1,780        1,697
    Net fee and commission income                1,936        974          962
                                              --------   --------     --------
    Net trading income                               -          -            -
    Net investment income                            5          4            1
                                              --------   --------     --------
    Principal transactions                           5          4            1
    Net premiums from insurance contracts          249        100          149
    Other operating income                          37         31            6
                                              --------   --------     --------
    Total operating income                       5,704      2,889        2,815
    Impairment loss on loans and advances and
    other credit risk provisions                  (199)       (46)        (153)
                                              --------   --------     --------
    Net operating income                         5,505      2,843        2,662
    Net claims and benefits on insurance
    contracts                                      (46)       (20)         (26)
    Operating expenses                          (3,241)    (1,722)      (1,519)
    Share of results of associates and joint
    ventures                                         5          2            3
    Profit on disposal of associates and joint      42          -           42
    ventures                                  --------   --------     --------
    Profit before tax                            2,265      1,103        1,162
                                              --------   --------     --------

    Memo - UK GAAP profit before tax
    excluding goodwill amortisation (as restated)2,415      1,186        1,229
                                              --------   --------     --------

    Cost:income ratio                               58%        60%          55%
    Operating expenses:income less net claims ratio 57%        60%          54%
    Operating expenses:net income less net claims 
    ratio                                           59%        61%          58%
    Loans and advances to customers (period  GBP114.1bn  GBP114.1bn  GBP109.1bn
    end)
    Customer accounts (period end)           GBP114.8bn  GBP114.8bn  GBP113.1bn
    Total assets                             GBP119.6bn  GBP119.6bn  GBP114.4bn

    Return on average economic capital              34%        32%          35%

    Economic profit                              1,158        565          593


    The reduction in profit before tax is mainly due to the increased costs
    associated with share based payments and pensions, which have also resulted
    in an increase in the cost:income ratios. The non-life insurance activities
    are presented on separate income statement lines, although the net result is
    not changed by the introduction of IFRS.

    In 2004, UK Banking announced that it is targeting cost:income ratio
    improvements of 2% per annum in 2005, 2006 and 2007. The relevant comparator
    for this target is the operating expenses:income less net claims ratio based
    on a starting point of 57%.


    UK Retail Banking


                                                 Year-
                                                 ended         Half-year ended
                                              31.12.04   31.12.04     30.06.04
                                                  GBPm       GBPm         GBPm
                                                                  

    Net interest income                          2,059      1,046        1,013
    Net fee and commission income                1,123        554          569
                                              --------   --------     --------
    Net trading income                               -          -            -
    Net investment income                            1          1            -
                                              --------   --------     --------
    Principal transactions                           1          1            -
    Net premiums from insurance contracts          249        100          149
    Other operating income                          26         22            4
                                              --------   --------     --------
    Total operating income                       3,458      1,723        1,735
    Impairment loss on loans and advances and
    other credit risk provisions                   (60)         2          (62)
                                              --------   --------     --------
    Net operating income                         3,398      1,725        1,673
    Net claims and benefits on insurance
    contracts                                      (46)       (20)         (26)
    Operating expenses                          (2,433)    (1,300)      (1,133)
    Share of results of associates and joint
    ventures                                         2          -            2
    Profit on disposal of associates and
    joint ventures                                  42          -           42
                                              --------   --------     --------
    Profit before tax                              963        405          558
                                              --------   --------     --------

    Memo - UK GAAP profit before tax
    excluding goodwill amortisation (as
    restated)                                    1,068        468          600
                                              --------   --------     --------

    Cost:income ratio                               72%        77%          67%
    Operating expenses:income less net claims
    ratio                                           71%        76%          66%
    Operating expenses:net income less net
    claims ratio                                    73%        76%          69%

    Loans and advances to customers (period   GBP65.6bn  GBP65.6bn    GBP64.4bn
    end)
    Customer accounts (period end)            GBP72.4bn  GBP72.4bn    GBP70.7bn
    Total assets                              GBP68.9bn  GBP68.9bn    GBP67.3bn

    Return on average economic capital              31%        25%          36%

    Economic profit                                 473        183          290


    The reduction in profit before tax is mainly due to the increased costs
    associated with share based payments and pensions, which have also resulted
    in an increase in the cost:income ratios.



    UK Business Banking
                                                 Year-
                                                 ended         Half-year ended
                                              31.12.04   31.12.04     30.06.04
                                                  GBPm       GBPm         GBPm
                                                                   
    Net interest income                          1,418        734          684
    Net fee and commission income                  813        420          393
                                              --------   --------     --------
    Net trading income                               -          -            -
    Net investment income                            4          3            1
                                              --------   --------     --------
    Principal transactions                           4          3            1
    Other operating income                          11          9            2
                                              --------   --------     --------
    Total operating income                       2,246      1,166        1,080
    Impairment loss on loans and advances and
    other credit risk provisions                  (139)       (48)         (91)
                                              --------   --------     --------
    Net operating income                         2,107      1,118          989
    Operating expenses                            (808)      (422)        (386)
    Share of results of associates and joint
    ventures                                         3          2            1
                                              --------   --------     --------
    Profit before tax                            1,302        698          604
                                              --------   --------     --------

    Memo - UK GAAP profit before tax
    excluding goodwill amortisation              1,347        718          629
                                              --------   --------     --------

    Cost:income ratio                               36%        36%          36%
    Operating expenses:net income ratio             38%        38%          39%

    Loans and advances to customers (period   GBP48.5bn  GBP48.5bn    GBP44.7bn
    end)
    Customer accounts (period end)            GBP42.4bn  GBP42.4bn    GBP42.4bn
    Total assets                              GBP50.7bn  GBP50.7bn    GBP47.1bn

    Return on average economic capital              37%        38%          35%

    Economic profit                                 685        382          303


    The reduction in profit before tax is mainly due to the increased costs
    associated with share based payment and pensions, which have also resulted
    in an increase in the cost:income ratios.


    International Retail and Commercial Banking


                                                 Year-
                                                 ended         Half-year ended
                                              31.12.04   31.12.04     30.06.04
                                                  GBPm       GBPm         GBPm
                                                                  
    Net interest income                            534        277          257
    Net fee and commission income                  288        145          143
                                              --------   --------     --------
    Net trading income                               -          -            -
    Net investment Income                          135         71           64
                                              --------   --------     --------
    Principal transactions                         135         71           64
    Net premiums from insurance contracts          300        155          145
    Other operating income                          25         12           13
                                              --------   --------     --------
    Total operating income                       1,282        660          622
    Impairment loss on loans and advances and
    other credit risk provisions                   (31)       (12)         (19)
                                              --------   --------     --------
    Net operating income                         1,251        648          603
    Net claims and benefits paid on insurance
    contracts                                     (390)      (208)        (182)
    Operating expenses                            (617)      (330)        (287)
    Share of results of associates and joint
    ventures                                        49         38           11
                                              --------   --------     --------
    Profit before tax                              293        148          145
                                              --------   --------     --------

    Memo - UK GAAP profit before tax
    excluding goodwill amortisation                311        167          144
                                              --------   --------     --------

    Cost:income ratio                               79%        82%          75%
    Operating expenses:income less net claims
    ratio                                           69%        73%          65%
    Operating expenses:net income less net
    claims ratio                                    72%        75%          68%

    Loans and advances to customers (period   GBP20.7bn  GBP20.7bn    GBP17.6bn
    end)
    Customer accounts (period end)            GBP10.1bn  GBP10.1bn    GBP9.7bn
    Total assets                              GBP28.4bn  GBP28.4bn    GBP25.1bn

    Return on average economic capital              20%        22%          18%

    Economic profit                                111         54           57


    The reduction in full-year profit before tax is mainly due to the increased
    costs associated with share based payments and pensions. The 2004 income
    statement presentation under IFRS includes separate line items relating to
    the insurance businesses: net premiums from insurance contracts and net
    claims and benefits paid on insurance contracts. In addition, investment
    income on assets backing insurance policies is separately presented. Under
    UK GAAP, the results of the insurance businesses were presented on a net
    basis. There is no change in the measurement of the insurance result in
    2004. Under IFRS, the share of results of associates and joint ventures is
    presented after tax.

    In 2005, investment and insurance contracts will be separately accounted for
    in accordance with IAS 39 and IFRS 4. This will result in investment income
    and premiums and claims relating to investment contracts being presented on
    a net basis in other operating income. Therefore, the 2004 figures provided
    above will not be directly comparable to the results to be reported in 2005.




    Barclaycard
                                                 Year-
                                                 ended         Half-year ended
                                              31.12.04   31.12.04     30.06.04
                                                  GBPm       GBPm         GBPm
                                                                   

    Net interest income                          1,600        790          810
    Net fee and commission income                  790        416          374
    Net premiums from insurance contracts           22         11           11
                                              --------   --------     --------
    Total operating income                       2,412      1,217        1,195
    Impairment loss on loans and advances and
    other credit risk provisions                  (761)      (404)        (357)
                                              --------   --------     --------
    Net operating income                         1,651        813          838
    Net claims and benefits on insurance
    contracts                                       (5)        (3)          (2)
    Operating expenses                            (807)      (428)        (379)
    Share of results of associates and joint
    ventures                                         4          2            2
                                              --------   --------     --------
    Profit before tax                              843        384          459
                                              --------   --------     --------

    Memo - UK GAAP profit before tax
    excluding goodwill amortisation (as restated)  860        444          416
                                              --------   --------     --------

    Cost:income ratio                               34%        35%          32%
    Operating expense:income less net claims
    ratio                                           34%        35%          32%
    Operating expenses:net income ratio             49%        53%          45%

    Loans and advances to customers (period   GBP22.3bn  GBP22.3bn    GBP20.1bn
    end)
    Total assets                              GBP23.1bn  GBP23.1bn    GBP20.7bn

    Return on average economic capital              23%        20%          25%

    Economic profit                                 350        148          202


    The reduction in profit before tax reflects the increased costs associated
    with share based payments and pensions.




    Barclays Capital

                                                 Year-
                                                 ended         Half-year ended
                                              31.12.04   31.12.04     30.06.04
                                                  GBPm       GBPm         GBPm
                                                                  

    Net interest income                            991        535          456
    Net fee and commission income                  603        331          272
                                              --------   --------     --------
    Net trading income                           1,463        679          784
    Net investment income                          318        132          186
                                              --------   --------     --------
    Principal transactions                       1,781        811          970
                                              --------   --------     --------
    Total operating income                       3,375      1,677        1,698
    Impairment loss on loans and advances and
    other
    credit risk provisions                        (102)       (53)         (49)
                                              --------   --------     --------
    Net operating income                         3,273      1,624        1,649
    Operating expenses                          (2,253)    (1,192)      (1,061)
    Share of results of associates and joint         -          -            -
    ventures                                  --------   --------     --------
    Profit before tax                            1,020        432          588
                                              --------   --------     --------

    Memo - UK GAAP profit before tax
    excluding goodwill amortisation              1,042        443          599
                                              --------   --------     --------

    Cost:income ratio                               67%        71%          62%
    Operating expenses:net income ratio             69%        73%          64%

    Average net revenue per member of staff
    ('000)                                       GBP481     GBP221       GBP260

    Total assets                             GBP346.9bn  GBP346.9bn  GBP330.2bn

    Return on average economic capital              35%        32%          38%

    Economic profit                                 521        230          291

    The introduction of IFRS has not had a material impact on the 2004 restated
    results.


    Barclays Global Investors
                                                 Year-
                                                 ended         Half-year ended
                                              31.12.04   31.12.04     30.06.04
    Continuing operations                         GBPm       GBPm         GBPm
    Net interest income                              5          1            4
    Net fee and commission income                  882        464          418
                                              --------   --------     --------
    Net trading income                               3          3            -
    Net investment income                            3          3            -
                                              --------   --------     --------
    Principal transactions                           6          6            -
    Other operating income                           -         (1)           1
                                              --------   --------     --------
    Total operating income                         893        470          423
    Operating expenses                            (556)      (284)        (272)
    Share of results of associates and joint
    ventures                                        (2)        (1)          (1)
    Profit on disposal of associates and
    joint                                            1          -            1
    ventures                                  --------   --------     --------
    Profit before tax                              336        185          151
                                              --------   --------     --------

    Memo - UK GAAP profit before tax
    excluding goodwill amortisation                347        189          158
                                              --------   --------     --------

    Cost:income ratio                               62%        60%          64%
    Average net revenue per member of staff
    ('000)                                       GBP464     GBP247       GBP217

    Total assets                               GBP0.8bn   GBP0.8bn     GBP0.7bn

    Return on average economic capital             166%       185%         147%

    Economic profit                                195        108           87

    The introduction of IFRS has not had a material impact on the 2004 restated
    results.


    Private Clients

                                                 Year-
                                                 ended         Half-year ended
                                              31.12.04   31.12.04     30.06.04
                                                  GBPm       GBPm         GBPm
    Net interest income                            303        155          148
    Net fee and commission income                  529        268          261
                                              --------   --------     --------
    Net trading income                               -          -            -
    Net investment income                            -          -            -
                                              --------   --------     --------
    Principal transactions                           -          -            -
    Other operating income                           7          4            3
                                              --------   --------     --------
    Total operating income                         839        427          412
    Impairment loss on loans and advances and
    other
    credit risk provisions                           1          1            -
                                              --------   --------     --------
    Net operating income                           840        428          412
    Operating expenses                            (730)      (382)        (348)
    Share of results of associates and joint         -          -            -
    ventures                       
                                              --------   --------     --------
    Profit before tax                              110         46           64
                                              --------   --------     --------

    Memo - UK GAAP profit before tax
    excluding goodwill amortisation                144         63           81
                                              --------   --------     --------

    Cost:income ratio                               87%        89%          84%
    Operating expenses:net income ratio             87%        89%          84%

    Loans and advances to customers (period    GBP4.1bn   GBP4.1bn     GBP3.6bn
    end)
    Customer accounts (period end)            GBP21.3bn  GBP21.3bn    GBP20.4bn
    Total assets                               GBP5.0bn   GBP5.0bn     GBP4.4bn

    Return on average economic capital              32%        23%          43%

    Economic profit                                  70         23           47


    The reduction in profit before tax is mainly due to the increased costs
    associated with pensions and the capitalisation of software, which have also
    had the effect of increasing the cost:income ratios.



    Private Clients-closed life assurance activities


                                                 Year-
                                                 ended         Half-year ended
                                              31.12.04   31.12.04     30.06.04
                                                  GBPm       GBPm         GBPm
                                                                  

    Net interest income                            (53)       (33)         (20)
    Net fee and commission income                   51         26           25
                                              --------   --------     --------
    Net trading income                               -          -            -
    Net investment income                          596        517           79
                                              --------   --------     --------
    Principal transactions                         596        517           79
    Net premiums from insurance contracts          362        195          167
    Other operating income                           4          1            3
                                              --------   --------     --------
    Total operating income                         960        706          254
    Net claims and benefits on insurance
    contracts                                     (869)      (665)        (204)
    Endowment redress costs                        (97)       (64)         (33)
    Other operating expenses                       (46)       (28)         (18)
                                              --------   --------     --------
    Loss before tax                                (52)       (51)          (1)
                                              --------   --------     --------

    Memo - UK GAAP (loss)/profit before tax
    excluding goodwill amortisation                 (4)        25          (29)
                                              --------   --------     --------

    Cost:income ratio                              105%       107%         100%
    Operating expenses:income less net claims
    ratio                                          157%       224%         102%

    Total assets                               GBP6.4bn   GBP6.4bn     GBP6.1bn

    Return on average economic capital             (53)%     (117)%         11%

    Economic (loss)/profit                         (77)       (79)           2


For the  year-ended  31st  December  2004,  under UK GAAP and using the Embedded
Value basis of accounting,  the Private Clients-closed life assurance activities
resulted in a loss of GBP4m.  The change in  accounting  policy to the  Modified
Statutory Solvency Basis, which is an accruals basis of accounting, has resulted
in an  increase  in the loss of GBP48m  since the net  present  value of profits
inherent in the  in-force  policies is no longer  recognised.  The tax impact of
this change has also resulted in the economic loss.

In 2005,  investment and insurance contracts will be separately accounted for in
accordance  with IAS 39 and IFRS 4. This will  result in  investment  income and
premiums and claims  relating to investment  contracts  being presented on a net
basis in other operating income. Therefore, the 2004 figures provided above will
not be directly comparable to the results to be reported in 2005.



    Head office functions and other operations


                                                Year-
                                                ended         Half-year ended
                                             31.12.04   31.12.04     30.06.04
                                                 GBPm       GBPm          GBPm
                                                                  

    Head office functions and central items      (230)      (140)         (90)
    Transition businesses                           7         17          (10)
    Restructuring costs                           (12)        (7)          (5)
                                             --------   --------     --------
    Loss on operating activities before tax      (235)      (130)        (105)
                                             --------   --------     --------

    Memo - UK GAAP loss before tax
    excluding goodwill amortisation              (206)      (128)         (78)
                                             --------   --------     --------


    The increased loss in head office functions and central items is mainly due
    to the increased costs associated with share based payments and pensions.


    Results by nature of income and expense

    Net interest income



                                        Year-
                                        ended                  Half-year ended
                                     31.12.04          31.12.04       30.06.04
                                         GBPm              GBPm           GBPm
                                                                  

    Interest income                    13,880             7,315          6,565
    Interest expense                   (7,047)           (3,815)        (3,232)
                                     --------          --------       --------
                                        6,833             3,500          3,333
                                     --------          --------       --------


    The components of net interest income have increased mainly as the result of
    the consolidation of additional subsidiaries, including special purpose
    entities.

    Principal transactions



                                                 Year-
                                                 ended         Half-year ended
                                              31.12.04   31.12.04     30.06.04
                                                                

    Net trading income
    Rates related business                       1,141        443          698
    Credit related business                        346        241          105
                                              --------   --------     --------
                                                 1,487        684          803
                                              --------   --------     --------

    Net investment income
    Gain on disposal of investment securities      199        129           70
    Dividend income                                 17         11            6
    Other investment income                        832        585          247
                                              --------   --------     --------
                                                 1,048        725          323
                                              --------   --------     --------
                                                 2,535      1,409        1,126
                                              --------   --------     --------


    Other investment income includes income from assets backing insurance
    policies in the long term assurance businesses. Under UK GAAP this was
    included in income from the long-term assurance business previously included
    in other operating income.

    Other operating income



                                        Year-
                                        ended                  Half-year ended
                                     31.12.04    31.12.04             30.06.04
                                         GBPm        GBPm                 GBPm
                                                                  
    Property rentals                       45          27                   18
    Other income                           65          37                   28
                                     --------    --------             --------
                                          110          64                   46
                                     --------    --------             --------


    Other income includes operating lease income, which was previously included
    in interest income.



    Impairment loss on loans and advances and other credit risk provisions



                                                 Year-
                                                 ended         Half-year ended
                                              31.12.04   31.12.04     30.06.04
                                                  GBPm       GBPm         GBPm
                                                                  
    The charge for the period in respect of
    impairment for
    loans and advances comprises:
    - New and increased                          1,755        927          828
    - Releases                                    (396)      (267)        (129)
    - Recoveries                                  (255)      (140)        (115)
                                                --------   --------     --------
    Total impairment charge for loans and
    advances                                     1,104        520          584
    (Release)/charge for the period in
    respect of provisions for undrawn 
    contractually committed facilities and
    guarantees provided                            (11)       (16)           5
    Charge for the period in respect of
    impairment of available for sale 
    financial investments
                                                --------   --------     --------
    Total impairment loss on loans and
    advances and other credit risk provisions    1,093        504          589
                                                --------   --------     --------


    The total impairment loss on loans and advances and other credit risk
    provisions is unchanged for 2004, although the charge in respect of
    provisions for undrawn contractually committed facilities and guarantees
    provided to customers is presented separately from impairment loss on loans
    and advances.

    Operating expenses


                                         Year-
                                         ended                Half-year ended
                                      31.12.04      31.12.04         30.06.04
                                          GBPm          GBPm             GBPm
                                                                

   Staff costs (refer to page 24)       5,227         2,720            2,507
    Administrative expenses              2,766         1,553            1,213
    Depreciation                           297           156              141
    Amortisation of intangible assets       22            13                9
    Impairment loss
    - Intangible assets                      9             5                4
    Operating lease rentals                215           115              100
                                      --------      --------         --------
                                         8,536         4,562            3,974
                                      --------      --------         --------


Operating  lease rentals were  previously  netted with income r eceived from the
sub-let of properties and included in other operating income.



    Staff costs



                                                Year-
                                                ended         Half-year ended
                                             31.12.04   31.12.04     30.06.04
                                                 GBPm       GBPm         GBPm
                                                                

    Salaries and accrued incentive payments     4,098      2,124        1,974
    Social security costs                         339        172          167
    Pension costs
    - defined contribution plans                   92         39           53
    - defined benefit plans                       235        126          109
    Other post retirement benefits                 29         16           13
    Other                                         434        243          191
                                             --------   --------     --------
                                                5,227      2,720        2,507
                                             --------   --------     --------


    Included in salaries and accrued incentive payments is GBP169m (half-year
    ended 31st December 2004: GBP90m; half-year ended 30th June 2004: GBP79m)
    resulting from equity settled share based payments.

    Staff costs have increased due to the recognition of the additional cost of
    share based payments, including Sharesave and Incentive Share Option Plan
    (ISOP), and the increase in pension costs under IAS 19.

    Share of results of associates and joint ventures


                                               Year-
                                               ended           Half-year ended
                                            31.12.04    31.12.04      30.06.04
                                                GBPm        GBPm          GBPm
                                                                   

    Profit from associates                        56          42            14
    Profit from joint ventures                     -           -             -
                                            --------    --------      --------
                                                  56          42            14
                                            --------    --------      --------


    The share of results of associates and joint ventures is reported after tax,
    with no amortisation of goodwill and after aligning results with Group IFRS
    accounting policies as set on pages 43 to 59.




    Earnings per share

                                                 Year-
                                                 ended         Half-year ended
                                              31.12.04   31.12.04     30.06.04
                                                                 

    Profit attributable to the members of
    Barclays PLC                              GBP3,254m  GBP1,456m    GBP1,798m

    Basic weighted average number of shares
    (in issue)                                   6,381m     6,341m       6,421m
    Potential ordinary shares1                      33m        32m          31m
                                               --------   --------     --------
    Diluted weighted average number of shares    6,414m     6,373m       6,452m
                                               --------   --------     --------

                                                     p          p            p
    Basic earnings per ordinary share             51.0       23.0         28.0

    Diluted earnings per ordinary share           50.7       22.8         27.9

    Memo - UK GAAP
    Earnings per ordinary share                   51.2       24.5         26.7

    Fully diluted earnings per ordinary share     51.0       24.4         26.6


    1 Potential ordinary shares reflect the dilutive effect of share options
    outstanding.

    Tax rate

    The charge for 2004 is based upon the UK GAAP financial statements and a UK
    corporation tax rate of 30% for the calendar year 2004 (2003: 30%).


    Analysis of amounts included in the balance sheets

    Assets held in respect of linked liabilities to customers under investment
    contracts/liabilities to customers under investment contracts



                                                                     01.01.051
                                                                          GBPm
                                                                       
    Non-trading financial instruments fair valued through profit and
    loss
    - held in respect of linked liabilities                             63,124
    Cash and bank balances within the funds                              1,485
                                                                      --------
                                                                        64,609
                                                                      --------

                                                                      --------
    Liabilities to customers under investment contracts                 64,609
                                                                      --------


    This comprises assets under management held on behalf of clients. Under UK
    GAAP the assets were included in assets under management and not included on
    the balance sheet.

    Derivative financial instruments

    The table below analyses the contract or underlying principal amounts and
    fair values of derivatives financial instruments held for trading purposes
    and for the purposes of risk management.


                                                           As at 01.01.051
                                                Gross
                                             Contract       Fair Value
                                               Amount   Assets     Liabilities
                                                 GBPm     GBPm         GBPm
                                                                  

    Derivative assets/liabilities held for
    trading                                12,397,266   92,619          94,006
    Derivative assets/liabilities held for
    risk                                       89,894    1,721           1,212
    management                               -------- --------        --------
    Total recognised derivative
    assets/liabilities                     12,487,160   94,340          95,218
                                             -------- --------        --------


    From 1st January 2005, amounts previously described as balances from
    off-balance sheet financial instruments and included in other assets and
    other liabilities have been reclassified to derivative financial instruments
    and recognised according to the offset requirements of IFRS. IFRS requires
    financial assets and liabilities to be stated on a gross basis unless the
    Group has the ability and intention to settle them net. Under master netting
    agreements, the Group has the ability, but not the intention, to settle net.
    Under UK GAAP, such agreements qualified for net presentation, accordingly,
    the derivative balances recognised under IFRS are significantly higher than
    those under UK GAAP.




    1 The figures at 1st January 2005 include the impacts of adopting IAS 32,
    IAS 39 and IFRS 4 which have not been applied to the 2004 comparatives, in
    accordance with IFRS 1.



    Loans and advances

                                                 As at
                            01.01.051     31.12.04     30.06.04     01.01.04
                                 GBPm         GBPm         GBPm         GBPm
                             --------     --------     --------     --------
                                                            

    Loans and advances to
    banks                      25,752       80,655       83,042       67,010
    Less: impairment
    allowance                     (24)         (23)          (8)         (17)
                             --------     --------     --------     --------
                               25,728       80,632       83,034       66,993
                             --------     --------     --------     --------

                             --------     --------     --------     --------
    Loans and advances to
    customers                 213,572      265,097      254,896      233,701
    Less: impairment
    allowance                  (2,613)      (2,688)      (2,843)      (2,929)
                             --------     --------     --------     --------
                              210,959      262,409      252,053      230,772
                             --------     --------     --------     --------
                              236,687      343,041      335,087      297,765
                             --------     --------     --------     --------


    The increase in loans and advances to banks and to customers in 2004 mainly
    results from the consolidation of additional entities, including special
    purpose entities. Loans and advances have decreased at 1st January 2005 due
    to the reclassification of trading portfolio assets and reverse repurchase
    agreements. These decreases have been partially offset by the increase due
    to the presentation on a gross basis of balances that qualified to be
    presented on a net basis under UK GAAP.

    Impairment allowance

    In 2004, the reduction in impairment allowance compared to UK GAAP
    provisions for bad and doubtful debts is due to the reclassification of the
    provision for undrawn contractually committed facilities and guarantees
    provided to other provisions for liabilities. The provision has not been
    remeasured, but has been presented in a separate place on the balance sheet.

    The total impairment allowance, including provision for undrawn
    contractually committed facilities and guarantees, as at 1st January 2005
    under IFRS has increased slightly when compared to UK GAAP as a result of
    the application of revised calculation methodologies.

    A reconciliation of UK GAAP provisions to IFRS impairment allowances is as
    follows:


                                                                          GBPm
                                                                        
    UK GAAP provision as at 31st December 2004                           2,766
    UK GAAP interest in suspense as at 31st December 2004                   40
                                                                      --------
                                                                         2,806
    UK GAAP fees in suspense as at 31st December 2004                       19
    Additional impairment resulting from the application of
    revised
    calculation methodologies at 1st January 2005                           24
                                                                      --------
                                                                         2,849
                                                                      --------

    Impairment allowance on loans and advances to banks                     24
    Impairment allowance on loans and advances to customers              2,613
    Provision for undrawn contractually committed facilities and
    guarantees provided                                                     55
    Interest and fees not recognised                                       157
                                                                      --------
                                                                         2,849
                                                                      --------


    Interest in suspense is not recognised under IFRS. Interest and fees that
    are not expected to be recoverable are not recognised in the income
    statement. Interest, representing the unwind of the discount rate applied to
    future cashflows included in the impairment allowance calculation, will be
    recognised on impaired loans from 2005.

    1 The figures at 1st January 2005 include the impacts of adopting IAS 32,
    IAS 39 and IFRS 4 which have not been applied to the 2004 comparatives, in
    accordance with IFRS 1.


    Potential credit risk loans


                                                   As at
                              01.01.051     31.12.04     30.06.04     01.01.04
    Potential credit risk loans    GBPm         GBPm         GBPm         GBPm
                                                               
    Non-accrual loans             2,052        2,115        2,235        2,261
    Accruing loans where there 
    is an expectation of 
    ultimate write-off
    (either partial or full)      1,255        1,334        1,343        1,450
    Accruing loans 90 days
    overdue, against which
    no allowances have been
    made                            509          521          569          590

    Reduced rate loan                15           15           10            4
                               --------     --------     --------     --------
    Total non-performing loans    3,831        3,985        4,157        4,305

    Potential problem loans         753          756          824        1,327
                               --------     --------     --------     --------

    Total potential credit
    risk loans                    4,584        4,741        4,981        5,632
                               --------     --------     --------     --------

                                      %            %            %            %

    Allowance coverage of
    non-performing loans           68.8         69.0         69.7         69.6
                               --------     --------     --------     --------

    Allowance coverage of
    total potential
    credit
    risk loans                     57.5         58.0         58.1         53.2
                               --------     --------     --------     --------


    The coverage ratios are calculated by dividing the impairment allowance
    either by the non-performing loans (NPLs) or the total potential credit risk
    loans (PCRLs). The coverage ratios differ from those previously published
    for the following reasons:

    - Treatment of provisions relating to undrawn contractually
    committed facilities and guarantees:

    -   under UK GAAP provisions for losses on undrawn but committed facilities
        (such as loan commitments and guarantees) were included in the 
        calculation;

    -   under IAS 37, which became effective from the 1st January 2004, the
        equivalent provisions raised against such facilities are excluded.

    As a result, coverage ratios are lower than those previously reported.

    - Treatment of interest in suspense and income not recognised:

    -   under UK GAAP, for purposes of the coverage ratio calculation, interest
        in suspense was included in the provisions and in the NPLs and PCRLs;

    -   under IFRS, interest not recognised, by definition, is excluded from
        both allowance and NPLs and PCRLs.

    1 The figures at 1st January 2005 include the impacts of adopting IAS 32,
    IAS 39 and IFRS 4 which have not been applied to the 2004 comparatives, in
    accordance with IFRS 1.



    Potential credit risk loans (continued)

    As a result, both NPL and PCRLs coverage ratios will be lower. However, as
    this new treatment became effective from 1st January 2005, only the figures
    as at 1st January 2005, in the table above, have been affected.

    - Change to the underlying impairment allowance balances:

    -   under IFRS, the 1st January 2005 opening impairment allowance balance is
        slightly higher than the 31st December 2004 closing UK GAAP balance due 
        to the application of revised calculation methodologies.

    As a result, the coverage ratios as at 1st January 2005 are slightly higher
    than reported as at 31st December 2004 under UK GAAP. This partially offsets
    the decreases in the ratios mentioned above.

    The overall effect of the changes described above is for coverage ratios to
    be marginally lower than previously reported.

    Other assets


                                                 As at
                            01.01.051     31.12.04     30.06.04     01.01.04
                                 GBPm         GBPm         GBPm         GBPm
                                                             
    Sundry debtors              2,624        3,711        3,629        3,790
    Prepayments                   415          467          410          363
    Balances arising from
    off-balance sheet
    financial instruments                   18,174       14,000       15,812
    Accrued income                556        3,563        3,305        2,763
                             --------     --------     --------     --------
                                3,595       25,915       21,344       22,728
                             --------     --------     --------     --------


    In 2004, other assets has reduced mainly due to the recognition of the
    shareholders' interest in the long term assurance business in the relevant
    lines in the balance sheet and the removal of the pension prepayment under
    SSAP 24. This has been partially offset by the recognition of balances
    relating to additional consolidated entities and deferred income in respect
    of financial guarantees provided to customers.

    The reduction in other assets as at 1st January 2005 primarily reflects the
    reclassification of balances arising from off balance sheet financial
    instruments to derivative financial instruments. From 1st January 2005,
    accrued income no longer includes accrued interest, which is included in the
    loan balances as part of the effective interest calculation.

    1 The figures at 1st January 2005 include the impacts of adopting IAS 32,
    IAS 39 and IFRS 4 which have not been applied to the 2004 comparatives, in
    accordance with IFRS 1.


    Other liabilities


                                                   As at
                              01.01.051     31.12.04     30.06.04     01.01.04
                                   GBPm         GBPm         GBPm         GBPm
                                                               
    Obligations under
    finance leases payable          353          353          352          110
    Balances arising from off
    balance sheet
    financial instruments                     18,009       12,829       14,797
    Sundry creditors              4,763        3,851        3,531        4,038
    Accruals and deferred
    income                        4,743        6,820        5,396        5,189
    Short positions in
    securities                                53,903       57,438       49,934
                               --------     --------     --------     --------
                                  9,859       82,936       79,546       74,068
                               --------     --------     --------     --------


    Current and deferred tax and other provisions for liabilities are no longer
    included in other liabilities. These items are presented separately on the
    face of the balance sheet. Proposed dividends formerly included within other
    liabilities, are not accrued under IFRS.

    Other liabilities includes liabilities arising on financial guarantees
    provided to customers. In 2005, other liabilities has reduced due to the
    reclassification of balances arising from off balance sheet financial
    instruments to derivative financial instruments and short positions in
    securities to trading portfolio liabilities. This is partly offset by the
    inclusion within other liabilities of customer loyalty provisions which have
    been reclassified from other provisions for liabilities to other liabilities
    and remeasured accordingly. Accruals and deferred income no longer includes
    accrued interest, which is included in customer balances as part of the
    amortised cost.

    Other provisions for liabilities


                                                 As at
                            01.01.051     31.12.04     30.06.04     01.01.04
                                 GBPm         GBPm         GBPm         GBPm
                                                               
    Customer loyalty
    provisions                                  12           15           32
    Redundancy and
    restructuring                  97           97           34           64
    Undrawn contractually
    committed facilities
    and guarantees                 55           55           85           82
    Onerous leases                 39           39           13           23
    Sundry provisions             212          213          182          179
                             --------     --------     --------     --------
                                  403          416          329          380
                             --------     --------     --------     --------


    In 2004, other provisions for liabilities no longer includes provision for
    pensions and post retirement benefits, which are presented separately. This
    reclassification is partially offset by the inclusion of the provision for
    undrawn contractually committed facilities and guarantees of GBP55m as at 
    31st December 2004 previously reported as part of credit risk provisions. 
    As at 1st January 2005, the customer loyalty provision has been reclassified
    to other liabilities and remeasured accordingly.


    1 The figures at 1st January 2005 include the impacts of adopting IAS 32,
    IAS 39 and IFRS 4 which have not been applied to the 2004 comparatives, in
    accordance with IFRS 1.


    Capital resources


                                                 As at
                           01.01.051      31.12.04      30.06.04      01.01.04
                                GBPm          GBPm          GBPm          GBPm
                                                               
    Shareholders' equity
    excluding minority
    interests                 15,242        15,870        14,978        14,640
    Minority interests         3,330           894           178           283
                            --------      --------      --------      --------
    Total shareholders'
    equity                    18,572        16,764        15,156        14,923
    Loan capital              10,606        12,277        12,468        12,339
                            --------      --------      --------      --------
                              29,178        29,041        27,624        27,262
                            --------      --------      --------      --------


    In 2004, shareholders' equity excluding minority interests has decreased,
    primarily reflecting the impact of the recognition of the pension liability
    under IAS 19 and the derecognition of the embedded value on the long term
    assurance activities. This has been partially offset by the derecognition of
    the liability for the final proposed dividend.

    As at 1st January 2005, minority interests have increased and loan capital
    has decreased primarily due to the reclassification of reserve capital
    instruments and certain upper tier 2 instruments from loan capital to
    equity. The reclassification of RCIs and certain upper tier 2 instruments,
    together with other remeasurements necessitated by IAS 39, has reduced
    retained earnings. This reduction is partially offset by the recognition of
    the initial cash flow hedging and available for sale reserves.

    Group performance ratios


                                                   As at
                             01.01.051     31.12.04     30.06.04     01.01.042
                                                              
   Net asset value per
    ordinary share
    (excluding minority
    interests)                     236p         246p         232p          223p

                                              Year-
                                              ended            Half-year ended
                                           31.12.04     31.12.04      30.06.04
                                                  %            %             %
    Post-tax return on
    average shareholders'
    equity (excluding minority
    interest)                                  22.0         19.2          24.6

    Cost:income ratios

    Cost:income ratios are defined on page 11 and presented below for the Group:

                                                 Year-
                                                 ended         Half-year ended
                                              31.12.04   31.12.04     30.06.04
                                                     %          %            %
    Cost:income ratio                               64         68           59
    Operating expenses:income less net claims
    ratio                                           61         64           57
    Operating expenses:net income less net
    claims ratio                                    66         69           62


    1 The figures at 1st January 2005 include the impacts of adopting IAS 32,
    IAS 39 and IFRS 4 which have not been applied to the 2004 comparatives, in
    accordance with IFRS 1.
    2 Since IFRS has been applied from 1st January 2004, it is not possible to
    determine the average shareholders' equity for this period.


                       TOTAL ASSETS AND WEIGHTED RISK ASSETS


                                                Total assets
                                                   As at
                              01.01.051     31.12.04     30.06.04     01.01.04
                                   GBPm         GBPm         GBPm         GBPm
                                                              
    UK Banking                  128,573      119,561      114,404      110,654
                               --------     --------     --------     --------
    UK Retail Banking            69,064       68,861       67,255       66,720
    UK Business Banking          59,509       50,700       47,149       43,934
                               --------     --------     --------     --------
    International Retail and

    Commercial Banking           28,715       28,448       25,114       24,389
    Barclaycard                  22,878       23,059       20,693       20,327
    Barclays Capital            454,437      346,901      330,235      279,391
    Barclays Global
    Investors                    61,201          798          711          537
    Private Clients               5,050        5,007        4,409        3,840
    Private Clients-closed
    life
    assurance activities          6,551        6,425        6,092        6,226
    Head office functions
    and other operations2         3,669        3,464        6,275        5,275
    Goodwill                      4,518        4,518        4,398        4,393
                                 --------     --------     --------     --------
                                715,592      538,181      512,331      455,032
                                 --------     --------     --------     --------




                                                 Weighted risk assets
                                                        As at
                                         01.01.051      31.12.04      30.06.04
                                              GBPm          GBPm          GBPm
                                                                 
    UK Banking                              91,202        91,913        87,506
                                          --------      --------      --------
    UK Retail Banking                       36,787        37,111        36,458
    UK Business Banking                     54,415        54,802        51,048
                                          --------      --------      --------
    International Retail and Commercial
    Banking                                 19,386        19,319        17,292
    Barclaycard                             19,972        20,188        18,404
    Barclays Capital                        79,548        79,949        72,715
    Barclays Global Investors                1,233         1,230         1,004
    Private Clients                          3,939         4,018         3,632
    Head office functions and other
    operations                               1,944         1,984         2,780
                                          --------      --------      --------
                                           217,224       218,601       203,333
                                          --------      --------      --------


    Weighted risk assets for 30th June 2004 and 31st December 2004 have not been
    restated but are shown as reported to the Financial Services Authority
    (FSA).





    1 The figures at 1st January 2005 include the impacts of adopting IAS 32,
    IAS 39 and IFRS 4 which have not been applied to the 2004 comparatives, in
    accordance with IFRS 1.
    2 Head office functions and other operations includes the Group deferred tax
    asset which is not currently allocated by business.




    Capital ratios                                                   01.01.051
    Weighted risk assets:                                                 GBPm
                                                                       
    Banking book
    On-balance sheet                                                   147,244
    Off-balance sheet                                                   26,741
    Associated undertakings and joint ventures                           3,020
                                                                      --------
    Total banking book                                                 177,005
                                                                      --------

    Trading book
    Market risks                                                        22,106
    Counterparty and settlement risks                                   18,113
                                                                      --------
    Total trading book                                                  40,219
                                                                      --------
    Total weighted risk assets                                         217,224
                                                                      --------

    Capital resources:
    Tier 1
    Called up share capital                                              1,614
    Eligible reserves                                                   14,886
    Minority interests2                                                  2,824
    Tier one notes3                                                        920
    Less: intangible assets                                             (4,747)
                                                                      --------
    Total qualifying tier 1 capital                                     15,497
                                                                      --------

    Tier 2
    Revaluation reserves                                                    25
    Collectively assessed impairment allowances                          2,046
    Minority Interests                                                     397
    Qualifying subordinated liabilities 4
    Undated loan capital                                                 3,176
    Dated loan capital                                                   5,647
    Other                                                                    3
                                                                      --------
    Total qualifying tier 2 capital                                     11,294
                                                                      --------

    Tier 3: short term subordinated liabilities4                           286
                                                                      --------

    Less: Supervisory deductions:
    Investments not consolidated for supervisory purposes                 (781)
    Other deductions                                                      (496)
                                                                      --------
                                                                        (1,277)
                                                                      --------
    Total net capital resources                                         25,800
                                                                      --------

    Tier 1 ratio                                                           7.1%
    Risk asset ratio                                                      11.9%


    Capital ratios for prior periods have not been restated as these remain as
    reported to the FSA. The capital ratios above indicate the impact of IFRS
    first time adoption adjustments and have been prepared in accordance with
    the FSA's policy statement 05/5.

    1 The figures at 1st January 2005 include the impacts of adopting IAS 32,
    IAS 39 and IFRS 4.
    2 Includes Reserve capital instruments of GBP1,627m.
    3 Tier one notes are included in undated loan capital in the consolidated
    balance sheet.
    4 Subordinated liabilities are included in tiers 2 or 3, subject to limits
    laid down in the supervisory requirements.



                               ADDITIONAL INFORMATION
    Economic Capital

    Capital Demand

    The demand for capital from the Group's businesses via the economic capital
    framework is set out below:


                                                           Average, as at
                                                       31.12.04       30.06.04
                                                           GBPm           GBPm
                                                                     
    UK Banking                                            4,650          4,450
                                                      ---------      ---------
    UK Retail Banking                                     2,200          2,150
    UK Business Banking                                   2,450          2,300
                                                      ---------      ---------
    International Retail and Commercial Banking           1,000          1,000
    Barclaycard                                           2,450          2,450
    Barclays Capital                                      2,100          2,050
    Barclays Global Investors                               150            150
    Private Clients                                         300            300
    Private clients-closed life assurance activities        100            100
    Head office functions and other operations1             200            200
                                                      ---------      ---------
    Business unit economic capital                       10,950         10,700
    Capital held at Group centre2                         1,400          1,300
                                                      ---------      ---------
    Economic capital requirement (excluding goodwill)    12,200         12,000
    Average historic goodwill                             5,600          5,550
                                                      ---------      ---------
    Total economic capital requirement                   17,950         17,550
                                                      ---------      ---------


    1 Includes Transition Businesses and capital for central function risks.
    2 The Group's practice is to maintain an appropriate level of excess
    capital, held at Group centre, which is not allocated to business units.
    This variance arises as a result of capital management timing and includes
    capital held to cover pension contribution risk.




    Capital Supply

    The supply of capital to support the economic capital framework is set out
    below:


                                                           Average, as at
                                                       31.12.04       30.06.04

                                                           GBPm           GBPm
                                                                   
    Shareholders' equity excluding minority interests
    less goodwill                                        10,450         10,300
    Pension liability                                     1,750          1,700
    Cashflow hedge reserve
    Available for sale reserve
    Preference shares                                       150              -
                                                      ---------      ---------
    Available funds for economic capital
    excluding goodwill                                   12,350         12,000
    Average historic goodwill                             5,600          5,550
                                                      ---------      ---------
    Available funds for economic capital                 17,950         17,550
                                                      ---------      ---------

    Average ordinary shareholders' equity for
    Group economic profit calculation1                   17,800         17,550
                                                      ---------      ---------


    Shareholders' equity above has been adjusted as a result of the transition
    to IFRS. These changes do not affect the demand from the Group's businesses
    for economic capital, but do affect the amount held at Group centre.

    The Group has adjusted available funds for economic capital to reflect the
    impact of hedging, available for sale securities and pensions. These
    adjustments are explained more fully in the following section under economic
    profit.

    The capital resources to support economic capital comprise shareholders'
    equity including preference shares but excluding other minority interests.




    1 Average ordinary shareholders' equity for Group economic profit
    calculation is the sum of adjusted equity and reserves plus goodwill.



    Economic Profit


                                                 Year-
                                                 ended         Half-year ended
                                              31.12.04   31.12.04     30.06.04
                                                  GBPm       GBPm         GBPm
                                                                  
   Profit after tax and minority interests      3,254      1,456        1,798
    Addback of amortisation charged on
    acquired
    intangible assets                                6          6            -
                                              --------   --------     --------
    Profit for economic profit purposes          3,260      1,462        1,798
                                              --------   --------     --------
    Average shareholders' equity excluding
    minority
    interests less goodwill                     10,450     10,450       10,300
    Add/(deduct): reserve for unrealised
    (gains)/losses on effective hedges
    Add/(deduct): reserve for unrealised
    (gains)/losses on Available for sale
    financial instruments
    Add: pension fund net deficit                1,750      1,750        1,700
    Goodwill and intangible assets arising on
    acquisitions                                 5,600      5,600        5,550
                                              --------   --------     --------
    Average shareholders' equity for economic
    profit purposes (rounded to the nearest
    GBP50m)                                       17,800     17,800       17,550
                                              --------   --------     --------

    Capital charge at 9.5%                       1,692        858          834
                                              --------   --------     --------

    Economic profit                              1,568        604          964
                                              --------   --------     --------

    Memo - UK GAAP economic profit               1,885        831        1,054
                                              --------   --------     --------


    The economic profit methodology under IFRS will continue to be made up of
    two components:

    - Profit after tax and minority interests; and
    - Capital charge (average shareholders' equity excluding minority
    interests multiplied by the Group's cost of equity capital charge).

    The Group cost of capital will now be applied at a uniform rate of 9.5%
    (previously the Woolwich goodwill component of GBP4,121m was charged at 
    8.5%).

    In general, the impact of IFRS on the Group's financial results will be
    reflected in the calculation of economic profit. One example of this is the
    treatment of goodwill where the absence of an annual amortisation charge
    removes the need for an adjustment to profit after tax and minority
    interests for economic profit purposes. In other cases the Group has
    determined that the impacts of IFRS should be modified in calculating
    economic profit.

    - Preference Shares - at the Barclays PLC Group level these shares
    are reported as a minority interest. Since they have been issued to improve
    the long-term capital base they are included in the funds available to
    support economic capital.

    The preference shareholders receive a fixed return rather than participating
    in the returns available to ordinary shareholders and consequently are
    excluded from the calculation of the capital charge. The preference dividend
    is reflected in the calculation of the return after tax and minority
    interests.



    Economic Profit (continued)

    - Hedging - to the extent that the Group undertakes the hedging of
    future cash flows, shareholders' equity will include gains and losses which
    will be offset at the conclusion of the future hedged transaction. Given the
    future offset of such gains and losses, they are excluded from shareholders'
    equity upon which the capital charge is based.

    - Available for sale securities - unrealised gains and losses on
    such securities are included in shareholders' equity until disposal or
    impairment. Such gains and losses will be excluded from shareholders' equity
    for the purposes of calculating the capital charge. Realised gains and
    losses and any impairment charge recorded in the income statement will
    impact economic profit.

    - Pensions - IFRS has required the Group to recognise a deficit with
    a consequent reduction in shareholders' equity. This represents a non-cash
    reduction in shareholders' equity. For the purposes of deriving the capital
    charge, the Group will not deduct the pension deficit from economic capital.

    Economic profit generated by business



                                       UK
                                     GAAP                      IFRS
                                    Year-      Year-
                                    ended      ended           Half-year ended
                                 31.12.04   31.12.04     31.12.04     30.06.04
                                     GBPm       GBPm         GBPm         GBPm
                                                               
    UK Banking                      1,271      1,158          565          593
                                 --------   --------     --------     --------
    UK Retail Banking                 554        473          183          290
    UK Business Banking               717        685          382          303
                                 --------   --------     --------     --------
    International Retail and
    Commercial Banking                127        111           54           57
    Barclaycard                       362        350          148          202
    Barclays Capital                  534        521          230          291
    Barclays Global Investors         204        195          108           87
    Private Clients                   102         70           23           47
    Private clients-closed life
    assurance activities               35        (77)         (79)           2
    Head office functions and
    other operations                 (149)      (146)        (138)          (8)
                                 --------   --------     --------     --------
                                    2,486      2,182          911        1,271
    Historical goodwill              (490)      (533)        (268)        (265)
    Variance to average
    shareholders' equity
    (excluding minority
    interest)                        (111)       (81)         (39)         (42)
                                 --------   --------     --------     --------
    Economic profit                 1,885      1,568          604          964
                                 --------   --------     --------     --------



Part 3

     SPECIAL PURPOSE AUDIT REPORT OF PRICEWATERHOUSECOOPERS LLP TO BARCLAYS PLC
    ('THE COMPANY') ON ITS INTERNATIONAL FINANCIAL REPORTING STANDARDS ('IFRS')
                               FINANCIAL INFORMATION

    We have audited the accompanying consolidated IFRS balance sheets of
    Barclays PLC and its subsidiaries ('the Group') as at 1st January 2004 and
    31st December 2004, the related consolidated IFRS income statement for the
    year ended 31st December 2004, the 1st January 2005 balance sheet and
    transition adjustment relating to the adoption of IAS 32, IAS 39 and IFRS 4,
    set out on pages 7, 8 and 9 and the associated IFRS 1 reconciliations set
    out on pages on 61 to 79 prepared in accordance with the basis of
    preparation and the provisional accounting policies set out on pages 40 to
    59 (hereinafter referred to as 'the IFRS financial information').

    In addition to the above noted opening and year end balance sheets, full
    year income statement and associated IFRS reconciliations, included with the
    financial information set out on pages 7, 8, 9 and 61 to 79 are the
    half-year balance sheet, half-year income statements and associated IFRS
    reconciliations. We have not audited the half-year balance sheet, half-year
    income statements and associated IFRS reconciliations and these are not
    covered by this opinion and do not form part of the above defined IFRS
    financial information.

    The IFRS financial information has been prepared by the Group as part of its
    transition to IFRS and as described on pages 40 to 42 to establish the
    financial position, and results of operations of the Group to provide the
    comparative financial information expected to be included in the first
    complete set of consolidated IFRS financial statements of the Group for the
    year ended 31st December 2005.

    Respective responsibilities of Directors and PricewaterhouseCoopers LLP

    The Directors of the Company are responsible for the preparation of the
    consolidated IFRS financial information which has been prepared as part of
    the Group's transition to IFRS. Our responsibilities, as independent
    auditors, are established in the United Kingdom by the Auditing Practices
    Board, our profession's ethical guidance and the terms of our engagement.
    Under the terms of engagement we are required to report to you our opinion
    as to whether the IFRS financial information has been prepared, in all
    material respects, in accordance with the basis of preparation and
    provisional accounting policies set out on pages 40 to 59.

    This report, including the opinion, has been prepared for, and only for, the
    Company for the purposes of assisting with the Group's transition to IFRS
    and for no other purpose. To the fullest extent permitted by law, we do not,
    in giving this opinion, accept or assume responsibility for any other
    purpose or to any other person to whom this report is shown or into whose
    hands it may come save where expressly agreed by our prior consent in
    writing.

    We read the other information contained in this Transition Report and
    consider its implications for our report if we became aware of any apparent
    misstatements or material inconsistencies with the above defined IFRS
    financial information.

    Basis of audit opinion

    We conducted our audit in accordance with Auditing Standards issued by the
    UK Auditing Practices Board. An audit includes examination, on a test basis,
    of evidence relevant to the amounts and disclosures in the IFRS financial
    information. It also includes an assessment of the significant estimates and
    judgements made by the directors in the preparation of the IFRS financial
    information, and of whether the accounting policies are appropriate to the
    Group's circumstances and adequately disclosed.



    We planned and performed our audit so as to obtain all the information and
    explanations which we considered necessary in order to provide us with
    sufficient evidence to give reasonable assurance that the IFRS financial
    information is free from material misstatement, whether caused by fraud or
    other irregularity or error. In forming our opinion we also evaluated the
    overall adequacy of the presentation of information in the IFRS financial
    information.

    Emphasis of matter

    Without qualifying our opinion, we draw your attention to the fact that the
    IFRS financial information may require adjustment before its inclusion as
    comparative information in the Group's first set of IFRS financial
    statements for the year ended 31st December 2005. This is because Standards
    currently in issue and adopted by the EU are subject to interpretation
    issued from time to time by the International Financial Reporting
    Interpretations Committee (IFRIC) and further Standards may be issued by the
    International Accounting Standards Board (IASB) that will be adopted for
    financial years beginning on or after 1st January 2005.

    Additionally, without qualifying our opinion, IFRS is currently being
    applied in the United Kingdom and in a large number of other countries
    simultaneously for the first time. Furthermore, due to a number of new and
    revised Standards included within the body of Standards that comprise IFRS,
    there is not yet a significant body of established practice on which to draw
    in forming opinions regarding interpretation and application. Accordingly,
    practice is continuing to evolve. At this preliminary stage, therefore, the
    full financial effect of reporting under IFRS as it will be applied and
    reported on in the Group's first IFRS financial statements for the year
    ended 31st December 2005 may be subject to change.

    Opinion

    In our opinion, the accompanying IFRS financial information comprising of
    the consolidated IFRS balance sheets as at 1st January 2004 and 31st
    December 2004, the related consolidated IFRS income statement for the year
    ended 31st December 2004, the 1st January 2005 balance sheet and transition
    adjustment relating to the adoption of IAS 32, IAS 39 and IFRS 4, set out on
    pages 7, 8 and 9 and the associated IFRS 1 reconciliations set out on pages
    on 61 to 79, have been prepared, in all material respects, in accordance
    with the basis of preparation and the provisional accounting polices set out
    on pages 40 to 59, which describes how IFRS have been applied under IFRS 1,
    including the assumptions made by the directors of the Company about the
    standards and interpretations expected to be effective, and the policies
    expected to be adopted, when they prepare the first complete set of IFRS
    financial statements of the Group for the year ended 31st December 2005.


    PricewaterhouseCoopers LLP
    Chartered Accountants
    London
    10th May 2005


                                    BARCLAYS PLC
    Basis of preparation

    First Time Adoption of International Financial Reporting Standards (IFRS)

    The Group will adopt the requirements of International Financial Reporting
    Standards and International Accounting Standards (collectively, IFRS) for
    the first time for the purpose of preparing financial statements for the
    year ending 31st December 2005. The standards applied will be those issued
    by the International Accounting Standards Board and endorsed (or where there
    is a reasonable expectation of endorsement) by the European Union (EU) as at
    31st December 2005. In all respects, this is also expected to be in
    accordance with IFRS, including the interpretations issued by the
    International Financial Reporting Interpretations Committee (IFRIC) as
    applicable to Barclays.

    With the exception of the fair value option discussed below, the financial
    information in this document has been prepared on the basis of the Group's
    expectation of the standards that will be applicable as at 31st December
    2005.

    Further standards and interpretations may be issued that could be applicable
    for financial years beginning on or after 1st January 2005 or that are
    applicable to later accounting periods but with the option for companies to
    adopt for earlier periods. The Group's first annual financial statements
    prepared under IFRS may, therefore, be prepared in accordance with different
    accounting policies to those used in the preparation of the financial
    information in this document. In addition, IFRS is currently being applied
    in the European Union and other countries for the first time and contains
    many new and revised standards. Therefore practice on which to draw in
    applying the standards may develop. At this preliminary stage, before the
    Group's first annual financial statements prepared under IFRS are completed,
    it should be noted that the financial information in this document could be
    subject to change.

    In accordance with the transitional provisions set out in IFRS 1,
    'First-time Adoption of International Financial Reporting Standards' and
    other relevant standards, the Group has applied IFRS expected to be in force
    as at 31st December 2005 in its financial reporting with effect from 1st
    January 2004, with the exception of the standards relating to financial
    instruments and insurance contracts which were applied with effect from 1st
    January 2005, as described on page 41. Therefore the impacts of adopting IAS
    32, IAS 39 and IFRS 4 are not included in the 2004 comparatives in
    accordance with IFRS 1. Previously, the Group followed UK accounting
    standards issued by the UK Accounting Standards Board and the pronouncements
    of its Urgent Issues Task Force, relevant Statements of Recommended Practice
    and the Companies Act, 1985 (collectively, UK GAAP).

    At present, the EU-endorsed version of IAS 39 'Financial Instruments:
    Recognition and Measurement' does not permit non-trading financial
    liabilities to be designated as 'at fair value through profit or loss'.
    However, it is expected that proposed amendments to IAS 39 will result in
    the EU endorsing a revised version of the standard that would permit such
    designation in certain circumstances ('the fair value option'). It is
    anticipated that the relevant transitional arrangements would permit
    designation as at 1st January 2005 for companies adopting IFRS from that
    date. Should this option be available, the Group would consider making use
    of the proposals where appropriate. The main area where the option could be
    applied is to designate certain issued structured notes containing embedded
    derivatives as being measured at fair value through profit or loss. This
    would result in an increase estimated to be around GBP70m in opening
    shareholders' equity as at 1st January 2005, in comparison to the financial
    information included in this document. This increase would reflect the fact
    that observable profit arising on structured notes issued before 2005 would
    have been recognised in prior periods under IFRS, if the whole instruments
    had been measured on a fair value basis, rather than through bifurcating and
    measuring the embedded derivatives at fair value.

    The Group has used the provisions of IFRS 1 in arriving at appropriate
    opening balances for the purposes of these financial statements, as follows:

    Goodwill

    The Group has not applied IFRS 3, 'Business Combinations' retrospectively to
    business combinations prior to the date of transition. The carrying amount
    of goodwill in the UK GAAP balance sheet as at 31st December 2003 has
    accordingly been brought forward without adjustment.

    Property, plant and equipment

    The Group has adopted the carrying values of all items of property, plant
    and equipment on the date of transition under UK GAAP as their deemed cost,
    rather than either reverting to historical cost or carrying out a valuation
    at the date of transition as permitted by IFRS 1.

    Cumulative foreign currency difference

    The Group has brought forward a nil opening balance on the cumulative
    foreign currency translation adjustment arising from the re-translation of
    foreign operations, which is shown as a separate item in shareholders'
    equity at the date of transition in accordance with IAS 21 'The Effects of
    Changes in Foreign Exchange Rates'.

    Employee benefits

    For defined benefit pension schemes and other post retirement benefits, the
    Group has recognised all cumulative actuarial gains and losses at the date
    of transition.

    Derecognition of financial assets and liabilities

    The Group has elected not to re-recognise financial assets and liabilities
    derecognised before 1st January 2004.

    First time application of IFRS relating to financial instruments and
    insurance contracts

    In addition to the options described above, IFRS 1 also includes specific
    transitional provisions for International Accounting Standard 32, 'Financial
    Instruments: Disclosure and Presentation', International Accounting Standard
    39, 'Financial Instruments: Recognition and Measurement' and International
    Financial Reporting Standard 4, 'Insurance Contracts'. The Group has decided
    to take advantage of these provisions and therefore has not applied these
    standards to the 2004 comparatives. The impact of these standards is
    reflected through further adjustments to shareholders' equity as at 1st
    January 2005. In the 2004 comparatives, financial instruments and insurance
    contracts are included using the measurement bases and the disclosure
    requirements of UK GAAP relating to financial instruments and insurance
    contracts.

    Effects of the transition to IFRS

    A description of the differences between UK GAAP and IFRS accounting
    policies is set out on pages 80 to 91. Reconciliations of balance sheets
    prepared under UK GAAP and IFRS at 1st January 2004, 30th June 2004 and 31st
    December 2004 are included on pages 65 to 79. Reconciliations of the profit
    and loss account prepared in accordance with UK GAAP and prepared in
    accordance with IFRS for the periods ending 30th June 2004 and 31st December
    2004 are included on pages 61 to 64. In addition, a reconciliation of the
    amount of shareholders' equity at 1st January 2005, before and after the
    application of IAS 32, IAS 39 and IFRS 4, and an explanation of the effects
    of their application on the opening 2005 balance sheet, is presented on
    pages 65 to 70.

    Provisional accounting policies expected to be applied from 1st January 2005
    and used in the preparation of this document

    1.  Consolidation

    Subsidiaries

    The consolidated financial statements combine the financial statements of
    Barclays PLC and all its subsidiaries, including certain special purpose
    entities where appropriate, made up to 31st December. Entities qualify as
    subsidiaries where the Group has the power to exercise control over the
    financial and operating policies of the entity. In particular, entities
    qualify as subsidiaries where the Group has the power to govern the
    financial and operating policies of the entity, generally accompanying a
    shareholding of more than one half of the voting rights. The existence and
    effect of potential voting rights that are currently exercisable or
    convertible are considered in assessing whether the Group controls another
    entity.

    Subsidiaries are consolidated from the date on which control is transferred
    to the Group and cease to be consolidated from the date that control ceases.

    The acquisition method of accounting is used to account for the purchase of
    subsidiaries. The cost of an acquisition is measured at the fair value of
    the assets given, equity instruments issued and liabilities incurred or
    assumed, plus any costs directly related to the acquisition. The excess of
    the cost of an acquisition over the Group's share of the fair value of the
    identifiable net assets acquired is recorded as goodwill. See 11 on page 53
    for the accounting policy for goodwill. Intra-group transactions and
    balances are eliminated on consolidation and consistent accounting policies
    are used throughout the Group for the purposes of the consolidation.

    Associates and joint ventures

    An associate is an entity in which the Group has significant influence, but
    not control over, the operating and financial management policy decisions.
    This is generally demonstrated by the Group holding in excess of 20%, but no
    more than 50%, of the voting rights.

    A joint venture is a venture in which the Group has a contractual
    arrangement with one or more parties to undertake activities typically,
    though not necessarily, through entities which are subject to joint control.

    The Group's investment in associates and joint ventures is initially
    recorded at cost and increased (or decreased) each year by the Group's share
    of the post acquisition net income (or loss), or other movements reflected
    directly in the equity of the associated or jointly controlled entity.
    Goodwill arising on the acquisition of an associate or joint venture is
    included in the cost of the investment (net of any accumulated impairment
    loss). When the Group's share of losses in an associate or joint venture
    equals or exceeds the recorded interest, including any other unsecured
    receivables, the Group does not recognise further losses, unless it has
    incurred obligations or made payments on behalf of the entity.

    The Group's share of the results of associates and joint ventures after tax
    is based on financial statements made up to a date not earlier than three
    months before the balance sheet date, adjusted to conform with the
    accounting polices of the Group. Unrealised gains on transactions are
    eliminated to the extent of the Group's interest in the investee. Unrealised
    losses are also eliminated unless the transaction provides evidence of
    impairment in the asset transferred.

    2.  Foreign currency translation

    The consolidated financial statements are presented in sterling, which is
    the functional currency of the parent company.

    Items included in the financial statements of each of the Group's entities
    are measured using their functional currency, being the currency of the
    primary economic environment in which the entity operates.

    Foreign currency transactions are translated into the appropriate functional
    currency using the exchange rates prevailing at the dates of the
    transactions. Balances denominated in foreign currencies are retranslated at
    the rate prevailing at the period end. Foreign exchange gains and losses
    resulting from the retranslation and settlement of these items are
    recognised in the income statement except for qualifying cash flow hedges or
    hedges of net investments. See 9 on page 50 for the policies on hedge
    accounting.

    Non-monetary assets that are measured at fair value are translated using the
    exchange rate at the date that the fair value was determined. Exchange
    differences on equities and similar non-monetary items held at fair value
    through profit or loss, are reported as part of the fair value gain or loss.
    Translation differences on equities classified as available-for-sale
    financial assets and non-monetary items, are included directly in equity.

    For the purposes of translation into the reporting currency, assets,
    liabilities and equity of foreign operations are translated at the closing
    rate, and items of income and expense are translated into sterling at the
    rates prevailing on the dates of the transactions, or average rates of
    exchange where these approximate to actual rates.

    The exchange differences arising on the translation of a foreign operation
    are included in cumulative translation reserves within shareholders' equity
    and included in the profit or loss on disposal or partial disposal of the
    operation.

    Goodwill and fair value adjustments arising on the acquisition of foreign
    subsidiaries are maintained in foreign currency, translated at the closing
    rate and are included in hedges of net investments where appropriate.

    3.  Interest, fees and commissions and other income

    Interest

    Interest income is recognised in interest receivable in the income statement
    for all interest-bearing financial instruments classified as held to
    maturity, available for sale or other loans and advances using the effective
    interest method.

    The effective interest method is a method of calculating the amortised cost
    of a financial asset or liability (or group of assets and liabilities) and
    of allocating the interest income or interest expense over the relevant
    period. The effective interest rate is the rate that exactly discounts the
    expected future cash payments or receipts through the expected life of the
    financial instrument, or when appropriate, a shorter period, to the net
    carrying amount of the instrument. The application of the method has the
    effect of recognising income (and expense) receivable (or payable) on the
    instrument evenly in proportion to the amount outstanding over the period to
    maturity or repayment.

    In calculating effective interest, the Group estimates cash flows (using
    projections based on its experience of customers' behaviour) considering all
    contractual terms of the financial instrument but excluding future credit
    losses. Fees, including those for early redemption, are included in the
    calculation to the extent that they can be measured and are considered to be
    an integral part of the effective interest rate. Cash flows arising from the
    direct and incremental costs of issuing financial instruments are also taken
    into account in the calculation. Where it is not possible to otherwise
    estimate reliably the cash flows or the expected life of a financial
    instrument, the Group has reference to the payments or receipts specified in
    the contract, and the full contractual term.

    Fees and commissions

    Unless included in the effective interest calculation, fees and commissions
    are recognised on an accruals basis when the service has been provided. Fees
    and commissions not integral to effective interest arising from negotiating,
    or participating in the negotiation of a transaction with a third party,
    such as the acquisition of loans, shares or other securities or the purchase
    or sale of businesses, are recognised on completion of the underlying
    transaction. Portfolio and other management advisory and service fees are
    recognised based on the applicable service contracts. Asset management fees
    related to investment funds are recognised over the period the service is
    provided. The same principle is applied to the recognition of income from
    wealth management, financial planning and custody services that are
    continuously provided over an extended period of time.

    Commitment fees, together with related direct costs, for loan facilities
    where draw down is probable are deferred and recognised as an adjustment to
    the effective interest on the loan once drawn. Commitment fees in relation
    to facilities where draw down is not probable are recognised over the term
    of the commitment.

    Mortgage indemnity premiums

    Mortgage indemnity premiums received are included in the effective interest
    rate on the associated loan.

    Insurance premiums

    Insurance premiums are recognised in the period earned.

    Net trading income

    Income arises from the margins which are achieved through market making and
    customer business and from changes in market value caused by movements in
    interest and exchange rates, equity prices and other market variables.
    Trading positions are held at fair value and the resulting gains and losses
    are included in the income statement, together with interest and dividends
    arising from long and short positions.

    Lending related fees and commissions payable and incentives

    Fees and commissions payable to introducers in respect of obtaining lending
    business, where these are direct and incremental costs related to the issue
    of a financial instrument, are included in interest income as part of the
    effective interest rate.

    4.  Financial assets and liabilities

    The Group classifies its financial assets in the following categories:
    financial assets at fair value through profit or loss; loans and
    receivables; held to maturity investments and available for sale financial
    assets. Management determines the classification of financial assets and
    liabilities at initial recognition.

    Financial assets at fair value through profit or loss

    A financial asset classified in this category is acquired primarily for the
    purpose of selling in the short term (held for trading) or if so designated
    by management (designated under the fair value option). Derivatives are fair
    valued through profit or loss unless they are designated as cash flow hedges
    or hedges of net investments. The assets may be either held for trading or
    otherwise designated as held at fair value on inception. The assets are
    recognised initially at fair value and transaction costs are taken directly
    to the income statement. Gains and losses arising from changes in fair value
    are included directly in the income statement. The assets are derecognised
    when the rights to receive cash flows have expired or the Group has
    transferred substantially all the risks and rewards of ownership.

    Purchases and sales of investments are recognised on trade date, being the
    date on which the Group commits to purchase or sell the asset.

    Loans and receivables

    Loans and receivables are non-derivative financial assets with fixed or
    determinable payments that are not quoted in an active market and which are
    not classified as available for sale. They arise when the Group provides
    money or services directly to a customer with no intention of trading the
    loan. Loans and receivables are initially recognised at fair value including
    direct and incremental transaction costs. They are subsequently valued at
    amortised cost, using the effective interest method (see 3 on page 44). They
    are derecognised when the rights to receive cash flows have expired or the
    Group has transferred substantially all the risks and rewards of ownership.

    Held to maturity

    Held to maturity investments are non-derivative financial assets with fixed
    or determinable payments that the Group's management has the intention and
    ability to hold to maturity. They are initially recognised at fair value
    including direct and incremental transaction costs. They are subsequently
    valued at amortised cost, using the effective interest method (see 3 on page
    44). They are derecognised when the rights to receive cash flows have
    expired or the Group has transferred substantially all the risks and rewards
    of ownership.

    Available for sale

    Available for sale investments are non-derivative financial investments that
    are designated as available for sale and are not categorised into any of the
    other categories described above. They are initially recognised at fair
    value including direct and incremental transaction costs. They are
    subsequently held at fair value. Gains and losses arising from changes in
    fair value are included as a separate component of equity until sale when
    the cumulative gain or loss is transferred to the income statement. Interest
    determined using the effective interest method (see 3 on page 44),
    impairment losses and translation differences on monetary items are
    recognised in the income statement. The investments are derecognised when
    the rights to receive cash flows have expired or the Group has transferred
    substantially all the risks and rewards of ownership.

    Where the classification of an asset requires it to be stated at fair value,
    this is determined by reference to the quoted bid value in an active market
    wherever possible. Where no such active market exists for the particular
    asset, the Group uses a valuation technique to arrive at the fair value,
    including the use of prices obtained in recent arms' length transactions,
    discounted cash flow analysis, option pricing models and other valuation
    techniques commonly used by market participants.

    Financial liabilities

    Financial liabilities are measured at amortised cost, except for trading
    liabilities, which are held at fair value through profit or loss. As noted
    on page 40, the Group will consider applying the fair value option to
    certain financial liabilities when this is permitted.

    5.  Impairment of financial assets

    The Group assesses at each balance sheet date whether there is objective
    evidence that a financial asset or a portfolio of financial assets is
    impaired. A financial asset or portfolio of financial assets is impaired and
    impairment losses are incurred if, and only if, there is objective evidence
    of impairment as a result of one or more loss events that occurred after the
    initial recognition of the asset and prior to the balance sheet date ('a
    loss event') and that loss event or events has had an impact on the
    estimated future cash flows of the financial asset or the portfolio that can
    be reliably estimated. Objective evidence that a financial asset or a
    portfolio is impaired includes observable data that comes to the attention
    of the Group about the following loss events:

    a)      significant financial difficulty of the issuer or obligor;
    b)      a breach of contract, such as a default or delinquency in interest
            or principal payments;
    c)      the lender, for economic or legal reasons relating to the
            borrower's financial difficulty, granting to the borrower a 
            concession that the lender would not otherwise consider;
    d)      it becomes probable that the borrower will enter bankruptcy or other
            financial reorganisation;
    e)      the disappearance of an active market for that financial asset
            because of financial difficulties; or
    f)      observable data indicating that there is a measurable decrease in
            the estimated future cash flows from a portfolio of financial assets
            since the initial recognition of those assets, although the decrease
            cannot yet be identified with the individual financial assets in the
            portfolio, including:

    (i) adverse changes in the payment status of borrowers in the portfolio;
    (ii) national or local economic conditions that correlate with defaults on
    the assets in the portfolio.

    The Group first assesses whether objective evidence of impairment exists
    individually for financial assets that are individually significant, and
    individually or collectively for financial assets that are not individually
    significant. If the Group determines that no objective evidence of
    impairment exists for an individually assessed financial asset, whether
    significant or not, it includes the asset in a group of financial assets
    with similar credit risk characteristics and collectively assesses them for
    impairment. Assets that are individually assessed for impairment and for
    which an impairment loss is or continues to be recognised are not included
    in a collective assessment of impairment.

    For loans and receivables and assets held to maturity, the amount of
    impairment loss is measured as the difference between the asset's carrying
    amount and the present value of estimated future cash flows discounted at
    the asset's original effective interest rate. The amount of the loss is
    recognised using an allowance account and the amount of the loss is included
    in the income statement.

    The calculation of the present value of the estimated future cash flows of a
    collateralised financial asset reflect the cash flows that may result from
    foreclosure costs for obtaining and selling the collateral, whether or not
    foreclosure is probable.

    For the purposes of a collective evaluation of impairment, financial assets
    are grouped on the basis of similar risk characteristics, taking into
    account asset type, industry, geographical location, collateral type,
    past-due status and other relevant factors. These characteristics are
    relevant to the estimation of future cash flows for groups of such assets by
    being indicative of the counterparty's ability to pay all amounts due
    according to the contractual terms of the assets being evaluated.

    Future cash flows in a group of financial assets that are collectively
    evaluated for impairment are estimated on the basis of the contractual cash
    flows of the assets in the group and historical loss experience for assets
    with credit risk characteristics similar to those in the group. Historical
    loss experience is adjusted on the basis of current observable data to
    reflect the effects of current conditions that did not affect the period on
    which the historical loss experience is based and to remove the effects of
    conditions in the historical period that do not currently exist.

    The methodology and assumptions used for estimating future cash flows are
    reviewed regularly to reduce any differences between loss estimates and
    actual loss experience.

    Following impairment, interest income is recognised using the original
    effective rate of interest which was used to discount the future cash flows
    for the purpose of measuring the impairment loss.

    When a loan is uncollectable, it is written off against the related
    provision for loan impairment. Such loans are written off after all the
    necessary procedures have been completed and the amount of the loss has been
    determined. Subsequent recoveries of amounts previously written off decrease
    the amount of the provision for loan impairment in the income statement.

    If, in a subsequent period, the amount of the impairment loss decreases and
    the decrease can be related objectively to an event occurring after the
    impairment was recognised, the previously recognised impairment loss is
    reversed by adjusting the allowance account. The amount of the reversal is
    recognised in the income statement.

    Assets acquired in exchange for loans and advances in order to achieve an
    orderly realisation are accounted for as a disposal of the loan and an
    acquisition of an asset. Where control is obtained over an entity as a
    result of the transaction, the entity is consolidated. Any further
    impairment of the assets or business acquired is treated as an impairment of
    the relevant asset or business and not as an impairment of the original
    instrument.

    In the case of equity instruments classified as available for sale, a
    significant or prolonged decline in the fair value of the security below its
    cost is considered in determining whether impairment exists. Where such
    evidence exists, the cumulative net loss that has been previously recognised
    directly in equity is removed from equity and recognised in the income
    statement. In the case of debt instruments classified as available for sale,
    impairment is assessed based on the same criteria as all other financial
    assets. Reversals of impairment of debt securities are recognised in the
    income statement. Reversals of impairment of equity shares are not
    recognised in the income statement, increases in the fair value of equity
    shares after impairment are recognised directly in equity.

    6.  Sale and repurchase agreements (including stock borrowing and lending)

    Investment and other securities may be lent or sold subject to a commitment
    to repurchase them (a 'repo'). Such securities are retained on the balance
    sheet when substantially all the risks and rewards of ownership remain with
    the Group, and the counterparty liability is included separately on the
    balance sheet as appropriate.

    Similarly, where the Group borrows or purchases securities subject to a
    commitment to resell them (a 'reverse repo') but does not acquire the risks
    and rewards of ownership, the transactions are treated as collateralised
    loans, and the securities are not included in the balance sheet.

    The difference between sale and repurchase price is accrued over the life of
    the agreements using the effective interest method. Securities lent to
    counterparties are also retained in the financial statements.

    Securities borrowed are not recognised in the financial statements, unless
    these are sold to third parties, at which point the obligation to repurchase
    the securities is recorded as a trading liability at fair value and any
    subsequent gain or loss included in Net trading income.

    7.  Securitisation transactions

    Certain Group undertakings have issued debt securities or have entered into
    funding arrangements with lenders in order to finance specific loans and
    advances to customers.

    All such financial instruments continue to be held on the Group balance
    sheet, and a liability recognised for the proceeds of the funding
    transaction, unless:

    a) a fully proportional share of all or specifically identified cash flows
    are transferred to the lender, in which case, that proportion of the asset
    is derecognised;
    b) substantially all the risks and returns associated with the financial
    instruments have been transferred, in which case, the assets are
    derecognised in full; or
    c) if a significant portion, but not all, of the risks and rewards have been
    transferred, the asset is derecognised entirely if the transferee has the
    practical ability to sell the financial asset or recognised only to the
    extent of the Group's continuing involvement in the asset.

    Transactions undertaken prior to 1st January 2004 that were accounted for on
    the basis of linked presentation under UK GAAP have been represented by
    separate recognition of the gross assets and the related funding from that
    date.

    8.  Collateral and netting

    The Group enters into master netting agreements with counterparties whenever
    possible and, when appropriate, obtains collateral. Master agreements
    provide that, if an event of default occurs, all outstanding transactions
    with the counterparty will fall due and all amounts outstanding will be
    settled on a net basis.

    Collateral

    The Group obtains collateral in respect of customer liabilities where this
    is considered appropriate. The collateral normally takes the form of a lien
    over the customer's assets and gives the Group a claim on these assets for
    both existing and future liabilities.

    The Group also receives collateral in the form of cash or securities in
    respect of other credit instruments, such as stock borrowing contracts, and
    derivative contracts in order to reduce credit risk. Collateral received in
    the form of securities is not recorded on the balance sheet. Collateral
    received in the form of cash is recorded on the balance sheet with a
    corresponding liability or asset. These items are assigned to deposits
    received from banks or other counterparties in the case of cash collateral
    received, and to loans and advances to banks or customers in the case of
    cash collateral paid away. Any interest payable or receivable arising is
    recorded as interest payable or interest income respectively.

    Netting

    Financial assets and liabilities are offset and the net amount reported in
    the balance sheet if, and only if, there is a currently enforceable legal
    right to set off the recognised amounts and there is an intention to settle
    on a net basis, or to realise an asset and settle the liability
    simultaneously. This is not generally the case with master agreements, and
    the related assets and liabilities are presented gross in the balance sheet.

    9.  Derivatives and hedge accounting

    Derivatives are used to hedge interest rate, exchange rate, commodity, and
    equity exposures and exposures to certain indices such as house price
    indices and retail price indices related to non-trading positions. In
    addition, the use of derivatives and their sale to customers as risk
    management products is an integral part of the Group's trading activities.
    Derivatives entered into for hedging purposes and for trading purposes
    include foreign exchange, interest rate, credit, equity and commodity
    derivatives mainly in the form of swaps, forwards, options and combinations
    of these instrument types.

    Derivatives

    Derivatives are measured initially at fair value and subsequently remeasured
    to fair value. Fair values are obtained from quoted prices prevailing in
    active markets, including recent market transactions, and valuation
    techniques, including discounted cash flow models and options pricing models
    as appropriate. All derivatives are included in assets when their fair value
    is positive, and liabilities when their fair value is negative, unless there
    is the legal ability and intention to settle net.

    Profits or losses are only recognised on initial recognition of derivatives
    when there are observable current market transactions or valuation
    techniques are based on observable market inputs.

    Embedded derivatives

    Some hybrid contracts contain both a derivative and a non-derivative
    component. In such cases, the derivative component is termed an embedded
    derivative. Where the economic characteristics and risks of embedded
    derivatives are not closely related to those of the host contract, and the
    hybrid contract itself is not carried at fair value, the embedded derivative
    is bifurcated and reported at fair value with gains and losses being
    recognised in the income statement.

    Hedge accounting

    Where derivatives are held for risk management purposes, and when
    transactions meet the criteria specified in IAS 39, the Group applies fair
    value hedge accounting, cash flow hedge accounting, or hedging of a net
    investment in a foreign operation as appropriate to the risks being hedged.

    When a financial instrument is designated as a hedge, the Group formally
    documents the relationship between the hedging instrument and hedged item as
    well as its risk management objectives and its strategy for undertaking the
    various hedging transactions. The Group also documents its assessment, both
    at hedge inception and on an ongoing basis, of whether the derivatives that
    are used in hedging transactions are highly effective in offsetting changes
    in fair values or cash flows of hedged items.

    The Group discontinues hedge accounting when:

    a)      it is determined that a derivative is not, or has ceased to be,
            highly effective as a hedge;
    b)      the derivative expires, or is sold, terminated, or exercised;
    c)      the hedged item matures or is sold or repaid; or
    d)      a forecast transaction is no longer deemed highly probable.

    In certain circumstances, the Group may decide to cease hedge accounting
    even though the hedge relationship continues to be highly effective by no
    longer designating the financial instrument as a hedge.

    To the extent that the changes in the fair value of the hedging derivative
    differ from changes in the fair value of the hedged risk in the hedged item;
    or the cumulative change in the fair value of the hedging derivative differs
    from the cumulative change in the fair value of expected future cash flows
    of the hedged item, the hedge is deemed ineffective. The amount of
    ineffectiveness, (taking into account the timing of the expected cash flows,
    where relevant) provided it is not so great as to disqualify the entire
    hedge for hedge accounting, is recorded in the income statement.

    Fair value hedge accounting

    Changes in fair value of derivatives that qualify and are designated as fair
    value hedges are recorded in the income statement, together with changes in
    the fair value of the hedged asset or liability that are attributable to the
    hedged risk.

    If the hedge no longer meets the criteria for hedge accounting, the fair
    value hedging adjustment cumulatively made to the carrying value of the
    hedged item is, for items carried at amortised cost, amortised over the
    period to maturity of the previously designated hedge relationship using the
    effective interest method. For available for sale items this fair value
    hedging adjustment remains in equity until the hedged item affects profit or
    loss.

    If the hedged item is sold or repaid, the unamortised fair value adjustment
    is recognised immediately in the income statement.

    Cash flow hedge accounting

    For qualifying cash flow hedges, the fair value gain or loss associated with
    the effective portion of the cash flow hedge is recognised initially
    directly in shareholders' equity, and recycled to the income statement in
    the periods when the hedged item will affect profit or loss. Any ineffective
    portion of the gain or loss on the hedging instrument is recognised in the
    income statement immediately.

    When a hedging instrument expires or is sold, or when a hedge no longer
    meets the criteria for hedge accounting, any cumulative gain or loss
    existing in equity at that time remains in equity and is recognised when the
    forecast transaction is ultimately recognised in the income statement. When
    a forecast transaction is no longer expected to occur, the cumulative gain
    or loss that was recognised in equity is immediately transferred to the
    income statement.

    Hedges of net investments

    Hedges of net investments in foreign operations, including monetary items
    that are accounted for as part of the net investment, are accounted for
    similarly to cash flow hedges; the effective portion of the gain or loss on
    the hedging instrument is recognised directly in equity and the ineffective
    portion is recognised immediately in the income statement. The cumulative
    gain or loss previously recognised in equity is recognised in the income
    statement on the disposal or partial disposal of the foreign operation.

    Hedges of net investments may include non-derivative liabilities as well as
    derivative financial instruments.

    Derivatives that do not qualify for hedge accounting

    Derivative contracts entered into as economic hedges that do not qualify for
    hedge accounting are held at fair value through profit or loss.

    Hedge accounting is not generally applied to credit derivatives that are
    purchased to reduce credit risk for large portfolios of originated loans but
    is used in specific circumstances where the hedge accounting requirements
    are met.

    10.  Property, plant and equipment

    Property and equipment is stated at cost less accumulated depreciation and
    provisions for impairment, if any. Additions and subsequent expenditures are
    capitalised only to the extent that they enhance the future economic
    benefits expected to be derived from the assets.

    Depreciation is provided on the depreciable amount of items of property and
    equipment on a straightline basis over their estimated useful lives. The
    depreciable amount is the gross carrying amount, less the estimated residual
    value at the end of its economic life.

    The Group generally uses the following annual rates in calculating
    depreciation:

    Freehold buildings and long-leasehold property                          2%
    (more than 50 years to run)
    Leasehold property                                      Over the remaining
    (less than 50 years to run)                             life of the leases
    Costs of adaptation of freehold and leasehold property*                10%
    Equipment installed in freehold and leasehold property*                10%
    Computers and similar equipment                                     20-33%
    Fixtures and fittings and other equipment                              20%

    *Where leasehold property has a remaining useful life of less than 10 years,
    costs of adaptation and installed equipment are depreciated over the
    remaining life of the lease.

    Depreciation rates, methods and the residual values underlying the
    calculation of depreciation of items of property, plant and equipment are
    kept under review to take account of any change in circumstances.

    When deciding on depreciation rates and methods, the principal factors that
    the Group takes into account are the expected rate of technological
    developments and expected market requirements for, and the expected pattern
    of usage of, the assets. When reviewing residual values, the Group estimates
    the amount that it would currently obtain for the disposal of the asset,
    after deducting the estimated cost of disposal if the asset were already of
    the age and condition expected at the end of its useful life.

    No depreciation is provided on freehold land, although, in common with all
    long-lived assets, it is subject to impairment testing, if deemed
    appropriate.

    11.  Intangible assets

    Goodwill

    Goodwill arises on the acquisition of subsidiary and associated entities and
    joint ventures, and represents the excess of the fair value of the purchase
    consideration and direct costs of making the acquisition, over the fair
    value of the Group's share of the assets acquired and the liabilities and
    contingent liabilities assumed on the date of the acquisition.

    For the purpose of calculating goodwill, fair values of acquired assets,
    liabilities and contingent liabilities are determined by reference to market
    values or by discounting expected future cash flows to present value. This
    discounting is either performed using market rates or by using risk-free
    rates and risk adjusted expected future cash flows.

    Goodwill is capitalised and reviewed annually for impairment, or more
    frequently when there are indications that impairment may have occurred.
    Goodwill is allocated to cash-generating units for the purpose of impairment
    testing. Goodwill on the acquisitions of associates and joint ventures is
    included in the amount of the investments. Gains and losses on the disposal
    of an entity include the carrying amount of the goodwill relating to the
    entity sold.

    Computer software

    Computer software is stated at cost, less amortisation and provisions for
    impairment, if any.

    The identifiable and directly associated external and internal costs of
    acquiring and developing software are capitalised where the software is
    controlled by the Group, and where it is probable that future economic
    benefits that exceed its cost will flow from its use over more than one
    year. Costs associated with maintaining software are recognised as an
    expense when incurred.

    Capitalised computer software is amortised over 3 to 5 years.

    12.  Impairment of property, plant and equipment and intangible assets

    At each balance sheet date, or more frequently where events or changes in
    circumstances dictate, property, plant and equipment and intangible assets,
    are assessed for indications of impairment. If indications are present,
    these assets are subject to an impairment review. Goodwill is subject to an
    impairment review as at the balance sheet date each year. The impairment
    review comprises a comparison of the carrying amount of the asset with its
    recoverable amount: the higher of the asset's or the cash-generating unit's
    net selling price and its value in use. Net selling price is calculated by
    reference to the amount at which the asset could be disposed of in a binding
    sale agreement in an arm's length transaction evidenced by an active market
    or recent transactions for similar assets. Value in use is calculated by
    discounting the expected future cash flows obtainable as a result of the
    asset's continued use, including those resulting from its ultimate disposal,
    at a market-based discount rate on a pre-tax basis.

    The carrying values of fixed assets and goodwill are written down by the
    amount of any impairment and this loss is recognised in the income statement
    in the period in which it occurs. A previously recognised impairment loss
    relating to a fixed asset may be reversed in part or in full when a change
    in circumstances leads to a change in the estimates used to determine the
    fixed asset's recoverable amount. The carrying amount of the fixed asset
    will only be increased up to the amount that it would have been had the
    original impairment not been recognised. Impairment losses on goodwill are
    not reversed. For the purpose of conducting impairment reviews,
    cash-generating units are the lowest level at which management monitors the
    return on investment on assets.

    13.  Financial guarantees

    Financial guarantees are given to banks, financial institutions and other
    bodies on behalf of customers to secure loans, overdrafts and other banking
    facilities ('facility guarantees'), and to other parties in connection with
    the performance of customers under obligations related to contracts, advance
    payments made by other parties, tenders, retentions and the payment of
    import duties.

    Financial guarantees are initially recognised in the financial statements at
    fair value on the date that the guarantee was given. Subsequent to initial
    recognition, the bank's liabilities under such guarantees are measured at
    the higher of the initial measurement, less amortisation calculated to
    recognise in the income statement the fee income earned over the period, and
    the best estimate of the expenditure required to settle any financial
    obligation arising as a result of the guarantees at the balance sheet date.

    Any increase in the liability relating to guarantees is taken to the income
    statement in Provisions for undrawn contractually committed facilities and
    guarantees. Any liability remaining is recognised in the income statement
    when the guarantee is discharged, cancelled or expires.

    This represents a change in accounting policy from 1st January 2004, from
    that applied under UK GAAP and results in financial guarantees being
    recognised and measured in accordance with the principles set out in the
    proposed amendments to IAS 39 on financial guarantees. This change in policy
    has had an immaterial impact on the 2004 income statement and earnings per
    share, and has reduced retained earnings by GBP34m as at 1st January 2004.

    14.  Issued debt and equity securities

    Issued financial instruments or their components are classified as
    liabilities where the substance of the contractual arrangement results in
    the Group having a present obligation to either deliver cash or another
    financial asset to the holder, to exchange financial instruments on terms
    that are potentially unfavourable or to satisfy the obligation otherwise
    than by the exchange of a fixed amount of cash or another financial asset
    for a fixed number of equity shares. Issued financial instruments, or their
    components, are classified as equity where they meet the definition of
    equity and confer on the holder a residual interest in the assets of the
    Group. The components of issued financial instruments that contain both
    liability and equity elements are accounted for separately with the equity
    component being assigned the residual amount after deducting from the
    instrument as a whole the amount separately determined as the fair value of
    the liability component.

    Financial liabilities are carried at amortised cost using the effective
    interest method (see 3 above). Derivatives embedded in financial liabilities
    are accounted for as set out in 9 above.

    Equity instruments, including share capital, are initially recognised at net
    proceeds, after deducting transaction costs and any related income tax.
    Dividend and other payments to equity holders are deducted from equity, net
    of any related income tax.

    15.  Share capital

    Share issue costs

    Incremental costs directly attributable to the issue of new shares or
    options or the acquisition of a business are shown in equity as a deduction,
    net of tax, from the proceeds.

    Dividends on ordinary shares

    Dividends on ordinary shares are recognised in equity in the period in which
    they are approved by the Barclays PLC (the Company) shareholders.

    Treasury shares

    Where the Company or any member of the Group purchases the Company's share
    capital, the consideration paid is deducted from shareholders' equity as
    treasury shares until they are cancelled. Where such shares are subsequently
    sold or reissued, any consideration received is included in shareholders'
    equity.

    16.  Insurance and investment contracts

    The Group has allocated its wealth management products into insurance
    contracts and investment contracts depending on the level of insurance risk
    in the products. The Group has applied IFRS 4, 'Insurance Contracts' to its
    insurance contracts. Financial assets and liabilities relating to investment
    contracts, and assets backing insurance contracts are classified and
    measured as appropriate under IAS 39, 'Financial Instruments: Recognition
    and Measurement'. IFRS 4 permits insurance contracts to be accounted for in
    accordance with UK GAAP accounting polices. However, from 1st January 2004
    the Group has chosen to change its accounting policy in relation to
    insurance contracts to use the Modified Statutory Solvency Basis rather than
    the Embedded Value basis to account for insurance polices in the UK. This
    change will result in insurance contracts and investment contracts being
    accounted for on a similar basis and represents the most appropriate
    accounting policy in the circumstances. This change in policy has reduced
    other operating income by GBP47m in 2004 and has reduced retained earnings 
    by GBP592m as at 1st January 2004. The impact on earnings per share is
    immaterial. Overseas wealth management products have also been allocated
    between insurance contracts and investment contracts. Overseas insurance
    contract liabilities are measured on an actuarial basis in accordance with
    the requirements in the countries concerned and as permitted by IFRS 4.

    The significant policies comprising the Modified Statutory Solvency Basis
    are as follows:

    Claims

    Claims and surrenders are accounted for when notified. Maturities on the
    policy maturity date and regular withdrawals are accounted for when due.

    Long term business provision

    The long term business provision is determined by the appointed actuary
    following his investigation of the long term fund and is calculated annually
    on a statutory solvency basis to comply with UK and other regulatory
    requirements. The calculation uses a cash flow method for unit linked
    insurance policies for determining mortality and expense reserves. For
    conventional policies a gross premium valuation is used.

    Reinsurance

    Long-term insurance business is ceded to reinsurers under contracts to
    transfer part or all of one or more of the following risks: mortality,
    investment, persistency and expenses. Such contracts are accounted for as
    insurance contracts.

    17.  Leases

    Lessor

    Assets leased to customers under agreements which transfer substantially all
    the risks and rewards of ownership, with or without ultimate legal title,
    are classified as finance leases. When assets are held subject to a finance
    lease, the present value of the lease payments, discounted at the rate of
    interest implicit in the lease, is recognised as a receivable. The
    difference between the total payments receivable under the lease and the
    present value of the receivable is recognised as unearned finance income,
    which is allocated to accounting periods under the pre-tax net investment
    method to reflect a constant periodic rate of return.

    Assets leased to customers under agreements which do not transfer
    substantially all the risks and rewards of ownership are classified as
    operating leases. The leased assets are included within property, plant and
    equipment on the Group's balance sheet and depreciation is provided on the
    depreciable amount of these assets on a systematic basis over their
    estimated useful lives. Lease income is recognised on a straight-line basis
    over the period of the lease unless another systematic basis is more
    appropriate.

    Lessee

    Operating lease rentals payable are recognised as an expense in the income
    statement on a straight-line basis over the lease term unless another
    systematic basis is more appropriate.

    18.  Employee benefits

    The Group provides employees worldwide with post retirement benefits mainly
    in the form of pensions. The Group operates a number of pension schemes
    which may be funded or unfunded and of a defined contribution or defined
    benefit nature. In addition, the Group contributes, according to local law
    in the various countries in which it operates, to Governmental and other
    plans which have the characteristics of defined contribution plans.

    For defined benefit schemes, actuarial valuation of each of the scheme's
    obligations using the projected unit credit method and the fair valuation of
    each of the scheme's assets are performed annually using consistent
    assumptions. The difference between the fair value of the plan assets and
    the present value of the defined benefit obligation at the balance sheet
    date, together with adjustments for any unrecognised actuarial losses and
    past service cost, is recognised as a liability in the balance sheet. An
    asset, arising for example, as a result of past over funding or the
    performance of the plan investments, is recognised to the extent that it
    does not exceed the present value of future contribution holidays or refunds
    of contributions.

    Cumulative actuarial gains and losses in excess of the greater of 10% of the
    assets or 10% of the obligations of the plan are recognised in the income
    statement over the remaining average service lives of the employees of the
    related plan on a straight-line basis.

    For defined contribution schemes, the Group recognises contributions due in
    respect of the accounting period in the income statement. Any contributions
    unpaid at the balance sheet date are included as a liability.

    The Group also provides healthcare to certain retired employees, which are
    accrued as a liability in the financial statements over the period of
    employment, using a methodology similar to that for defined benefit pension
    plans.

    Short-term employee benefits, such as salaries, paid absences, and other
    benefits, are accounted for on an accruals basis over the period which
    employees have provided services in the year. Bonuses are recognised to the
    extent that the Group has a present obligation to its employees that can be
    measured reliably.

    All expenses related to employee benefits are recognised in the income
    statement in staff costs, which is included within operating expenses.

    19.  Share-based payments to employees

    The Group engages in equity settled share-based payment transactions in
    respect of services received from certain of its employees. The fair value
    of the services received is measured by reference to the fair value of the
    shares or share options granted on the date of the grant. The cost of the
    employee services received in respect of the shares or share options granted
    is recognised in the income statement over the period that the services are
    received, which is the vesting period. The fair value of the options granted
    is determined using option pricing models, which take into account the
    exercise price of the option, the current share price, the risk free
    interest rate, the expected volatility of the Barclays PLC share price over
    the life of the option and other relevant factors. Except for those which
    include terms related to market conditions, vesting conditions included in
    the terms of the grant are not taken into account in estimating fair value.
    Non-market vesting conditions are taken into account by adjusting the number
    of shares or share options included in the measurement of the cost of
    employee services so that ultimately, the amount recognised in the income
    statement reflects the number of vested shares or share options. Where
    vesting conditions are related to market conditions, the charges for the
    services received are recognised regardless of whether or not the market
    related vesting condition is met, provided that the non-market vesting
    conditions are met.

    20.  Provisions

    Provisions are recognised for present obligations arising as consequences of
    past events where it is more likely than not that a transfer of economic
    benefit will be necessary to settle the obligation, and it can be reliably
    estimated.

    When a leasehold property ceases to be used in the business, provision is
    made, where the unavoidable costs of the future obligations relating to the
    lease are expected to exceed anticipated rental income. The net costs are
    discounted using market rates of interest to reflect the long-term nature of
    the cash flows.

    Provision is made for the anticipated cost of restructuring, including
    redundancy costs, when an obligation exists. An obligation exists when the
    Group has a detailed formal plan for restructuring a business and has raised
    valid expectations in those affected by the restructuring by starting to
    implement the plan or announcing its main features. The provision raised is
    normally utilised within nine months.

    Contingent liabilities are possible obligations whose existence will be
    confirmed only by uncertain future events or present obligations where the
    transfer of economic benefit is uncertain or cannot be reliably measured.
    Contingent liabilities are not recognised but are disclosed unless they are
    remote.

    21.  Income taxes, including deferred income taxes

    Income tax payable on taxable profits ('current tax') is recognised as an
    expense in the period in which the profits arise. Income tax recoverable on
    tax allowable losses is recognised as an asset only to the extent that it is
    regarded as recoverable by offset against current or future taxable profits.

    Deferred income tax is provided in full, using the liability method, on
    temporary timing differences arising from the tax bases of assets and
    liabilities and their carrying amounts in the consolidated financial
    statements. Deferred income tax is determined using tax rates and
    legislation enacted or substantially enacted by the balance sheet date and
    are expected to apply when the deferred tax asset is realised or the
    deferred tax liability is settled.

    Deferred and current tax assets and liabilities are only offset when they
    arise in the same tax reporting group and where there is both the legal
    right and the intention to settle on a net basis or to realise the asset and
    settle the liability simultaneously.

    22.  Segment reporting

    Business segments are distinguishable components of the Group that provide
    products or services that are subject to risks and rewards that are
    different to those of other business segments. Geographical segments provide
    products or services within a particular economic environment that is
    subject to different risks and rewards that are different to those of
    components operating in other economic environments. Business segments are
    the primary reporting segments.

    23.  Cash and cash equivalents

    For the purposes of the cash flow statement, cash comprises cash on hand and
    demand deposits, and cash equivalents comprise highly liquid investments
    that are convertible into cash with an insignificant risk of changes in
    value with original maturities of less than 3 months.

    24.  Trust activities

    The Group commonly acts as trustees and in other fiduciary capacities that
    result in the holding or placing of assets on behalf of individuals, trusts,
    retirement benefit plans and other institutions. These assets and income
    arising thereon are excluded from the financial statements, as they are not
    assets of the Group.


                              DETAILED RECONCILIATIONS

    The pages that follow contain detailed reconciliations of UK GAAP to IFRS in
    accordance with IFRS 1. The reconciliations contain two columns for each
    period as well as the UK GAAP and IFRS results. The reclassify column
    includes re-classification and re-analysis of amounts from their UK GAAP
    profit and loss account and balance sheet lines to the appropriate IFRS
    income statement and balance sheet lines. The remeasure column sets out the
    effects of the recognition and measurement changes required by the
    transition to IFRS. The remeasure columns are further analysed into the type
    of adjustment.

    Differences between UK GAAP and IFRS on pages 80 to 91 provide more
    information on each type of adjustment and are referenced in the remeasure
    analysis.

                                                                           
    Income statements  
    Full-year ended 31st December 2004 
    Half-year ended 31st December 2004 
    Half-year ended 30th June 2004 
    Remeasure analysis 
    Full-year ended 31st December 2004 
    Half-year ended 31st December 2004 
    Half-year ended 30th June 2004 
    Balance  sheets 
    As at 1st January 2005 - assets 
    As at 31st  December 2004 - assets 
    As at 30th June 2004 - assets 
    As at 1st  January  2004 - assets 
    As at 1st January 2005 - liabilities  
    As at 31st December 2004 - liabilities  
    As at 30th June 2004 - liabilities  
    As at 1st January 2004 - liabilities  
    As at 1st January 2005 - shareholders' equity 
    As at 31st December 2004 - shareholders' equity 
    As at 30th June 2004 - shareholders' equity
    As at 1st January 2004 - shareholders' equity 
    Remeasure analysis 
    As at 1st January 2005 - assets 
    As at 1st January 2005 - liabilities 
    As at 1st January 2005 - shareholders' equity 
    As at 31st December 2004 - assets 
    As at 31st December 2004 - liabilities  
    As at 31st December 2004 - shareholders' equity  
    As at 30th June 2004 - assets  
    As at 30th June 2004 - liabilities 
    As at 30th June 2004 - shareholders' equity 
    As at 1st January 2004 - assets  
    As at 1st January 2004 - liabilities  
    As at 1st January 2004 - shareholders' equity



                                    BARCLAYS PLC

    Income statement reconciliations for periods ending in 2004.




                            Full-year ended 31st December 2004

                        UK GAAP   Reclassify   Remeasure           IFRS
                          GBPm          GBPm        GBPm           GBPm
                                                        
Interest income         13,665             -         215         13,880
Interest expense        (6,823)            -        (224)        (7,047)
                      --------      --------      ------        -------
Net interest             
income                   6,842             -          (9)         6,833
                      --------      --------      ------        -------
Fee and                  
commission
income                   5,672             -        (112)         5,560
Fee and                   
commission
expense                   (706)            -          44           (662)
                      --------      --------      ------        -------
Net fee and              
commission
income                   4,966             -         (68)         4,898
                      --------      --------      ------        -------
Dealing profits          1,493        (1,493)          -              -
Net trading                  
income                       -         1,493          (6)         1,487
Net investment               
income                       -           308         740          1,048
                      --------      --------      ------        -------
Principal                    -         1,801         734          2,535
transactions
Net premiums                 
from insurance
contracts                    -           211         831          1,042
                      --------      --------      ------        -------
Other operating            
income                     644          (519)        (15)           110
Total operating         
income                  13,945             -       1,473         15,418
                      --------      --------      ------        -------
Impairment loss         
on loans and
advances and
other credit
risk provisions         (1,091)           (2)          -         (1,093)
Provisions for              
contingent
liabilities and
commitments                 (2)            2           -              -
                      --------      --------      ------        -------
Net operating           
income                  12,852             -       1,473         14,325
                      --------      --------      ------        -------
Net claims and               
benefits on
insurance
contracts                    -             -      (1,310)        (1,310)
Operating                    
expenses                     -        (8,350)       (186)        (8,536)
Administrative          
expenses-staff
costs                   (4,998)        4,998           -              -
Administrative          
expenses-other          (2,758)        2,758           -              -
Depreciation and          
goodwill
amortisation              (594)          594           -              -
Share of results            
of associates
and
joint ventures              56           (10)         10             56
Exceptional                 
items                       45           (45)          -              -
Profit on                    
disposal of
associates and
joint ventures               -            45           -             45
                      --------      --------      ------        -------
Profit before            
tax                      4,603           (10)        (13)         4,580
                      --------      --------      ------        -------
Tax                     (1,289)           10           -         (1,279)
Dividends               (1,538)            -       1,538              -
                      --------      --------      ------        -------
Profit for the           
year                     1,776             -       1,525          3,301
                      --------      --------      ------        -------
Profit                      
attributable to
minority
interests                   46             -           1             47
Profit                  
attributable to
shareholders             1,730             -       1,524          3,254
                      --------      --------      ------        -------
                         1,776             -       1,525          3,301
                      --------      --------      ------        -------







                         Half-year ended 31st December 2004                     Half-year ended 30th June 2004
                  
                   UK GAAP     Reclassify     Remeasure      IFRS     UK GAAP     Reclassify    Remeasure      IFRS
                      GBPm          GBPm           GBPm      GBPm        GBPm           GBPm         GBPm      GBPm
                                                                                       
Interest income      7,202             -            113     7,315       6,463              -          102     6,565
Interest expense    (3,701)            -           (114)   (3,815)     (3,122)             -         (110)   (3,232)
                   -------        ------          -----   -------    --------          -----      -------   -------
Net interest         
income               3,501             -             (1)    3,500       3,341              -           (8)    3,333
                   -------        ------          -----   -------    --------          -----      -------   -------
Fee and commission   
income               2,952             -            (65)    2,887       2,720              -          (47)    2,673
Fee and commission    
expense               (364)            -             35      (329)       (342)             -            9      (333)
                   -------        ------          -----   -------    --------          -----      -------   -------
Net fee and          
commission income    2,588             -            (30)    2,558       2,378              -          (38)    2,340
                   -------        ------          -----   -------    --------          -----      -------   -------
Dealing profits        687          (687)             -         -         806           (806)           -         -
Net trading income       -           687             (3)      684           -            806           (3)      803
Net investment           
income                   -           131            594       725           -            177          146       323
                   -------        ------          -----   -------    --------          -----      -------   -------
Principal                
transactions             -           818            591     1,409           -            983          143     1,126
                   -------        ------          -----   -------    --------          -----      -------   -------
Net premiums from        
insurance
contracts                -            84            422       506           -            127          409       536
Other operating        
income                 317          (215)           (38)       64         327           (304)          23        46
                   -------        ------          -----   -------    --------          -----      -------   -------
Total operating      
income               7,093             -            944     8,037       6,852              -          529     7,381
                   -------        ------          -----   -------    --------          -----      -------   -------
Impairment loss on    
loans and advances
and other credit
risk provisions       (502)           (2)             -      (504)       (589)             -            -      (589)
Provisions for          
contingent
liabilities and
commitments             (2)            2              -         -           -              -            -         -
                   -------        ------          -----   -------    --------          -----      -------   -------
Net operating        
income               6,589             -            944     7,533       6,263              -          529     6,792
                   -------        ------          -----   -------    --------          -----      -------   -------
Net claims and           
benefits on
insurance
contracts                -             -           (896)     (896)          -              -         (414)     (414)
Operating expenses       -        (4,439)          (123)   (4,562)          -         (3,911)         (63)   (3,974)
Administrative      
expenses-staff
costs               (2,601)        2,601              -         -      (2,397)         2,397           -          -
Administrative      
expenses-other      (1,532)        1,532              -         -      (1,226)         1,226           -          -
Depreciation and      
goodwill
amortisation          (306)          306              -         -        (288)           288           -          -
Share of results        
of associates and
joint ventures          42            (6)             6        42          14             (4)          4         14
Exceptional items        -             -              -         -          45            (45)          -          -
Profit on disposal       -             -              -         -           -             45           -         45
of associates and
joint ventures
                   -------        ------          -----   -------    --------          -----      -------   -------
Profit before tax    2,192            (6)           (69)    2,117       2,411             (4)         56      2,463
                   -------        ------          -----   -------    --------          -----      -------   -------
Tax                   (614)            6            (26)     (634)       (675)             4          26       (645)
Dividends           (1,010)            -          1,010         -        (528)             -         528          -
                   -------        ------          -----   -------    --------          -----      -------   -------
Profit for the         
year                   568             -            915     1,483       1,208              -         610      1,818
                   -------        ------          -----   -------    --------          -----      -------   -------
Profit                  
attributable to
minority interests      26             -              1        27          20              -           -         20
Profit                 
attributable to
shareholders           542             -            914     1,456       1,188              -         610      1,798
                   -------        ------          -----   -------    --------          -----      -------   -------
                       568             -            915     1,483       1,208              -         610      1,818
                   -------        ------          -----   -------    --------          -----      -------   -------



                                    BARCLAYS PLC

    Analysis of remeasure column in income statement reconciliation for
    full-year to 31st December 2004.



                                                     Full-year 31st December 2004

                   Consolidation        Life   Goodwill     Share    Pensions Intangible   Financial  Leasing Dividends
                                   assurance                based                 assets  guarantees
                                                         payments
Notes                        (a)          (b)       (d)        (e)        (f)        (g)          (h)      (i)      (j)
                           GBPm         GBPm      GBPm       GBPm       GBPm       GBPm         GBPm     GBPm      GBPm
                                                                                           

Interest income             228            -         -          -          -          -           18      (31)       -
Interest expense           (219)           -         -          -          -          -            -       (5)       -
                         ------       ------      ----      -----      -----     ------       ------     ----   ------
Net interest                  
income                        9            -         -          -          -          -           18      (36)       -
                         ------       ------      ----      -----      -----     ------       ------     ----   ------
Fee and commission          
income                      (90)           -         -          -          -          -          (17)      (5)       -
Fee and commission           
expense                      44            -         -          -          -          -            -        -        -
                         ------       ------      ----      -----      -----     ------       ------     ----   ------
Net fee and                 
commission income           (46)           -         -          -          -          -          (17)      (5)       -
                         ------       ------      ----      -----      -----     ------       ------     ----   ------
Dealing profits               -            -         -          -          -          -            -        -        -
Net trading income           (6)           -         -          -          -          -            -        -        -
Net investment                
income                        4          717         -          -          -          -            -       21        -
                         ------       ------      ----      -----      -----     ------       ------     ----   ------
Principal                    
transactions                 (2)         717         -          -          -          -            -       21        -
                         ------       ------      ----      -----      -----     ------       ------     ----   ------
Net premiums from           
insurance
contracts                   151          680         -          -          -          -            -        -        -
Other operating              
income                       14          (47)        -          -          -          -            -       18        -
                         ------       ------      ----      -----      -----     ------       ------     ----   ------
Total operating             
income                      126        1,350         -          -          -          -            1       (2)       -
                         ------       ------      ----      -----      -----     ------       ------     ----   ------
Impairment loss on            
loans and advances
and other
credit risk
provisions                    -            -         -          -          -          -            -        -        -
Provisions for                
contingent
liabilities and
commitments                   -            -         -          -          -          -            -        -        -
                         ------       ------      ----      -----      -----     ------       ------     ----   ------
Net operating               
income                      126        1,350         -          -          -          -            1       (2)       -
                         ------       ------      ----      -----      -----     ------       ------     ----   ------
Net claims and              
benefits on
insurance
contracts                   (51)      (1,259)        -          -          -          -            -        -        -
Operating expenses          (74)        (142)      293        (49)      (174)       (31)           -       (9)       -
Administrative                
expenses-staff
costs                         -            -         -          -          -          -            -        -        -
Administrative                
expenses-other                -            -         -          -          -          -            -        -        -
Depreciation and              
goodwill
amortisation                  -            -         -          -          -          -            -        -        -
Share of results              
of associates and
joint ventures                -            -         7          -          -          -            -        -        -
Exceptional items             -            -         -          -          -          -            -        -        -
Profit on disposal            
of associates and
joint ventures                -            -         -          -          -          -            -        -        -
                         ------       ------      ----      -----      -----     ------       ------     ----   ------
Profit before tax             1          (51)      300        (49)      (174)       (31)           1      (11)       -
                         ------       ------      ----      -----      -----     ------       ------     ----   ------
Tax                           -          (64)        -          -         52          9            -        3        -
Dividends                     -            -         -          -          -          -            -        -    1,538
                         ------       ------      ----      -----      -----     ------       ------     ----   ------
Profit for the                
year                          1         (115)      300        (49)      (122)       (22)           1       (8)   1,538
                         ------       ------      ----      -----      -----     ------       ------     ----   ------
Profit                        
attributable to
minority interests            1            -         -          -          -          -            -        -        -
Profit                        
attributable to
shareholders                  -         (115)      300        (49)      (122)       (22)           1       (8)   1,538
                         ------       ------      ----      -----      -----     ------       ------     ----   ------
                              1         (115)      300        (49)      (122)       (22)           1       (8)   1,538
                         ------       ------      ----      -----      -----     ------       ------     ----   ------





                            Other      Total
                                   remeasure
Notes                        GBPm       GBPm
                                     

                               
Interest income                 -        215
Interest expense                -       (224)
                           ------    -------
Net interest income             -         (9)
                           ------    -------
Fee and commission income       -       (112)
Fee and commission expense      -         44
                           ------    -------
Net fee and commission          
income                          -        (68)
                           ------    -------
Dealing profits                 -          -
Net trading income              -         (6)
Net investment income          (2)       740
                           ------    -------
Principal transactions         (2)       734
                           ------    -------
Net premiums from insurance     
contracts                       -        831
Other operating income          -        (15)
                           ------    -------
Total operating income         (2)     1,473
                           ------    -------
Impairment loss on loans        
and advances and other
credit risk provisions          -          -
Provisions for contingent       
liabilities and commitments     -          -
                           ------    -------
Net operating income           (2)     1,473
                           ------    -------
Net claims and benefits on      
insurance contracts             -     (1,310)
Operating expenses              -       (186)
Administrative                  
expenses-staff costs            -          -
Administrative                  
expenses-other                  -          -
Depreciation and goodwill       
amortisation                    -          -
Share of results of             
associates and joint
ventures                        3         10
Exceptional items               -          -
Profit on disposal of           
associates and joint
ventures                        -          -
                           ------    -------
Profit before tax               1        (13)
                           ------    -------
Tax                             -          -
Dividends                       -      1,538
                           ------    -------
Profit for the year             1      1,525
                           ------    -------
Profit attributable to          
minority interests              -          1
Profit attributable to          
shareholders                    1      1,524
                           ------    -------
                                1      1,525
                           ------    -------




                                    BARCLAYS PLC

Analysis of remeasure column in income statement reconciliation for half-year to
31st December 2004.





                                                 Half-year ended 31st December 2004
                         --------------------------------------------------------------------------
                         Consoli   Life   Good   Share   Pensions    Intan     Finan  Leas     Divi
                          dation  Assur   will   based               gible      cial   ing    dends
                                   ance            pay              assets    guaran
                                                 ments                          tees
Notes                        (a)    (b)    (d)     (e)        (f)      (g)       (h)    (i)     (j)
                            GBPm   GBPm   GBPm    GBPm       GBPm     GBPm      GBPm   GBPm    GBPm
-------------------        ------- ------ ------  ------     ------   ------    ------ ------  ------
                                                                       
Interest
income                       119      -      -       -          -        -        10    (16)      -
Interest
expense                     (111)     -      -       -          -        -         -     (3)      -
-------------------        ------- ------ ------  ------     ------   ------    ------ ------  ------
Net interest
income                         8      -      -       -          -        -        10    (19)      -
-------------------        ------- ------ ------  ------     ------   ------    ------ ------  ------
Fee and
commission
income                       (50)     -      -       -          -        -       (12)    (3)      -
Fee and
commission
expense                       35      -      -       -          -        -         -      -       -
-------------------        ------- ------ ------  ------     ------   ------    ------ ------  ------
Net fee and
commission
income                       (15)     -      -       -          -        -       (12)    (3)      -
-------------------        ------- ------ ------  ------     ------   ------    ------ ------  ------
Dealing profits                -      -      -       -          -        -         -      -       -
Net trading
income                        (3)     -      -       -          -        -         -      -       -
Net investment
income                         3    582      -       -          -        -         -     11       -
-------------------        ------- ------ ------  ------     ------   ------    ------ ------  ------
Principal
transactions                   -    582      -       -          -        -         -     11       -
-------------------        ------- ------ ------  ------     ------   ------    ------ ------  ------
Net premiums
from insurance
contracts                     61    361      -       -          -        -         -      -       -
Other
operating
income                        11    (59)     -       -          -        -         -     10       -
-------------------        ------- ------ ------  ------     ------   ------    ------ ------  ------
Total
operating
income                        65    884      -       -          -        -        (2)    (1)      -
-------------------        ------- ------ ------  ------     ------   ------    ------ ------  ------
Impairment loss on loans       
and advances and other
credit risk provisions         -      -      -       -          -        -         -      -       -
Provisions for                 
contingent liabilities     
and commitments                -      -      -       -          -        -         -      -       -
-------------------        ------- ------ ------  ------     ------   ------    ------ ------  ------
Net operating
income                        65    884      -       -          -        -        (2)    (1)      -
-------------------        ------- ------ ------  ------     ------   ------    ------ ------  ------
Net claims and
benefits on
insurance
contracts                    (23)  (873)     -       -          -        -         -      -       -
Operating
expenses                     (37)   (91)   147     (32)       (84)     (22)        -     (4)      -
Administrative                 
expenses-staff costs           -      -      -       -          -        -         -      -       -
Administrative                 
expenses-other                 -      -      -       -          -        -         -      -       -
Depreciation and               
goodwill amortisation          -      -      -       -          -        -         -      -       -
Share of
results of
associates and
joint ventures                 -      -      3       -          -        -         -      -       -
Exceptional items              -      -      -       -          -        -         -      -       -
Profit on disposal of          
associates and joint       
ventures                       -      -      -       -          -        -         -      -       -
-------------------        ------- ------ ------  ------     ------   ------    ------ ------  ------
Profit before
tax                            5    (80)   150     (32)       (84)     (22)       (2)    (5)      -
-------------------        ------- ------ ------  ------     ------   ------    ------ ------  ------
Tax                            4    (64)     -       -         26        6         1      1       -
Dividends                      -      -      -       -          -        -         -      -   1,010
-------------------        ------- ------ ------  ------     ------   ------    ------ ------  ------
Profit for the
year                           9   (144)   150     (32)       (58)     (16)       (1)    (4)  1,010
-------------------        ------- ------ ------  ------     ------   ------    ------ ------  ------
Profit
attributable
to minority
interests                      1      -      -       -          -        -         -      -       -
Profit
attributable
to
shareholders                   8   (144)   150     (32)       (58)     (16)       (1)    (4)  1,010
-------------------        ------- ------ ------  ------     ------   ------    ------ ------  ------
                               9   (144)   150     (32)       (58)     (16)       (1)    (4)  1,010
-------------------        ------- ------ ------  ------     ------   ------    ------ ------  ------






                             Half-year ended
                              31st December
                                   2004
                            ------------------
                             Other       Total
                                     remeasure
Notes                           
                              GBPm        GBPm
--------------------        -------    --------
                                      
Interest income                  -         113
Interest expense                 -        (114)
--------------------         -------    --------
Net interest income              -          (1)
--------------------         -------    --------
Fee and commission income        -         (65)
Fee and commission expense       -          35
--------------------         -------    --------
Net fee and commission           
income                           -         (30)
--------------------         -------    --------
Dealing profits                  -           -
Net trading income               -          (3)
Net investment income           (2)        594
--------------------         -------    --------
Principal transactions          (2)        591
--------------------         -------    --------
Net premiums from insurance      
contracts                        -         422
Other operating income           -         (38)
--------------------         -------    --------
Total operating income          (2)        944
--------------------         -------    --------
Impairment loss on loans and     
advances and other                
credit risk provisions           -           -
Provisions for contingent        
liabilities and              
commitments                      -           - 
--------------------         -------    --------
Net operating income            (2)        944
--------------------         -------    --------
Net claims and benefits on
insurance                        
contracts                        -        (896)  
Operating expenses               -        (123)
Administrative                   
expenses-staff costs             -           -
Administrative                   
expenses-other                   -           -
Depreciation and goodwill        
amortisation                     -           -
Share of results of
associates and joint             
ventures                         3           6
Exceptional items                -           -
Profit on disposal of            
associates and joint         
ventures                         -           -
--------------------         -------    --------
Profit before tax                1         (69)
--------------------         -------    --------
Tax                              -         (26)
Dividends                        -       1,010
--------------------         -------    --------
Profit for the year              1         915
--------------------         -------    --------
Profit attributable to           
minority interests               -           1
Profit attributable to           
shareholders                     1         914
--------------------         -------    --------
                                 1         915
--------------------         -------    --------





                                    BARCLAYS PLC

    Analysis of remeasure column in income statement reconciliation for
    half-year to 30th June 2004.

                                        Half-year ended 30th June 2004

                   Consolidation        Life   Goodwill     Share    Pensions Intangible   Financial  Leasing Dividends
                                   assurance                based                 assets  guarantees
                                                         payments
Notes                        (a)          (b)       (d)        (e)        (f)        (g)          (h)      (i)      (j)
                           GBPm         GBPm      GBPm       GBPm       GBPm       GBPm         GBPm     GBPm     GBPm
                                                                                         
Interest income             109            -         -          -          -          -            8       (15)      -
Interest expense           (108)           -         -          -          -          -            -        (2)      -
                         ------       ------      ----      -----      -----     ------       ------      ----  ------
Net interest income           1            -         -          -          -          -            8       (17)      -
                         ------       ------      ----      -----      -----     ------       ------      ----  ------
Fee and commission          
income                      (40)           -         -          -          -          -           (5)       (2)      -
Fee and commission            
expense                       9            -         -          -          -          -            -         -       -
                         ------       ------      ----      -----      -----     ------       ------      ----  ------
Net fee and                 
commission income           (31)           -         -          -          -          -           (5)       (2)      -
                         ------       ------      ----      -----      -----     ------       ------      ----  ------
Dealing profits               -            -         -          -          -          -            -         -       -
Net trading income           (3)           -         -          -          -          -            -         -       -
Net investment income         1          135         -          -          -          -            -        10       -
                         ------       ------      ----      -----      -----     ------       ------      ----  ------
Principal                    
transactions                 (2)         135         -          -          -          -            -        10       -
                         ------       ------      ----      -----      -----     ------       ------      ----  ------
Net premiums from            
insurance contracts          90          319         -          -          -          -            -         -       -
Other operating              
income                        3           12         -          -          -          -            -         8       -
                         ------       ------      ----      -----      -----     ------       ------      ----  ------
Total operating              
income                       61          466         -          -          -          -            3        (1)      -
                         ------       ------      ----      -----      -----     ------       ------      ----  ------
Impairment loss on            
loans and advances
and other
credit risk
provisions                    -            -         -          -          -          -            -         -       -
Provisions for                
contingent
liabilities and
commitments                   -            -         -          -          -          -            -         -       -
                         ------       ------      ----      -----      -----     ------       ------      ----  ------
Net operating income         61          466         -          -          -          -            3        (1)      -
                         ------       ------      ----      -----      -----     ------       ------      ----  ------
Net claims and              
benefits on insurance
contracts                   (28)        (386)        -          -          -          -            -         -       -
Operating expenses          (37)         (51)      146        (17)       (90)        (9)           -        (5)      -
Administrative                
expenses-staff costs          -            -         -          -          -          -            -         -       -
Administrative                
expenses-other                -            -         -          -          -          -            -         -       -
Depreciation and              
goodwill amortisation         -            -         -          -          -          -            -         -       -
Share of results of           
associates and joint
ventures                      -            -         4          -          -          -            -         -       -
Exceptional items             -            -         -          -          -          -            -         -       -
Profit on disposal of         
associates and joint
ventures                      -            -         -          -          -          -            -         -       -
                         ------       ------      ----      -----      -----     ------       ------      ----  ------
Profit before tax            (4)          29       150        (17)       (90)        (9)           3        (6)      -
                         ------       ------      ----      -----      -----     ------       ------      ----  ------
Tax                          (4)           -         -          -         26          3           (1)        2       -
Dividends                     -            -         -          -          -          -            -         -     528
                         ------       ------      ----      -----      -----     ------       ------      ----  ------
Profit for the year          (8)          29       150        (17)       (64)        (6)           2        (4)    528
                         ------       ------      ----      -----      -----     ------       ------      ----  ------
Profit attributable           
to minority interests         -            -         -          -          -          -            -         -       -
Profit attributable          
to shareholders              (8)          29       150        (17)       (64)        (6)           2        (4)    528
                         ------       ------      ----      -----      -----     ------       ------      ----  ------
                             (8)          29       150        (17)       (64)        (6)           2        (4)    528
                         ------       ------      ----      -----      -----     ------       ------      ----  ------





                            Other      Total
                                   remeasure
Notes                        GBPm       GBPm
                                    

Interest income                 -        102
Interest expense                -       (110)
                           ------    -------
Net interest income             -         (8)
                           ------    -------
Fee and commission income       -        (47)
Fee and commission expense      -          9
                           ------    -------
Net fee and commission          
income                          -        (38)
                           ------    -------
Dealing profits                 -          -
Net trading income              -         (3)
Net investment income           -        146
                           ------    -------
Principal transactions          -        143
                           ------    -------
Net premiums from insurance     
contracts                       -        409
Other operating income          -         23
                           ------    -------
Total operating income          -        529
                           ------    -------
Impairment loss on loans and    
advances and other
credit risk provisions          -          -
Provisions for contingent       
liabilities and commitments     -          -
                           ------    -------
Net operating income            -        529
                           ------    -------
Net claims and benefits on      
insurance contracts             -       (414)
Operating expenses              -        (63)
Administrative                  
expenses-staff costs            -          -
Administrative                  
expenses-other                  -          -
Depreciation and goodwill       
amortisation                    -          -
Share of results of             
associates and joint
ventures                        -          4
Exceptional items               -          -
Profit on disposal of          
associates and joint
ventures                        -          -
                           ------    -------
Profit before tax               -         56
                           ------    -------
Tax                             -         26
Dividends                       -        528
                           ------    -------
Profit for the year             -        610
                           ------    -------
Profit attributable to          
minority interests              -          -
Profit attributable to          
shareholders                    -        610
                           ------    -------
                                -        610
                           ------    -------




    BARCLAYS PLC

    Balance sheet - assets reconciliation as at periods from 1st January 2004 -
    1st January 2005.


                                      1st January 2005                          31st December 2004

                        IFRS          Reclassify  Remeasure   IFRS      UK GAAP   Reclassify   Remeasure       IFRS
                     (except
                   IAS 32/39
                    & IFRS 4)

ASSETS                    GBPm              GBPm    GBPm      GBPm         GBPm         GBPm        GBPm       GBPm
                                                                                                 
Cash and balances      
at central banks       1,753               -       1,485     3,238        1,753            -           -      1,753      
Items in the           
course of
collection from
other banks            1,772               -           -     1,772        1,772            -           -      1,772
Treasury bills and     
other
eligible bills         6,658          (6,658)          -         -        6,658            -           -      6,658
Trading portfolio          
assets                     -         112,356         885   113,241            -            -           -          -
Non-trading
financial
instruments fair
valued through
profit and loss:
- held on own              
account                    -               -       2,367     2,367            -            -           -          -
- held in respect          
of linked
liabilities to
customers under
investment
contracts                  -               -      63,124    63,124            -            -           -          -
Derivative                 
financial
instruments                -          17,958      76,382    94,340            -            -           -          -
Loans and advances    
to banks              80,632         (60,804)      5,900    25,728       75,131            -       5,501     80,632
Loans and advances   
to customers         262,409         (64,408)     12,958   210,959      254,946            -       7,463    262,409
Debt securities      130,311        (130,311)          -         -      127,428            -       2,883    130,311
Equity shares         11,399         (11,399)          -         -       12,166            -        (767)    11,399
Available for sale         
financial
investments                -          46,523       1,968    48,491            -            -           -          -
Reverse repurchase         
agreements and
cash collateral on
securities
borrowed                   -         119,399      20,175   139,574            -            -           -          -
Other assets          25,915         (21,812)       (508)    3,595       22,154        5,078      (1,317)    25,915
Insurance assets,      
including
unit-linked assets     8,576            (844)     (7,579)      153            -        8,378         198      8,576
Investments in           
associates and
joint ventures           429               -           -       429          409            -          20        429
Goodwill               4,518               -           -     4,518            -        4,295         223      4,518
Intangible assets        139               -           -       139        4,295       (4,295)        139        139
Property, plant        
and equipment          2,282               -           -     2,282        1,921            -         361      2,282
Prepayments and            
accrued income             -               -           -         -        5,078       (5,078)          -          -
Deferred tax           
assets                 1,388               -         254     1,642            -            -       1,388      1,388
Retail life-fund           
assets
attributable to
policyholders              -               -            -        -        8,378       (8,378)          -          -
                     -------      ----------     --------  -------     --------      -------     -------   --------
Total assets         538,181               -      177,411  715,592      522,089            -      16,092    538,181
                     -------      ----------     --------  -------     --------      -------     -------   --------





                                        30th June 2004                                1st January 2004
                    UK GAAP   Reclassify     Remeasure     IFRS    UK GAAP    Reclassify    Remeasure       IFRS
ASSETS                 GBPm         GBPm          GBPm     GBPm       GBPm         GBPm          GBPm       GBPm
                                                                                     
Cash and balances    
at central banks     1,829             -             -    1,829      1,726             -            -      1,726
Items in the         
course of
collection from
other banks          2,527             -             -    2,527      2,006             -            -      2,006
Treasury bills       
and other
eligible bills       6,547             -             -    6,547      7,177             -            -      7,177
Trading portfolio        
assets                   -             -             -        -          -             -            -          -
Non-trading
financial
instruments fair
valued through
profit and loss:
- held on own            
account                  -             -             -        -          -             -            -          -
- held in respect        
of linked
liabilities to
customers under
investment
contracts                -             -             -        -          -             -            -          -
Derivative               
financial
instruments              -             -             -        -          -             -            -          -
Loans and           
advances to banks   76,677             -         6,357   83,034     61,924             -        5,069     66,993
Loans and          
advances to
customers          247,073             -         4,980  252,053    226,819             -        3,953    230,772
Debt securities   117,387              -         2,453  119,840     97,393             -        2,503     99,896
Equity shares       9,365              -          (766)   8,599      7,859             -         (765)     7,094
Available for           
sale financial
investments             -              -             -        -          -             -            -          -
Reverse                 
repurchase
agreements and
cash collateral
on securities
borrowed                -              -             -        -          -             -            -          -
Other assets       17,665          4,575          (896)  21,344     19,736         3,921         (929)    22,728
Insurance assets,       
including
unit-linked
assets                  -          7,911           254    8,165          -         8,077          197      8,274
Investments in        
associates and
joint ventures        429              -            13      442        428             -           10        438
Goodwill                -          4,263           135    4,398          -         4,406          (13)     4,393
Intangible assets   4,263         (4,263)           62       62      4,406        (4,406)          64         64
Property, plant     
and equipment       1,746              -           362    2,108      1,790             -          333      2,123
Prepayments and     
accrued income      4,575         (4,575)            -        -      3,921        (3,921)           -          -
Deferred tax            
assets                  -              -         1,383    1,383          -             -        1,348      1,348
Retail life-fund    
assets
attributable to
policyholders       7,911         (7,911)            -        -      8,077        (8,077)           -          -
                  -------        -------       -------  -------   --------       -------     --------   --------
Total assets      497,994              -        14,337  512,331    443,262             -       11,770    455,032
                  -------        -------       -------  -------   --------       -------     --------   --------




BARCLAYS PLC

Balance sheet - liabilities reconciliation as at periods from 1st January 2004 -
1st January 2005.


                        1st January 2005                             31st December 2004
                  -----------------------------------------    --------------------------------------------
                      IFRS  Reclassify   Remeasure     IFRS    UK GAAP   Reclassify   Remeasure      IFRS
                   (except
                   IAS 32/
                        39
                 & IFRS 4)
LIABILITIES            GBPm       GBPm        GBPm     GBPm       GBPm         GBPm        GBPm       GBPm
-----------------  --------      -------    --------   -------    ------      -------    --------    ------
                                                                                
Deposits from
banks             111,024      (42,390)      6,101    74,735   111,024            -           -   111,024
Items in the
course of
collection due
to other banks      1,205            -           -     1,205     1,205            -           -     1,205
Customer
accounts          217,492      (34,078)     11,074   194,488   217,718            -        (226)  217,492
Trading
portfolio
liabilities             -       53,903       5,211    59,114         -            -           -         -
Liabilities to
customers
under
investment
contracts               -            -      64,609    64,609         -            -           -         -
Derivative
financial
instruments             -       18,289      76,929    95,218         -            -           -         -
Debt
securities in
issue              83,842          273      (3,361)   80,754    67,806            -      16,036    83,842
Repurchase
agreements and
cash
collateral on
securities
lent                    -       78,351      20,231    98,582         -            -           -         -
Other
liabilities        82,936      (74,567)      1,490     9,859    75,981        6,582         373    82,936
Accruals and
deferred
income                  -            -           -         -     6,582       (6,582)          -         -
Current tax
liabilities           621            -           -       621       584            -          37       621
Insurance
contract
liabilities
including
unit-linked
liabilities         8,377            -      (4,781)    3,596         -        8,378          (1)    8,377
Subordinated
liabilities:
- Undated loan
capital-
non
convertible         6,149           98      (2,039)    4,208     6,149            -           -     6,149
- Dated loan
capital-conver
tible
to
preference
shares                 15            -           -        15        15            -           -        15
- Dated loan
capital-
non
convertible         6,113          121         149     6,383     6,113            -           -     6,113
Deferred tax
liabilities         1,362            -           3     1,365       738            -         624     1,362
Other
provisions for
liabilities           416            -         (13)      403       467            -         (51)      416
Dividend                -            -           -         -     1,011            -      (1,011)        -
Retirement
benefit
liabilities         1,865            -           -     1,865         -            -       1,865     1,865
Retail-life
fund
liabilities to
policyholders           -            -           -         -     8,378       (8,378)          -         -
-----------------  --------      -------    --------   -------    ------      -------    --------    ------
Total
liabilities       521,417            -     175,603   697,020   503,771            -      17,646   521,417
-----------------  --------      -------    --------   -------    ------      -------    --------    ------





                         30th June  2004                                1st January 2004
               -------------------------------------------  ------------------------------------------                   
               UK GAAP   Reclassify   Remeasure      IFRS   UK GAAP   Reclassify   Remeasure      IFRS
LIABILITIES       GBPm         GBPm        GBPm      GBPm      GBPm         GBPm        GBPm      GBPm
--------        --------     --------    --------  --------  --------     --------    --------  --------
                                                                           
Deposits from
banks          115,836            -           -   115,836    94,092            -           -    94,092
Items in the
course of
collection due
to other banks   1,442            -           -     1,442     1,286            -           -     1,286
Customer
accounts       206,204            -         (34)  206,170   184,868            -         (72)  184,796
Trading              
portfolio
liabilities          -            -           -         -         -            -           -         -
Liabilities to       -            -           -         -         -            -           -         -
customers
under
investment
contracts
Derivative           -            -           -         -         -            -           -         -
financial
instruments
Debt
securities in
issue           55,280            -      14,151    69,431    49,569            -      11,900    61,469
Repurchase           
agreements and
cash
collateral on
securities
lent                 -            -           -         -         -            -           -         -
Other
liabilities     74,262        5,212          72    79,546    69,000        4,983          85    74,068
Accruals and
deferred
income           5,212       (5,212)          -         -     4,983       (4,983)          -         -
Current tax
liabilities        680            -          17       697       497            -          17       514
Insurance
contract
liabilities
including
unit-linked
liabilities          -        7,911          33     7,944         -        8,077         (54)    8,023
Subordinated
liabilities:
- Undated loan
capital-
non
convertible      6,233            -           -     6,233     6,310            -           -     6,310
- Dated loan
capital-conver
tible
to
preference
shares              15            -           -        15        17            -           -        17
- Dated loan
capital-
non
convertible      6,220            -           -     6,220     6,012            -           -     6,012
Deferred tax
liabilities        665            -         619     1,284       646            -         611     1,257
Other
provisions for
liabilities        393            -         (64)      329       369            -          11       380
Dividend           529            -        (529)        -       879            -        (879)        -
Retirement
benefit
liabilities          -            -       2,028     2,028         -            -       1,885     1,885
Retail-life
fund
liabilities to
policyholders    7,911       (7,911)          -         -     8,077       (8,077)          -         -
--------        --------     --------    --------  --------  --------     --------    --------  --------
Total
liabilities    480,882            -      16,293   497,175   426,605            -      13,504   440,109
--------        --------     --------    --------  --------  --------     --------    --------  --------




BARCLAYS PLC

Balance sheet - shareholders' equity reconciliation as at periods from 
1st January 2004 - 1st January 2005.



                            1st January 2005                             31st December 2004
                 ------------------------------------------  --------------------------------------------
                    IFRS   Reclassify   Remeasure      IFRS   UK GAAP   Reclassify   Remeasure      IFRS
                 (except
                 IAS 32/
                      39
               & IFRS 4)
SHAREHOLDERS'         GBPm       GBPm        GBPm      GBPm      GBPm         GBPm        GBPm      GBPm
EQUITY             ------       -----      ------    ------     -----        -----      ------     -----
-------------
                                                                             
Called up
share capital      1,614            -           -     1,614     1,614            -           -     1,614
Share premium
account            5,524            -           -     5,524     5,524            -           -     5,524
Less: Treasury
shares              (119)           -           -      (119)        -         (119)          -      (119)
Available for
sale reserve           -            -         314       314         -            -           -         -
Revaluation
reserve                -            -           -         -        24          (24)          -         -
Cashflow
hedging
reserve                -            -         302       302         -            -           -         -
Capital
redemption
reserve              309            -           -       309       309            -           -       309
Other capital
reserve              617            -           -       617       617            -           -       617
Translation
reserve              (58)           -           -       (58)        -          (58)          -       (58)
Retained
earnings           7,983            -      (1,244)    6,739     9,329          201      (1,547)    7,983
-------------       ------        -----      ------    ------     -----        -----      ------     -----
Shareholders'
equity
excluding
minority
interests         15,870            -        (628)   15,242    17,417            -      (1,547)   15,870
-------------       ------        -----      ------    ------     -----        -----      ------     -----
Minority
interests            894            -       2,436     3,330       901            -          (7)      894
-------------       ------        -----      ------    ------     -----        -----      ------     -----
Total
shareholders'
equity            16,764            -       1,808    18,572    18,318            -      (1,554)   16,764
-------------       ------        -----      ------    ------     -----        -----      ------     -----
Total
liabilities
and
shareholders'
equity           538,181            -     177,411   715,592   522,089            -      16,092   538,181
-------------       ------        -----      ------    ------     -----        -----      ------     -----





                          30th June 2004                                   1st January 2004
              ---------------------------------------------   ---------------------------------------------    
              UK GAAP    Reclassify   Remeasure       IFRS       UK GAAP    Reclassify   Remeasure   IFRS
SHAREHOLDERS'    GBPm         GBPm        GBPm        GBPm        GBPm         GBPm        GBPm      GBPm
EQUITY          
---------       --------     --------    --------   --------   --------     --------    --------   --------
                                                                              

Called up
share capital    1,613            -           -      1,613      1,642            -           -      1,642
Share premium
account          5,437            -           -      5,437      5,417            -           -      5,417
Less:
Treasury             
shares               -         (115)          -       (115)         -          (84)          -        (84)
Available for        
sale                 
reserve              -            -           -          -          -            -           -          -
Revaluation
reserve             24          (24)          -          -         24          (24)          -          -
Cashflow            
hedging
reserve              -            -           -          -          -            -           -          -
Capital
redemption
reserve            305            -           -        305        274            -           -        274
Other capital
reserve            617            -           -        617        617            -           -        617
Translation
reserve              -          (43)          -        (43)         -            -           -          -
Retained
earnings         8,938          182      (1,956)     7,164      8,400          108      (1,734)     6,774
---------       --------     --------    --------   --------   --------     --------    --------   --------
Shareholders'
equity
excluding
minority
interests       16,934            -      (1,956)    14,978     16,374            -      (1,734)    14,640
---------       --------     --------    --------   --------   --------     --------    --------   --------
Minority
interests          178            -           -        178        283            -           -        283
---------       --------     --------    --------   --------   --------     --------    --------   --------
Total
shareholders'
equity          17,112            -      (1,956)    15,156     16,657            -      (1,734)    14,923
---------       --------     --------    --------   --------   --------     --------    --------   --------
Total
liabilities
and
shareholders'
equity         497,994            -      14,337    512,331    443,262            -      11,770    455,032
---------       --------     --------    --------   --------   --------     --------    --------   --------







BARCLAYS PLC

Analysis of remeasure column in balance sheet - assets as at 1st January 2005.

                                                     As at 1st January 2005
        ----------------------------------------------------------------------------------------------------------------

        Derivatives,   Netting       Capital         Loan  Effective    Insurance   Derecognition  Other        Total
           financial             instruments   impairment   interest    contracts   and financial           remeasure
         instruments                                                                 liabilities
           and hedge
          accounting
Notes        (n),(o)       (p)           (q)          (r)         (s)         (t)             (u)
ASSETS         GBPm      GBPm          GBPm          GBPm        GBPm        GBPm            GBPm   GBPm         GBPm
------------ ------    ------        ------        ------      ------      ------          ------  ------    ------
                                                                                       

Cash and
balances at
central banks       -         -             -            -           -       1,485               -      -       1,485
Items in the 
course of           
collection from 
other banks         -         -             -            -           -           -               -      -           -
Treasury 
bills and other     
eligible bills      -         -             -            -           -           -               -      -           -
Trading
portfolio
assets             (8)    5,211             -            -           -           -          (4,318)     -         885
Non-trading 
financial
instrument 
fair valued
through profit
and loss:
- held on own
account            25         -             -            -           -       2,342               -      -       2,367
- held in
respect of
linked
liabilities to
customers
under
investment
contracts           -         -             -            -           -      63,124               -      -      63,124
Derivative
financial
instruments       483    75,899             -            -           -           -               -      -      76,382
Loans and
advances to
banks               -     5,602             -           (1)          -           -             299      -       5,900
Loans and
advances to
customers          39    12,957             1          (23)        (16)          -               -      -      12,958
Debt 
securities          -         -             -            -           -           -               -      -           -
Equity 
securities          -         -             -            -           -           -               -      -           -
Available for
sale financial
investments       819         -             -            -           -       1,149               -      -       1,968
Reverse
repurchase
agreements and
cash
collateral on
securities
borrowed            -    20,175             -            -           -           -               -      -      20,175
Other assets     (456)       23             -            -         (54)          -             (21)     -        (508)
Insurance
assets,
including
unit-linked
assets              -         -             -            -           -      (7,579)              -      -      (7,579)
Investments in      
associates 
and joint
ventures            -         -             -            -           -           -               -      -           -
Goodwill            -         -             -            -           -           -               -      -           -
Intangible 
assets              -         -             -            -           -           -               -      -           -
Property, 
plant and           
equipment           -         -             -            -           -           -               -      -           -
Prepayments 
and accrued         
income              -         -             -            -           -           -               -      -           -
Deferred tax
assets             93         -             2            -          62           -              97      -         254
Retail 
life-fund assets    
attributable to 
policyholders       -         -             -            -           -           -               -      -           -
--------------- ------    ------        ------       ------      ------      ------          ------  ------    ------
Total assets      995   119,867             3          (24)         (8)     60,521          (3,943)     -     177,411
--------------- ------    ------        ------       ------      ------      ------          ------  ------    ------







BARCLAYS PLC

Analysis of remeasure column in balance sheet - liabilities as at 
1st January 2005.

                                                     As at 1st January 2005
             -------------------------------------------------------------------------------------------------------
                Deri  Netting       Capital         Loan   Effective   Insurance   Derecognition   Other      Total
            vatives,            instruments   impairment    interest   contracts   and financial          remeasure
               finan                                                                 liabilities
                cial
              instru 
               ments                                                                 
           and hedge
             account
                 ing
Notes        (n),(o)      (p)           (q)          (r)         (s)         (t)             (u)
LIABILITIES    GBPm      GBPm         GBPm         GBPm        GBPm        GBPm            GBPm    GBPm        GBPm
------------- -----    ------       ------       ------     -------      ------          ------   -----  ---------
                                                                                     
Deposits from
banks            76     7,726             -            -           -           -          (1,701)      -      6,101
Items in the
course            
of collection 
due
to other 
banks             -         -             -            -           -           -               -       -          -
Customer
accounts     (1,049)   11,420            49            -           -         514             140       -     11,074
Trading
portfolio
liabilities       -     5,211             -            -           -           -               -       -      5,211
Liabilities to
customers
under
investment
contracts         -         -             -            -           -      64,609               -       -     64,609
Derivative
financial
instruments   1,546    75,313             -            -          77           -              (7)      -     76,929
Debt
securities in
issue            76         -            10            -           3           -          (3,450)      -     (3,361)
Reverse
repurchase
agreements and
cash
collateral on
securities
lent             56    20,175             -            -           -           -               -       -     20,231
Other
liabilities      29        22            (4)           -          49          78           1,316       -      1,490
Accruals and      
deferred income   -         -             -            -           -           -               -       -          -
Current tax       
liabilities       -         -             -            -           -           -               -       -          -
Insurance
contract
liabilities
including
unit-linked
liabilities       -         -             -            -           -      (4,781)              -       -     (4,781)
Subordinated
liabilities:
- Undated loan
capital-non
convertible       7         -        (2,051)           -           5           -               -       -      (2,039)
- Dated loan      -         -             -            -           -           -               -       -           -
capital-
convertible
to preference
shares
- Dated loan
capital-non
convertible     146         -             -            -           3           -               -       -         149
Deferred tax
liabilities       -         -             -            -           -           3               -       -           3
Other
provisions for
liabilities       -         -             -            -           -           -             (13)      -         (13)
Dividend          -         -             -            -           -           -               -       -           -
Retirement 
benefit           
liabilities       -         -             -            -           -           -               -       -           -
Retail-life 
fund              
liabilities to
policyholders     -         -             -            -           -           -               -       -           -
-------------- -----    ------        ------       ------     -------      ------          ------   -----  ---------
Total
liabilities     887   119,867        (1,996)           -         137      60,423          (3,715)      -    175,603
-------------- -----    ------        ------       ------     -------      ------          ------   -----  ---------






BARCLAYS PLC

Analysis of remeasure column in balance sheet - shareholders' equity as at 1st
January 2005.

                                                     As at 1st January 2005
                --------------------------------------------------------------------------------------------------------
              Derivatives,    Netting      Capital         Loan   Effective   Insurance   Derecognition   Other    Total
                 financial             instruments   impairment    interest   contracts   and financial               re
               instruments                                                                  liabilities          measure
                 and hedge
                accounting
Notes              (n),(o)       (p)           (q)          (r)         (s)         (t)             (u)
SHAREHOLDERS' 
EQUITY               GBPm      GBPm          GBPm         GBPm        GBPm        GBPm            GBPm    GBPm     GBPm
---------------     ------    ------        ------       ------      ------      ------          ------  ------   -----
                                                                                          
Called up share          
capital                  -         -             -            -           -           -               -       -       -
Share premium account    -         -             -            -           -           -               -       -       -
Less: Treasury shares    -         -             -            -           -           -               -       -       -
Available for
sale reserve           314         -             -            -           -           -               -       -     314
Revaluation reserve      -         -             -            -           -           -               -       -       -
Cashflow
hedging
reserve                302         -             -            -           -           -               -       -     302
Capital redemption       
reserve                  -         -             -            -           -           -               -       -       -
Other capital reserve    -         -             -            -           -           -               -       -       -
Translation reserve      -         -             -            -           -           -               -       -       -
Retained
earnings              (506)        -          (439)         (24)       (145)         98            (228)      -  (1,244)
---------------     ------    ------        ------       ------      ------      ------          ------  ------   -----
Shareholders'
equity
excluding
minority
interests              110        -          (439)         (24)       (145)         98            (228)      -     (628)
---------------     ------    ------        ------       ------      ------      ------          ------  ------   -----
Minority
interests              (2)        -         2,438            -           -           -               -       -    2,436
---------------     ------    ------        ------       ------      ------      ------          ------  ------   -----
Total
shareholders'
equity                108         -         1,999          (24)       (145)         98            (228)      -    1,808
---------------     ------    ------        ------       ------      ------      ------          ------  ------   -----
Total
liabilities
and
shareholders'
equity                995   119,867             3          (24)         (8)     60,521          (3,943)      -  177,411
---------------     ------    ------        ------       ------      ------      ------          ------  ------   -----






BARCLAYS PLC

Analysis of remeasure column in balance sheet - assets as at 31st December 2004.

                                                     As at 31st December 2004
                --------------------------------------------------------------------------------------------------------
                  Consoli       Life   Goodwill      Share   Pensions   Intangible   Financial    Leasing  Dividends
                   dation  assurance                 based                  assets  guarantees     
                                                  payments                  
Notes                (a)         (b)        (d)        (e)        (f)          (g)          (h)       (i)        (j)
ASSETS              GBPm        GBPm       GBPm       GBPm       GBPm         GBPm        GBPm      GBPm         GBPm
------------------  -------      ------     ------     ------   ------       ------       ------    ------   -------
                                                                                         
Cash and balances       -           -          -          -          -            -            -         -          -
at central banks
Items in the            -           -          -          -          -            -            -         -          -
course of
collection from
other banks
Treasury bills and      -           -          -          -          -            -            -         -          -
other eligible
bills
Trading portfolio       -           -          -          -          -            -            -         -          -
assets
Non-trading
financial
instruments fair
valued through
profit and loss:
- held on own           -           -          -          -          -            -            -         -          -
account
- held in respect       -           -          -          -          -            -            -         -          -
of linked
liabilities to
customers
under investment
contracts
Derivative              -           -          -          -          -            -            -         -          -
financial
instruments
Loans and
advances to
banks               5,376         125          -          -          -            -            -         -          -
Loans and
advances to
customers           8,026           -          -          -          -            -            -      (618)         -
Debt
securities          2,883           -          -          -          -            -            -         -          -
Equity shares        (768)          -          -          -          -            -            -         -          -
Available for sale      -           -          -          -          -            -            -         -          -
financial
investments
Reverse repurchase      -           -          -          -          -            -            -         -          -
agreements and
cash
collateral on
securities
borrowed
Other assets          246        (877)         -          5       (843)         (49)         201         -          -
Insurance
assets,
including
unit-linked
assets                 41         157          -          -          -            -            -         -          -
Investments in
associates and
joint ventures          -           -          7          -          -            -            -         -          -
Goodwill                -           -        223          -          -            -            -         -          -
Intangible
assets                  -           -         71          -          -           68            -         -          -
Property,
plant and
equipment               -           -          -          -          -            -            -       361          -
Prepayments and         -           -          -          -          -            -            -         -          -
accrued income
Deferred tax
assets                536           -          -          -        756            -           12        84          -
Retail life-fund        -           -          -          -          -            -            -         -          -
assets              
attributable to
policyholders
------------------  -------      ------     ------     ------     ------       ------       ------    ------   -------
Total assets        16,340        (595)       301          5        (87)          19          213      (173)         -
------------------  -------      ------     ------     ------     ------       ------       ------    ------   -------




                      As at 31st December 2004
                      ------------------------
                            Other       Total
                                    remeasure
Notes
ASSETS                       GBPm          GBPm
------------------         -------   ---------
                                       
Cash and balances at            -           -
central banks
Items in the course of          -           -
collection from other
banks
Treasury bills and other        -           -
eligible bills
Trading portfolio assets        -           -
Non-trading financial           -           -
instruments fair valued
through profit and loss:
- held on own account           -           -
- held in respect of linked     -           -
liabilities to customers
under investment
contracts
Derivative financial            -           -
instruments
Loans and advances to banks     -       5,501
Loans and advances to          55       7,463
customers
Debt securities                 -       2,883
Equity shares                   1        (767)
Available for sale              -           -
financial investments
Reverse repurchase              -           -
agreements and cash
collateral on securities
borrowed
Other assets                    -      (1,317)
Insurance assets, including     -         198
unit-linked assets
Investments in associates      13          20
and joint ventures
Goodwill                        -         223
Intangible assets               -         139
Property, plant and             -         361
equipment
Prepayments and accrued         -           -
income
Deferred tax assets             -       1,388
Retail life-fund assets         -           -
attributable to
policyholders
------------------         -------   ---------
Total assets                   69      16,092
------------------         -------   ---------






BARCLAYS PLC

Analysis of remeasure column in balance sheet - liabilities as at 31st December 2004.

                                                     As at 31st December 2004
                --------------------------------------------------------------------------------------------------------
               Consoli        Life       Good      Share  Pensions   Intangible    Financial    Leasing      Divi
                dation       assur       will      based                 assets       guaran                dends
                              ance                   pay                                tees
                                                   ments                               
Notes              (a)         (b)        (d)        (e)        (f)          (g)          (h)       (i)       (j)
LIABILITIES       GBPm        GBPm       GBPm       GBPm       GBPm         GBPm         GBPm      GBPm      GBPm
-------------- -------      ------     ------     ------     ------       ------       ------    ------     ------
                                                                                    

Deposits from        -           -          -          -          -            -            -         -          -
banks
Items in the         -           -          -          -          -            -            -         -          -
course of
collection due to
other banks
Customer
accounts          (226)          -          -          -          -            -            -         -          -
Trading portfolio    -           -          -          -          -            -            -         -          -
liabilities
Liabilities to       -           -          -          -          -            -            -         -          -
customers under
investment
contracts
Derivative           -           -          -          -          -            -            -         -          -
financial
instruments
Debt
securities in
issue            16,036           -          -          -          -            -            -         -          -
Repurchase            -           -          -          -          -            -            -         -          -
agreements and
cash collateral on
securities lent
Other
liabilities          90          35          -        (22)         -            -          247        23          -
Accruals and          -           -          -          -          -            -            -         -          -
deferred income
Current tax
liabilities           -          37          -          -          -            -            -         -          -
Insurance
contract
liabilities
including
unit
-linked
liabilities           40         (41)         -          -          -            -            -         -         -
Subordinated
liabilities:
- Undated loan         -           -          -          -          -            -            -         -         -
capital-non
convertible
- Dated loan           -           -          -          -          -            -            -         -         -
capital-
convertible to
preference
shares
Dated loan             -           -          -          -          -            -            -         -          -
capital-non
convertible
Deferred tax
liabilities          536          82          -          -          -            6            -         -          -
Other
provisions for
liabilities           27           -          -          -       (133)           -            -         -          -
Dividend               -           -          -          -          -            -            -         -     (1,011)
Retirement
benefit
liabilities            -           -          -          -      1,865            -            -         -          -
Retail-life fund       -           -          -          -          -            -            -         -          -
liabilities to   
policyholders
----------------- -------      ------     ------     ------     ------       ------       ------    ------     ------
Total
liabilities       16,503         113          -        (22)     1,732            6          247        23     (1,011)
----------------- -------      ------     ------     ------     ------       ------       ------    ------     ------





                      As at 31st December 2004
                      ------------------------

                            Other       Total
                                    remeasure
Notes
LIABILITIES                 GBPm          GBPm
------------------          -----   ---------
                                   

Deposits from banks             -           -
Items in the course of          -           -
collection due to other
banks
Customer accounts               -        (226)
Trading portfolio               -           -
liabilities
Liabilities to customers        -           -
under investment
contracts
Derivative financial            -           -
instruments
Debt securities in issue        -      16,036
Repurchase agreements and       -           -
cash collateral on
securities lent
Other liabilities               -         373
Accruals and deferred           -           -
income
Current tax liabilities         -          37
Insurance contract
liabilities including           -          (1)
unit-linked liabilities
Subordinated liabilities:
- Undated loan capital-non      -           -
convertible
- Dated loan capital-           -           -
convertible to preference
shares
Dated loan capital-non          -           -
convertible
Deferred tax liabilities        -         624
Other provisions for           55         (51)
liabilities
Dividend                        -      (1,011)
Retirement benefit              -       1,865
liabilities
Retail-life fund                -           -
liabilities to
policyholders
------------------          -----   ---------
Total liabilities              55      17,646
------------------          -----   ---------





BARCLAYS PLC

Analysis of remeasure column in balance sheet - shareholders' equity as at
31st December 2004.

                                        As at 31st December 2004
                    -------------------------------------------------------------------------------
                       Consoli   Life   Good   Share   Pensions  Intangible   Finan  Leas     Divi
                        dation  assur   will   based                 assets    cial   ing    dends
                                 ance            pay                         guaran
                                               ments                           tees
Notes                      (a)    (b)    (d)     (e)        (f)          (g)    (h)    (i)     (j)
SHAREHOLDERS' EQUITY      GBPm   GBPm   GBPm    GBPm       GBPm         GBPm   GBPm   GBPm    GBPm
------------------       ------- ------ ------  ------     ------       ------ ------ ------  -----
                                                                     
Called up share              -      -      -       -          -            -      -      -       -
capital
Share premium account        -      -      -       -          -            -      -      -       -
Less: Treasury shares        -      -      -       -          -            -      -      -       -
Available for sale           -      -      -       -          -            -      -      -       -
reserve
Revaluation reserve          -      -      -       -          -            -      -      -       -
Cashflow hedging             -      -      -       -          -            -      -      -       -
reserve
Capital redemption           -      -      -       -          -            -      -      -       -
reserve
Other capital reserve        -      -      -       -          -            -      -      -       -
Translation reserve          -      -      -       -          -            -      -      -       -
Retained
earnings                  (156)  (708)   301      27     (1,819)          13    (34)  (196)  1,011
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
Shareholders'
equity
excluding
minority
interest                  (156)  (708)   301      27     (1,819)          13    (34)  (196)  1,011
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
Minority
interest                    (7)     -      -       -          -            -      -      -       -
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
Total
shareholders'
equity                    (163)  (708)   301      27     (1,819)          13    (34)  (196)  1,011
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
Total
liabilities
and
shareholders'
equity                  16,340   (595)   301       5        (87)          19    213   (173)      -
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------




                   As at 31st December 2004
                      ------------------
                       Other       Total
                               remeasure
Notes
SHAREHOLDERS' EQUITY    GBPm        GBPm
------------------    ------       ------
                                 
Called up share            -           -
capital
Share premium              -           -
account
Less: Treasury             -           -
shares
Available for sale         -           -
reserve
Revaluation reserve        -           -
Cashflow hedging           -           -
reserve
Capital redemption         -           -
reserve
Other capital              -           -
reserve
Translation reserve        -           -
Retained earnings         14      (1,547)
------------------    ------       ------
Shareholders' equity      14      (1,547)
excluding minority
interest
------------------    ------       ------
Minority interest          -          (7)
------------------    ------       ------
Total shareholders'       14      (1,554)
equity
------------------    ------       ------
Total liabilities and     69      16,092
shareholders' equity
------------------    ------       ------




BARCLAYS PLC

Analysis of remeasure column in balance sheet - assets as at 30th June 2004.


                                        As at 30th June 2004
                        ----------------------------------------------------------------------------
                        Consoli  Life   Good   Share   Pensions   Intangible  Finan  Leas     Divi
                         dation assur   will   based                  assets   cial   ing    dends
                                 ance            pay                         guaran
                                               ments                           tees
Notes                      (a)    (b)    (d)     (e)        (f)          (g)    (h)    (i)     (j)
ASSETS                    GBPm   GBPm   GBPm    GBPm       GBPm         GBPm   GBPm   GBPm    GBPm
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
                                                                      
Cash and balances at         -      -      -       -          -            -      -      -       -
central banks
Items in the course of       -      -      -       -          -            -      -      -       -
collection from other
banks
Treasury bills and           -      -      -       -          -            -      -      -       -
other eligible bills
Trading portfolio            -      -      -       -          -            -      -      -       -
assets
Non-trading financial        -      -      -       -          -            -      -      -       -
instruments fair valued
through profit and
loss:
- held on own account        -      -      -       -          -            -      -      -       -
- held in respect of         -      -      -       -          -            -      -      -       -
linked liabilities to
customers
under investment
contracts
Derivative financial         -      -      -       -          -            -      -      -       -
instruments
Loans and
advances to
banks                    6,352      5      -       -          -            -      -      -       -
Loans and
advances to
customers                5,504      -      -       -          -            -      -   (609)      -
Debt
securities               2,453      -      -       -          -            -      -      -       -
Equity shares             (769)     -      -       -          -            -      -      -       -
Available for sale           -      -      -       -          -            -      -      -       -
financial investments
Reverse repurchase           -      -      -       -          -            -      -      -       -
agreements and cash
collateral on
securities borrowed
Other assets               218   (637)     -      (6)      (614)          (8)   157     (6)      -
Insurance
assets,
including
unit-linked
assets                      39    215      -       -          -            -      -      -       -
Investments in
associates and
joint ventures               -      -      3       -          -            -      -      -       -
Goodwill                     -      -    135       -          -            -      -      -       -
Intangible
assets                       -      -     13       -          -           49      -      -       -
Property,
plant and
equipment                    -      -      -       -          -            -      -    362       -
Prepayments and accrued      -      -      -       -          -            -      -      -       -
income
Deferred tax
assets                     553      -      -       -        732            -     14     84       -
Retail life-fund assets      -      -      -       -          -            -      -      -       -
attributable to          
policyholders
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
Total assets            14,350   (417)   151      (6)       118           41    171   (169)      -
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------





                          As at 30th June 2004
                          --------------------
                            Other       Total
                                    remeasure
Notes
ASSETS                       GBPm        GBPm
------------------        -------    --------
                                      
Cash and balances at            -           -
central banks
Items in the course of          -           -
collection from other
banks
Treasury bills and other        -           -
eligible bills
Trading portfolio assets        -           -
Non-trading financial           -           -
instruments fair valued
through profit and loss:
- held on own account           -           -
- held in respect of linked     -           -
liabilities to customers
under investment
contracts
Derivative financial            -           -
instruments
Loans and advances to banks     -       6,357
Loans and advances to          85       4,980
customers
Debt securities                 -       2,453
Equity shares                   3        (766)
Available for sale              -           -
financial investments
Reverse repurchase              -           -
agreements and cash
collateral on securities
borrowed
Other assets                    -        (896)
Insurance assets, including     -         254
unit-linked assets
Investments in associates      10          13
and joint ventures
Goodwill                        -         135
Intangible assets               -          62
Property, plant and             -         362
equipment
Prepayments and accrued         -           -
income
Deferred tax assets             -       1,383
Retail life-fund assets         -           -
attributable to
policyholders
------------------        -------    --------
Total assets                   98      14,337
------------------        -------    --------






BARCLAYS PLC

Analysis of remeasure column in balance sheet - liabilities as at 30th June 2004.

                                          As at 30th June 2004
                       ---------------------------------------------------------------------------
                       Consoli   Life   Good   Share   Pensions   Intangible  Finan  Leas     Divi
                        dation  assur   will   based                  assets   cial   ing    dends
                                 ance            pay                         guaran
                                               ments                           tees
Notes                      (a)    (b)    (d)     (e)        (f)          (g)    (h)    (i)     (j)
LIABILITIES               GBPm   GBPm   GBPm    GBPm       GBPm         GBPm   GBPm   GBPm    GBPm
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
                                                                     
Deposits from banks          -      -      -       -          -            -      -      -       -
Items in the course of       -      -      -       -          -            -      -      -       -
collection due to other
banks
Customer
accounts                   (82)    48      -       -          -            -      -      -       -
Trading portfolio            -      -      -       -          -            -      -      -       -
liabilities
Liabilities to               -      -      -       -          -            -      -      -       -
customers under
investment contracts
Derivative financial         -      -      -       -          -            -      -      -       -
instruments
Debt
securities in
issue                   14,151      -      -       -          -            -      -      -       -
Repurchase agreements        -      -      -       -          -            -      -      -       -
and cash collateral on
securities lent
Other
liabilities               (160)    25      -     (17)         -            -    201     23       -
Accruals and deferred        -      -      -       -          -            -      -      -       -
income
Current tax
liabilities                  -     17      -       -          -            -      -      -       -
Insurance
contract
liabilities
including
unit
-linked
liabilities                 39     (6)     -       -          -            -      -      -       -
Subordinated
liabilities:
- Undated loan               -      -      -       -          -            -      -      -       -
capital-non
convertible
- Dated loan                 -      -      -       -          -            -      -      -       -
capital-convertible to
preference shares
- Dated loan                 -      -      -       -          -            -      -      -       -
capital-non
convertible
Deferred tax
liabilities                566     38      -       -          -           15      -      -       -
Other
provisions for
liabilities                  -      -      -       -       (149)           -      -      -       -
Dividend                     -      -      -       -          -            -      -      -    (529)
Retirement
benefit
liabilities                  -      -      -       -      2,028            -      -      -       -
Retail-life fund             -      -      -       -          -            -      -      -       -
liabilities to           
policyholders
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
Total
liabilities             14,514    122      -     (17)     1,879           15    201     23    (529)
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------




                          As at 30th June 2004
                           ------------------
                            Other       Total
                                    remeasure
Notes
LIABILITIES                  GBPm        GBPm
------------------        -------   ---------
                                     
Deposits from banks             -           -
Items in the course of          -           -
collection due to other
banks
Customer accounts               -         (34)
Trading portfolio               -           -
liabilities
Liabilities to customers        -           -
under investment
contracts
Derivative financial            -           -
instruments
Debt securities in issue        -      14,151
Repurchase agreements and       -           -
cash collateral on
securities lent
Other liabilities               -          72
Accruals and deferred           -           -
income
Current tax liabilities         -          17
Insurance contract
liabilities including           -          33
unit-linked liabilities
Subordinated liabilities:
- Undated loan capital-non      -           -
convertible
- Dated loan                    -           -
capital-convertible to
preference shares
- Dated loan capital-non        -           -
convertible
Deferred tax liabilities        -         619
Other provisions for           85         (64)
liabilities
Dividend                        -        (529)
Retirement benefit              -       2,028
liabilities
Retail-life fund                -           -
liabilities to
policyholders
------------------        -------   ---------
Total liabilities              85      16,293
------------------        -------   ---------






BARCLAYS PLC

Analysis of remeasure column in balance sheet - shareholders' equity as at 30th June 2004.

                                          As at 30th June 2004
                       ---------------------------------------------------------------------------
                       Consoli   Life   Good   Share   Pensions   Intangible  Finan   Leas    Divi
                        dation  assur   will   based                  assets   cial    ing   dends
                                 ance            pay                         guaran
                                               ments                           tees
Notes                      (a)    (b)    (d)     (e)        (f)          (g)    (h)    (i)     (j)
SHAREHOLDERS' EQUITY      GBPm   GBPm   GBPm    GBPm       GBPm         GBPm   GBPm   GBPm    GBPm
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
                                                                     
Called up share              -      -      -       -          -            -      -      -       -
capital
Share premium account        -      -      -       -          -            -      -      -       -
Less: Treasury shares        -      -      -       -          -            -      -      -       -
Available for sale           -      -      -       -          -            -      -      -       -
reserve
Revaluation reserve          -      -      -       -          -            -      -      -       -
Cashflow hedging             -      -      -       -          -            -      -      -       -
reserve
Capital redemption           -      -      -       -          -            -      -      -       -
reserve
Other capital reserve        -      -      -       -          -            -      -      -       -
Translation reserve          -      -      -       -          -            -      -      -       -
Retained
earnings                  (164)  (539)   151      11     (1,761)          26    (30)  (192)    529
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
Shareholders'
equity
excluding
minority
interest                  (164)  (539)   151      11     (1,761)          26    (30)  (192)    529
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
Minority interest            -      -      -       -          -            -      -      -       -
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
Total
shareholders'
equity                    (164)  (539)   151      11     (1,761)          26    (30)  (192)    529
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
Total
liabilities
and
shareholders'
equity                  14,350   (417)   151      (6)       118           41    171   (169)      -
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------





                          As at 30th June 2004
                           ------------------
                            Other       Total
                                    remeasure
Notes
SHAREHOLDERS' EQUITY         GBPm        GBPm
------------------         ------   ---------
                                    
Called up share capital         -           -
Share premium account           -           -
Less: Treasury shares           -           -
Available for sale              -           -
reserve
Revaluation reserve             -           -
Cashflow hedging reserve        -           -
Capital redemption              -           -
reserve
Other capital reserve           -           -
Translation reserve             -           -
Retained earnings              13      (1,956)
------------------         ------   ---------
Shareholders' equity           13      (1,956)
excluding minority interest
------------------         ------   ---------
Minority interest               -           -
------------------         ------   ---------
Total shareholders' equity     13      (1,956)
------------------         ------   ---------
Total liabilities and          98      14,337
shareholders' equity
------------------         ------   ---------




Part 4

BARCLAYS PLC

Analysis of remeasure column in balance sheet - assets as at 1st January 2004.




                                        As at 1st January 2004
                       ----------------------------------------------------------------------------
                        Consoli  Life   Good   Share   Pensions   Intangible  Finan  Leas     Divi
                        dation  assur   will   based                  assets   cial   ing    dends
                                 ance            pay                         guaran
                                               ments                           tees
Notes                      (a)    (b)    (d)     (e)        (f)          (g)    (h)    (i)     (j)
ASSETS                    GBPm   GBPm   GBPm    GBPm       GBPm         GBPm   GBPm   GBPm    GBPm
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
                                                                     
Cash and balances at         -      -      -       -          -            -      -      -       -
central banks
Items in the course of       -      -      -       -          -            -      -      -       -
collection from other
banks
Treasury bills and           -      -      -       -          -            -      -      -       -
other eligible bills
Trading portfolio            -      -      -       -          -            -      -      -       -
assets
Non-trading financial        -      -      -       -          -            -      -      -       -
instruments fair valued
through profit and
loss:
- held on own account        -      -      -       -          -            -      -      -       -
- held in respect of         -      -      -       -          -            -      -      -       -
linked liabilities to
customers
under investment
contracts
Derivative financial         -      -      -       -          -            -      -      -       -
instruments
Loans and
advances to
banks                    5,036     33      -       -          -            -      -      -       -
Loans and
advances to
customers                4,447      -      -       -          -            -      -   (576)      -
Debt
securities               2,503      -      -       -          -            -      -      -       -
Equity shares             (768)     -      -       -          -            -      -      -       -
Available for sale           -      -      -       -          -            -      -      -       -
financial investments
Reverse repurchase           -      -      -       -          -            -      -      -       -
agreements and cash
collateral on
securities borrowed
Other assets               304   (783)     -       -       (588)           -    138      -       -
Insurance
assets,
including
unit-linked
assets                      40    157      -       -          -            -      -      -       -
Investments in               -      -      -       -          -            -      -      -       -
associates and joint
ventures
Goodwill                     -      -    (13)      -          -            -      -      -       -
Intangible
assets                       -      -     14       -          -           50      -      -       -
Property,
plant and
equipment                    -      -      -       -          -            -      -    333       -
Prepayments and accrued      -      -      -       -          -            -      -      -       -
income
Deferred tax
assets                     548      -      -       -        705            -     14     81       -
Retail life-fund assets      -      -      -       -          -            -      -      -       -
attributable to          
policyholders
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
Total assets            12,110   (593)     1       -        117           50    152   (162)      -
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------





                     As at 1st January 2004
                      -------------------
                        Other       Total
                                remeasure
Notes
ASSETS                     GBPm          GBPm
------------------      ------   --------
                                
Cash and balances at        -           -
central banks
Items in the course of      -           -
collection from other
banks
Treasury bills and          -           -
other eligible bills
Trading portfolio           -           -
assets
Non-trading financial       -           -
instruments fair valued
through profit and
loss:
- held on own account       -           -
- held in respect of        -           -
linked liabilities to
customers
under investment
contracts
Derivative financial        -           -
instruments
Loans and advances to       -       5,069
banks
Loans and advances to      82       3,953
customers
Debt securities             -       2,503
Equity shares               3        (765)
Available for sale          -           -
financial investments
Reverse repurchase          -           -
agreements and cash
collateral on
securities borrowed
Other assets                -        (929)
Insurance assets,           -         197
including unit-linked
assets
Investments in             10          10
associates and joint
ventures
Goodwill                    -         (13)
Intangible assets           -          64
Property, plant and         -         333
equipment
Prepayments and accrued     -           -
income
Deferred tax assets         -       1,348
Retail life-fund assets     -           -
attributable to
policyholders
------------------      ------   --------
Total assets               95      11,770
------------------      ------   --------




BARCLAYS PLC

Analysis of remeasure column in balance sheet - liabilities as at 
1st January 2004.


                                        As at 1st January 2004
                       ----------------------------------------------------------------------------
                        Consoli  Life   Good   Share   Pensions   Intangible  Finan  Leas     Divi
                        dation  assur   will   based                  assets   cial   ing    dends
                                 ance            pay                         guaran
                                               ments                           tees
Notes                      (a)    (b)    (d)     (e)        (f)          (g)    (h)    (i)     (j)
LIABILITIES               GBPm   GBPm   GBPm    GBPm       GBPm         GBPm   GBPm   GBPm    GBPm
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
                                                                     
Deposits from banks          -      -      -       -          -            -      -      -       -
Items in the course of       -      -      -       -          -            -      -      -       -
collection due to other
banks
Customer
accounts                   (72)     -      -       -          -            -      -      -       -
Trading portfolio            -      -      -       -          -            -      -      -       -
liabilities
Liabilities to               -      -      -       -          -            -      -      -       -
customers under
investment contracts
Derivative financial         -      -      -       -          -            -      -      -       -
instruments
Debt
securities in
issue                   11,900      -      -       -          -            -      -      -       -
Repurchase agreements        -      -      -       -          -            -      -      -       -
and cash collateral on
securities lent
Other
liabilities               (159)    38      -      (1)         -            -    185     26      (4)
Accruals and deferred        -      -      -       -          -            -      -      -       -
income
Current tax
liabilities                  -     17      -       -          -            -      -      -       -
Insurance
contract
liabilities
including
unit
-linked
liabilities                 40    (94)     -       -          -            -      -      -       -
Subordinated
liabilities:
Undated loan                 -      -      -       -          -            -      -      -       -
capital-non
convertible
- Dated loan capital-        -      -      -       -          -            -      -      -       -
convertible to
preference shares
- Dated loan                 -      -      -       -          -            -      -      -       -
capital-non
convertible
Deferred tax
liabilities                558     38      -       -          -           15      -      -       -
Other
provisions for
liabilities                  -      -      -       -        (71)           -      -      -       -
Dividend                     -      -      -       -          -            -      -      -    (879)
Retirement
benefit
liabilities                  -      -      -       -      1,885            -      -      -       -
Retail-life fund             -      -      -       -          -            -      -      -       -
liabilities to           
policyholders
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
Total
liabilities             12,267     (1)     -      (1)     1,814           15    185     26    (883)
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------





                     As at 1st January 2004
                      -------------------
                        Other       Total
                                remeasure
Notes
LIABILITIES              GBPm        GBPm
------------------    -------    --------
                                    
Deposits from banks         -           -
Items in the course of      -           -
collection due to other
banks
Customer accounts           -         (72)
Trading portfolio           -           -
liabilities
Liabilities to              -           -
customers under
investment contracts
Derivative financial        -           -
instruments
Debt securities in          -      11,900
issue
Repurchase agreements       -           -
and cash collateral on
securities lent
Other liabilities           -          85
Accruals and deferred       -           -
income
Current tax liabilities     -          17
Insurance contract
liabilities including       -         (54)
unit-linked liabilities
Subordinated
liabilities:
Undated loan                -           -
capital-non
convertible
- Dated loan capital-       -           -
convertible to
preference shares
- Dated loan                -           -
capital-non
convertible
Deferred tax                -         611
liabilities
Other provisions for       82          11
liabilities
Dividend                    -        (879)
Retirement benefit          -       1,885
liabilities
Retail-life fund            -           -
liabilities to
policyholders
------------------    -------    --------
Total liabilities          82      13,504
------------------    -------    --------




BARCLAYS PLC

Analysis of remeasure column in balance sheet - shareholders' equity as at 
1st January 2004.



                                        As at 1st January 2004
                       ----------------------------------------------------------------------------
                        Consoli  Life   Good   Share   Pensions   Intangible  Finan  Leas     Divi
                        dation  assur   will   based                  assets   cial   ing    dends
                                 ance            pay                         guaran
                                               ments                           tees
Notes                      (a)    (b)    (d)     (e)        (f)          (g)    (h)    (i)     (j)
SHAREHOLDERS' EQUITY      GBPm   GBPm   GBPm    GBPm       GBPm         GBPm   GBPm   GBPm     GBPm
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
                                                                     
Called up share              -      -      -       -          -            -      -      -       -
capital
Share premium account        -      -      -       -          -            -      -      -       -
Less: Treasury shares        -      -      -       -          -            -      -      -       -
Available for sale           -      -      -       -          -            -      -      -       -
reserve
Revaluation reserve          -      -      -       -          -            -      -      -       -
Cashflow hedging             -      -      -       -          -            -      -      -       -
reserve
Capital redemption           -      -      -       -          -            -      -      -       -
reserve
Other capital reserve        -      -      -       -          -            -      -      -       -
Translation reserve          -      -      -       -          -            -      -      -       -
Retained
earnings                  (157)  (592)     1       1     (1,697)          35    (33)  (188)    883
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
Shareholders'
equity
excluding
minority
interest                  (157)  (592)     1       1     (1,697)          35    (33)  (188)    883
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
Minority interest            -      -      -       -          -            -      -      -       -
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
Total
shareholders'
equity                    (157)  (592)     1       1     (1,697)          35    (33)  (188)    883
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------
Total
liabilities
and
shareholders'
equity                  12,110   (593)     1       -        117           50    152   (162)      -
------------------       ------- ------ ------  ------     ------       ------ ------ ------  ------






                  As at 1st January 2004
                 -----------------------
                       Other       Total
                               remeasure
Notes
SHAREHOLDERS' EQUITY      GBPm          GBPm
------------------  --------   ----------
                                   
Called up share            -           -
capital
Share premium              -           -
account
Less: Treasury             -           -
shares
Available for sale         -           -
reserve
Revaluation reserve        -           -
Cashflow hedging           -           -
reserve
Capital redemption         -           -
reserve
Other capital              -           -
reserve
Translation reserve        -           -
Retained earnings         13      (1,734)
------------------  --------   ----------
Shareholders' equity      13      (1,734)
excluding minority
interest
------------------  --------   ----------
Minority interest          -           -
------------------  --------   ----------
Total shareholders'       13      (1,734)
equity
------------------  --------   ----------
Total liabilities and     95      11,770
shareholders' equity
------------------  --------   ----------







                                    BARCLAYS PLC

    Differences between UK GAAP and IFRS

    The significant differences between the Group's UK accounting policies and
    IFRS accounting policies summarised below.



    UK GAAP                          IFRS
                                       
    (a) Consolidation and presentation
    The Group financial statements   The Group financial statements consolidate
    consolidate the assets,          the assets, liabilities and the profits and
    liabilities and the profits and  losses of subsidiaries using the
    losses of subsidiaries using the acquisition method. A subsidiary is an
    acquisition method. Entities     entity which the Group controls, including
    which do not qualify as          special purpose entities which are in
    subsidiaries but which in        substance controlled by the Group.
    substance give rise to benefits
    that are in essence no different
    from those that would arise were
    the entity a subsidiary, are
    included in the consolidated
    financial statements.

    In accordance with FRS 5,        Linked presentation is not available under
    securitisation transactions      IFRS. Therefore, the gross assets and the
    which qualified are accounted    related funding are presented separately.
    for on the basis of linked
    presentation.

    (b) Life assurance

    In order to reflect the          The retail long-term assurance business is
    different nature of the          consolidated on a line-by-line basis with
    shareholders' and policyholders' assets, liabilities and income and
    interests in the retail          expenditure, whether attributable to
    long-term assurance business,    shareholders or attributable to
    the value of the long-term       policyholders, being included in the lines
    assurance business attributable  that reflect their nature.
    to other shareholders is
    included in Other assets and the
    assets and liabilities
    attributable to policyholders
    are classified under separate
    headings in the consolidated
    balance sheet.

    The value of the shareholders'   In accordance with IFRS from 2005, life
    interest in the retail long-term assurance products are divided into
    assurance fund represents an     investment contracts, which are accounted
    estimate of the net present      for under IAS 39 and insurance contracts,
    value of the profits inherent in which under IFRS 4 continue to be accounted
    the in-force policies, embedded  for under UK GAAP. The life fund is closed
    value accounting. All life       to new business and the volume of contracts
    assurance products are accounted which fall to be accounted for as insurance
    for in the same way; there is no contracts under IFRS is not significant.
    distinction between investment   Therefore, it was considered more
    contracts and insurance          appropriate to change the accounting policy
    contracts.                       for insurance contracts to a Modified
                                     Statutory Solvency Basis. This change will
                                     allow the insurance contracts to be
                                     accounted for on a similar basis to
                                     investment contracts from 2005. This change
                                     in policy applies from 1st January 2004 and
                                     the Modified Statutory Solvency Basis has
                                     been applied to all contracts, whether they
                                     will be classified as insurance contracts
                                     or as investment contracts in 2005.


                                    BARCLAYS PLC

    Differences between UK GAAP and IFRS (continued)

    UK GAAP                               IFRS

    (c) Investments in associated companies and joint ventures

    Investments in associated companies   Investments in associates and joint
    and joint ventures are accounted for  ventures are accounted for using the
    using the equity method where the     equity method where the Group has the
    Group has the ability to exert        ability to exert significant influence
    significant influence and actually    or control jointly. Losses are
    does so. Where incurred, losses are   recognised up to the point where the
    recognised in full.                   investment in the entity or joint
                                          venture has been eliminated, and
                                          subsequent profits only to the extent
                                          that unrecognised cumulative losses
                                          have been made good.

                                          Before using the equity accounting
                                          method, adjustments are made to ensure
                                          that the results of associates and
                                          joint ventures have been prepared
                                          based on Group accounting policies.
                                          The difference between accounts
                                          prepared using UK GAAP policies and
                                          IFRS policies has resulted in a
                                          restatement of the investments in
                                          associates and joint ventures as at
                                          1st January 2004.
    (d) Goodwill

    Goodwill arising on acquisitions of   Goodwill arising on acquisitions of
    subsidiaries and associated companies subsidiaries and associates and joint
    and joint ventures is capitalised and ventures is capitalised and tested
    amortised through the profit and loss annually for impairment.
    account on a straight-line basis over
    its expected economic life.
    Capitalised goodwill is written off
    when judged to be impaired. Prior to
    1998, goodwill arising on the
    acquisition of subsidiaries was
    eliminated directly against
    reserves.
                                          Amounts recognised in the UK GAAP
                                          balance sheet at 1st January 2004 have
                                          been carried forward without
                                          adjustment into the balance sheet
                                          prepared in accordance with IFRS as
                                          deemed cost after being tested for
                                          impairment. Goodwill previously
                                          written off to reserves in accordance
                                          with UK GAAP has not been reinstated
                                          on the balance sheet. Goodwill
                                          amortised under UK GAAP in 2004 has
                                          been written back in the 2004 IFRS
                                          financial statements.


                                    BARCLAYS PLC

    Differences between UK GAAP and IFRS (continued)

    UK GAAP                                IFRS

    (e) Share based payment

    Where shares are purchased, the        An annual charge is made in the
    difference between the purchase price  income statement for share options
    and any contribution made by the       and other share based payments based
    employee is charged to the profit and  on the fair value of options granted
    loss account in the period to which it or shares awarded on the date of the
    relates. Where shares are issued or    grant or award. This charge is spread
    options granted, the charge made to    over the period the employees'
    the profit and loss account is the     services are received, which is the
    difference between the fair value at   vesting period. The fair value of the
    the time the award is made and any     options granted is determined using
    contribution made by the employee. For option pricing models.
    these purposes, fair value is equal to
    intrinsic value.

    (f) Pensions and other post retirement benefits

    Pension costs, based on actuarial      For defined benefit schemes, an
    assumptions, are calculated so as to   actuarial valuation of the scheme
    allocate the cost of providing         obligation and the fair value of the
    benefits over the average remaining    plan assets are made annually and the
    service lives of the employees.        difference between fair value of the
                                           plan assets and the present value of
                                           the defined benefit obligation at the
                                           balance sheet date, together with
                                           adjustments for any unrecognised
                                           actuarial losses and past service
                                           cost is recognised as a liability in
                                           the balance sheet.

                                           Cumulative actuarial gains and losses
                                           in excess of the greater of 10% of
                                           the plan assets or 10% of the
                                           obligations of the plan are
                                           recognised in the income statement
                                           over the remaining average service
                                           lives of the employees of the related
                                           plan, on a straight-line basis.

                                           At 1st January 2004, pension assets
                                           and liabilities have been recognised
                                           in full.


                                    BARCLAYS PLC

    Differences between UK GAAP and IFRS (continued)

    UK GAAP                             IFRS

    (g) Intangible assets other than goodwill

    The Group writes off the cost of    IFRS requires the capitalisation of both
    computer software unless the        external and directly related internal
    software is required to facilitate  costs where the software will result in
    the use of new hardware.            a directly measurable intangible asset.
    Capitalised amounts are included    Amounts capitalised are amortised over
    with the hardware within Fixed      their estimated useful lives. Computer
    assets.                             software is amortised at a rate of
                                        20 - 33% per year.

                                        Where software developed is not integral
                                        to the related hardware, the costs are
                                        classified as an intangible asset.

                                        At 1st January 2004, qualifying amounts
                                        previously written off under UK GAAP
                                        have been recognised as intangible
                                        assets and the 2004 income statement has
                                        been adjusted accordingly.

                                        For acquisitions arising after 1st
                                        January 2004, intangible assets which
                                        are required to be recognised separately
                                        from goodwill in accordance with IFRS 3
                                        have been transferred from goodwill to
                                        intangible assets as at the date of
                                        acquisition.

                                        Intangible assets acquired before 1st
                                        January 2004 have been reclassified from
                                        goodwill to intangible assets.

    (h) Financial guarantees

    Credit related instruments (other   Financial guarantees (other than credit
    than credit derivatives) are        derivatives) are initially recognised in
    treated as contingent liabilities   the financial statements at fair value
    and these are not shown on the      on the date that the guarantee was
    balance sheet unless, and until,    given. Subsequent to initial
    the Group is called upon to make a  recognition, the bank's liabilities
    payment under the instrument. Fees  under such guarantees are measured at
    received for providing these        the higher of the initial measurement,
    instruments are taken to profit     less amortisation calculated to
    over the life of the instrument and recognise in the income statement the
    reflected in fees and commissions   fee income earned over the period, and
    receivable.                         the best estimate of the expenditure
                                        required to settle any financial
                                        obligation arising as a result of the
                                        guarantees at the balance sheet date.



                                    BARCLAYS PLC

    Differences between UK GAAP and IFRS (continued)

    UK GAAP                                IFRS

    (i) Leasing

    Group as Lessor                        Group as Lessor

    Assets leased to customers under       Assets leased to customers under
    agreements which transfer              agreements which transfer
    substantially all the risks and        substantially all the risks and
    rewards of ownership other than legal  rewards of ownership other than legal
    title are classed as finance leases.   title are classed as finance leases.
    All other leases are classified as     All other leases are classified as
    operating leases.                      operating leases.

    Amounts due from lessees under finance Amounts due from lessees under
    leases are recorded as Loans and       finance leases are recorded as Loans
    advances to customers at the amount of and advances to customers at the
    the Group's net investment in the      amount of Group's net investment in
    lease.                                 the lease.

    Finance lease income is recognised so  Finance lease income is recognised so
    as to give a constant periodic rate of as to give a constant rate of return
    return on the net cash investment in   on the net cash investment, without
    the lease taking into account tax      taking account of tax payments and
    payments and receipts associated with  receipts ('the pre tax actuarial
    the lease.                             method').

    Rental income from operating leases is The assets held for operating leases
    recognised on a straight line basis    are included within the Group's
    over the term of the lease unless      property, plant and equipment and
    another systematic basis is more       depreciated over their useful
    appropriate.                           economic lives. Lease income is
                                           recognised on a straight line basis
                                           over the term of the lease unless
                                           another systematic basis is more
                                           appropriate.

    Group as Lessee                        Group as Lessee

    Assets held on finance leases are      Assets held on finance leases are
    capitalised where the lease transfers  capitalised where the lease transfers
    the risks and rewards of ownership to  the risks and rewards of ownership to
    the Group. This is achieved generally  the Group. The conditions for
    where the lease payments, when         capitalisation are the same as UK
    discounted at the rate of interest     GAAP, except that IFRS requires the
    implicit in the lease, constitute      land and buildings elements of leases
    substantially all, generally not less  to be assessed separately to
    than 90%, of the fair value of the     determine whether the buildings
    leased asset at the date of the        element should be capitalised. This
    inception of the lease, and the        has not resulted in any significant
    primary lease term equates to the      change to the classification or
    useful life of the asset. Leases       measurement of assets or liabilities
    related to land and buildings do not   arising from finance leases where the
    qualify for capitalisation, since the  Group is lessee.
    useful life of land is not finite.

    Lease incentives are spread over the   Lease incentives are spread over the
    period to the next rent review.        term of the lease.

    (j) Dividends

    Dividends declared after the period    Dividends are recorded in the period
    end are recorded in the period to      in which they are approved by the
    which they relate.                     Company's shareholders.



                                    BARCLAYS PLC

    Differences between UK GAAP and IFRS (continued)

    UK GAAP                                 IFRS

    (k) Deferred tax

    Deferred tax is provided in full for    Deferred tax is provided in full
    all material timing differences that    based on the concept of temporary
    have not reversed at the balance sheet  differences, including items such as
    date. Provision is not made for         the revaluation of property and the
    specific items which are not expected   unremitted earnings of subsidiaries
    to result in taxable income in the      and associated companies where the
    future, namely gains on the revaluation Group is not able to control their
    of property and the unremitted earnings distribution policies.
    of subsidiary and associated
    companies.

    (l) Other credit risk provisions

    Provision balances for bad and doubtful Provisions raised with respect to
    debts include provisions raised with    undrawn contractually committed
    respect to undrawn contractually        facilities and guarantees (other
    committed facilities and guarantees.    credit risk provisions) are
                                            presented separately from impairment
                                            losses on loans and advances.

                                            In 2004, the other credit risk
                                            provisions have been presented
                                            separately from provision balances
                                            for bad and doubtful debts. However,
                                            the measurement of these provisions
                                            is unchanged from UK GAAP.

    (m) Property, plant and equipment

    Property, plant and equipment is        The carrying value of property,
    carried at either original cost or      plant and equipment included in the
    subsequent valuation, less depreciation UK GAAP balance sheet at 1st January
    calculated on the revalued amount where 2004 has been carried forward into
    applicable. From 1st January 2000,      the IFRS balance sheet without
    following the introduction of FRS 15,   adjustment as deemed cost.
    the revalued book amounts were retained Depreciation is charged in a manner
    without subsequent revaluation subject  consistent with UK GAAP.
    to the requirement to test for
    impairment.

    Depreciation is charged on the cost or
    revalued amounts of freehold and long
    leasehold properties over their
    estimated economic lives.



                                    BARCLAYS PLC

    Differences between UK GAAP and IFRS (continued)

    Effects of the application of IAS 32, IAS 39 and IFRS 4

    The significant differences between the Group's UK GAAP accounting policies
    and IFRS accounting policies applied to the treatment of financial
    instruments and insurance contracts, which have been incorporated into the
    opening balance sheet as at 1st January 2005, are as follows:

    UK GAAP                             IFRS

    (n) Derivatives and hedge accounting

    Derivatives used for hedging        IAS 39 requires all derivatives to be
    purposes are measured on an         recorded at fair value. Provided all
    accruals basis consistent with the  hedge accounting conditions are met and
    assets, liabilities, positions or   the hedging relationship is deemed to be
    future cash flows being hedged. The effective, the derivative may be
    gains and losses on these           designated as a fair value hedge, cash
    instruments (arising from changes   flow hedge or hedge of a net investment
    in fair value) are not recognised   in a foreign operation. The change in
    in the profit and loss account      value of the fair value hedge is
    immediately as they arise. Such     recorded in income along with the change
    gains are either not recognised in  in fair value, relating to the hedged
    the balance sheet or are recognised risk, of the hedged asset or liability.
    and carried forward. When the       The change in value of a cash flow hedge
    hedged transaction occurs, the gain is recorded in equity, to the extent it
    or loss is recognised in the profit is effective and recycled to income as
    and loss account at the same time   the hedged cash flows affect the income
    as the hedged item.                 statement. The change in value of a net
                                        investment hedge is recorded in the
                                        translation reserve to the extent the
                                        hedge is effective and only released to
                                        the income statement when the underlying
                                        investment is sold.

    Derivatives that are not hedge      As at 1st January 2005, all hedging
    accounted are recorded at fair      derivatives have been recognised at fair
    value, with changes in fair value   value and adjustments have been made to
    recorded in the profit and loss     hedged items where fair value hedge
    account.                            accounting will be applied. Hedges have
                                        been designated and documented in
                                        compliance with IFRS and, where
                                        possible, US GAAP with hedge accounting
                                        applied from that date. Where hedges
                                        were in place under UK GAAP that have
                                        not been designated as hedges under
                                        IFRS, adjustments have been made to the
                                        hedged item or equity to reflect the
                                        hedged position as at 31st December
                                        2004.

    Products which contain embedded     Some hybrid contracts contain both a
    derivatives are valued with         derivative and a non-derivative
    reference to the total product      component. In such cases, the derivative
    inclusive of the derivative         component is termed an embedded
    element.                            derivative. Where the economic
                                        characteristics and risks of the
                                        embedded derivative are not closely
                                        related to those of the host contract,
                                        and the host contract itself is not
                                        carried at fair value, the embedded
                                        derivative is bifurcated and reported at
                                        fair value with gains and losses being
                                        recognised in the income statement.

                                    BARCLAYS PLC

    Differences between UK GAAP and IFRS (continued)

    UK GAAP                            IFRS

    (n) Derivatives and hedge accounting (continued)

                                       At 1st January 2005, all embedded
                                       derivatives or the whole contracts
                                       containing embedded derivatives have been
                                       included on the balance sheet at fair
                                       value.

    (o) Classification and measurement of financial instruments

    Financial instruments are          IAS 39 requires all financial assets to
    generally divided into banking     be classified at initial acquisition and
    book, which are carried at cost,   subsequently measured in accordance with
    and trading book, which are        the classification:
    carried at fair value.

    Positions in investment debt       
    securities and investments in
    equity shares are stated at cost
    less provision for diminution in
    value. Investment securities are
    those intended for use on a
    continuing basis by the Group.
                                       Classification     Measurement basis
                                       Held to maturity   Amortised cost less impairment
                                       Loan or receivable Amortised cost less impairment
                                       Available for sale Fair value - gains and losses included in
                                                          shareholders' equity until disposal or
                                                          impairment
                                       Fair value through Fair value - gains and losses included in the income 
                                       profit or loss     statement

                                       In addition, any financial asset may be
                                       designated as fair valued through profit
                                       and loss at initial acquisition.

                                       Financial liabilities are classified as
                                       held for trading or are carried at
                                       amortised cost.

                                       Investment securities and equity shares
                                       are generally classified as available for
                                       sale.

                                       The best evidence of the fair value of a
                                       financial instrument at initial
                                       recognition is the transaction price,
                                       unless the fair value of that instrument
                                       is evidenced by comparison with other
                                       observable current market transactions in
                                       the same instrument or is based on a
                                       valuation technique whose variables
                                       include only data from observable
                                       markets.



                                    BARCLAYS PLC

    Differences between UK GAAP and IFRS (continued)

    UK GAAP                                       IFRS

    (o) Classification and measurement of financial instruments (continued)

                                    At 1st January 2005, financial instruments
                                    have been classified and measured in
                                    accordance with IAS 39. In general,
                                    financial instruments included in the
                                    trading book under UK GAAP have been
                                    classified as held for trading, banking book
                                    loans and receivables have been classified
                                    as loans or receivables and investment
                                    securities have been classified as available
                                    for sale.

                                    In addition, the fair value of certain
                                    trading derivatives has been restated to
                                    eliminate any profits recognised that are
                                    not evidenced by reference to data from
                                    observable markets.
    (p) Netting

    Under FRS 5, items are          Financial assets and liabilities are offset
    aggregated into a single item   and the net amount reported in the balance
    where there is a right to       sheet if, and only if, there is currently a
    insist on net settlement and    legally enforceable right to set off the
    the debit balance matures no    recognised amounts and there is an intention
    later than the credit           to settle on a net basis at all times, or to
    balance.                        realise an asset and settle the liability
                                    simultaneously.

                                    The application of IFRS has resulted in
                                    certain transactions that qualified for
                                    netting under UK GAAP, being presented on a
                                    gross basis from 1st January 2005. The
                                    primary differences include derivative
                                    assets and liabilities subject to master
                                    netting agreements, repurchase contracts and
                                    cash collateral balances.


                                    BARCLAYS PLC

    Differences between UK GAAP and IFRS (continued)

    UK GAAP                                       IFRS

    (q) Capital instruments

    Under FRS 4, capital instruments are Issued financial instruments are
    classified as debt if they contain   classified as liabilities where the
    an obligation, including a           substance of the contractual
    contingent obligation, to transfer   arrangement results in the Group having
    economic benefits to another         a present obligation to either deliver
    party.                               cash or another financial asset to the
                                         holder. In the absence of such an
                                         obligation, the financial instrument is
                                         classified as equity.

                                         The application of IFRS has resulted in
                                         certain funding instruments that were
                                         included in undated loan capital under
                                         UK GAAP being reclassified as equity
                                         from 1st January 2005. Where the
                                         instruments have been reclassified,
                                         they have been remeasured to net
                                         proceeds at the date of issue and the
                                         subsequent foreign currency movements
                                         have been eliminated.
    (r) Loan impairment

    Specific provisions are raised when  Impairment losses are recognised where
    the creditworthiness of a borrower   there is evidence of impairment as a
    has deteriorated such that the       result of one or more loss events that
    recovery of the whole or part of an  have occurred after initial
    outstanding advance is in serious    recognition, and where these events
    doubt. Specific provisions are       have had an impact on the estimated
    generally raised on an individual    future cash flows of the financial
    basis, although specific provisions  asset or portfolio of financial assets.
    may be raised on a portfolio basis   Impairment of loans and receivables is
    for homogeneous assets and where     measured as the difference between the
    statistical techniques are           carrying amount and the present value
    appropriate. General provisions are  of estimated future cash flows
    raised to cover losses which are     discounted at the financial asset's
    judged to be present in loans and    original effective interest rate.
    advances at the balance sheet date,  Impairment is measured individually for
    but which have not been specifically assets that are individually
    identified as such.                  significant and on a collective basis
                                         for portfolios with similar risk
                                         characteristics.

    If collection of interest is         Under IFRS, all impairment allowances
    doubtful, it is credited to a        are calculated in the same manner and
    suspense account and excluded from   there is no distinction between general
    interest income in the profit and    and specific provisions.
    loss account. The suspense account
    in the balance sheet is netted
    against the relevant loan.

                                         The overall change in the total level
                                         of credit impairment is not material.
                                         The application of IFRS has resulted in
                                         re-analysis of UK GAAP general and
                                         specific provisions into IFRS
                                         impairment allowances and the
                                         reallocation of impairment allowances
                                         within the businesses.

                                         Interest on impaired loans is
                                         recognised using the original effective
                                         interest rate, being the rate used to
                                         discount the estimated future cash
                                         flows for the purpose of calculating
                                         impairment.

                                    BARCLAYS PLC

    Differences between UK GAAP and IFRS (continued)

    UK GAAP                                       IFRS

    (s) Effective interest

    Interest is recognised in the      The effective interest method is a method
    income statement as it accrues.    of calculating the amortised cost of a
    Fee income relating to loans and   financial asset or liability (or group of
    advances is recognised so as to    assets and liabilities) and of allocating
    match the cost of providing a      the interest income or interest expense
    continuing service, together with  over the relevant period. The effective
    a reasonable profit margin. Where  interest rate is the rate that exactly
    fees are charged in lieu of        discounts the expected future cash
    interest, it is recognised as      payments or receipts through the expected
    interest receivable on a level     life of the financial instrument, or when
    yield basis over the life of the   appropriate, a shorter period, to the net
    advance. Costs associated with the carrying amount of the instrument. The
    acquisition of financial assets    method results in all fees relating to
    are either spread over the         the origination or settlement of the loan
    anticipated life of the loans or   that are in the nature of interest and
    recognised as incurred, depending  all direct and incremental costs
    on the nature of the cost.         associated with origination being
                                       recognised over the expected life of the
                                       loan. The application of the method has
                                       the effect of recognising income (or
                                       expense) receivable (or payable) on the
                                       instrument evenly in proportion to the
                                       amount outstanding over the period to
                                       maturity or repayment.
    (t) Insurance contracts

    Certain products offered to        From 1st January 2005, life assurance
    institutional pension funds are    products are divided into investment
    accounted for as investment        contracts and insurance contracts.
    products when the substance of the Investment contracts are accounted for
    investment is that of managed      under IAS 39 and insurance contracts are
    funds. The assets and related      accounted for under the Modified
    liabilities are excluded from the  Statutory Solvency Basis. The income and
    consolidated balance sheet in      expense and assets and liabilities that
    order to reflect this substance.   arise on the investment contracts are
                                       presented separately from those arising
                                       under insurance contracts.

                                       Where the legal form of the asset
                                       management products offered to
                                       institutional pension funds is an
                                       insurance contract, the assets and
                                       corresponding liabilities associated with
                                       these products are recorded on the
                                       balance sheet as investment contracts.



                                    BARCLAYS PLC

    Differences between UK GAAP and IFRS (continued)

    UK GAAP                                       IFRS

    (u) Derecognition and financial liabilities

    Under FRS 5, a liability is    A financial liability is extinguished when
    derecognised if an entity's    and only when the obligation is discharged,
    obligation to transfer         cancelled or expires. A financial asset can
    economic benefits is           be removed from the balance sheet only where
    satisfied, removed or is no    the derecognition conditions have been met,
    longer likely to occur.        including a requirement to continue to
                                   recognise financial assets only to the extent
                                   of any continuing involvement in them after
                                   the transfer.

                                   The application of IFRS has resulted in
                                   certain customer accounts being remeasured as
                                   at 1st January 2005 to reflect the entire
                                   legal obligation. In addition, certain
                                   customer loyalty provisions, which meet the
                                   definition of financial liabilities, have
                                   been re-classified from provisions to
                                   financial liabilities and re-measured
                                   accordingly.

                                   Certain securitisation structures that
                                   qualified for linked presentation under UK
                                   GAAP in 2004, and which were presented on a
                                   gross basis under IFRS in 2004, qualified for
                                   derecognition on a 'continuing involvement'
                                   basis under IFRS from 1st January 2005 and
                                   have been substantially removed from the
                                   balance sheet from that date.



                                    BARCLAYS PLC

                                 OTHER INFORMATION

    Registered office
    54 Lombard Street, London, EC3P 3AH, England, United Kingdom. Tel: +44 (0)20
    7699 5000.
    Company number: 48839.

    With effect from 31st May 2005, the registered office will move to:
    1 Churchill Place, London, E14 5HP, England, United Kingdom. Tel: +44 (0)20
    7116 1000.

    Website
    www.barclays.com

    Registrar
    The Registrar to Barclays PLC, The Causeway, Worthing BN99 6DA. Tel: + 44
    (0) 870 609 4535.

    Listing
    The principal trading market for Barclays PLC ordinary shares is the London
    Stock Exchange. Ordinary shares are also listed on the New York Stock
    Exchange and the Tokyo Stock Exchange. Trading on the New York Stock
    Exchange is in the form of ADSs under the ticker symbol 'BCS'. Each ADS
    represents four ordinary shares of 25p each and is evidenced by an ADR. The
    ADR depositary is The Bank of New York whose international telephone number
    is +1-610-382-7836, whose domestic telephone number is 1-888-BNY-ADRS and
    whose address is The Bank of New York, Investor Relations, PO Box 11258,
    Church Street Station, New York, NY 10286-1258.

    Filings with the SEC
    Statutory accounts for the year ended 31st December 2004, which also include
    certain information required for the joint Annual Report on Form 20-F of
    Barclays PLC and Barclays Bank PLC to the US Securities and Exchange
    Commission (SEC), can be obtained from Corporate Communications, Barclays
    Bank PLC, 200 Park Avenue, New York, NY 10166 or from the Head of Investor
    Relations at Barclays registered office address, shown above. Copies of the
    Form 20-F are also available from the Barclays Investor Relations' website
    (details below) and from the SEC's website (www.sec.gov).

    For further information please contact:

    Investor Relations                  Media Relations
    Mark Merson/James S Johnson         Pam Horrell/Jo Thethi
    +44 (0) 20 7116 5752/2927           +44 (0) 20 7116 6132/6217

    More information on Barclays can be found on our website at the following
    address:www.investorrelations.barclays.co.uk