Chairman's Statement, etc.

Barclays PLC
26 April 2000



                 BARCLAYS PLC ANNUAL GENERAL MEETING
                      STATEMENT BY THE CHAIRMAN

1999 was quite a year. It was certainly a good one for Barclays. It started
with the launch of the Euro and ended with Year 2000; both involved huge
projects, which were successfully managed by the Group. Profit before tax at
£2.46 billion was 30% up on the previous year. Earnings per share were 117.5
pence and our post tax return on equity was 21.2% - up among the leaders in
financial services both in the UK and worldwide.  We spent more than £700
million investing to develop our business. 

You, our shareholders, benefited from an increased dividend for the year. At 
50 pence, it was up from 43 pence for the previous year. The share price
increased from just under £14 to just under £18. In turbulent markets this
year its relative performance against our peers has been good. Shares with our
dividend record and cover, with proven earning ability will do well in the
long term whatever the frothy fashion of the moment.  

At the start of the year, I committed us to contain our costs and, more
importantly, to grow our income through innovative products and competitive
marketing embracing new methods of delivery. We delivered on these promises.
We did so because it was the right way to run our business. But we cannot ever
forget that failure to meet the highest standards of delivery and cost will
inevitably result in someone else offering to do it for us. We have seen
plenty of examples of this in the UK over the past year - not least Nat West,
whose headquarters is now in Edinburgh.

The world is harsh. Over half of the domestic deposits in the UK are in the
hands of 537 foreign banks. Nowhere in the world can we escape the icy breath
of global competition. And, of course, competitors target our most vulnerable
and valuable areas. We do the same to them. We have to stay ahead of the
competition, and it is good for our customers that we do so. This produces
better quality at a better price. But it does limit our ability to maintain
old services in old ways - and not just in the UK.  We have one brand and one
business in more than 60 countries around the world. It has to represent value
for money.

To survive in the new world, businesses have to attract the very best
management. Barclays 74,000 employees throughout the world deserve good
leadership. So do our millions of customers - 13 million in the UK and many
more worldwide. I am therefore delighted that we succeeded in attracting Matt
Barrett, a banker all his working life. Matt took over the reins as Chief
Executive in October last year. Since then he has lifted our sights to the big
prizes ahead. In a few moments I will ask him to outline his vision of the
future.

While on the subject, could I just remind you that Barclays takes talent from
all over the world - it would be surprising if we didn't, given that we bank
in so many countries. So we need pay levels and pay structures which support
this diversity. 

The forces that are bringing change affect much more than banking. There are
two key things affecting all our lives.  Firstly, technological advance both
reduces costs and opens new horizons. Secondly, and of equal importance,
increasing wealth produces demands for greater sophistication and more choice
than can always be provided locally.
 
To take an example from the United Kingdom - in 1972 only 42% of UK homes had
a telephone compared to 94% today. One million of our customers are now
choosing to do their banking with us over the telephone. Two years ago
Barclays had no Internet banking service. Today over three quarters of a
million of our customers bank over the Internet, of which 1 in 7 are over 50
years old. We have 800 customers over 85 years old using Internet banking, and
more than 150 who are over 90 years old! We are recruiting 4,000 customers a
day, making Barclays the UK's biggest Internet bank.

So far as wealth is concerned - again in the UK - in 1966 household net
financial assets (including pension funds) was about £542 billion (at today's
prices), and less than half the population had bank accounts. Today, household
net financial assets have risen to £2.25 trillion, and 94% of the UK
population has a bank account. 

Not surprisingly this has had an impact on some local communities. Hospitals,
shops, pubs, doctors' surgeries, chemists, police stations and churches have
closed or changed their delivery, often being replaced by larger more
efficient outlets at some distance. The banks are following this trend, but
certainly not leading it.

The arrangements we have announced with the Post Office will give access to
banking facilities for those of our customers who are most affected by the
recent closures. Furthermore it will give our customers access to banking
services through 15,500 new sites, in addition to over 25,000 cash machines,
Internet and telephone banking and our extensive branch network.

And now a word about regulation. There is certainly a lot of it about. The
Financial Services and Markets Bill is fighting its way through Parliament.
Don Cruickshank has published his review of the Banking Industry in the UK: as
a result small and medium business banking is being investigated by the
Competition Commission. We believe our record here is good, so we approach
this review with confidence. Our offshore centres are likely to be subject to
new rules originating from OECD, the European Union and the United Nations.
Indeed new rules arrive daily from some 150 regulatory bodies which we deal
with around the world. We aim for the highest standards of compliance. But it
is a sobering thought that none of this adds anything to the safety of
Barclays as a place to put deposits.

With my new role as Chairman has come one great benefit. I am able to devote
more time to Barclays community programmes, which are a source of considerable
pleasure. Our community support last year totalled over £20 million. If our
profits grow our community support will grow in line. The focus of our support
is in education, the arts, the environment, people with disabilities and the
disadvantaged. I am proud that we are one of the UK's top five corporate
contributors, but I am most proud of our employees' enthusiastic and active
support of their local communities. In 1999 our staff raised a record total of
£8.2 million, with the help of our matched funding, in a pound for pound
scheme. A global scheme, these programmes help some of the poorest people in
the world.

I hope that all shareholders will join me in thanking our staff for their
skill and dedication. The last few weeks have not been easy in the UK or
indeed in other locations such as Zimbabwe. It is a great compliment to them
that the business continues to forge ahead. 

Indeed, I am pleased to be able to tell you that the progress we made in 1999
has continued this year. All of the Group's major businesses have performed
well in the first quarter.



                 BARCLAYS PLC ANNUAL GENERAL MEETING
               STATEMENT BY THE GROUP CHIEF EXECUTIVE


It is a great pleasure for me to attend this, my first Barclays Annual General
Meeting as CEO.  I am grateful for the opportunity to lead this fine
institution into the next stages of its history. In partnership with all my
colleagues I feel, keenly, the obligation to do the best job I can.

With a strong 1999 behind us, we are motivated to do even better in the
future.  In February I reported publicly on our Strategic Plan with an
emphasis on financial outcomes.  This morning, I want to discuss how our
strategy is designed to meet the needs of all the constituencies that have a
real stake in our success.  

Note that I say all our constituencies.  Given the role of banks in society,
successful strategy must strike a proper balance in advancing the interests of
shareholders, customers, employees, and the community at large, while
discharging our duty for the safety of other people's money, and respecting
the national interest itself.  Such a dynamic and ever-changing balance lies
at the very core of our values.

There is a virtuous circle created when all stakeholder interests are
harmonized.  In great companies, motivated staff provide excellent service to
satisfied customers and communities and shareholders benefit as a result.  Of
course the reverse is also true.  So we will always make decisions with all
stakeholders in mind.  

You might well ask how the recently announced, unpopular, branch closures fits
within this framework.  I hope the answer will be clear in the review of our
overall approach and context that follows, and understood, at least, if never
welcomed by those inconvenienced.

But first let me acknowledge that our execution and communication of this
decision leaves a lot of room for improvement.  The lesson here is clear. 
Whenever we make difficult choices - and there will be many in the years ahead
at a time of unavoidable change in the economy generally - there must be no
doubt in the minds of the people affected by our actions, that we have gone
the extra mile to minimise inconvenience or hardship.  Clearly, in this
instance, we did not eliminate that doubt.  You have my commitment that we
will do better in the future.  

An important way we must improve is in the way we communicate our reasoning to
all stakeholders.  We owe them the overall context of our decisions and a
clear understanding of how our actions are consistent with delivering greater
benefits to each group.

The balance of my remarks this morning are devoted to beginning that process.

The word that best describes our strategy is transformation.  We live in a
world that is undergoing profound change as technology, globalisation, and
intensifying competition places greater power in the hands of consumers and
new challenges on the shoulders of producers.

At Barclays, we intend to meet the challenge by embracing the potential that
this transformation offers to be a positive force to deliver better service to
customers, improved careers for employees and enhanced returns for
shareholders.

Customer Strategy  

Let me begin with how this transformation will benefit customers.  There has
been a great deal of focus recently on the transformation of our distribution
and access channels - e-enablement, improved telephone banking, the reshaping
and renewal of our branch network.  That is, of course, only one piece of the
puzzle, but it is vitally important.  Increasingly customers demand the right
to access their banking services at a time, place and method of their
choosing, not ours.  The old reality of 'bankers' hours' doesn't cut it
anymore.

But clearly, superb distribution is not enough in and of itself. Our strategy
incorporates nothing less than a complete overhaul of everything we do for
customers to achieve noticeable superiority in service quality, range and
value proposition. For competitive reasons I won't be exhaustive on our plans
here.  But as our plans unfold, I will say you can expect to see:

-  Increased customisation of our offering to individuals and businesses,     
     demonstrating that no one who banks with us is a faceless number;
-  Significant improvement in the range and quality of products, product      
     features and business models - particularly, but not exclusively, in the 
       areas of mortgages, long term savings and investments, financial
   planning, and advisory services;
-  Highly competitive value propositions in everything we offer, and in  
   particular greater appreciation and rewards for customers who favour us  
   with more of their business and/or who are clients of long standing;     
-  Improved convenience and access channels to simplify customers' lives in 
   their dealings with us by extending our leadership in internet offerings
   for customers, greatly improving our telephone banking, and providing a
   better shopping experience in our branches, and in face-to-face dealings
   with our personnel;
-  Increased transparency and information for customers to assist them in 
   making informed decisions and choices.

This is not mere rhetoric: We have earmarked investments totalling close to
£500 million to this effort over the next four years.  You can expect to see
visible progress in 2000.  

Employee Strategy

In a service industry such as ours, high customer satisfaction levels are only
achieved by having a thoroughly competent, highly committed and productive
workforce.

In my first 6 months in the job, I have had the opportunity to meet with about
10,000 employees in all regions of the UK.  Their commitment to customers is
striking, and so is their desire to do even better.  Together with my senior
colleagues I am determined to deliver the environment that will unleash this
enormous store of goodwill.  And we will.  Our objective is to be nothing less
than the employer of choice in our industry.

To achieve that aim we will overhaul our human resources policies and
programmes.  We will implement more progressive performance related pay
policies for all levels.  We will significantly increase our investment in
training and education to better equip our people to meet the waves of change
and combat the danger of obsolescence.
 
And in that regard, Barclays will continue its industry leading efforts to
help employees manage inevitable change.  Only yesterday we signed an
agreement with UNIFI, the banking union, on 'Principles of Partnership' which
clearly define the roles and responsibilities of both management and the union
in handling the transformation of many major areas of our business.  

Finally, I am committed to creating a culture at Barclays where there is
absolutely equal chance for responsibility and promotion.  That means that
there will be no artificial barriers and no glass ceilings, so that the best
and brightest will find the opportunities they deserve.   

Merit and merit alone will be the determinant of advancement.  That is not
only the morally correct thing to do, it is the smart thing to do.  Why any
organisation would want to shut itself off from any talent pool in today's
fiercely competitive world is a mystery to me.  

Work has already begun to set up three task forces on the advancement of
women, minorities and the disabled, whose objective will be to ensure that in
coming years the face of Barclays mirrors the communities it serves and that
the leadership of Barclays mirrors the faces of its employees.  

Community Strategy  

As Sir Peter pointed out just now, Barclays has a record of community
involvement and support in which we take great pride.  We do not see it as
something bolted on to the business as an afterthought, but as a defining
value.  

Thus, in addition to being one of the largest UK corporate financial
contributors to community activities, we actively encourage our employees to
give their time and effort to local charities, urban regeneration,
fund-raising and all forms of volunteering.  We are proud of their efforts and
not a little humbled by them.

But when we talk of community strategy, these activities are only one element.
 It is, of course, a practical impossibility to be all things to all people,
in all products, in all markets.  Nonetheless, we are already one of the few
financial institutions in the UK that serves virtually every socio-economic
segment of our society - from individuals to small business to medium-sized
enterprises to large national and multi-national corporations, to governments.
 

We also have one of the largest domestic networks in the world, which provides
enormous opportunity for customisation of the bank to local needs.  We will
continue to reshape our distribution in response to changing customer buying
behaviour, changing community dynamics, and changing technology.  As I pledged
at the start, we will improve our communication and execution of that effort.

More fundamentally, however, we are shifting our focus away from a stovepipe
strategy that concentrates on single delivery methods or single branches to an
integrated community banking strategy.  In simple terms that means that our
managers on the ground will look at their areas as integrated businesses,
allowing us to shape activities and direct resources as appropriate for the
particular needs unique to each community.  The scale benefits of a big bank
with the intimacy of a small local bank is a powerful combination and our
goal.

I have said before that the very technologies that offer customers greater
freedom and choice on the one hand but cause inevitable dislocations on the
other, will ultimately provide the solution for remote and sparsely populated
areas.  In time, they will allow us to provide services to people wherever
they are.  We believe that this shift in focus will allow us to bring forward
that day by allowing a more creative application of our resources to diverse
communities.

Shareholders

This multi-faceted transformation of Barclays will benefit customers, our
employees and the communities in which we all live.  It will also benefit you,
our shareholders, for whom our goal is as simple as it is ambitious.  We
intend to double economic profit every four years, that is, the profit that
exceeds the cost of the capital employed to generate it. Achieving that goal
should place Barclays in the top quartile of value-creating companies
world-wide.  This should translate, all other things remaining equal, of
course, in a doubling of the value of Barclays shares every four years.  This
means that by the end of 2003 we would create nearly £27 billion of additional
value for our shareholders.

Execution is of course the key.  I have outlined our plans for customers,
communities and employees.

Clearly, central to everything is the need for productivity improvements. 
This is an area where we must continue to do better, notwithstanding our
impressive results in 1999.  At a time when we face explosive growth in
competition, from domestic as well as foreign rivals, there can be no let up
in this effort.  

Banks that hold their own with the world's best are in the national interest
as well.  If we in the UK want to have 'national champions' able to compete at
home and abroad, our productivity must keep pace with our rivals around the
globe.  Barclays aspires to be such a national champion.  We will achieve
world-class standards of productivity by growing our business, controlling our
costs and exercising focus and selectivity in everything we do.  

On the cost control front we made a good start in 1999.  We will continue to
reduce administrative and support overheads, eliminating duplication and
consolidating functional activities.  Our integrated technology strategy will
also enable us to achieve big savings while offering our customers greater
convenience and choice.

We will also continuously evaluate our businesses and markets within the
value-based management framework, with an eye to focusing resources where we
can achieve excellence for customers while meeting our objective of doubling
economic profit over the next four years.  

We believe our shareholders deserve no less.

And if you will allow me a digression, I would like to make it plain that our
shareholders are neither a bloodless abstraction nor a collection of
plutocrats in striped trousers.  The reality today is that many, many millions
of men and women from just about every walk of life are the stakeholders of
Barclays.  In this age of Pension Fund Capitalism, a majority of them hold
their shares through pension funds or unit trusts.  But however they
participate, Barclays success will help bring them independence, security and
peace of mind.  In my view, these intangible but very real things are our
greatest single contribution to the common good.

I would like to end with a summary of the values that are the scaffolding for
the strategy I have outlined today.  

First comes accountability.  We are answerable to all our stakeholders for our
actions, especially but not solely for the money they entrust to our care.  

Next comes humanity. Everyone we deal with must always be treated with dignity
and respect.  There are no unimportant people.  

Our value of philanthropy means that we nourish the communities we serve and
from which we ultimately hold our franchise to do business. 

Perhaps most fundamentally, we owe all our stakeholders the sense of balance I
mentioned at the outset of these remarks.  Balance underlies all sound and
productive judgments.  In one sense this is something we do every day in
banking, every time we decide to lend or not to lend, to invest or not to
invest. 

Accountability.  Humanity.  Philanthropy.  And Balance. These are the four
values on which we are building.  None of them is at all new.  Indeed in
different guises they are as old as Barclays itself.  Today, however, they are
more relevant than ever.  As we work to reach our ambitious corporate goals,
you have my word that they will be present in everything we do.