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                                    FORM T-1

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                            STATEMENT OF ELIGIBILITY

                   UNDER THE TRUST INDENTURE ACT OF 1939 OF A

                    CORPORATION DESIGNATED TO ACT AS TRUSTEE

                      CHECK IF AN APPLICATION TO DETERMINE

                      ELIGIBILITY OF A TRUSTEE PURSUANT TO

                             SECTION 305(b)(2) |_|

                              THE BANK OF NEW YORK

               (Exact name of trustee as specified in its charter)

New York                                                  13-5160382
(State of incorporation                                   (I.R.S. employer
if not a U.S. national bank)                              identification no.)

One Wall Street, New York, N.Y.                           10286
(Address of principal executive offices)                  (Zip code)
                                  -------------
                      Gracechurch Card Funding (No. 1) PLC

               (Exact name of obligor as specified in its charter)

England and Wales                                         None
(State or other jurisdiction of                           (I.R.S. employer
incorporation or organization)                            identification no.)

200 Aldersgate Street
London EC1A 4JJ
United Kingdom

(Address of principal executive offices)                  (Zip code)

                             Barclayoard Funding PLC

               (Exact name of obligor as specified in its charter)

England and Wales                                         None
(State or other jurisdiction of                           (I.R.S. employer
incorporation or organization)                            identification no.)

54 Lombard Street
London EC3P 3AH
United Kingdom

(Address of principal executive offices)                  (Zip code)

                                  -------------
                   Floating Rate Asset-Backed Notes, Class A3

                       (Title of the indenture securities)

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1. General information.  Furnish the following information as to the Trustee:

        (a) Name and address of each examining or supervising authority to which
it is subject.

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                  Name                                        Address

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        Superintendent of Banks of           2 Rector Street, New York,
         the State of New York               N.Y.  10006, and Albany, N.Y. 12203

        Federal Reserve Bank of New York     33 Liberty Plaza, New York,
                                             N.Y.  10045

        Federal Deposit Insurance Corporation Washington, D.C.  20429

        New York Clearing House Association   New York, New York   10005

        (b) Whether it is authorized to exercise corporate trust powers.

        Yes.

2.      Affiliations with Obligor.

        If the  obligor  is an  affiliate  of the  trustee,  describe  each such
        affiliation.

        None.

16.     List of Exhibits.

        Exhibits  identified in parentheses  below, on file with the Commission,
        are incorporated  herein by reference as an exhibit hereto,  pursuant to
        Rule  7a-29  under the Trust  Indenture  Act of 1939 (the  "Act") and 17
        C.F.R. 229.10(d).

        1.     A copy of the  Organization  Certificate  of The Bank of New York
               (formerly Irving Trust Company) as now in effect,  which contains
               the  authority  to  commence  business  and a grant of  powers to
               exercise corporate trust powers. (Exhibit 1 to Amendment No. 1 to
               Form T-1 filed with Registration Statement No. 33-6215,  Exhibits
               1a and 1b to Form  T-1  filed  with  Registration  Statement  No.
               33-21672  and  Exhibit  1 to Form  T-1  filed  with  Registration
               Statement No. 33-29637.)

        4.     A copy of the existing By-laws of the Trustee. (Exhibit 4 to Form
               T-1 filed with Registration Statement No. 33-31019.)

        6.     The consent of the Trustee required by Section 321(b) of the Act.
               (Exhibit 6 to Form T-1 filed with Registration Statement No.
               33-44051.)

        7.     A copy of the latest report of condition of the Trustee published
               pursuant to law or to the requirements of its supervising or
               examining authority.



                                    SIGNATURE

        Pursuant to the  requirements  of the Act, the Trustee,  The Bank of New
York, a corporation  organized  and existing  under the laws of the State of New
York,  has duly caused this  statement of eligibility to be signed on its behalf
by the undersigned,  thereunto duly authorized, all in The City of New York, and
State of New York, on the 19th day of October, 1999.

                                                 THE BANK OF NEW YORK
                                                 By:       /s/  JANIE J. KIM
                                                 -------------------------------
                                                 Name:    JANIE J. KIM
                                                 Title:      ASSISTANT TREASURER


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                       Consolidated Report of Condition of

                              THE BANK OF NEW YORK

                    of One Wall Street, New York, N.Y. 10286
                     And Foreign and Domestic Subsidiaries,

a member of the Federal Reserve System,  at the close of business June 30, 1999,
published  in  accordance  with a call made by the Federal  Reserve Bank of this
District pursuant to the provisions of the Federal Reserve Act.

                                                          Dollar Amounts
ASSETS                                                      In Thousands
Cash and balances due from depository institutions:
   Noninterest-bearing balances and currency and coin..       $5,597,807
   Interest-bearing balances...........................        4,075,775
Securities:
   Held-to-maturity securities.........................          785,167
   Available-for-sale securities.......................        4,159,891
Federal funds sold and Securities purchased under
   agreements to resell................................        2,476,963
Loans and lease financing receivables:
   Loans and leases, net of unearned
     income...............38,028,772
   LESS: Allowance for loan and
     lease losses............568,617
   LESS: Allocated transfer risk
     reserve........................16,352
   Loans and leases, net of unearned income,
     allowance, and reserve............................       37,443,803
Trading Assets.........................................        1,563,671
Premises and fixed assets (including capitalized
   leases).............................................          683,587
Other real estate owned................................           10,995
Investments in unconsolidated subsidiaries and
   associated companies................................          184,661
Customers' liability to this bank on acceptances
   outstanding.........................................          812,015
Intangible assets......................................        1,135,572
Other assets...........................................        5,607,019
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Total assets...........................................      $64,536,926
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LIABILITIES
Deposits:
   In domestic offices.................................      $26,488,980
   Noninterest-bearing.......................10,626,811
   Interest-bearing..........................15,862,169
   In foreign offices, Edge and Agreement
     subsidiaries, and IBFs............................       20,655,414
   Noninterest-bearing..........................156,471
   Interest-bearing..........................20,498,943
Federal funds purchased and Securities sold under
   agreements to repurchase............................        3,729,439
Demand notes issued to the U.S.Treasury................          257,860
Trading liabilities....................................        1,987,450
Other borrowed money:
   With remaining maturity of one year or less.........          496,235
   With remaining maturity of more than one year
     through three years...............................              465
   With remaining maturity of more than three years....           31,080
Bank's liability on acceptances executed and
   outstanding.........................................          822,455
Subordinated notes and debentures......................        1,308,000
Other liabilities......................................        2,846,649
Total liabilities......................................       58,624,027
EQUITY CAPITAL
Common stock...........................................        1,135,284
Surplus................................................          815,314
Undivided profits and capital reserves.................        4,001,767
Net unrealized holding gains (losses) on
   available-for-sale securities.......................      (    7,956)
Cumulative foreign currency translation adjustments...
                                                             (   31,510)
Total equity capital...................................        5,912,899
                                                             -----------
Total liabilities and equity capital...................      $64,536,926
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     I, Thomas J. Mastro, Senior Vice President and Comptroller of the
above-named bank do hereby declare that this Report of Condition has been
prepared in conformance with the instructions issued by the Board of Governors
of the Federal Reserve System and is true to the best of my knowledge and
belief.

                                                 Thomas J. Mastro

     We, the undersigned directors, attest to the correctness of this Report of
Condition and declare that it has been examined by us and to the best of our
knowledge and belief has been prepared in conformance with the instructions
issued by the Board of Governors of the Federal  Reserve  System and is true and
correct.

Thomas A. Reyni
Alan R. Griffith                        Directors
Gerald L. Hassell
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