UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K



(Mark One)

|x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934    
|- | ----------------------------------------------------------------------------------------
|  | For the fiscal year ended: December 31, 2018                                            
|  | or                                                                                      
| ̈ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|  | For Transition period _______________                                                   



Commission File Number of issuing entity:
333-182087-01, 333-197848, 333-200980, 333-205943, 333-228394Central Index Key Number of issuing entity: 0001552111

BARCLAYS DRYROCK ISSUANCE TRUST

(Exact Name of Issuing Entity as Specified
in Its Charter)(Issuer of the Notes)

Central Index Key Number of depositor: 0001551964

BARCLAYS DRYROCK FUNDING LLC

(Exact Name of Depositor as Specified
in Its Charter)

Central Index Key Number of sponsor: 0001551423

BARCLAYS BANK DELAWARE

(Exact Name of Sponsor as Specified
in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporationor Organization of the Issuing Entity)

c/o Wilmington Trust, National AssociationRodney Square North1100 North Market StreetWilmington, DE 19890

(Address of Principal Executive Officesof Issuing Entity)

(302) 651-1000

(Telephone number, including area code)

30-6324196

(I.R.S. Employer Identification No.)







Not Applicable
(Former name, former address, if changed since last report)








Securities registered pursuant to Section 12(b) of the
Act:	 None

Securities registered pursuant to Section 12(g) of the
Act:	 None

Indicate by check mark if the registrant is a well-known
seasoned issuer, as defined in Rule 405 of the Securities Act.	 [_] Yes	[X] No

Indicate by check mark if the registrant is not required
to file reports pursuant to Section 13 or Section 15(d) of the Act.	[_] Yes	[X] No

Indicate by check mark whether the registrant (1) has
filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
	[X] Yes	[_] No

Indicate by check mark whether the registrant has submitted
electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). 	[X]
Yes	[_] No

Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K (§ 232.405 of this chapter) is not contained herein, and will not be contained,
to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III
of this Form 10-K or any amendment to this Form 10-K. [X]

Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or emerging growth company. See
the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,”
and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	[_]
Accelerated filer	[_]
Non-accelerated filer	[X]
Smaller reporting company	[_]
Emerging growth company	[_]

If an emerging growth company, indicate by check mark if
the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.		 [_]

Indicate by check mark whether the registrant is a shell
company (as defined in Rule 12b-2 of the Act).
[_] Yes	[X] No

State the aggregate market value of the voting and non-voting
common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average
bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second
fiscal quarter.

Registrant has no voting or non-voting common equity outstanding held by non-affiliates as of the date of this report, has not
been involved in bankruptcy proceedings during the past five years and is not a corporate registrant. Documents Incorporated by Reference. None.










PART I

The following Items have been omitted in accordance with
General Instruction J to Form 10–K:



|Item 1: | Business.         
|------- | ------------------
|Item 2: | Properties.       
|Item 3: | Legal Proceedings.



Item 1B. Unresolved Staff Comments.

Not Applicable.

Item 4: Mine Safety Disclosures.

Not Applicable.

PART II

The following Items have been omitted in accordance with
General Instruction J to Form 10–K:

|Item 5:  | Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
|-------- | -------------------------------------------------------------------------------------------------------------
|Item 6:  | Selected Financial Data.                                                                                     
|Item 7:  | Management’s Discussion and Analysis of Financial Condition and Results of Operations.                       
|Item 7A: | Quantitative and Qualitative Disclosures about Market Risk.                                                  
|Item 8:  | Financial Statements and Supplementary Data.                                                                 
|Item 9:  | Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.                        
|Item 9A: | Controls and Procedures.                                                                                     



Item 9B: Other Information.

None.

PART III

The following Items have been omitted in accordance with
General Instruction J to Form 10–K:

|Item 10: | Directors, Executive Officers and Corporate Governance.                                        
|-------- | -----------------------------------------------------------------------------------------------
|Item 11: | Executive Compensation.                                                                        
|Item 12: | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
|Item 13: | Certain Relationships and Related Transactions, and Director Independence.                     
|Item 14: | Principal Accounting Fees and Services.                                                        
|         |                                                                                                

PART IV

Item 15. Exhibits, Financial Statement Schedules.

(a)(1)       Not
Applicable.

(a)(2)       Not
Applicable.

(a)(3)









|ExhibitNumber |  | Description                                                                                                                                                                                                                                                                                                                                                                                                                                     
|------------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|3.1           |  | Second Amended and Restated Limited Liability Company Agreement of Barclays Dryrock Funding LLC dated as of June 7, 2012, as amended and restated as of August 1, 2012 and as further amended and restated as of December 17, 2013 (incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 18, 2013 (File Nos. 333-182087, 333-182087-01 and 333-182087-02)).
|3.1.1         |  | First Amendment to Second Amended and Restated Limited Liability Company Agreement  of Barclays Dryrock Funding LLC dated as of May 13, 2016 (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on May 13, 2016).                                                                                                                                                    
|4.1           |  | Amended and Restated Receivables Purchase Agreement dated as of August 1, 2012, as amended and restated as of December 17, 2013, between Barclays Dryrock Funding LLC and Barclays Bank Delaware (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 18, 2013 (File Nos. 333-182087, 333-182087-01 and 333-182087-02)).                                   
|4.2           |  | Amended and Restated Transfer Agreement dated as of August 1, 2012, as amended and restated as of December 17, 2013, among Barclays Dryrock Funding LLC, Barclays Dryrock Issuance Trust and U.S. Bank National Association (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 18, 2013 (File Nos. 333-182087, 333-182087-01 and 333-182087-02)).        
|4.2.1         |  | First Amendment to Amended and Restated Transfer Agreement dated as of March 1, 2017, among Barclays Dryrock Funding LLC, Barclays Dryrock Issuance Trust and U.S. Bank National Association (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on March 1, 2017).                                                                                                   
|4.3           |  | Amended and Restated Indenture for the Notes dated as of August 1, 2012, as amended and restated as of December 17, 2013, between Barclays Dryrock Issuance Trust and U.S. Bank National Association (incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 18, 2013 (File Nos. 333-182087, 333-182087-01 and 333-182087-02)).                               
|4.3.1         |  | First Amendment to Amended and Restated Indenture for the Notes dated as of July 6, 2015, between Barclays Dryrock Issuance Trust and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on July 6, 2015).                                                                                                                            
|4.4.1         |  | Series 2014-3 Indenture Supplement for the Notes dated as of September 18, 2014 between Barclays Dryrock Issuance Trust and U.S. Bank National Association, and acknowledged and agreed to by Barclays Bank Delaware (incorporated by reference to Exhibit 4.4 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on September 18, 2014).                                                                      
|4.4.2         |  | Series 2015-1 Indenture Supplement for the Notes dated as of March 12, 2015 between Barclays Dryrock Issuance Trust and U.S. Bank National Association, and acknowledged and agreed to by Barclays Bank Delaware (incorporated by reference to Exhibit 4.4 to the current Report on Form 8-K filed with the Securities and Exchange Commission on March 12, 2015).                                                                              
|4.4.3         |  | Series 2015-2 Indenture Supplement for the Notes dated as of June 10, 2015 between Barclays Dryrock Issuance Trust and U.S. Bank National Association, and acknowledged and agreed to by Barclays Bank Delaware (incorporated by reference to Exhibit 4.4 to the current Report on Form 8-K filed with the Securities and Exchange Commission on June 11, 2015).                                                                                









|4.4.4  |  | Omnibus Amendment to Series 2012-2 Indenture Supplement, Series 2013-1 Indenture Supplement, Series 2014-1 Indenture Supplement, Series 2014-2 Indenture Supplement, Series 2014-3 Indenture Supplement, Series 2014-4 Indenture Supplement, Series 2014-5 Indenture Supplement, Series 2015-1 Indenture Supplement and Series 2015-2 Indenture Supplement for the Notes dated as of July 6, 2015 between Barclays Dryrock Issuance Trust and U.S. Bank National Association, and acknowledged and agreed to by Barclays Bank Delaware (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on July 6, 2015).                                 
|------ |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|4.4.5  |  | Series 2015-4 Indenture Supplement for the Notes dated as of November 4, 2015 between Barclays Dryrock Issuance Trust and U.S. Bank National Association, and acknowledged and agreed to by Barclays Bank Delaware (incorporated by reference to Exhibit 4.4 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on November 4, 2015).                                                                                                                                                                                                                                                                                                                                                 
|4.4.6  |  | Omnibus Amendment to Series 2014-1 Indenture Supplement, Series 2014-2 Indenture Supplement, Series 2014-3 Indenture Supplement, Series 2014-4 Indenture Supplement, Series 2014-5 Indenture Supplement, Series 2015-1 Indenture Supplement, Series 2015-2 Indenture Supplement, Series 2015-3 Indenture Supplement and Series 2015-4 Indenture Supplement for the Notes dated as of May 13, 2016 between Barclays Dryrock Issuance Trust and U.S. Bank National Association, and acknowledged and agreed to by Barclays Bank Delaware and Barclays Dryrock Funding LLC (incorporated by reference to Exhibit 4.4 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on May 13, 2016).
|4.4.7  |  | Series 2016-1 Indenture Supplement for the Notes dated as of August 3, 2016 between Barclays Dryrock Issuance Trust and U.S. Bank National Association, and acknowledged and agreed to by Barclays Bank Delaware and Barclays Dryrock Funding LLC (incorporated by reference to Exhibit 4.4 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on August 4, 2016).                                                                                                                                                                                                                                                                                                                    
|4.4.8  |  | Series 2017-1 Indenture Supplement for the Notes dated as of May 23, 2017 between Barclays Dryrock Issuance Trust and U.S. Bank National Association, and acknowledged and agreed to by Barclays Bank Delaware and Barclays Dryrock Funding LLC (incorporated by reference to Exhibit 4.4 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on May 23, 2017).                                                                                                                                                                                                                                                                                                                        
|4.4.9  |  | Series 2017-2 Indenture Supplement for the Notes dated as of July 31, 2017 between Barclays Dryrock Issuance Trust and U.S. Bank National Association, and acknowledged and agreed to by Barclays Bank Delaware and Barclays Dryrock Funding LLC (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on August 1, 2017).                                                                                                                                                                                                                                                                                                                     
|4.4.10 |  | Series 2018-1 Indenture Supplement for the Notes dated as of September 21, 2018 between Barclays Dryrock Issuance Trust and U.S. Bank National Association, and acknowledged and agreed to by Barclays Bank Delaware and Barclays Dryrock Funding LLC (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on September 26, 2018).                                                                                                                                                                                                                                                                                                            
|4.4.11 |  | Omnibus Amendment to Indenture Supplements and Amended and Restated Indenture dated as of September 21, 2018 between Barclays Dryrock Issuance Trust and U.S. Bank National Association (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on September 26, 2018).                                                                                                                                                                                                                                                                                                                                                                          
|4.5    |  | Amended and Restated Servicing Agreement dated as of August 1, 2012, as amended and restated as of December 17, 2013, among Barclays Dryrock Funding LLC, Barclays Bank Delaware, Barclays Dryrock Issuance Trust and U.S. Bank National Association (incorporated by reference to Exhibit 4.5 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 18, 2013 (File Nos. 333-182087, 333-182087-01 and 333-182087-02)).                                                                                                                                                                                                                                                      









|10.1   |  | Second Amended and Restated Trust Agreement dated as of June 8, 2012, as amended and restated as of August 1, 2012 and as further amended and restated as of December 17, 2013, between Barclays Dryrock Funding LLC and Wilmington Trust, National Association (incorporated by reference to Exhibit 99.2 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 18, 2013 (File Nos. 333-182087, 333-182087-01 and 333-182087-02)).
|------ |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|10.1.1 |  | First Amendment to Second Amended and Restated Trust Agreement dated as of July 6, 2015, between Barclays Dryrock Funding LLC and Wilmington Trust, National Association (incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on July 6, 2015).                                                                                                                                                    
|10.1.2 |  | Asset Representations Reviewer Agreement dated as of May 13, 2016, by and among Barclays Bank Delaware, Clayton Fixed Income Services LLC and Barclays Dryrock Issuance Trust (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K files with the Securities and Exchange Commission on May 13, 2016).                                                                                                                                               
|10.2   |  | Second Amended and Restated Seller Agreement dated as of August 1, 2012, as amended and restated as of December 17, 2013 and as amended and restated as of November 1, 2016, between Barclays Dryrock Funding LLC and Barclays Bank Delaware (incorporated by reference to Exhibit 99 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on November 1, 2016).                                                                              
|10.3   |  | Services Agreement dated as of July 31, 2012 between Barclays Bank PLC and Barclays Bank Delaware (incorporated by reference to Exhibit 99.4 to Amendment No. 2 to Form S-3 Registration Statement filed with the Securities and Exchange Commission on August 13, 2012 (File Nos. 333-182087, 333-182087-01 and 333-182087-02)).                                                                                                                                            
|31.1   |  | Rule 13a-14(d)/15d-14(d) under the Securities Exchange Act of 1934 Certification (Section 302 of the Sarbanes-Oxley Act of 2002 Certification).                                                                                                                                                                                                                                                                                                                              
|33.1   |  | Report on Assessment of Compliance with Servicing Criteria for Barclays Bank Delaware.                                                                                                                                                                                                                                                                                                                                                                                       
|33.2   |  | Report on Assessment of Compliance with Servicing Criteria for Barclays Bank PLC.                                                                                                                                                                                                                                                                                                                                                                                            
|33.3   |  | Report on Assessment of Compliance with Servicing Criteria for REMITCO LLC (First Data Resources, LLC).                                                                                                                                                                                                                                                                                                                                                                      
|33.4   |  | Report on Assessment of Compliance with Servicing Criteria for REMITCO LLC (Deluxe Corporation).                                                                                                                                                                                                                                                                                                                                                                             
|33.5   |  | Report on Assessment of Compliance with Servicing Criteria for U.S. Bank National Association.                                                                                                                                                                                                                                                                                                                                                                               
|34.1   |  | Independent Accountants’ Attestation Report concerning servicing activities of Barclays Bank Delaware.                                                                                                                                                                                                                                                                                                                                                                       
|34.2   |  | Independent Accountants’ Attestation Report concerning servicing activities of Barclays Bank PLC.                                                                                                                                                                                                                                                                                                                                                                            
|34.3   |  | Independent Accountants’ Attestation Report of Ernst & Young LLP concerning servicing activities of REMITCO LLC.                                                                                                                                                                                                                                                                                                                                                             
|34.4   |  | Independent Accountants’ Attestation Report of Grant Thornton LLP concerning servicing activities of REMITCO LLC.                                                                                                                                                                                                                                                                                                                                                            









|34.5 |  | Independent Accountants’ Attestation Report concerning servicing activities of U.S. Bank National Association.
|---- |  | --------------------------------------------------------------------------------------------------------------
|35.1 |  | Servicer Compliance Statement of Barclays Bank Delaware.                                                      
|35.2 |  | Servicer Compliance Statement of Barclays Bank PLC.                                                           

(b)       Exhibit
list.

|ExhibitNumber |  | Description                                                                                                                                                                                                                                                                                                                                                                                                                                     
|------------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|3.1           |  | Second Amended and Restated Limited Liability Company Agreement of Barclays Dryrock Funding LLC dated as of June 7, 2012, as amended and restated as of August 1, 2012 and as further amended and restated as of December 17, 2013 (incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 18, 2013 (File Nos. 333-182087, 333-182087-01 and 333-182087-02)).
|3.1.1         |  | First Amendment to Second Amended and Restated Limited Liability Company Agreement  of Barclays Dryrock Funding LLC dated as of May 13, 2016 (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on May 13, 2016).                                                                                                                                                    
|4.1           |  | Amended and Restated Receivables Purchase Agreement dated as of August 1, 2012, as amended and restated as of December 17, 2013, between Barclays Dryrock Funding LLC and Barclays Bank Delaware (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 18, 2013 (File Nos. 333-182087, 333-182087-01 and 333-182087-02)).                                   
|4.2           |  | Amended and Restated Transfer Agreement dated as of August 1, 2012, as amended and restated as of December 17, 2013, among Barclays Dryrock Funding LLC, Barclays Dryrock Issuance Trust and U.S. Bank National Association (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 18, 2013 (File Nos. 333-182087, 333-182087-01 and 333-182087-02)).        
|4.2.1         |  | First Amendment to Amended and Restated Transfer Agreement dated as of March 1, 2017, among Barclays Dryrock Funding LLC, Barclays Dryrock Issuance Trust and U.S. Bank National Association (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on March 1, 2017).                                                                                                   
|4.3           |  | Amended and Restated Indenture for the Notes dated as of August 1, 2012, as amended and restated as of December 17, 2013, between Barclays Dryrock Issuance Trust and U.S. Bank National Association (incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 18, 2013 (File Nos. 333-182087, 333-182087-01 and 333-182087-02)).                               
|4.3.1         |  | First Amendment to Amended and Restated Indenture for the Notes dated as of July 6, 2015, between Barclays Dryrock Issuance Trust and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on July 6, 2015).                                                                                                                            
|4.4.1         |  | Series 2014-3 Indenture Supplement for the Notes dated as of September 18, 2014 between Barclays Dryrock Issuance Trust and U.S. Bank National Association, and acknowledged and agreed to by Barclays Bank Delaware (incorporated by reference to Exhibit 4.4 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on September 18, 2014).                                                                      









|4.4.2  |  | Series 2015-1 Indenture Supplement for the Notes dated as of March 12, 2015 between Barclays Dryrock Issuance Trust and U.S. Bank National Association, and acknowledged and agreed to by Barclays Bank Delaware (incorporated by reference to Exhibit 4.4 to the current Report on Form 8-K filed with the Securities and Exchange Commission on March 12, 2015).                                                                                                                                                                                                                                                                                                                                                     
|------ |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|4.4.3  |  | Series 2015-2 Indenture Supplement for the Notes dated as of June 10, 2015 between Barclays Dryrock Issuance Trust and U.S. Bank National Association, and acknowledged and agreed to by Barclays Bank Delaware (incorporated by reference to Exhibit 4.4 to the current Report on Form 8-K filed with the Securities and Exchange Commission on June 11, 2015).                                                                                                                                                                                                                                                                                                                                                       
|4.4.4  |  | Omnibus Amendment to Series 2012-2 Indenture Supplement, Series 2013-1 Indenture Supplement, Series 2014-1 Indenture Supplement, Series 2014-2 Indenture Supplement, Series 2014-3 Indenture Supplement, Series 2014-4 Indenture Supplement, Series 2014-5 Indenture Supplement, Series 2015-1 Indenture Supplement and Series 2015-2 Indenture Supplement for the Notes dated as of July 6, 2015 between Barclays Dryrock Issuance Trust and U.S. Bank National Association, and acknowledged and agreed to by Barclays Bank Delaware (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on July 6, 2015).                                 
|4.4.5  |  | Series 2015-4 Indenture Supplement for the Notes dated as of November 4, 2015 between Barclays Dryrock Issuance Trust and U.S. Bank National Association, and acknowledged and agreed to by Barclays Bank Delaware (incorporated by reference to Exhibit 4.4 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on November 4, 2015).                                                                                                                                                                                                                                                                                                                                                 
|4.4.6  |  | Omnibus Amendment to Series 2014-1 Indenture Supplement, Series 2014-2 Indenture Supplement, Series 2014-3 Indenture Supplement, Series 2014-4 Indenture Supplement, Series 2014-5 Indenture Supplement, Series 2015-1 Indenture Supplement, Series 2015-2 Indenture Supplement, Series 2015-3 Indenture Supplement and Series 2015-4 Indenture Supplement for the Notes dated as of May 13, 2016 between Barclays Dryrock Issuance Trust and U.S. Bank National Association, and acknowledged and agreed to by Barclays Bank Delaware and Barclays Dryrock Funding LLC (incorporated by reference to Exhibit 4.4 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on May 13, 2016).
|4.4.7  |  | Series 2016-1 Indenture Supplement for the Notes dated as of August 3, 2016 between Barclays Dryrock Issuance Trust and U.S. Bank National Association, and acknowledged and agreed to by Barclays Bank Delaware and Barclays Dryrock Funding LLC (incorporated by reference to Exhibit 4.4 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on August 4, 2016).                                                                                                                                                                                                                                                                                                                    
|4.4.8  |  | Series 2017-1 Indenture Supplement for the Notes dated as of May 23, 2017 between Barclays Dryrock Issuance Trust and U.S. Bank National Association, and acknowledged and agreed to by Barclays Bank Delaware and Barclays Dryrock Funding LLC (incorporated by reference to Exhibit 4.4 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on May 23, 2017).                                                                                                                                                                                                                                                                                                                        
|4.4.9  |  | Series 2017-2 Indenture Supplement for the Notes dated as of July 31, 2017 between Barclays Dryrock Issuance Trust and U.S. Bank National Association, and acknowledged and agreed to by Barclays Bank Delaware and Barclays Dryrock Funding LLC (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on August 1, 2017).                                                                                                                                                                                                                                                                                                                     
|4.4.10 |  | Series 2018-1 Indenture Supplement for the Notes dated as of September 21, 2018 between Barclays Dryrock Issuance Trust and U.S. Bank National Association, and acknowledged and agreed to by Barclays Bank Delaware and Barclays Dryrock Funding LLC (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on September 26, 2018).                                                                                                                                                                                                                                                                                                            









|4.4.11 |  | Omnibus Amendment to Indenture Supplements and Amended and Restated Indenture dated as of September 21, 2018 between Barclays Dryrock Issuance Trust and U.S. Bank National Association (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on September 26, 2018).                                                                                                                                
|------ |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|4.5    |  | Amended and Restated Servicing Agreement dated as of August 1, 2012, as amended and restated as of December 17, 2013, among Barclays Dryrock Funding LLC, Barclays Bank Delaware, Barclays Dryrock Issuance Trust and U.S. Bank National Association (incorporated by reference to Exhibit 4.5 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 18, 2013 (File Nos. 333-182087, 333-182087-01 and 333-182087-02)).            
|10.1   |  | Second Amended and Restated Trust Agreement dated as of June 8, 2012, as amended and restated as of August 1, 2012 and as further amended and restated as of December 17, 2013, between Barclays Dryrock Funding LLC and Wilmington Trust, National Association (incorporated by reference to Exhibit 99.2 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 18, 2013 (File Nos. 333-182087, 333-182087-01 and 333-182087-02)).
|10.1.1 |  | First Amendment to Second Amended and Restated Trust Agreement dated as of July 6, 2015, between Barclays Dryrock Funding LLC and Wilmington Trust, National Association (incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on July 6, 2015).                                                                                                                                                    
|10.1.2 |  | Asset Representations Reviewer Agreement dated as of May 13, 2016, by and among Barclays Bank Delaware, Clayton Fixed Income Services LLC and Barclays Dryrock Issuance Trust (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K files with the Securities and Exchange Commission on May 13, 2016).                                                                                                                                               
|10.2   |  | Second Amended and Restated Seller Agreement dated as of August 1, 2012, as amended and restated as of December 17, 2013 and as amended and restated as of November 1, 2016, between Barclays Dryrock Funding LLC and Barclays Bank Delaware (incorporated by reference to Exhibit 99 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on November 1, 2016).                                                                              
|10.3   |  | Services Agreement dated as of July 31, 2012 between Barclays Bank PLC and Barclays Bank Delaware (incorporated by reference to Exhibit 99.4 to Amendment No. 2 to Form S-3 Registration Statement filed with the Securities and Exchange Commission on August 13, 2012 (File Nos. 333-182087, 333-182087-01 and 333-182087-02)).                                                                                                                                            
|31.1   |  | Rule 13a-14(d)/15d-14(d) under the Securities Exchange Act of 1934 Certification (Section 302 of the Sarbanes-Oxley Act of 2002 Certification).                                                                                                                                                                                                                                                                                                                              
|33.1   |  | Report on Assessment of Compliance with Servicing Criteria for Barclays Bank Delaware.                                                                                                                                                                                                                                                                                                                                                                                       
|33.2   |  | Report on Assessment of Compliance with Servicing Criteria for Barclays Bank PLC.                                                                                                                                                                                                                                                                                                                                                                                            
|33.3   |  | Report on Assessment of Compliance with Servicing Criteria for REMITCO LLC (First Data Resources, LLC).                                                                                                                                                                                                                                                                                                                                                                      
|33.4   |  | Report on Assessment of Compliance with Servicing Criteria for REMITCO LLC (Deluxe Corporation).                                                                                                                                                                                                                                                                                                                                                                             
|33.5   |  | Report on Assessment of Compliance with Servicing Criteria for U.S. Bank National Association.                                                                                                                                                                                                                                                                                                                                                                               









|34.1 |  | Independent Accountants’ Attestation Report concerning servicing activities of Barclays Bank Delaware.           
|---- |  | -----------------------------------------------------------------------------------------------------------------
|34.2 |  | Independent Accountants’ Attestation Report concerning servicing activities of Barclays Bank PLC.                
|34.3 |  | Independent Accountants’ Attestation Report of Ernst & Young LLP concerning servicing activities of REMITCO LLC. 
|34.4 |  | Independent Accountants’ Attestation Report of Grant Thornton LLP concerning servicing activities of REMITCO LLC.
|34.5 |  | Independent Accountants’ Attestation Report concerning servicing activities of U.S. Bank National Association.   
|35.1 |  | Servicer Compliance Statement of Barclays Bank Delaware.                                                         
|35.2 |  | Servicer Compliance Statement of Barclays Bank PLC.                                                              
|     |  | (c)  Not Applicable.                                                                                             

Item 16. Form 10-K Summary.

Not applicable.

Substitute information provided in accordance with General
Instruction J to Form 10–K:

Item 1112(b) of Regulation AB. Significant Obligors
of Pool Assets (Financial Information).

Not applicable.

Item 1114(b)(2) of Regulation AB: Credit Enhancement
and Other Support, Except for Certain Derivatives Instruments (Financial Information).

Not applicable.

Item 1115(b) of Regulation AB: Certain Derivatives
Instruments (Financial Information).

Not applicable.

Item 1117 of Regulation AB: Legal Proceedings.

There are no legal proceedings pending
(or proceedings known to be contemplated by governmental authorities) against any of Barclays Bank Delaware, Barclays Dryrock Funding
LLC, U.S. Bank National Association, Wilmington Trust, National Association or Barclays Dryrock Issuance Trust, or of which any
property of the foregoing is subject, that are material to holders of the notes.

Item 1119 of Regulation AB: Affiliations and Certain
Relationships and Related Transactions.

Information required by Item 1119
of Regulation AB has been omitted from this report on Form 10-K in reliance on the Instruction to Item 1119.

Item 1122 of Regulation AB: Compliance with Applicable
Servicing Criteria.

Each of BBD, Barclays Bank PLC (“BBPLC”),
REMITCO LLC and U.S. Bank National Association (each, a “Servicing Participant”) has been identified by the registrant
as a party participating in the servicing







function with respect to the pool assets held by the Trust.
Each Servicing Participant has completed a report on an assessment of compliance with the servicing criteria applicable to such
Servicing Participant (each, a “Report on Assessment”) as of, and for the period from January 1, 2018 to December 31,
2018, which Reports on Assessment are included as exhibits to this Form 10-K. In addition, each Servicing Participant has provided
an attestation report (each, an “Attestation Report”) by a registered independent public accounting firm regarding
its related Report on Assessment. Each Attestation Report is attached as an exhibit to this Form 10-K. No Report on Assessment
or related Attestation Report has identified: (i) any material instance of noncompliance with the servicing criteria identified
in such Report on Assessment as applicable to the related Servicing Participant or (ii) any material deficiency in such Servicing
Participant’s policies and procedures to monitor vendor compliance.

Item 1123 of Regulation AB: Servicer Compliance Statement.

Each of BBD and BBPLC has been identified
by the registrant as a servicer meeting the criteria of Item 1108(a)(2)(i), (ii) or (iii) of Regulation AB with respect to the
pool assets held by the Trust. Each of these servicers has provided a statement of compliance (a “Compliance Statement”),
which has been signed by an authorized officer of such related servicer. Each Compliance Statement is attached as an exhibit to
this Form 10-K.









SIGNATURES

Pursuant to the requirements of Section 13 or 15(d)
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

Date: April 1, 2019

| | Barclays Dryrock Issuance Trust         
| | ----------------------------------------
| |                                         
| | By:  Barclays Bank Delaware, as Servicer
| |                                         
| | By:                                     
| |                                         
| |                                         
| |                                         
| |                                         



Supplemental Information to be Furnished
With Reports Filed Pursuant to Section 15(d) of the Act by Registrants Which Have Not Registered Securities Pursuant to Section
12 of the Act.



No annual report or proxy materials have been
sent to security holders and no such report or proxy materials are to be furnished to security holders subject to the filing of
this Annual Report on Form 10-K.