Barclays PLC — Capital/Financing Update 2010

Oct 21, 2010

BARCLAYS BANK PLC

(Incorporated with limited liability in England and Wales)

BARCLAYS CAPITAL (CAYMAN) LIMITED

(Incorporated with limited liability in the Cayman Islands)

GLOBAL STRUCTURED SECURITIES PROGRAMME

for the issue of Securities

BARCLAYS BANK PLC

100,000,000 Index Linked Warrants due 1 October 2012

under the Global Structured Securities Programme

Series: G2010AYCW58W

Issue Price: GBP 1.00 per Warrant

This document constitutes the final terms of the Warrants (the "Final Terms") described herein for the purposes of Article 5.4 of the Directive 2003/71/EC and is prepared in connection with the Global Structured Securities Programme established by Barclays Bank PLC (the "Bank") and Barclays Capital (Cayman) Limited ("BCCL") and is supplemental to and should be read in conjunction with the Base Prospectus dated 6 August 2010, as supplemented and amended from time to time, which constitutes a base prospectus (the "Base Prospectus") for the purpose of the Directive 2003/71/EC. Full information on the Issuer and the offer of the Securities is only available on the basis of the combination of these Final Terms and the Base Prospectus. The Base Prospectus is available for viewing during normal business hours at the registered office of the Issuer and the specified office of the Issue and Paying Agent for the time being in London and copies may be obtained from such office. Words and expressions defined in the Base Prospectus and not defined in this document shall bear the same meanings when used herein.

The Issuer accepts responsibility for the information contained in these Final Terms. To the best of its knowledge and belief (having taken all reasonable care to ensure that such is the case) the information contained in these Final Terms is in accordance with the facts and does not contain anything likely to affect the import of such information.

Investors should refer to the sections headed "Risk Factors" in the Base Prospectus for a discussion of certain matters that should be considered when making a decision to invest in the Securities.

Barclays Capital

Final Terms dated 21 October 2010

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Part A Terms and Conditions of the Securities

The Securities shall have the following terms and conditions, which shall complete, modify and/or amend the Base Conditions and/or any applicable Relevant Annex(es) set out in the Base Prospectus dated 6 August 2010.

Parties
Issuer:	Barclays Bank PLC
Guarantor:	N/A
$Manager[s]$ :	Barclays Bank PLC
Determination Agent:	Barclays Capital Securities Limited
Issue and Paying Agent:	The Bank of New York Mellon
Stabilising Manager:	N/A
Registrar:	N/A
CREST Agent:	N/A
Paying Agents:	The Bank of New York Mellon (Luxembourg) S.A.
Transfer Agent:	N/A
Exchange Agent:	N/A
Additional Agents:	N/A

THE SECURITIES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE US SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") AND THE SECURITIES COMPRISE BEARER SECURITIES THAT ARE SUBJECT TO US TAX LAW REQUIREMENTS. SUBJECT TO CERTAIN EXCEPTIONS, THE SECURITIES MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, US PERSONS (AS DEFINED IN REGULATION S UNDER THE SECURITIES ACT ("REGULATION S")). THESE FINAL TERMS HAVE BEEN PREPARED BY THE ISSUER FOR USE IN CONNECTION WITH THE OFFER AND SALE OF THE SECURITIES OUTSIDE THE UNITED STATES TO NON-US PERSONS IN RELIANCE ON REGULATION S AND FOR LISTING OF THE SECURITIES ON THE RELEVANT STOCK EXCHANGE, IF ANY, AS STATED HEREIN. FOR A DESCRIPTION OF THESE AND CERTAIN FURTHER RESTRICTIONS ON OFFERS AND SALES OF THE SECURITIES AND DISTRIBUTION OF THESE FINAL TERMS AND THE BASE PROSPECTUS SEE "PURCHASE AND SALE" IN THE BASE PROSPECTUS.

ANY UNITED STATES PERSON WHO HOLDS THIS OBLIGATION WILL BE SUBIECT TO LIMITATIONS UNDER THE UNITED STATES INCOME TAX LAWS, INCLUDING THE LIMITATIONS PROVIDED IN SECTIONS 165(j) AND 1287(a) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.

Provisions relating to the Securities

Series:

G2010AYCW58W

$(i)$

$\mathbf{1}$

	(ii)	Tranche:	1
2	Currency:		Pound Sterling ("GBP")
3		Number of Warrants or Exercisable Certificates being issued:	100,000,000
4		Calculation Amount per Security as at the Issue Date:	GBP 1.00
5	Form:
	(i)	Global/Definitive/ Uncertificated and dematerialised:	Global Registered Securities: Regulation S Global Security
	(ii)	NGN Form:	N/A
	(iii)	Held under the NSS:	N/A
	(iv)	CGN Form:	Applicable
	(v)	CDI s :	N/A
6		Trade Date:	30 September 2010
7	Issue Date:		21 October 2010
8	Issue Price:		GBP 1.00 per Warrant
9		Relevant Stock Exchange[s]:	London Stock Exchange
10		The following Relevant Annex(es) shall apply to the Securities (specify each applicable Relevant Annex):	Equity Linked Annex
		Provisions relating to interest (if any) payable on the Securities
11	Interest:		N/A
12		Interest Amount:	N/A
13		Interest Rate[s]:	N/A
14		Screen Rate Determination:	N/A
15		ISDA Determination:	N/A
16	Margin:		N/A
17		Minimum/Maximum Interest Rate:	N/A

• $N/A$ 18 Interest Commencement Date: $N/A$ 19 Interest Determination Date:
• 20 Interest Calculation Periods: $N/A$
• Interest Payment Dates: $N/A$ 21
• $N/A$
• 22 Day Count Fraction:
• 23 $N/A$ Fall back provisions, rounding provisions, denominator and any other terms relating to the method of calculating interest, if different

from those set out in the Base Conditions:

Provisions relating to Exercise

24	(i)	Exercise Style:	European Style
	(ii)	Multiple Exercise Securities	N/A
25		Call/Put Securities:	The Securities are Call Securities
26	Units:		The Securities must be exercised in Units. Each Unit consists of 1 Securities.
27		Exercise Price:	N/A
28		Exercise Date(s):	1 October 2012
29		Potential Exercise Business Dates:	N/A
30		Exercise Period:	N/A
31		Expiration Date:	1 October 2012
32		Automatic Exercise:	Applicable
33		Minimum Number Exercise Requirement:	N/A
34		Maximum Daily Number:	N/A
35		Nominal Call Event:	N/A
36		Settlement Method:	Physical Settlement
37		Settlement Currency:	GBP
38		Settlement Number:	As defined in Condition 24 of the Base Conditions.
39		Terms relating to Cash Settled Securities:
	(i)	Exercise Cash Settlement Amount:	N/A
	(ii)	Exercise Cash Settlement Date:	N/A
	(iii)	Early Cash Settlement Amount:	As defined in Condition 24 of the Base Conditions
	(iv)	Early Cancellation Date:	As defined in Condition 24 of the Base Conditions
40		Specified Early Cancellation Event:	N/A
41	Securities:	Terms relating to Physically Delivered	Applicable
	(i)	Exercise Physical Settlement Entitlement:	In respect of Each Warrant, the Issuer will physically deliver an amount of Gilt Asset calculated in accordance with the formula: Gilt Amount x Relevant Percentage

Where:

"Gilt Amount" means the amount of Gilt Asset with a market value as at 14.00 London time on the Gilt Observation Date equal to

GBP $1.00.$ as determined the $b\nu$ Determination Agent in good faith and in a commercially reasonable manner.

"Gilt Asset" means the UK Gilt Treasury 03/07/2014 2.25% (ISIN: GB00B3KJDW09), subject to the Entitlement Substitution provisions set out below and in accordance with Condition 7.2 of the Conditions as set out in the Base Prospectus.

"Gilt Observation Date" means 22 October 2012. For the avoidance of doubt, if the Determination Agent is unable to determine the market value of the Gilt Asset on the Gilt Observation Date, then the Determination Agent may postpone the Gilt Observation Date on the first date on which it is able to obtain the market value of the Gilt Asset.

"Index Final" means the Index Level at the Valuation Time on the Expiration Date.

"Index Initial" means the Index Level at the Valuation Time on the Initial Valuation Date.

"Index Level" means the level of the Index published by the Index Sponsor at the Valuation Time on any Scheduled Trading Day.

"Index Performance" shall be calculated in accordance with the followingL

Index Performance = $\frac{Index \text{ Final}}{Index \text{ Initial}}$

"Initial Valuation Date" means the 30 September 2010.

"Relevant Percentage" means:

(A) if the Index Performance is greater than or equal to 100%, the Relevant Percentage will be equal to:116.2%;

(B) if the Index Performance is greater than or equal to 60%, the Relevant Percentage will be equal to: 100%

(C) Otherwise, the Relevant Percentage will be equal to the following formula:

min (Index Performance, 100%)

	(ii)	Exercise Physical Settlement Date:	29 October 2012
	(iii) Entitlement:	Early Physical Cancellation	N/A
	(iv)	Early Physical Cancellation Date(s):	N/A
	(v)	Entitlement Substitution:	The Issuer has the right, in its sole and absolute discretion, to deliver to Investors upon the Exercise Physical Settlement Date an amount of such other UK government gilt instead of the Gilt Asset, as determined by the Determination Agent as having the same monetary value as the Exercise Physical Settlement Entitlement, acting in good faith and in a commercially reasonable manner.
	(vi)	Disruption Cash Settlement Price:	N/A
42	Multiplier:		N/A
43	Additional Disruption Events in addition to those specified in Condition 24 of the Base Conditions and any applicable Relevant Annex:
	(i)	Affected Jurisdiction Hedging Disruption:	N/A
	(ii)	Affected Jurisdiction Increased Cost of Hedging:	N/A
	(iii)	Affected Jurisdiction:	N/A
	(iv)	Other Additional Disruption Events:	N/A
	(v)	The following shall not constitute Additional Disruption Events:	N/A
44		Share Linked Securities:	N/A
45		Index Linked Securities (Equity notices only):	Applicable
	(i)	Index/Indices (each a "Reference	FTSE 100 Index (the "Index") as calculated

			Asset"):	and sponsored by FTSE International Limited (the "Index Sponsor") (Bloomberg code: UKX $<$ Index $>$ )
	(ii)		Future Price Valuation:	N/A
	(iii)		Exchange-traded Contract:	N/A
	(iv)		Exchange[s]:	London Stock Exchange
	(v)		Related Exchange[s]:	All Exchanges
	(vi)		Exchange Rate:	N/A
	(vii)	Assets:	Weighting for each Reference Asset comprising the Basket of Reference	N/A
	(viiii)		Index Level of each Reference Asset:	N/A
	(ix)		Valuation Date:	1 October 2012
	(x)		Averaging:	N/A
		(a)	Averaging Dates:	N/A
		(b)	Consequence of an Averaging Date being a Disrupted Day:	N/A
	(xi)		Valuation Time:	Scheduled Closing Time on the Exchange
	(xii)		Additional Disruption Event in respect of Index Linked Securities:	N/A
	(xiii)		FX Disruption Event:	N/A
	(xiv)		Other adjustments:	N/A
46			Inflation Linked Securities:	N/A
47			FX Linked Securities:	N/A
48			Credit Linked Securities:	N/A
49			Commodity Linked Securities:	N/A
50			Debt Components:	N/A
51			Interest Rate Components:	N/A
			Additional provisions relating to Settlement
52			Minimum Settlement Amount	N/A
			Settlement in respect of APK Registered Securities, Dutch Securities, Italian Securities, Swedish Registered Securities, VPS Registered Securities or Spanish Securities:	N/A
53	Securities:		Settlement in respect of Swedish Registered	N/A
54	Exercise Price:		Additional provisions relating to payment of	N/A

55	Additional provisions relating to Taxes and
	Settlement Expenses:

Definitions

56	Definition of In-The-Money:		Conditions	As defined in Condition 24 of the Base
57	Additional Business Centre(s):	N/A
	Selling restrictions and provisions relating to certification

58 Non-US Selling Restrictions: Investors are bound by the selling restrictions of the relevant jurisdiction(s) in which the Securities are to be sold as set out in the Base Prospectus.

In addition to those described in the Base Prospectus, no action has been made or will be taken by the Issuer that would permit a public offering of the Securities or possession or distribution of any offering material in relation to the Securities in any jurisdiction where action for that purpose is required. Each purchaser or distributor of the Securities represents and agrees that it will not purchase, offer, sell, re-sell or deliver the Securities or, have in its possession or distribute, the Base Prospectus, any other offering material or any Final Terms, in any jurisdiction except in compliance with the applicable laws and regulations of such jurisdiction and in a manner that will not impose any obligation on the Issuer or Manager (as the case may be) and the Determination Agent.

Further, these Securities have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered, sold, re-sold or delivered within the United States or to, or for, the benefit of. United States Persons. This Term Sheet may not be distributed in the United States.

59	Applicable TEFRA exemption:
60	Other:
General
61	Business Day Convention:
62	Relevant Clearing System[s]:

$N/A$ $N/A$

Following Euroclear

Clearstream

63	If syndicated, names [and addresses] of	N/A
	Managers [and underwriting commitments]:
64	Relevant securities codes:	ISIN: GB00B3XN6Y23
		Common Code: 054784414
65	Modifications to the Master Subscription Agreement and/or Master Agency Agreement:	N/A
66	Additional Conditions and/or modification to the Conditions of the Securities:	N/A

Part B Other Information

LISTING AND ADMISSION TO TRADING $\mathbf{1}$

(i)	Listing	London
(ii)	Admission to trading:	Application has been made by the Issuer (or on its behalf) for the Securities to be admitted to trading on the London Stock Exchange's Regulated Market with effect on or around the Issue Date
$\int (iii)$	Estimate of total expenses related GBP 3,600 to admission to trading:

$2^{\circ}$ RATINGS

Ratings:

The Securities have not been individually rated.

$\mathbf{3}$ NOTIFICATION

$N/A$

$\overline{4}$ INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE [ISSUE/OFFER]

Save as discussed in "Subscription and Sale", so far as the Issuer is aware, no person involved in the offer of the Securities has an interest material to the offer.

$5₁$ REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES

(i)	Reasons for the offer:	General funding
(ii)	Estimated net proceeds:	GBP 100,000,000
[(iii)]	Estimated total expenses:	GBP 3.600

$6¹$ FIXED RATE SECURITIES ONLY - YIELD

$N/A$ Indication of yield:

$7⁷$ FLOATING RATE SECURITIES ONLY - HISTORIC INTEREST RATES

$N/A$

8 [PERFORMANCE OF REFERENCE ASSET(S) OR OTHER VARIABLE, EXPLANATION OF EFFECT ON VALUE OF INVESTMENT AND ASSOCIATED RISKS AND OTHER INFORMATION CONCERNING THE REFERENCE ASSET(S) AND/OR OTHER UNDERLYING]

$N/A$

$\overline{9}$ PERFORMANCE OF RATE[S] OF EXCHANGE AND EXPLANATION OF EFFECT ON VALUE OF INVESTMENT

$N/A$

10 OPERATIONAL INFORMATION

Any clearing system(s) other than [For US	N/A
Warrants: DTC,] Euroclear Bank S.A./N.V. and
Clearstream Banking Société Anonyme
(together with their addresses) and the relevant identification number(s):
Delivery:	Delivery free of payment
Names and addresses of additional Paying Agents(s) (if any):	N/A
Intended to be held in a manner which would allow Eurosystem eligibility:	No

11 OFFER INFORMATION

A distribution fee has been, or will be., paid to a third party. The amount of this fee will not exceed 2.5% of the Issue Price determined in respect of each warrant on the Issue Date. Further details of the distribution fee are available upon request.