Barclays PLC — Capital/Financing Update 2010

Oct 29, 2010

Final Terms

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

USD 1,976,000 Fixed Rate Notes due 31 October 2016

Series G2010AGAF33K

under the Global Structured Securities Programme

The Offer Period shall be from and including 11 October 2010 to and including 26 October 2010

Issue Price: 100 per cent. of par

This document constitutes the final terms of the Notes (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 29 October 2010

The distribution of this document and the offer of the Securities in certain jurisdictions may be restricted by law. Persons into whose possession these Final Terms come are required by the Bank to inform themselves about and to observe any such restrictions. Details of selling restrictions for various jurisdictions are set out in "Purchase and Sale" in the Base Prospectus. In particular, the Securities have not been, and will not be, registered under the US Securities Act of 1933, as amended, and are subject to US tax law requirements. Trading in the Securities has not been approved by the US Commodity Futures Trading Commission under the US Commodity Exchange Act of 1936, as amended. Subject to certain exceptions, the Securities may not at any time be offered, sold or delivered in the United States or to US persons, nor may any US persons at any time trade or maintain a position in such Securities.

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 Bank PLC
Issue and Paying Agent:	The Bank of New York Mellon
Stabilising Manager:	N/A
Registrar:	N/A
CREST Agent:	N/A
Paying Agents:	N/A
Transfer Agent:	N/A
Exchange Agent:	N/A
Additional Agents:	N/A

$\sim$ $\sim$

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 SUBJECT 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

1	Series:		G2010AGAF33K
2	Currency:		United States Dollar ("USD")
3	Notes:		Applicable
	(i)	Aggregate Nominal Amount as at the Issue Date:	USD 1,976,000
	(ii)	Specified Denomination:	USD 1,000
	(iii)	Calculation Amount per Security as at the Issue Date:	Specified Denomination
4		Certificates:	N/A
5	Form:
	(i)	Global/Definitive/Uncertificated	Global Bearer Securities:
		and dematerialised:	Temporary Global Security, exchangeable for a Permanent Global Security
	(ii)	NGN Form:	N/A
	(iii)	Held under the NSS:	N/A
	(iv)	CGN Form:	Applicable
	(v)	CDIs:	N/A
6	Trade Date:		14 September 2010
7	29 October 2010 Issue Date:
8	31 October 2016 Redemption Date:
9	Issue Price:		100 per cent. of the Aggregate Nominal Amount
10		Relevant Stock Exchange[s]:	London Stock Exchange
The following Relevant Annex(es) shall N/A 11 apply to the Securities (specify each applicable Relevant Annex):
		Provisions relating to interest (if any) payable on the Securities
12	Interest: Applicable
13		Interest Amount:	As per Conditions 4 and 24 of the Base Conditions, subject to paragraph 24
14		Interest Rate[s]:
	(i)	Fixed Rate:	3.00 per cent. per annum
	(ii)	Floating Rate:	N/A
	(iii)	Variable Rate:	N/A
	(iv)	Zero Coupon:	N/A

		(a)	Internal rate of return:	N/A
		(b)	Any other formula/basis of determining amount payable:	N/A
	(v)	Coupon:	Bond Linked Securities - Fixed	N/A
	(vi)		Bond Linked Securities - Pass Through Interest:	N/A
15			Screen Rate Determination:	N/A
16			ISDA Determination:	N/A
17	Margin:			N/A
18			Minimum/Maximum Interest Rate:	N/A
19			Interest Commencement Date:	Issue Date
20			Interest Determination Date:	N/A
21			Interest Calculation Periods:	As defined in Condition 24 of the Base Conditions
	(i)		Interest Period End Dates:	Each Interest Payment Date subject to adjustment in accordance with the Business Day Convention
	(ii)		Interest calculation method for short or long Interest Calculation Periods:	Linear Interpolation
22			Interest Payment Dates:	Annually in arrear on 31 October in each year, from and including 31 October 2011, to and including the Redemption Date, subject to adjustment in accordance with the Business Day Convention. There will be a long first coupon period from Issue Date to 31 October 2011.
23			Day Count Fraction:	30/360, unadjusted
24			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:	N/A
			Provisions relating to Redemption
25			Settlement Method:	For the purposes of Conditions 5.1 and 8.3 of the Base Conditions: Cash Settlement
26
			Settlement Currency:	USD

28 Terms relating to Cash Settled Securities:

$(i)$ Final Cash Settlement Amount: USD 1,000 per Calculation Amount per Security

As defined in Condition 24 of the Base Conditions

As defined in Condition 24 of the Base Conditions

• $(ii)$ Early Cash Settlement Amount:
• $(iii)$ Early Cash Redemption Date:
• 29 Terms relating to Physically Delivered $N/A$ Securities:
• 30 Nominal Call Event: $N/A$ 31 Call Option: $N/A$
• 32 Put Option: $N/A$
• 33 Specified Early Redemption Event: $N/A$
• 34 Maximum and Minimum Redemption $N/A$ Requirements:
• 35 Additional Disruption Events in $N/A$ addition to those specified in Condition 24 of the Base Conditions and any applicable Relevant Annex:
• 36 Share Linked Securities: $N/A$
• 37 Index Linked Securities (Equity indices $N/A$ $only):$
• 38 Inflation Linked Securities: $N/A$
• $N/A$ 39 FX Linked Securities:
• 40 Credit Linked Securities: $N/A$
• 41 Commodity Linked Securities: $N/A$
• 42 Proprietary Index Linked Securities: $N/A$
• 43 Bond Linked Securities: $N/A$
• 44 Mutual Fund Linked Securities: $N/A$

Provisions relating to Settlement

• 45 Minimum Settlement Amount: $N/A$
• 46 Settlement in respect of VP Notes, APK $N/A$ Registered Securities, Dutch Securities, Italian Securities, Swedish Registered Securities, VPS Registered Securities or Spanish Securities:
• 47 Additional provisions relating to Taxes $N/A$ and Settlement Expenses:

Definitions

48	Business Day:	As defined in Condition 24 of the Base Conditions
49	Additional Business Centre(s):	N/A
	Selling restrictions and provisions relating to certification
50	Non-US Selling Restrictions:	As described in the Base Prospectus
51	Applicable TEFRA exemption:	TEFRA D: D Rules Applicable
	General
52	Business Day Convention:	Following
53	Relevant Clearing System[s]:	Euroclear
		Clearstream
54	If syndicated, names [and addresses] of Managers [and underwriting commitments]:	N/A
55	Details relating to Partly Paid Securities:	N/A
56	Relevant securities codes:	ISIN: XS0543377872
		Common Code: 054337787
57	Modifications to the Master Subscription Agreement and/or Agency Agreement:	N/A
58	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 is expected to be made by the Issuer (or on its behalf) for the Securities to be admitted to trading on the London Stock Exchange's Regulated Market on or around the Issue Date
(iii)	Estimate of total expenses related to admission to trading:	Up to GBP 300
RATINGS

Ratings:

The Securities have not been individually rated.

NOTIFICATION $\overline{3}$

The Financial Services Authority has provided the Comisión Nacional del Mercado de Valores (the "CNMV") with a certificate of approval attesting that the Base Prospectus has been drawn up in accordance with the Prospectus Directive.

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

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.

REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES $5⁵$

• $(ii)$ Estimated net proceeds: USD 1,976,000
• $(iii)$ Estimated total expenses: $N/A$

FIXED RATE SECURITIES ONLY - YIELD 6

$N/A$

$\overline{7}$ FLOATING RATE SECURITIES ONLY - HISTORIC INTEREST RATES

$N/A$

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

$N/A$

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

$N/A$

10 OPERATIONAL INFORMATION

Any clearing system(s) other than Euroclear	N/A
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	N/A
Agents(s) (if any):
Intended to be held in a manner which would allow Eurosystem eligibility:	Nο

11 OFFER INFORMATION

(i). Offer Price:

(ii). Conditions to which the offer is subject:

Offers of the Notes made prior to the Issue Date are conditional on their issue. Notes will be allotted subject to availability in the order of receipt of investors' applications.

Issue Price: 100.00%

The Issuer reserves the right to withdraw the offer of the Notes at any time on or prior to the end of the Offer Period. For the avoidance of doubt, if any application has been made by the potential investor and the Issuer exercises such a right, each such potential investor shall not be entitled to subscribe or otherwise acquire the Notes and any applications will be automatically cancelled and any purchase money will be refunded to the applicant.

(iii). Description of the application process: Applications for the Notes can be made in Spain through the Distributor. Distribution will be in accordance with the Distributor's usual

procedures.

The Offer Period shall be from and including 11 October 2010 to and including 26 October 2010.

The Notes will be publicly offered in Spain, the following through institution (the "Distributor"): Barclays Bank SA.

An offer of the Notes may be made through the Distributor and its network other than pursuant to Article 3(2) of the Prospectus Directive in Spain during the period from and including 11 October 2010 to and including 26 October 2010. The Notes will be placed into Spain without any underwriting commitment by the Distributor and no undertakings have been made by third parties to guarantee the subscription of the Notes.

A prospective Securityholder will subscribe for Notes in accordance with the arrangements existing between the Distributor and its customers relating to the subscription of securities generally. Securityholders will not be required to enter into any contractual arrangements directly with Barclays Bank PLC related to the subscription for the Notes.

• (iv). Details of the minimum and/or maximum amount of application:
• (v). Description of possibility to reduce subscriptions and manner for refunding excess amount paid by applicants:
• (vi). Details of the method and time limits for paying up and delivering the Notes:

(vii). Manner in and date on which results of the offer are to be made public:

$N/A$

Subscription orders may be reduced in case of oversubscription, excess amount of funds paid being reduced without delay with no entitlement for compensation.

The Notes will be issued on the Issue Date against payment to the Issuer the distributor of the net subscription moneys. Each investor will be notified by the Distributor of the settlement arrangements in respect of the Notes at the time of such investor's application.

Results of the offer will be made public via the Distributor as soon as practically possible after the end of the Offer Period.

• $(viii)$ . Procedure for exercise of any right of pre-emption, negotiability of subscription rights and treatment of subscription rights not exercised:
• (ix). Categories of prospective investors to which the Securities are offered and whether tranche(s) have been reserved for certain countries:
• (x). Process for notification to applicants of the amount allotted and the indication whether dealing begin before may notification is made.
• (xi). Amount of any expenses and taxes specifically charged to the subscriber or purchaser:
• (xii).Name(s) and address(es), to the extent known to the Issuer, of the placers in the various countries where the offer takes place:

$N/A$

Offers may be made by the Distributor to any person in Spain. Offers (if any) in other EEA countries will only be made by the Distributor pursuant to an exemption from the obligation under the Prospectus Directive as implemented in such countries to publish a prospectus.

Each investor will be notified by the relevant Distributor of its allocation of Notes at the time of such investor's application.

No dealings in the Notes may take place prior to the Issue Date.

$N/A$

The Distributor named above at: Barclays Bank SA. Plaza de Colon, 2 28046 Madrid Spain