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Barclays PLC Capital/Financing Update 2010

Nov 11, 2010

5250_rns_2010-11-11_10558ce4-f5a0-4597-818a-7ca827cd8c1c.pdf

Capital/Financing Update

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THESE NOTES DO NOT CONSTITUTE COLLECTIVE INVESTMENT SCHEMES IN THE MEANING OF THE SWISS FEDERAL ACT ON COLLECTIVE INVESTMENT SCHEMES ("CISA"). ACCORDINGLY, HOLDERS OF THE NOTES DO NOT BENEFIT FROM PROTECTION UNDER THE CISA OR SUPERVISION BY THE SWISS FINANCIAL MARKET SUPERVISORY AUTHORITY FINMA

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

EUR 2.100.000 Index Linked Notes linked due 11 November 2011

Series G2010C5EZ57D

under the Global Structured Securities Programme

Issue Price: 100% 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 11 November 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.

Notice to Swiss Investors:

The Notes may not be publicly distributed in Switzerland. This Final Terms shall not be dispatched, copied to or otherwise made available to, and the Notes may not be offered for sale to any person in Switzerland, except to Qualified Investors as defined in article 10 of the Swiss Act on Collective Investment Schemes, i.e. to a) prudentially regulated financial intermediaries such as banks, securities dealers and fund management companies, b) regulated insurance institutions, c) public entities and retirement benefits institutions with professional treasury department, d) companies with professional treasury department, e) High-Net-Worth Individuals (as defined below) and f) investors who have concluded a written discretionary management agreement with a financial intermediary as defined under lit. a) or with an independent asset manager that complies with the requirements pursuant to Art. 6 para 2 of the Collective Investment Schemes Ordinance ("CISO") High-Net-Worth Individual is a private individual who confirms in writing at the time of the investment to own a minimum of CHF 2 million of financial investments, whether directly or indirectly.

This document is neither a prospectus according to Art 652a or Art 1156 of the Swiss Code of Obligations nor a simplified prospectus according to Art 5 of the Swiss Act on Collective Investment Schemes ("CISA").

The Notes do not constitute an investment in a collective investment scheme and are not subject to the CISA nor to the supervision of the Swiss Financial Market Supervisory Authority FINMA.

Index Disclaimer

STOXX and Dow Jones have no relationship to Barclays, other than the licensing of the Eurostoxx 50® index and the related trademarks for use in connection with the 1yr EUR GAP NOTES.

STOXX and Dow Iones do not:

• Sponsor, endorse, sell or promote the 1yr EUR GAP NOTES.

. Recommend that any person invest in the 1yr EUR GAP NOTES or any other securities.

• Have any responsibility or liability for or make any decisions about the timing, amount or pricing of the 1yr EUR GAP NOTES.

. Have any responsibility or liability for the administration, management or marketing of the 1yr EUR GAP NOTES.

• Consider the needs of the 1yr EUR GAP NOTES or the owners of the 1yr EUR GAP NOTES in determining, composing or calculating the Dow Jones Eurostoxx 50® index or have any obligation to do so.

STOXX and Dow Jones will not have any liability in connection with the 1yr EUR GAP NOTES. Specifically:

• STOXX and Dow Jones do not make any warranty, express or implied and disclaim any and all warranty about:

• The results to be obtained by the 1yr EUR GAP NOTES, the owner of the 1yr EUR GAP NOTES or any other person in connection with the use of the Eurostoxx 50® index and the data included in Eurostoxx 50® index:

• The accuracy or completeness of the Eurostoxx 50® index and its data;

• The merchantability and the fitness for a particular purpose or use of the Eurostoxx 50® index and its data;

• STOXX and Dow Jones will have no liability for any errors, omissions or interruptions in the Eurostoxx 50® index or its data:

. Under no circumstances will STOXX or Dow Jones be liable for any lost profits or indirect, punitive, special or consequential damages or losses, even if STOXX or Dow Jones knows that they might occur.

The licensing agreement between Barclays and STOXX is solely for their benefit and not for the benefit of the owners of the 1yr EUR GAP NOTES or any other third parties.

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

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 AND THE SUPPLEMENTAL 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

Swiss Federal Act: The Securities do not constitute collective investment schemes within the meaning of the Swiss Federal Act on Collective Investment Schemes ("CISA"). Accordingly, holders of the Securities do not benefit from protection under the CISA or supervision by the Swiss Federal Banking Commission.

Provisions relating to the Securities

$\mathbf{1}$ (i) Series: G2010C5EZ57D
(ii) Tranche: 1
$\overline{2}$ Currency: Euro ("EUR")
3 Notes: Applicable
(i) Aggregate Nominal Amount as
at the Issue Date:
EUR 2,100,000
(ii) Specified Denomination: EUR 50,000
(iii) Calculation Amount per Security
as at the Issue Date:
EUR 50,000
4 Certificates: N/A
5 Form:
(i) Global/Definitive/Uncertificated
and dematerialised:
Global Bearer Securities: 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: 4 November 2010
7 Issue Date: 11 November 2010
8 Redemption Date: 11 November 2011
9 Issue Price: 100 per cent. of the Aggregate Nominal Amount
10 Relevant Stock Exchange[s]: London
11 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

12 Interest: Applicable
13 Interest Amount: (i) The Interest Amount consists of semiannual
interest payments which are calculated by the
Determination Agent on each EURIBOR
Determination Date in respect of each Note in
accordance with the following formula:

Calculation Amount x (Floating Rate + 5.00%) X $n/360$

Where:

"Floating Rate" means the level of the 6-month EURIBOR as determined on the relevant EURIBOR Determination Date by the Determination Agent, by using the closing level on EUR006M on Bloomberg;

"n" means the number of calendar days from and including the later of (i) the Issue Date and (ii) the previous Interest Payment Date, to but excluding the Interest Payment Date on which the interest payment is to be made.

(ii) The interest payments will be made on the Interest Payment Dates, provided no Gap Risk Disruption Event has occurred. If a Gap Risk Disruption Event occurs, each investor will receive in respect of each Note the Accrued Interest as set forth helow:

"Accrued Interest" means the accrued interest from and including the later of (i) the Issue Date and (ii) the last Interest Payment Date to but excluding the Specified Cash Redemption Date, which is calculated in accordance with the following formula:

Denomination x (Floating Rate + 5.00%) x m/360

Where:

"m" means the number of calendar days from and including the later of (i) the Issue Date and (ii) the last Interest Payment Date to but excluding the Specified Cash Redemption Date.

"Gap Risk Disruption Event" means as set out in paragraph 33 below.

Interest Rate[s]: $14$

$N/A$

15 Screen Rate Determination:
  • $N/A$ 16 ISDA Determination:
  • $17$ Margin:
  • 18 Minimum/Maximum Interest Rate:
  • 19 Interest Commencement Date:
  • Interest Determination Date: 20
  • Interest Calculation Periods: 21
  • 22 Interest Payment Dates:
EURIBOR Determination
Date
Interest Payment
Date
9 November 2010 11 May 2011
9 May 2011 11 November
2011

These dates are subject to adjustment in accordance with the Following Business Day Convention.

23 Day Count Fraction:

Fall back provisions, rounding provisions, 24 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 Redemption

  • $25$ Settlement Method:
  • 26 Settlement Currency:
  • 27 Settlement Number:
  • 28 Terms relating to Cash Settled Securities:
  • Final Cash Settlement Amount: $(i)$

  • For the purposes of Condition 5.1 of the Base $(i)$ Conditions: Cash Settlement

  • For the purposes of Condition 5.5 of the Base $(ii)$ Conditions: Cash Settlement

EUR

$N/A$

$N/A$

$N/A$

$N/A$

$N/A$

Actual/360

$N/A$

As defined in Condition 24 of the Base Conditions

If no Gap Risk Disruption Event has occured on any Valuation Date during the Observation Period, the Notes will be redeemed on the Redemption Date and Noteholders of these Notes will receive an amount per Calculation Amount per Security as at the Issue Date determined in accordance with the following formula:

Calculation Amount x 100%

Where:

$N/A$

$N/A$

$N/A$

$N/A$

Applicable

"Observation Period" means the period from but excluding the Strike Date to and including the Final Valuation Date.

"Strike Date" means 4 November 2010.

"Final Valuation Date" means 4 November 2011.

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:
  • Terms relating to Physically Delivered 29 Securities:
  • 30 Nominal Call Event:
  • Call Option: $31$
  • $32$ Put Option:
  • 33 Specified Early Redemption Event:

Applicable: if a Gap Risk Disruption Event has occurred on any Valuation Date during the Observation Period, the Notes will be redeemed early on the Specified Cash Settlement Date at the Specified Early Cash Settlement Amount.

"Gap Risk Disruption Event" means if in the determination of the Determination Agent the Index Performance as calculated $b$ v the Determination Agent on any Valuation Date(i) is less than the Strike Level, a Gap Risk Disruption Event is deemed to have occurred on such Gap Risk Disruption Event Date.

"Gap Risk Disruption Event Date" means a Valuation Date in respect of which the Determination Agent determines there is a Gap Risk Disruption Event as set forth above.

  • $(i)$ Automatic Early Redemption
  • $(ii)$ Cash Settled Securities:
  • Specified Early Cash $(a)$ Settlement Amount:

Specified Early Cash Settlement Amount shall be calculated in accordance with the following formula:

Calculation Amount x (100% - Min[100%, LV x (Strike Level - Index Performance;)] + Accrued Interest

Where:
"Strike Level" means 90%
"Leverage Factor ("LV")" means 10.00
"Index Performance" means the performance of
the Index, as determined by the Determination
Agent on any Valuation Date i, in accordance with
the following formula:
$SX5E_i / SX5E_{i-1}$
Where:
"SX5E;" means the Index Level on Valuation Date
"i";
"SX5E i-1 " means the Index Level on the Valuation
Date immediately preceding the relevant Valuation
Date $(i)$ .
(b) Specified Cash
Redemption Date(s):
The date falling 5 Business Days following a Gap
Risk Disruption Event Date
(iii) Physically Delivered Securities: N/A
(iv) Notice Period: Specified Early Redemption As per Condition 5.5 of the Base Conditions
34 Requirements: Maximum and Minimum Redemption N/A
35 Additional Disruption Events in addition
to those specified in Condition 24 of the
Base Conditions and any applicable
Relevant Annex:
N/A
36 Share Linked Securities: N/A
37
only):
Index Linked Securities (Equity indices Applicable
(i) Asset"): Index/Indices (each a "Reference The EuroStoxx50 Index (the "Index"), as calculated
and sponsored by Stoxx Limited
(Bloomberg ticker: SX5E Index)
(ii) Future Price Valuation: N/A
(iii) Exchange-traded Contract: N/A
(ii) Exchange[s]: Multi-Exchange Index
(iii) Related Exchange[s]: Eurex Deutschland
(iv) Exchange Rate: N/A
(v) Weighting for each Reference N/A
Asset comprising the Basket of
Reference Assets:
(vi) Index Level of each Reference
Asset:
The level of the Index at the Valuation Time on a
Scheduled Trading Day
(vii) Valuation Date: Each Scheduled Trading Day. If the Determination
Agent determines that a Scheduled Trading Day is a
Disrupted Day then the Valuation Date shall be
postponed to the next Scheduled Trading Day that
is not a Disrupted Day.
(viii) Valuation Time: As defined in the Equity Linked Annex
(ix) Averaging: N/A
(x) Additional Disruption Event in
respect of Index Linked
Securities:
N/A
(xi) FX Disruption Event: N/A
(xii) Other adjustments: N/A
38 Inflation Linked Securities: N/A
39 FX Linked Securities: N/A
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: EUR 50,000
46 Settlement in respect of VP Notes, APK
Registered Securities, Dutch Securities,
Italian Securities, Swedish Registered
Securities, VPS Registered Securities or
Spanish Securities:
N/A
47 Additional provisions relating to Taxes
and Settlement Expenses:
N/A
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: Investors are bound by the selling restrictions of

the relevant jurisdiction(s) in which the Notes are to be sold as set out in the Base Prospectus.

In addition, no action has been taken or will be taken that would permit a public offering of the Notes or possession or distribution of any offering material in relation to the Notes in any jurisdiction where action for that purpose is required. No offers, sales, re-sales or deliveries of any Notes or distribution of any offering material relating to the Notes, directly or indirectly, may be made in or from any jurisdiction except in circumstances which will result in compliance with any applicable laws and regulations and which will not impose any obligation on the Issuer, the Dealer and the Determination Agent.

SUBJECT TO CERTAIN EXCEPTIONS, AS DETAILED IN "PURCHASE AND SALE" IN THE BASE PROSPECTUS. THE NOTES 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 US SECURITIES ACT OF 1933).

In addition to those described in the Base Prospectus, each purchaser represents and agrees that no action has been made or will be taken that would permit a public offering of the notes or possession or distribution of any offering material in relation to the notes in any jurisdiction where action for that purpose is required. no offers, sales, re-sales or deliveries of any notes or distribution of any offering material relating to the notes, directly or indirectly, may be made in or from any jurisdiction except in circumstances which will result in compliance with any applicable laws and regulations and which will not impose any obligation on the Issuer.

51 Applicable TEFRA exemption:
General

TEFRA D: D Rules Applicable

Business Day Convention: Relevant Clearing System[s]: Modified Following Euroclear Clearstream

54 If syndicated, names [and addresses] of $N/A$

52 53

Managers [and underwriting]
commitments]:
55 Details relating to Partly Paid
Securities:
N/A
56 Relevant securities codes: ISIN: XS0558259049
Common Code: 055825904
Valoren: CH11990562
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

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

(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 on or around
the Issue Date.
(iii) Estimate of total expenses related to
admission to trading:
GBP 300

$2^{\circ}$ RATINGS

Ratings:

Fitch: AA-, Moody's: Aa3

3 NOTIFICATION

$N/A$

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

Save as discussed in "Purchase 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 $51$

  • $(i)$ Reasons for the offer: General funding
  • $(ii)$ Estimated net proceeds:
  • $(iii)$ Estimated total expenses:

FIXED RATE SECURITIES ONLY - YIELD 6

Indication of yield: $N/A$

$77$ 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 9 INVESTMENT

$N/A$

10 OPERATIONAL INFORMATION

Any clearing system(s) other than Euroclear
Bank S.A./N.V. and Clearstream Banking
Société Anonyme (together with their
addresses) and the relevant identification
$number(s)$ :
N/A
Delivery: Delivery free of payment
Names and addresses of additional Paying
Agents(s) (if any) [and APK Issue and Paying
Agent / VP Issuing Agent/ [ENL Issuing Agent]
/ Swedish Issue and Paying Agent / VPS Issue
and Paying Agent / Spanish Securities Issue
and Paying Agent]:
N/A
Intended to be held in a manner which would
allow Eurosystem eligibility:
No.

11 OFFER INFORMATION

The Issue Price includes a commission element shared with a third party, further details of which are available upon request.

Barclays relies on and looks towards the intermediary to comply with the Swiss law obligation regarding retrocession and, when applicable, will disclose or forward any retrocession payment he receives from a Barclays entity to his client, unless the intermediary and his client have validly agreed otherwise. Since Barclays does not know the identity of the intermediary's client, it is impossible for Barclays to disclose such retrocession payments to the client of the intermediary. As a consequence thereof, the intermediary herewith undertakes to duly fulfil all legal requirements under Swiss law.