Barclays PLC — Capital/Financing Update 2011

Jan 14, 2011

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

IDR 2,500,000,000 Bond Linked Notes due January 2012 ("Tranche 2") to become fungible and form a single series with the existing IDR 4,000,000,000 Bond Linked Notes due January 2012, originally issued on 29 December 2010 ("Tranche 1") (together, the "Notes")

Series GSN29421

under the Global Structured Securities Programme

Issue Price: 114.0393 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.

Subject as provided below, 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 14 January 2011

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

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. 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 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

$\mathbf{1}$	(i)	Series:		GSN29421
	(ii)	Tranche:		$\overline{2}$
$\overline{2}$	Currency:			"IDR" being the Indonesia Rupiah or any successor lawful currency of the Republic of Indonesia.
3	Notes:			Applicable
	(i)	Issue Date:	Aggregate Nominal Amount as at the
		(a)	Series:	Tranche 1: IDR 4,000,000,000
				Tranche 2: IDR 2,500,000,000
		(a)	Tranche:	Tranche 1: IDR 4,000,000,000
				Tranche 2: IDR 2,500,000,000
	(ii)		Specified Denomination:	IDR 500,000,000
	(iii)		Calculation Amount per Security as at the Issue Date:	IDR 500,000,000
4	Certificates:			N/A
5	Form:
	(i)		Global/Definitive/Uncertificated and	Global Bearer Securities:
			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:			Tranche 1: 20 December 2010
				Tranche 2: 10 January 2011
7	Issue Date:			Tranche 1: 29 December 2010
				Tranche 2: 14 January 2011
8		Redemption Date:		18 January 2012 (the "Scheduled Redemption Date"), subject to adjustment in accordance with the Business Day Convention and the Bond Linked Conditions.

9	Issue Price:	Tranche 1: 113.8675 per cent. of the Aggregate Nominal Amount
		Tranche 2: 114.0393 per cent. of the Aggregate Nominal Amount
10	Relevant Stock Exchange[s]:	London Stock Exchange
11	The following Relevant Annex(es) shall apply to the Securities (specify each applicable Relevant	Bond Linked Annex

Provisions relating to interest (if any) payable on the Securities

Annex):

12	Interest:		Applicable
13		Interest Amount:	As per Conditions 4 and 24 of the Base Conditions
14		Interest Rate[s]:
	(i)	Fixed Rate:	N/A
	(ii)	Floating Rate:	N/A
	(iii)	Variable Rate:	N/A
	(iv)	Zero Coupon:	N/A
	(v)	Bond Linked Securities - Fixed Coupon:	N/A
	(vi)	Bond Linked Securities - Pass Through Interest:	Applicable
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:		N/A
20		Interest Determination Date:	N/A
21		Interest Calculation Periods:	N/A
22		Interest Payment Dates:	Each day which is 2 Business Days following each Valuation Date, provided that the first Interest Payment Date shall be 1 Business Day following the first Valuation Date and the final Interest Payment Date shall fall on the Redemption Date, subject to adjustment in

23 Day Count Fraction: $N/A$

accordance with the Bond Linked Conditions.

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:	(i) For the purpose of Condition 5.1 of the Base Conditions:
			Cash Settlement
			(ii) For the purposes of paragraph 43(viii) of these Final Terms:
			Cash Settlement
26		Settlement Currency:	United States dollars ("USD")
			Notwithstanding that the Securities are denominated in the Reference Currency, scheduled payments in respect of the Securities will be made in the Settlement Currency.
27		Settlement Number:	As defined in Condition 24 of the Base Conditions
28		Terms relating to Cash Settled Securities:
	(i)	Final Cash Settlement Amount:	On the Redemption Date, the Issuer shall subject to Conditions 7, 8 and 9 redeem each Security in whole but not in part by paying each Securityholder an amount per Security in the Settlement Currency equal to the amount actually received by way of principal in respect of the redemption of the Reference Obligation Principal Amount of the Reference Obligation by a holder of the Reference Obligation divided by the number of Notes outstanding less all Taxes, as calculated Applicable by the Determination Agent, and converted from the Reference Currency into the Settlement Currency by the Determination Agent at the relevant FX Fixing on the final Valuation Date.
	(ii)	Early Cash Settlement Amount:	As defined in Condition 24 of the Base Conditions
	(iii)	Early Cash Redemption Date:	The tenth Business Day after the giving of notice by the Issuer to the Securityholders.

$\sqrt{6}$

29		Terms relating to Physically Delivered Securities:	N/A
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 Requirements:	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		Index Linked Securities (Equity indices only):	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:	Applicable
	(i)	Payments in respect of the Securities (including the Final Cash Settlement	Settlement Currency

The government of the Republic of Indonesia acting by or through any division or regulatory authority thereof, including, without limitation, the treasury or the Bank of Indonesia or any Successor.

Issuer:	Government of Indonesia
Currency:	IDR
Interest:	13.15 per cent., fixed, semi-annual
Scheduled Interest Payment Dates:	15 January and 15 July in each year
Day Count Fraction:	ACT/ACT

Reference Obligation(s): $(iii)$

Reference Entit(y)(ies):

Amount):

$(ii)$

		Maturity Date:	15 January 2012
		ISIN:	IDG000004805
(iv)	Substitute Reference Obligations:	Applicable
		Determination Agent.	Any obligation denominated in the Reference Currency that ranks at least pari passu with the Reference Obligation(s), as determined by the
(v)	Reference Obligation Jurisdiction:	Republic of Indonesia
(vi)	Reference Currency:	Currency
(vii)	Reference Obligation Principal Amount:	IDR 6,500,000,000
(viii)	Call Option:	Applicable
(ix)	Coupon Amount Deduction:	Applicable
(x)	Custody Charge:	N/A
(xi)	Expense Amount Fee:	Applicable
(xii)	Valuation Date:		15 January and 15 July in each year during the

15 January and 15 July in each year during the period from the Issue Date to and including 15 January 2012 (being the scheduled interest payment dates and the maturity date of the Reference Obligation) (each, a "Scheduled Valuation Date") subject to adjustment in accordance with the Bond Linked Conditions; provided that if any coupon payment in respect of the Reference Obligation is made on a day which is not the relevant scheduled coupon payment date due to an adjustment to account for non-business days in accordance with the terms of the Reference Obligation, the corresponding Valuation Date shall be adjusted so that it falls on the day on which payment of the relevant coupon in respect of the Reference Obligation is actually made or, if such day is not a Business Day, the next following Business Day.

For the purposes of the Securities, the Valuation Date and the Scheduled Valuation Date in respect of an Interest Payment Date or the Redemption Date shall be the Valuation Date and the Scheduled Valuation Date scheduled to occur immediately prior to such

date, as adjusted, in the case of Valuation Dates only, as set out above.

	(xiii) FX Disruption Event:	Applicable
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 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:	(i) With respect to payments: As per Condition 24 of the Base Conditions; and
		(ii) With respect to valuations only: Jakarta and Singapore.
49	Additional Business Centre(s):	N/A

Selling restrictions and provisions relating to certification

Non-US Selling Restrictions: 50

As provided in the Base Prospectus

In addition to those described in the Base Prospectus, 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, the Manager (as the case may be) or the Determination Agent.

JAPAN

		As offering of the Notes constitutes Offering to Small Number of People (shouninzuu muke kanyuu) (as defined in Article 23-13, Paragraph 4 of the Financial Instruments and Exchange Law ("FIEL")), the Notes have not been and will not be registered under Article 4, Paragraph 1 of the FIEL. Each Note may not be sub-divided into more than one Note of a smaller denomination.
51	Applicable TEFRA exemption:	TEFRA D: D Rules Applicable
General
52	Business Day Convention:	Following
53	Relevant Clearing System[s]:	(i) Euroclear;
		(ii) Clearstream, Luxembourg; and
		(iii) For the purposes of Condition 7.2(a)(i) only, any clearing system determined by the Determination Agent in its sole and absolute discretion to be capable of settling transactions in respect of the Reference Obligation and/or the Substitute Reference Obligation.
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: XS0573287462
		Common Code: 057328746
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:
		(i) Amendments to the Bond Linked Conditions
		For the purposes of the Notes:
		(a) "(or would have failed had it been a holder of the Reference Obligation)" shall be added after "fails" in Bond Linked Condition 1.2;
		(b) "on the Optional Early Redemption Date" shall Payment be added after "Reference Currency Market Value Amount

per Security" in Bond Linked Condition $6.2(iii);$

(c) "Event" shall be replaced with "Date" in the last line of the definition of Settlement Currency Market Value Amount in Part C of the Bond Linked Annex;

(d) "Following Business Day Convention" shall be replaced with "Following Business Day Convention or" in the third paragraph of Bond Linked Condition 3.2:

(e) Bond Condition 6.3(i) shall be amended by replacing the words "an amount" appearing therein with "a principal amount";

(f) The word "Obligation" appearing in paragraph (i) of the definition $\alpha$ f Inconvertibility Event in Part C of the Bond Linked Annex shall be replaced by the word "obligation";

(q) Paragraph $(iv)(d)$ of the definition of "Credit Event" in Part C of the Bond Linked Annex shall be amended by the addition of the following after the words "Reference Entity" in the last line thereof: "or the holders of such obligations will not be entitled to receive or retain payments in respect of their claims against the government of the Republic of Indonesia at any time that the government of the Republic of Indonesia is in payment arrears or is otherwise in default under such obligation (For the avoidance of doubt, priorities arising by operation of law shall be taken into account in determining whether a change in the ranking of priority of payment in respect of any relevant debt obligation has occurred)".

(ii) FX Fixing definition:

$"FX$ Fixing" means the Reference Currency/Settlement Currency market average rate (expressed as the number of units of Reference Currency per USD1.00)

which Reuters Screen appears on ABSIRSFIX01 Page on the relevant Valuation Date or date of determination plus the Spread; provided that for the purposes of Bond Linked Condition 6, the FX Fixing shall mean, on any date on which it falls to be determined thereunder, the exchange rate in Indonesian interbank commercial foreign exchange market, as determined by the Determination Agent in its sole discretion, for the purchase of USD for an amount of the Reference Currency approximately equal to the Reference Currency Market Value Amount (or such other relevant amount selected by the Determination Agent, as applicable).

Where;

"Spread" means plus IDR 20 per USD1.00

Part B Other Information

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

(i)	Listing	London
(ii)	Admission to trading:	Tranche 1: 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 from on or around the Issue Date of Tranche 1.
		Tranche 2: 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 from on or around the Issue Date of Tranche 2.
(iii)	Estimate of total expenses related to admission to trading:	GBP 300.00

$2^{\circ}$ RATINGS

The Securities have not been individually rated

NOTIFICATION $\overline{3}$

Ratings:

$N/A$

$\overline{4}$ 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.

5 REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES

(i) Reasons for the offer:	General funding
-------------------------------	-----------------

(ii)	Estimated net proceeds:	N/A
------	-------------------------	-----

$(iii)$ Estimated total expenses: $N/A$

FIXED RATE SECURITIES ONLY - YIELD $6\overline{6}$

Indication of yield: $N/A$

FLOATING RATE SECURITIES ONLY - HISTORIC INTEREST RATES $7⁷$

$N/A$

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

$N/A$

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	N/A
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	N/A
$A^{qents}(s)$ (if any):
Intended to be held in a manner which would allow Eurosystem eligibility:	No.

11 OFFER INFORMATION

$N/A$