Barclays PLC — Capital/Financing Update 2011

Mar 4, 2011

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 6,969,224 Floating Rate Credit Linked Securities due March 2021 (the "Notes")

Series GSN30358

under the Global Structured Securities Programme

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 4 March 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:	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 SUBIECT TO US TAX LAW REOUIREMENTS. SUBIECT 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 PROSPECTUSES 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(i) AND 1287(a) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.

Provisions relating to the Securities

1	(i)	Series:	GSN30358
	(ii)	Tranche:	1
2	Currency:		United States dollar ("USD")
3	Notes:		Applicable
	(i)	Aggregate Nominal Amount as at the Issue Date:	USD 6,969,224
	(ii)	Specified Denomination:	USD 6,969,224
	(iii)	Calculation Amount per Security as at the Issue Date:	Specified Denomination
	(iii)	Nominal Amount per Security as at the Issue Date:	Calculation Amount
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:		18 February 2011. The Securityholder bears the risk of loss from the Trade Date and not the Credit Event Backstop Date, and the Credit Linked Conditions shall be construed accordingly.
7	Issue Date:		4 March 2011
8		Redemption Date:	4 March 2021 (the "Scheduled Redemption Date") provided that if an Extension Notice is effective and Relevant Event no Determination Date occurs on or prior to the Securities Extension Date, the date falling five Business Days after the Securities Extension Date or, if an Extension Notice is effective and a Relevant Event Determination Date occurs on or prior to the Securities Extension Date, the CLS Cash Settlement Date or Final Delivery Date (as the case may

			be).
9		Issue Price:	100 per cent. of the Aggregate Nominal Amount
10		Relevant Stock Exchange:	London Stock Exchange
11		The following Relevant Annex(es) shall apply to the Securities:	Credit Linked 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
14		Interest Rate:
	(i)	Fixed Rate:	N/A
	(ii)	Floating Rate:	ISDA Determination
	(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:	N/A
15		Screen Rate Determination:	N/A
16		ISDA Determination:	Applicable
	(i)	Floating Rate Option:	USD-LIBOR-BBA
	(ii)	Designated Maturity:	3 months, except for the first interest period where Linear Interpolation will apply
	(iii)	Reset Date:	Each Interest Payment Date
17	Margin:		Plus 2.31 per cent. per annum
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 Payment Date, without Interest adjustment in accordance with the Business Day Convention.
	(ii)	Interest calculation method for short or long Interest Calculation Periods:	In respect of the first Interest Calculation Period, Linear Interpolation
22		Interest Payment Dates:	Quarterly in arrears on 4 March, 4 June, 4

September and 4 December in each year, from and including 4 June 2011 to and including the Redemption Date, subject to adjustment in accordance with the Business Day Convention.

Following the occurrence of a Relevant Event Determination Date, the Securities will cease to accrue interest as of the earlier to occur of the Interest Payment Date occurring on or immediately preceding the Relevant Event Determination Date or, if no Interest Payment Date has occurred, the Issue Date.

Actual/360

$N/A$

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:

Provisions relating to Redemption

Day Count Fraction:

23

25		Settlement Method:	For the purposes of Condition 5.1 of the Base Conditions:
			Cash Settlement provided that no Event Determination Date occurs prior to the Scheduled Redemption Date and the Securities Extension Date. Otherwise, please refer to the section on "Terms relating to settlement following a Credit Event" below.
26		Settlement Currency:	USD
27		Settlement Number:	As defined in Condition 24 of the Base Conditions
28		Terms relating to Cash Settled Securities:
	(i)	Final Cash Settlement Amount:	100 per cent per Nominal Amount per Security as at the Issue Date, subject to Condition 8.3 of the Base Conditions and subject to the occurrence of any Credit Events.
	(ii)	Early Cash Settlement Amount:	In respect of any early redemption event under the terms of the Securities, the Early Cash Settlement Amount will be determined by the Determination Agent as the then

market value of the Securities adjusted to take into account all costs, losses and expenses which are incurred (or expected to be incurred) by (or on behalf of) the Issuer in connection with the early redemption or cancellation of the Securities, including (without duplication or limitation) hedging termination and funding breakage costs (whether actual or notional).

In determining the Early Cash Settlement Amount, the Determination Agent may take into account prevailing market prices and/or proprietary pricing models or, where these pricing methods may not yield a commercially reasonable result. may estimate such amount in good faith and in a commercially reasonable manner. Such amount will be determined by the Determination Agent on or as soon as reasonably practicable following the event giving rise to the early redemption or cancellation of the Securities.

For the avoidance of doubt. "Local Market Expenses" will not be applicable for the determination of the Early Cash Settlement Amount

As defined in Condition 24 of the Base Conditions

$(iii)$ 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 addition to those specified in Condition 24 of the Base Conditions and any applicable Relevant Annex: $(i)$ Affected Jurisdiction Hedging $N/A$ Disruption:

	(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:	Currency Disruption Event
36		Share Linked Securities:	N/A
37		Index Linked Securities :	N/A
38		Inflation Linked Securities:	N/A
39		FX Linked Securities:	N/A
40		Credit Linked Securities:	Applicable
	(i)	Type of Credit Linked Security:	Single Name CLS
	(ii)	Determination Agent City:	As defined in the Credit Linked Annex
	(iii)	Credit Event Accrued Interest:	N/A
	(iv)	Extension Interest:	N/A
		Credit Provisions
	(v)	Reference Entity (together with the related Reference Obligation(s), Obligation(s) and/or Deliverable Obligation(s) thereof, as applicable, each a "Reference Asset"):	Eskom Holdings Limited, and any Successors
	(vi)	Reference Entity Notional Amount(s):	Aggregate Nominal Amount
	(vii)	Specified Reference Obligations:
		The obligations identified as follows:
		Primary Obligor:	Eskom Holdings Limited
		Guarantor:	N/A
		Maturity:	26 January 2021
		Coupon:	N/A
		CUSIP/ISIN:	XS0579851949
		Deliverable Obligations:	As defined in the Credit Linked Annex
		Deliverable Obligation Category:	As set out in respect of the applicable Transaction Type in the Schedule
		Deliverable Obligation Characteristics:	As set out in respect of the applicable Transaction Type in the Schedule

	Excluded Deliverable Obligations:	None
(viii)	Reference CDS	N/A
(ix)	All Guarantees:	As set out in respect of the applicable Transaction Type in the Schedule
	Terms relating to Credit Events
(x)	Credit Events:	As set out in respect of the applicable Transaction Type in the Schedule
(xi)	For Nth-to-Default Securities only, specify N:	N/A
(xii)	Default Requirement:	As defined in the Credit Linked Annex
(xiii)	Payment Requirement:	As defined in the Credit Linked Annex
(xiv)	Conditions to Settlement:	As set out in respect of the applicable Transaction Type in the Schedule
(xv)	Obligation(s):
	Obligation Category:	As set out in respect of the applicable Transaction Type in the Schedule
	Obligation Characteristics:	As set out in respect of the applicable Transaction Type in the Schedule
(xvi)	Additional Obligation(s):	N/A
(xvii)	Excluded Obligation(s):	None
Credit Event:	Terms relating to settlement following a
	(xviii) CLS Settlement Method:	Physical Settlement or Cash Settlement as determined pursuant to the Issuer CLS Settlement Option
(xix)	Fallback CLS Settlement Method:	N/A
(xx)	Issuer CLS Settlement Option:	Applicable
		For the purpose of the Securities and in respect of 100 per cent. of the Notes then outstanding, the Issuer, after agreement with the Securityholder, subject to receiving confirmation to the satisfaction of the Issuer that the relevant Securityholder holds the legal and beneficial interest to all of the Note, will elect to redeem the Securities by way of Cash Settlement or Physical

Settlement upon the occurrence of a Relevant Event Determination Date and the definition of "Issuer CLS Settlement Option"

in the Credit Linked Conditions shall be construed accordingly.

$(xxi)$ Terms relating to Cash Settlement: Applicable: Following an Event Determination Date and the election of the Issuer to redeem the Notes via Cash Settlement (as per the Issuer CLS Settlement Option), the Note shall be redeemed at the Credit Event Redemption Amount minus Settlement Expenses and Swap Costs. Where: "Swap Costs" means, in respect of the Security, an amount determined by the Determination Agent in a commercially

reasonable manner equal to any loss or costs incurred (or expected to be incurred) by or on behalf of the Issuer as a result of its terminating, liquidating, modifying, obtaining or re-establishing any hedge, term deposit, related trading position or funding arrangement entered into by it (including with its internal treasury function) in connection with the Securities.

$(a)$ Credit Event Redemption Amount: In respect of each Note, (a) the product of

the Nominal Amount and the Final Price; minus (b) such Security's pro rata share of Settlement Expenses and Swap Costs

5 Business Days following calculation of the Final Price

Single CLS Valuation Date

As specified in the Credit Linked Annex

Bid

As specified in the Credit Linked Conditions

$N/A$

$N/A$

Highest

$(xxi)$ Terms relating to Physical Following an Event Determination Date and the election of the Issuer to redeem the Settlement:

Notes via Physical Settlement (as per the Issuer CLS Settlement Option), the Note shall be redeemed by Delivery of the

$(b)$

$(c)$

$(d)$

$(e)$

$(f)$

$(g)$

$(h)$ $(i)$

Credit Event Redemption Date:

Minimum Quotation Amount:

CLS Valuation Date:

CLS Valuation Time:

Ouotation Method:

Quotation Amount:

Accreted Amount.

Valuation Method:

			Deliverable Obligations Portfolio on or before the Final Delivery Date minus such Security's pro rata share of the Settlement Expenses and Swap Costs.
	(a)	Physical Settlement Period:	As set out in respect of the applicable Transaction Type in the Schedule
	(b)	Partial Cash Settlement due to Impossibility or Illegality:	Applicable and shall be deemed to apply for the purposes of Credit Linked Condition 4.9.
	(c)	Partial Cash Settlement of Consent Required Loans:	N/A
	(d)	Partial Cash Settlement of Assignable Loans:	N/A
	(e)	Partial Cash Settlement of Participations:	N/A
	(f)	Delivery provisions for Entitlement if different from stated above:	N/A
	(xxiii)	Valuation Date:	N/A
		(xxiv) Valuation Time:	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 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):	Johannesburg
		Selling restrictions and provisions relating to certification
50	Non-US Selling Restrictions:		Investors the bound selling are by restrictions of the relevant jurisdiction(s) in

which the Securities are to be sold as set out in the Base Prospectus.

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 and the Determination Agent.

In addition, the Manager and each subsequent purchaser of the Notes represents and agrees that the Notes may not be offered for sale, directly or indirectly, within the Republic of South Africa or to any person or corporate or other entity resident in the Republic of South Africa except in accordance with the exchange control regulations of the Republic of South Africa.

51 Applicable TEFRA exemption:

General

52 Business Day Convention: Following 53 Relevant Clearing System: Euroclear 54 If syndicated, names of Managers: $N/A$ Details relating to Partly Paid Securities: 55 $N/A$ 56 Relevant securities codes: 57 Modifications to the Master Subscription $N/A$ Agreement and/or Agency Agreement: 58 Additional Conditions and/or modification to the Conditions of the Securities: shall be provisions:

Clearstream, Luxembourg ISIN: XS0568922909 Common Code: 056892290

TEFRA D Rules Applicable

The Conditions and Credit Linked Conditions amended by the following

For the avoidance of doubt, the provisions relating to "Replacement Selector" set forth in the Credit Linked Conditions are not applicable with respect to this Note.

Condition 2.1 of the Credit Linked Conditions shall be amended by the

insertion of the following words after the final sentence of the first paragraph thereof "Notwithstanding anything to the contrary set out in the Conditions and Credit Linked Conditions, the Securityholder may at any time during the Notice Delivery Period deliver a Credit Event Notice to the Issuer in accordance with the preceding sentence (a "Securityholder Credit Event Notice"). In order for a Securityholder Credit Event Notice to be valid (i) it must satisfy the Notice of Publicly Available Information Condition, (ii) it shall be accompanied by evidence satisfactory to the Issuer that the Securityholder holds the legal and beneficial interests to all of the Notes and (iii) be delivered to the address specified below. Following receipt of a valid Securityholder Credit Event Notice, the Issuer shall deliver a Credit Event Notice and thereafter, subject to satisfaction of the Conditions to Settlement and the definition of Event Determination Date, the Notes shall redeem in accordance with, and shall be subject to, these Credit Linked Conditions.

A Securityholder Credit Event Notice shall be delivered to the Issuer at the following address:

Head of Emerging Market Trading Barclays Bank PLC 5 North Colonnade Canary Wharf London E14 4BB $UK$ Fax: +44 (0) 0207 5168177

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's Regulated Market on or around the Issue Date.
(iii)	Estimate of total expenses related to admission to trading:	GBP 300 plus VAT

$2^{\circ}$ RATINGS

Ratings:

The Securities have not been individually rated

NOTIFICATION $\overline{3}$

$N/A$

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

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.

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

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

• $(ii)$ Estimated net proceeds: $N/A$
• $(iii)$ $N/A$ Estimated total expenses:

6 FIXED RATE SECURITIES ONLY - YIELD

Indication of yield: $N/A$

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

Details of historic USD LIBOR BBA rates can be obtained from Reuters LIBOR01 Page.

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

$N/A$

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 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:	N/A

11 OFFER INFORMATION

$N/A$

Schedule

Transaction Type	STANDARD EMERGING EUROPEAN
	CORPORATE
All Guarantees:	Applicable
Conditions to	Credit Event Notice
Settlement:	Notice of Publicly Available
	Information Applicable
	Specified Number: Two
	Notice of Physical Settlement
Credit Events:	Bankruptcy
	Failure to Pay
	Grace Period Extension: Applicable
	Repudiation/Moratorium
	Obligation Acceleration
	Restructuring
	Multiple Holder Obligation:
	a) Not Applicable with respect to Obligation Category "Bonds"
	b) Applicable with respect to Obligation Category "Loans"
Obligation	Bond or Loan
Category:
Obligation	Not Subordinated
Characteristics:	Not Domestic Currency
	Not Domestic Law
	Not Domestic Issuance
Physical Settlement	As per the Base Prospectus capped
Period:	at 30 Business Days
Deliverable	Bond or Loan
Obligation Category:

Deliverable	Not Subordinated
Obligation Characteristics:	Specified Currency: Standard Specified Currencies
	Not Domestic Law
	Not Contingent
	Not Bearer
	Not Domestic Issuance
	Transferable
	Assignable Loan
	Consent Required Loan