Barclays PLC — Capital/Financing Update 2011

Mar 29, 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

EUR 30,000,000 Equity Linked Notes due March 2016 (the "Notes")

Series G201149KK427

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 29 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.

Index Disclaimer:

STOXX and its licensors (the "Licensors") have no relationship to Barclays Bank PLC ("Barclays"), other than the licensing of the Eurostoxx 50 Index^® and the related trademarks for use in connection with the Securities.

STOXX and its Licensors do not:

• $\bullet$ Sponsor, endorse, sell or promote the Securities.
• Recommend that any person invest in the Securities or any other securities.
• Have any responsibility or liability for or make any decisions about the timing, amount or pricing of Securities.
• Have any responsibility or liability for the administration, management or marketing of the Securities.
• Consider the needs of the Securities or the owners of the Securities in determining, composing or calculating the Eurostoxx 50 Index ®or have any obligation to do so.

STOXX and its Licensors will not have any liability in connection with the Securities. Specifically:

• STOXX and its Licensors do not make any warranty, express or implied and disclaim any and all warranty about:
• The results to be obtained by the Securities, the owner of the Securities or any other person in connection with the use of the Eurostoxx 50 Index® and the data included in the Eurostoxx 50 Index® including symbol ®;
• 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® including symbol ® and its data;
• STOXX and its Licensors will have no liability for any errors, omissions or interruptions in the Eurostoxx 50 Index® including symbol ® or its data;
• Under no circumstances will STOXX or its Licensors be liable for any lost profits or indirect, punitive, special or consequential damages or losses, even if STOXX or its Licensors 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 Securities 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:	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 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(j) AND 1287(a) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.

Provisions relating to the Securities

1	(i)	Series:	G201149KK427
	(ii)	Tranche:	1
2	Currency:		Euro ("EUR")
3	Notes:
	(i)	Aggregate Nominal Amount as at the Issue Date:	EUR 30,000,000
	(ii)	Specified Denomination:	EUR 1,000
	(iii)	Calculation Amount per Security as at the Issue Date:	Specified Denomination
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:	Applicable
	(iii)	Held under the NSS:	N/A
	(iv)	CGN Form:	N/A
	(v)	CDI s :	N/A
6	Trade Date:		8 March 2011
7	Issue Date:		29 March 2011
8	Redemption Date:		29 March 2016, subject to adjustment in accordance with the Business Day Convention
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 Equity Linked Annex to the Securities:
		Provisions relating to interest (if any) payable on the Securities
12	Interest:		Applicable
13	Interest Amount:		(i) If on any Valuation Date(i), the Index Level is equal to or greater than 1767.252 (60 per cent of the Initial Level), then the Interest Amount will be equal to:

Calculation Amount x ((i x 7.10%) - Paid Interest)

(ii) If on Valuation Date(i), the Index Level is less than 1767.252 (60 per cent of the Initial Price), no Interest Amount will be paid in respect of the immediately following Interest Payment Date.

Where:

"i" means an integer number from 1 to 5 as set out in the Schedule.

"Paid Interest" means, in respect of an Interest Payment Date, the sum of each Interest Amount that has been paid by the Issuer from the Issue Date to and including the immediately preceding Interest Payment Date.

14	Interest Rate:	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:	N/A
20	Interest Determination Date:	N/A
21	Interest Calculation Periods:	N/A
22	Interest Payment Dates:	Each date as set out in the Schedule under the heading "Interest Payment Date", subject to adiustment in accordance with the

23 Day Count Fraction: $N/A$ 24 Fall back provisions, rounding provisions, $N/A$ 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: (i) For the purposes of Condition 5.1 of the Base Conditions:

Cash Settlement

Business Date Convention.

(ii) For the purposes of Condition 5.5 of the Base Conditions:

Cash Settlement

26		Settlement Currency:	EUR
27	Settlement Number:		As defined in Condition 24 of the Base Conditions
28	Terms relating to Cash Settled Securities:
	(i)	Final Cash Settlement Amount:	(a) If the Final Level is equal to or greater than 1767.252 (60 per cent of the Initial Price), EUR 1,000 per Calculation Amount per Security;
			(b) Otherwise, if Final Level is less than 1767.252 (60 per cent of the Initial Price), the Final Cash Settlement Amount will be:
			Calculation Amount x (Final Level / Initial Level)
			Where:
			"Initial Level" means 2945.42 "Final Level" means the Index Level on the Final Valuation Date.
			"Final Valuation Date" means 8 March 2016.
	(ii)	Early Cash Settlement Amount:	As defined in Condition 24 of the Base Conditions
	(iii)	Early Cash Redemption Date:	As defined in Condition 24 of the Base Conditions
29	Securities:	Terms relating to Physically Delivered	N/A
30		Nominal Call Event:	N/A
31		Call Option:	N/A
32		Put Option:	N/A
33		Specified Early Redemption Event:	Applicable:
			If, on any Valuation Date(i) (with i from 1 to 4), the Index Level is equal to or greater than Initial Level, Specified the a Early Redemption Event is deemed to have occurred and the Securities will be redeemed on the Specified Early Cash Redemption Date immediately following such Valuation Date.
			Provided that, for the purposes of this paragraph 33 only, "i" represents a number from 1 to 4.
	(i)	Automatic Early Redemption:	Applicable

(ii)		Cash Settled Securities:
------	--	---------------------------------

		(a)	Specified Early Cash Settlement Amount:	EUR 1,000 per Calculation Amount per Security
		(b)	Specified Early Cash Redemption Date(s):	Each date as specified in the Schedule under "Specified heading the Early Cash Redemption Date"
	(iii)		Physically Delivered Securities:	N/A
	(iv)	Period:	Specified Early Redemption Notice	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): Applicable
	(i)		Index/Indices (each a "Reference Asset"):	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:	Multi-exchange Index
	(iii)		Related Exchanges:	All Exchanges
	(iv)		Exchange Rate:	N/A
	(v)		Weighting for each Reference Asset comprising the Basket of Reference Assets:	N/A
	Index Level of each Reference Asset: (vi)			The level of the Index at the Valuation Time on any Scheduled Trading Day
	(vii)		Valuation Date:	The Strike Date and each Observation Date
	(viii)		Valuation Time:	As defined in the Equity Linked Annex
	(ix)		Averaging:	N/A
	(x)		Additional Disruption Event in respect of Index Linked Securities:	Insolvency Filing
	(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:	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):	N/A
	Selling restrictions and provisions relating to certification
50	Non-US Selling Restrictions:	selling Investors bound the by are

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 these Final Terms, in any jurisdiction except in compliance with the applicable laws and regulations of such jurisdiction and in a manner that will not

		Manager (as the case may be) Determination Agent.
51	Applicable TEFRA exemption:	TEFRA D Rules Applicable
General
52	Business Day Convention:	Modified Following
53	Relevant Clearing Systems:	Euroclear
		Clearstream, Luxembourg
54	If syndicated, names of Managers:	N/A
55	Details relating to Partly Paid Securities:	N/A
56	Relevant securities codes:	ISIN: XS0586082892
		Common Code: 058608289
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:	N/A

impose any obligation on the Issuer or

and the

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 1,750.00 plus VAT

$2^{\circ}$ RATINGS

The Securities have not been individually rated.

NOTIFICATION $\overline{3}$

Ratings:

$N/A$

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.

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

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

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

FIXED RATE SECURITIES ONLY - YIELD 6

Indication of yield: $N/A$

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

$N/A$

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

$N/A$

PERFORMANCE OF RATES OF EXCHANGE AND EXPLANATION OF EFFECT ON VALUE OF $\mathbf{q}$ 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 $number(s)$ :

Delivery:

Names and addresses of additional Paying Agents(s) (if any):

Intended to be held in a manner which would allow Eurosystem eligibility:

$N/A$

Delivery free of payment $N/A$

Yes

Note that the designation "yes" simply means that the Securities are intended upon issue to be deposited with one of the International Central Securities Depositaries (ICSDs) as common safekeeper and does not necessarily mean that the Securities will be recognised as eligible collateral for Eurosystem monetary policy and intra-day credit operations by the Eurosystem either upon issue or at any or all times during their life. Such recognition will depend upon the ECB being satisfied that Eurosystem eligibility criteria have been met.

11 OFFER INFORMATION

$N/A$

Schedule

	Valuation Date	Interest Payment Date	Specified Early Redemption Date
	08 March 2012	29 March 2012	29 March 2012
$\mathcal{P}$	08 March 2013	28 March 2013	28 March 2013
3	10 March 2014	31 March 2014	31 March 2014
4	09 March 2015	30 March 2015	30 March 2015
5	Final Valuation Date	Redemption Date	N/A