Barclays PLC — Capital/Financing Update 2011

Dec 19, 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)

STRUCTURED SECURITIES PROGRAMME

for the issue of Notes, Certificates and Warrants

BARCLAYS BANK PLC

GBP 500,250 Fixed Rate Notes due 22 October 2014 ("Tranche 2") to be consolidated and form a single series with the GBP70,000,000 Fixed Rate Notes due 22 October 2014 originally issued on 26 August 2009 ("Tranche 1" and, together with Tranche 2, the "Notes")

Series SN17105

Under the Structured Securities Programme

Issue Price:
Tranche 1: 100.00 per cent. of par
Tranche 2: 103.70 per cent. of par

This document constitutes the final terms of Tranche 2 (the "Final Terms") described herein for the purposes of Article 5.4 of the Prospectus Directive 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 5 August 2011, as supplemented and amended from time to time, which constitutes a base prospectus (the "Base Prospectus") for the purpose of the Prospectus Directive, save in respect of the Conditions, which are extracted from the Base Prospectus dated 27 March 2009 relating to the Structured Securities Programme established by the Bank and BCCL (the "Original Offering Document"), as incorporated by reference in the Base Prospectus. Full information on the Issuer and the offer of Tranche 2 is only available on the basis of the combination of these Final Terms, the Base Prospectus and the Conditions extracted from the Original Offering Document. The Base Prospectus and Original Offering Document are 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 "Risk Factors" in the Base Prospectus for a discussion of certain matters that should be

Barclays Capital

19 December 2011

The distribution of this document and the offer of the Notes 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 Notes 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 Notes 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 Notes 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 Notes.

Part A Terms and Conditions of the Notes

The Notes shall have the following terms and conditions, which shall complete, modify and/or amend the terms and conditions (the Conditions) set out in the Base Prospectus dated 27 March 2009.

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

TRANCHE 2 HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE US SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"). 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 TRANCHE 2 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 TRANCHE 2 AND DISTRIBUTION OF THESE FINAL TERMS AND THE BASE PROSPECTUS, SEE "PURCHASE AND SALE" IN THE BASE PROSPECTUS.

THE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE US SECURITIES AND EXCHANGE COMMISSION. ANY STATE SECURITIES COMMISSION IN THE UNITED STATES OR ANY OTHER US REGULATORY AUTHORITY, AND NONE OF THE FOREGOING AUTHORITIES HAS PASSED UPON OR ENDORSED THE MERITS OF THE OFFERING OF SECURITIES OR THE ACCURACY OR THE ADEOUACY OF THESE FINAL TERMS OR THE BASE PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENCE IN THE UNITED STATES.

Provisions relating to the Notes

$\mathbf{1}$ .		Title of the Notes:	GBP500,250 Fixed Rate Notes due 22 October 2014
2.	Series:		SN17105
3.	Currency of the Notes:		Pounds Sterling ( GBP )
$\overline{4}$ .	Aggregate Principal Amount of the Notes:		Tranche 1: GBP70,000,000 Tranche 2: GBP500,250
.5.	(i)	Specified Denomination:	GBP1.00
	(11)	Minimum Transfer Amount:	N/A

6.	Calculation Amount:		Specified Denomination
7.	Form of Notes:		Bearer Notes
			Global Temporary Note. exchangeable for a Permanent Global Note
8.	Notes in definitive form to be issued:		Yes, in the limited circumstances set out in the Base Prospectus
9.	Issue Date of the Notes:		Tranche 1: 26 August 2009 Tranche 2: 13 December 2011
10.	Issue Price of the Notes:		Tranche 1: 100.00 per cent. of par Tranche 2: 103.70 per cent. of par
11.	Relevant Stock Exchange:		London Stock Exchange
12.	Type of Notes and relevant Securities Note:		Fixed Rate Notes
	Provisions relating to interest (if any) payable on the Note
13.	Interest payable on the Note:		Yes
14.	Interest Basis:		Fixed Rate
15.	Interest Rate	Fixed	5.00 per cent. per annum payable annually in arrear
		Floating	N/A
16.	Screen Rate Determination:		N/A
17.	ISDA Determination:		N/A
18.	Amortisation Yield:		N/A
19.	Fixed Coupon Amount:		N/A
20.	Broken Coupon Amount:		N/A
21.	Minimum/Maximum Rates of Interest:		N/A
22.	Interest Payment Date:		15 October in each year from and including 15 October 2010 to and including 15 October 2014, subject to adjustment in accordance with the applicable Business Day Convention (as set out in Paragraph 60)
23.	Interest Commencement Date:		Tranche 1: 15 October 2009 Tranche 2: 13 December 2011
24.	Interest Period[s]:		As stated in Condition 25
25.	Day Count Fraction:		30/360

Provisions regarding redemption

26.	Maturity Date:	22 October 2014
27.	Early Redemption following the occurrence of
	(i) Asian Hedging Disruption:	N/A
	Asian Increased Cost of Hedging: (ii)	N/A
28.	Call Option:	N/A
29.	Put Option:	N/A
30.	Valuation Date:	N/A
31.	Valuation Time:	N/A
32.	(i) Averaging Dates:	N/A
	(ii) Consequence of an Averaging Date being a Disrupted Day:	N/A
33.	Redemption Amount and the currency in which it will be paid:	GBP1.00 per Calculation Amount
34.	Early Redemption Amount and the currency in which it will be paid:	In relation to an Early Redemption in accordance with Condition 5.4, as stated in Condition 25
35.	The maximum and minimum number of Business Days prior to the Early Redemption Date on which Issuer Redemption Notices and Special Redemption Notices must be given by the Issuer:	2, as stated in the Base Prospectus
36.	Redemption Notice Time:	10:00 am London time, as stated in the Base Prospectus
		10:00 am Brussels time (in the case of Euroclear Bank)
		11:00 am Brussels time (if delivered by EUCLID)
		10:00 am Luxembourg time (in the case of Clearstream, Luxembourg)
37.	Procedures for giving Issuer Redemption Notice if other than as specified in Condition 6.3:	N/A
38.	Procedure for giving Special Redemption Notice if other than as specified in Condition 6.3:	N/A
39.	for selecting Notes where Basis Daily Maximum Amount is exceeded if other than on a pro rata basis:	N/A
40.	Additional provisions relating to the redemption of the Notes:	N/A
41.	Equity Linked Notes:	N/A

42.	Index Linked Notes	N/A
43.	Currency Linked Notes:	N/A
44.	Credit Linked Notes:	N/A
45.	Commodity Linked Notes:	N/A
	Provisions relating to settlement
46.	Settlement type:	Cash Settlement
47.	Board Lot:	N/A
48.	Currency in which cash settlement will be made	GBP
49.	Early Redemption Payment Date:	As defined in Condition 25
50.	Relevant Clearing System, Exchange or Futures Exchange	Euroclear $\sqrt{2}$ Clearstream, Luxembourg
51.	Physical Delivery Date:	N/A
Definitions
52.	Definition of Business Day:	As defined in Condition 25
53.	Definition of Exchange Business Day:	As defined in Condition 25
54.	Definition of Maturity Notice Time:	As defined in Condition 25
55.	Definition of Issuer Tax Event:	As defined in Condition 12
56.	Definition of Guarantor Tax Event:	N/A
	Selling restrictions and provisions relating to certification
57.	Applicable US Commodities Restrictions:	N/A

Non-US Selling Restrictions: As described in the Base Prospectus 58. TEFRA D Applicable 59. Certification of non-US status:

General

60.	Applicable Business Day Convention:	Modified Following Business Day Convention

Relevant Clearing System[s], Rules and 61. appropriate codes:

Euroclear Clearstream, Luxembourg

Temporary ISIN: XS0724840292 to be consolidated and form a single series with Tranche 1 (ISIN: XS0439072637) no earlier than 40 days after the Issue Date for Tranche $\overline{2}$ .

ISIN: XS0439072637

Code: Temporary Common $072484029$ to be consolidated and form a single series with Tranche 1 (Common Code: 043907263) no earlier than 40 days after the Issue Date for Tranche 2.

Common Code: 043907263

$N/A$

$N/A$

$N/A$

• 1. Reuters $page(s)$ (or other reference $(i)$ source) from which the exchange rate for currency conversion will be taken when calculating the Redemption Amount and/or the Early Redemption Amount, or
• (ii) the Reference Bank or Central Bank quoting the exchange rate for conversion pursuant to Condition 6.9(a)
• 1. Any modifications to the Master Subscription $N/A$ Agreement and/or Master Agency Agreement:
• The offices (if any) in addition to the principal 64. office of the Issue and Paying Agent where (i) the latest annual report and accounts, of the Issuer, Guarantor and semi-annual interim reports of the Guarantor and (ii) copies of the Master Agency Agreement and the Base Prospectus and these Final Terms will be available in English for holders of the Notes during the term of the Notes:
• Any Conditions additional to, or modified from, 65. $N/A$ those set forth in the Base Prospectus:

Part B Other Information

$1.$ LISTING $(i)$ Listing London Stock Exchange Admission to trading: $(ii)$

Application will be made for Tranche 2 to be admitted to listing on the official list of the UK Listing Authority and to be admitted to trading on the Regulated Market of the London Stock Exchange as soon as practicable following the Issue Date

$(iii)$ Estimate of total expenses £300 related to admission to trading

$2.$ RATINGS

Ratings:

The Notes have not been individually rated

$3.$ NOTIFICATION

$N/A$

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

Save as discussed in the Plan of Distribution, so far as the Issuer is aware, no person involved in the offer of the Notes 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
		(See "Use of Proceeds" wording in Base Prospectus)
(ii)	Estimated net proceeds:	N/A
(iii)	Estimated total expenses:	N/A

6. FIXED RATE NOTES ONLY - YIELD

$N/A$

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

$N/A$

8. INDEX-LINKED OR OTHER VARIABLE-LINKED NOTES ONLY $\overline{a}$ PERFORMANCE OF INDEX/FORMULA/OTHER VARIABLE [, EXPLANATION OF

EFFECT ON VALUE OF INVESTMENT AND ASSOCIATED RISKS| AND OTHER INFORMATION CONCERNING THE UNDERLYING

$N/A$

9. DUAL CURRENCY NOTES ONLY - 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 and the relevant identification number(s):

Delivery:

Delivery free of payment

New Global Note

$No$

Names and addresses of additional N/A Paying Agents(s) (if any) [and APK Issuing and Paying Agent / VPC Issuing and Paying Agent / / VPS Issuing and Paying Agent / Spanish Notes Issuing and Paying Agent]:

Intended to be held in a manner which No would allow Eurosystem eligibility:

11. OFFER INFORMATION

$N/A$