Barclays PLC — Capital/Financing Update 2012

Jan 16, 2012

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

AUD 20,000,000 Callable Zero Coupon Notes due January 2032 (the "Notes")

Series NX00066394

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 Directive 2003/71/EC (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. 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 16 January 2012

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 5 August 2011.

Parties
Issuer:	Barclays Bank PLC
Guarantor:	N/A
Managers:	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
Italian Securities Agent:	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"). 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.

Provisions relating to Securities

1	Series:		NX00066394
2	Currency:		Australian dollar ("AUD")
3	Notes:		Applicable
	(i)	Aggregate Nominal Amount as at AUD 20,000,000 the Issue Date:
	(ii)	Specified Denomination:	AUD 100,000
	(iii)	Minimum Tradable Amount:	N/A
	(iv)	Calculation Amount as at the	Specified Denomination
		Issue Date:	For the purposes hereof, all references in the Conditions to "Calculation Amount per Security" shall be construed as references to "Calculation Amount" as defined in these Final Terms.
4		Certificates:	N/A
5	Form:
	(i)	Global/Definitive/Uncertificated and dematerialised:	Global Bearer Securities:
			Permanent Global Security
	(ii)	NGN Form:	N/A
	(iii)	Held under the NSS: CGN Form:	N/A
	(iv)	CDIs:	Applicable N/A
	(v)
6	Trade Date: Issue Date:		9 January 2012
7			16 January 2012
8	Redemption Date:		January 2032, subject to adjustment 16 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 to the Securities:		N/A
		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

Floating Rate: $(ii)$ $N/A$

	(iii)	Variable Rate:	N/A
	(iv)	Zero Coupon:	8.15 per cent. per annum
	(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:	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:		N/A
23	Day Count Fraction:		30/360
24		Fallback 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

Settlement Method: 25		(i) For the purposes of Condition 5.1 of the Base Conditions:
		Cash Settlement
		(ii) For the purposes of Condition 5.3 of the Base Conditions:
		Cash Settlement
		AUD
Settlement Number: 27		As defined in Condition 24 of the Base Conditions
28 Terms relating to Cash Settled Securities:
(i)	Final Cash Settlement Amount:	In respect of each Security, the Final Cash Settlement Amount will be calculated as follows:
		Calculation Amount x 479.21508%
(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
		Settlement Currency:

29	Terms relating to Physically Delivered Securities:			N/A
30	Nominal Call Event:			N/A
31		Call Option:		Applicable
	(i)		Cash Settled Securities:
		(a)	Optional Cash Settlement Amount:	In respect of each Optional Cash Redemption Date, the corresponding Optional Cash Settlement Amount in the same row as such Optional Cash Redemption Date, as set out in the Schedule
		(b)	Optional Cash Redemption Date:	Any Optional Cash Redemption Date from and including the first Optional Cash Redemption Date falling on 16 January 2013, as set out in the Schedule, subject to adjustment in accordance with the Business Day Convention.
	(ii)		Physically Delivered Securities:	N/A
	(iii)		Issuer Option Exercise Date(s):	As defined in Condition 24 of the Base Conditions
	(iv)		Issuer Option Exercise Period:	As defined in Condition 24 of the Base Conditions
	(v)		Issuer Notice Period:	No less than 5 Business Days' prior notice
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:	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			(a) Barclays Capital Commodity Index Linked Securities (Section 2 of the Barclays Capital Index Annex):	N/A
	Barclays Capital Equity Index (b) Securities (Section 3 of the Barclays Capital Index Annex):			N/A

	(c) Barclays Capital FX Index Linked N/A Securities (Section 4 of the Barclays Capital Index Annex):
	(d) Barclays Capital Interest Rate Index N/A Linked Securities (Section 5 of the Barclays Capital Index Annex):
	(e) Barclays Capital Emerging Market Index Linked Securities (Section 6 of the Barclays Capital Index Annex):	N/A
43	Bond Linked Securities:	N/A
44	Fund Linked Securities:	N/A
	Provisions relating to Settlement
45	Settlement in respect of VP Notes, APK Registered Securities, Dutch Securities, Swedish Registered Securities, VPS Registered Securities or Spanish Securities:	N/A
46	Additional provisions relating to Taxes N/A and Settlement Expenses:
	Definitions
47	Business Day:	As defined in Condition 24 of the Base Conditions
48	Additional Business Centre(s):	N/A
	Selling restrictions and provisions relating to certification
49	Non-US Selling Restrictions:	As described in the Base Prospectus.
50	Applicable TEFRA exemption:	N/A
	General
51	Business Day Convention:	Modified Following
		For the purposes hereof, Condition 9.7 of the Base Conditions shall be modified so that if the due date for any payment in respect of any Security or Coupon is not a Payment Day, then payment will not be made until the next succeeding Payment Day in the

such delay.

$\overline{7}$

relevant place unless it would thereby fall into the next calendar month, in which event such date shall be brought forward to the immediately preceding Payment Date, and the holder thereof shall not be entitled to any further payment in respect of any

	52 Relevant Clearing Systems:		Euroclear
			Clearstream
53		If syndicated, names of Managers:	N/A
54	Details relating to Partly Paid (a) Securities:		N/A
	(b)	Details relating to Instalment Notes:	N/A
55.	Relevant securities codes:		ISIN: XS0549837275
			Common Code: 054983727
56.	Modifications to the Master Subscription Agreement and/or Agency Agreement:		N/A
57	Additional Conditions and/or modification to the Conditions of the Securities:		"Associated Costs" as defined in Condition 24 of the Base Conditions shall apply to the Early Cash Settlement Amount.

Part B Other Information

Listing and Admission to Trading $\mathbf{1}$

(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:	N/A
Ratings
Ratings:		The Securities have not been individually rated.
Notification
N/A

Interests of Natural and Legal Persons involved in the Issue $\overline{\mathbf{4}}$

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 $5₅$

(i)	Reasons for the offer:	General funding
(ii)	Estimated net proceeds:	N/A
(iii)	Estimated total expenses:	N/A

Fixed Rate Securities Only - Yield $6\phantom{a}$

$N/A$

$\overline{2}$

$\overline{3}$

$\overline{7}$ Floating Rate Securities Only - Historic Interest Rates

$N/A$

Performance of Reference Asset(s) or Other Variable, Explanation of Effect on Value of Investment $\bf 8$ 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 Investment $\overline{9}$

$N/A$

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	No
allow Eurosystem eligibility:

11 Offer Information

$N/A$

Schedule

Optional Cash	Redemption	Optional Cash
Redemption Date	Percentage	Settlement Amount
16-Jan-13	108.15000%	108,150.00
16-Jan-14	116.96423%	116,964.23
16-Jan-15	126.49681%	126,496.81
16-Jan-16	136.80630%	136,806.30
16-Jan-17	147.95601%	147,956.01
16-Jan-18	160.01443%	160,014.43
16-Jan-19	173.05560%	173,055.60
16-Jan-20	187.15964%	187,159.64
16-Jan-21	202.41315%	202,413.15
16-Jan-22	218.90982%	218,909.82
16-Jan-23	236.75097%	236,750.97
16-Jan-24	256.04617%	256,046.17
16-Jan-25	276.91393%	276,913.93
16-Jan-26	299.48242%	299,482.42
16-Jan-27	323.89024%	323,890.24
16-Jan-28	350.28729%	350,287.29
16-Jan-29	378.83570%	378,835.70
16-Jan-30	409.71081%	409,710.81
16-Jan-31	443.10225%	443,102.25
16-Jan-32	479.21508%	479,215.08