Barclays PLC — Capital/Financing Update 2012

Mar 15, 2012

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

118,000 Equity Linked Warrants due March 2014 (the "Warrants")

Series NX00070404

under the Global Structured Securities Programme

Issue Price: NOK 12.50 per Warrant

This document constitutes the final terms of the Warrants (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.

Barclays Capital

Final Terms dated 15 March 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.

Index Disclaimer

(i) The Tokyo Stock Exchange Tokyo Price Index (TOPIX) (the "Index") and the Tokyo Stock Exchange Tokyo Price Index Marks are subject to the rights owned by the Tokyo Stock Exchange, Inc. and the Tokyo Stock Exchange, Inc. owns all rights relating to the Index such as calculation, publication and use of the Index and relating to the Index Marks.

(ii) The Tokyo Stock Exchange, Inc. shall reserve the rights to change the methods of calculation or publication, to cease the calculation or publication of the Index or to change the Index Marks or cease the use thereof.

(iii) The Tokyo Stock Exchange, Inc. makes no warranty or representation whatsoever, either as to the results stemmed from the use of the Index and the Index Marks or as to the figure at which the Tokyo Index stands on any particular day.

(iv) The Tokyo Stock Exchange, Inc. gives no assurance regarding accuracy or completeness of the Index and data contained therein. Further, the Tokyo Stock Exchange, Inc. shall not be liable for the miscalculation, incorrect publication, delayed or interrupted publication of the Index.

(v) No Securities are in any way sponsored, endorsed or promoted by the Tokyo Stock Exchange, Inc.

(vi) The Tokyo Stock Exchange, Inc. shall not bear any obligation to give an explanation of the Securities or an advice on investments to any purchaser of the Securities or to the public.

(vii) The Tokyo Stock Exchange, Inc. neither selects specific stocks or groups thereof nor takes into account any needs of the issuing company or any purchaser of the Securities for calculation of the Index.

(viii) Including but not limited to the foregoing, the Tokyo Stock Exchange, Inc. shall not be responsible for any damage resulting from the issue and sale of the 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
Manager:	Barclays Bank PLC
Determination Agent:	Barclays Bank PLC
US Principal Warrant Agent:	N/A
Issue and Paying Agent:	Skandinaviska Enskilda Banken AB (publ) (the "VPS Issue and Paying Agent")
Stabilising Manager:	N/A
Registrar:	N/A
CREST Agent:	N/A
Italian Securities 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" AND "CLEARANCE, SETTLEMENT AND TRANSFER RESTRICTIONS -TRANSFER RESTRICTIONS FOR REGISTERED SECURITIES" IN THE BASE PROSPECTUS.

EACH PURCHASER OF REGISTERED SECURITIES WILL BE DEEMED, BY ITS ACCEPTANCE OF PURCHASE OF ANY SUCH REGISTERED SECURITIES, TO HAVE MADE CERTAIN REPRESENTATIONS AND AGREEMENTS INTENDED TO RESTRICT THE RESALE OR OTHER TRANSFER OF SUCH REGISTERED SECURITIES AS SET OUT IN "CLEARANCE, SETTLEMENT AND TRANSFER RESTRICTIONS - TRANSFER RESTRICTIONS FOR REGISTERED SECURITIES".

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 OR THE SUPPLMENTAL PROPECTUSES. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENCE IN THE UNITED STATES.

These Securities are VPS Registered Securities. Securityholders should refer to the provisions of the Norwegian Securities Annex to the Base Prospectus which shall apply to the Securities.

Provisions relating to the Securities

$\mathbf{1}$	Series:		NX00070404
2		Currency:	Norwegian Krone ("NOK")
3		Number of Warrants or Exercisable Certificates being issued:	118,000 Warrants
4	(i)	Minimum Tradable Amount:	N/A
	(ii)	Calculation Amount as at the Issue	NOK 100 per Warrant
		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.
5	Form:
	(i)	Global/Definitive/Uncertificated and dematerialised:	The. Securities uncertificated are in and dematerialised book-entry form
	(ii)	NGN Form:	N/A
		(iii) Held under the NSS:	N/A
		(iv) CGN Form:	N/A
		$(v)$ CDIs:	N/A
6		Trade Date:	1 March 2012
7	Issue Date:		15 March 2012
8	Issue Price:		NOK 12.50 per Unit
9	Relevant Stock Exchanges:		London Stock Exchange
10		The following Relevant Annexes shall	Equity Linked Annex
		apply to the Securities:	Norwegian Securities Annex
		Provisions relating to interest (if any) payable on the Securities
11	Interest:		N/A

12	Interest Amount:	N/A
13	Interest Rate:	N/A
14	Screen Rate Determination:	N/A
15	ISDA Determination:	N/A
16	Margin:	N/A
17	Minimum/Maximum Interest Rate:	N/A
18	Interest Commencement Date:	N/A
19	Interest Determination Date:	N/A

20	Interest Calculation Periods:	N/A
21	Interest Payment Dates:	N/A
22	Day Count Fraction:	N/A
23	Fallback 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 Exercise
24	(i) Exercise Style:	European Style
	(ii) Multiple Exercise Securities:	N/A
25	Call/Put Securities:	The Securities are Other Exercise Securities
26	Units:	The Securities must be exercised in Units. Each Unit consists of 1 Security.
27	Exercise Price:	N/A
28	Exercise Date(s):	Expiration Date
29	Exercise Parameters:	N/A
30	Potential Exercise Business Dates:	N/A
31	Exercise Business Day:	N/A
32	Exercise Period:	N/A
33	Expiration Date:	3 March 2014
34	Automatic Exercise:	Applicable in whole
35	Minimum Number Exercise Requirement:	N/A
36	Maximum Daily Number:	N/A
37	Nominal Call Event:	N/A
	Provisions relating to Redemption
38	Settlement Method:	Cash Settlement
39	Settlement Currency:	NOK
40	Settlement Number:	Condition 24 of the Base defined As in Conditions
41	Terms relating to Cash Settled Securities:
	Exercise Cash Settlement Amount: (i)	The Exercise Cash Settlement Amount in respect of each Warrant will be determined as follows:
		Calculation Amount × max[0, Basket Performance]

Where:

"Averaging Date" means each date as out in paragraph 49(xi) below.

"Basket Performance" means amount an calculated as follows:

$$
\frac{Index_{\text{final}} - Index_{\text{initial}}}{Index_{\text{initial}}}
$$

" means the arithmetic average of the " $Index$ $_{Final}$

Index Level on each of the Averaging Dates.

" $Index$ " means the Index Level on the Strike Initial

Date being 831.54.

"Strike Date" means 1 March 2012.

10 March 2014

As defined in Condition 24 of the Base Conditions

As defined in Condition 24 of the Base Conditions

Specified Early Cancellation Event: $N/A$ $N/A$

$N/A$

$N/A$

$N/A$

$N/A$

$N/A$

Applicable

44 Early Exercise Trigger Event:

Call Option:

42

43

Terms relating to Physically Delivered 45 Securities:

(ii) Exercise Cash Settlement Date:

(iii) Early Cash Settlement Amount:

(iv) Early Cancellation Date:

• 46 Multiplier:
• 47 Additional Disruption Events in addition to those specified in Condition 24 of the Base Conditions and any applicable Relevant Annex:

Share Linked Securities: 48

49 Index Linked Securities (Equity notices only):

(ii) Future Price Valuation:

(i) Index/Indices (each a "Reference Asset"):

Tokyo Stock Exchange Tokyo Price Index (TOPIX) (the "Index")

$N/A$

$N/A$ (iii) Exchange-traded Contract:

(iv) Exchange:	Tokyo Stock Exchange
(v) Related Exchange:	All Exchanges
(vi) Exchange Rate:	N/A
(vii) Weighting for each Reference Asset comprising the Basket of Reference Assets:	N/A
(viii) Index Level of each Reference Asset:	The level of the Index at the Valuation Time on any Scheduled Trading Day (the "Index Level").
(ix) Valuation Date:	The Strike Date and each Averaging Date
(x) Valuation Time:	As defined in the Equity Linked Annex
(xi) Averaging:	Applicable
(a) Averaging Dates:	2 September 2013, 1 October 2013, 1 November 2013, 2 December 2013, 2 January 2014, 3 February 2014 and 3 March 2014
(b) Consequence of an Averaging Date being a Disrupted Day:	Modified Postponement
(xii) Additional Disruption Event in respect of Index Linked Securities:	N/A
(xiii) FX Disruption Event:	N/A
Inflation Linked Securities:	N/A
FX Linked Securities:	N/A
Credit Linked Securities:	N/A
Commodity Linked Securities:	N/A
Debt Components:	N/A
Interest Rate Components:	N/A
(a) Barclays Capital Commodity Index Linked Securities (Section 2 of the Barclays Capital Index Annex):	N/A
(b) Barclays Capital Equity Index Securities (Section 3 of the Barclays Capital Index Annex):	N/A
(c) Barclays Capital FX Index Linked Securities (Section 4 of the Barclays Capital Index Annex):	N/A
(d) Barclays Capital Interest Rate Index Linked Securities (Section 5 of the	N/A

Barclays Capital Index Annex):

(e) Barclays Capital Emerging Market Index Linked Securities (Section 6 of the Barclays Capital Index Annex):

57 Fund Linked Securities: $N/A$

$N/A$

$N/A$

Additional provisions relating to Settlement

58	Settlement in respect of APK
	Registered Securities, Swedish
	Registered Securities, Italian
	Securities or other Securities:

• 59 Additional provisions relating to payment of Exercise Price:
• 60 Additional provisions relating to Taxes $N/A$ and Settlement Expenses:

Definitions

61	Definition of In-The-Money:	As defined in Condition 24 of the Base Conditions
62	Business Days:	As defined in Condition 24 of the Base Conditions
	Additional Business Centre(s):	Tokyo

Selling restrictions and provisions relating to certification

63 Non-US Selling Restrictions: 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.

For so long as it is a requirement of the VPS Rules, the VPS Registered Securities may not provide for any form of settlement (including in respect of payment of interest) other than payment in cash

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 (save for Norway) 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 (save for Norway) except in compliance with the applicable laws and regulations of such jurisdiction and in a manner that will not impose any obligation on the Issuer or Manager (as the case may be) and the Determination Agent.

64	Applicable TEFRA exemption:	N/A
65	Other:	N/A
General
66	Business Day Convention:	Following
67	Relevant Clearing Systems:	Verdipapirsentralen ASA
68	If syndicated, names of Managers:	N/A
69	Relevant securities codes:	ISIN: GB00B62TF908
70	Modifications to the Master Subscription Agreement and/or Master Agency Agreement (as amended from time to time):	N/A
71	Additional Conditions and/or modification to the Conditions of the Securities:	N/A

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

$\overline{2}$ RATINGS

Ratings:

The Securities have not been individually rated.

$\overline{3}$ NOTIFICATION

The Financial Services Authority has provided the competent authority in Norway with a certificate of approval attesting that the Base Prospectus has been drawn up in accordance with the Prospectus Directive.

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

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.

$\overline{5}$ 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 $\overline{7}$

$N/A$

PERFORMANCE OF REFERENCE ASSET(S) OR OTHER VARIABLE, EXPLANATION OF EFFECT ON 8 VALUE OF INVESTMENT AND ASSOCIATED RISKS AND OTHER INFORMATION CONCERNING THE REFERENCE ASSET(S) AND/OR OTHER UNDERLYING

Past performance of the Index can be obtained on Bloomberg Code TPX Index.

Investors should note that historical performance should not be taken as an indication of future performance.

The Issuer does not intend to provide post-issuance information.

PERFORMANCE OF RATES OF EXCHANGE AND EXPLANATION OF EFFECT ON VALUE OF $9$ 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 $number(s)$ :	Verdipapirsentralen ASA
	The address of Verdipapirsentralen ASA is Biskop Gunnerus' gate 14A, 0185 Oslo, Norway
Delivery:	Delivery against payment
Name and address of VPS Issue and Paying Agent:	Skandinaviska Enskilda Banken AB (publ), acting through it's division SEB Merchant Banking, Custody Services in Oslo Attention: SEB Merchant Banking, Custody Services
	P.O.Box 1843, Vika No-0123 Oslo Norway Fax: +47 22827171
Intended to be held in a manner which would allow Eurosystem eligibility:	No.

11 OFFER INFORMATION

(i) Offer Price:

NOK 12.50 per Security Third Party Fees

An offer of the Securities may be made by the Distributor other than pursuant to Article 3(2) of the Prospectus Directive in Norway (the "Public Offer Jurisdiction") during the period from and including 15 February 2012 to and including 28 February 2012 (the "Offer Period").

Third Party Fees

The Issue Price includes a commission element shared with a third party, which will be no more than 16 per cent of the investment amount. Further details of the commission are available on request.

(ii) Conditions to which the offer is subject:

Offers of the Securities made prior to the Issue Date are conditional on their issue. There is no preidentified allotment criteria. The Manager will adopt allotment criteria that ensures equal treatment of prospective investors. All of the Securities requested through the Distributor during the Offer Period will be assigned up to the maximum amount of the offer. A prospective investor will, on the Issue Date, receive 100 per cent. of the amount of Securities allocated to it during the Offer Period.

The Issuer reserves the right to withdraw the offer of the Securities prior to the Issue Date.

Following the withdrawal of the offer, if any application has been made by any potential investor, each such potential investor shall not be entitled to subscribe or otherwise acquire the Securities and any applications will be automatically cancelled and any purchase money will be refunded to the applicant by the Distributor in accordance with the Distributor's usual procedures.

(iii) Description of the application process: Applications for the Securities can be made in the Public Offer Jurisdiction through the Distributor during the Offer Period. The Securities will be placed into the Public Offer Jurisdiction by the Distributor. Distribution will be in accordance with the Distributor's usual procedures and notified to investors by the Distributor. (iv) Details of the minimum and/or

The minimum amount of application per investor will be 1 Warrant.

• $N/A$
• (v) Description of possibility to reduce subscriptions and manner for refunding excess amount paid by applicants:

maximum amount of application:

(vi) Details of method and time limits for paying up and delivering the Securities:

The Securities will be issued on the Issue Date against payment to the Issuer of the net subscription Each investor will be notified by the moneys. Distributor of the settlement arrangements in respect

$(xii)$ Name $(s)$ and address $(es)$ , to the extent known to the Issuer, of the placers in the various countries where the offer takes place:

in other EEA countries will only be made through the Distributor pursuant to an exemption from the obligation under the Prospectus Directive as implemented in such countries to publish a prospectus.

Offers may be made through the Distributor in the

Public Offer Jurisdiction to any person. Offers (if any)

Applicants will be notified directly by the Distributor of the success of their application. No dealings in the Securities may take place prior to the Issue Date.

Apart from the Offer Price, the Issuer is not aware of any expenses and taxes specifically charged to the subscriber or purchaser.

Prior to making any investment decision, investors should seek independent professional advice as they deem necessary.

Norgesinvestor Securities (the "Distributor") Haakon VIIs gate 6 Post Boks 1863 Vika $0124$ Oslo Norway

• (vii) Manner in and date on which results of the offer are to be made public:
• (viii) Procedure for exercise of any right of N/A negotiability pre-emption, of subscription rights and treatment of subscription rights not exercised:
• (ix) Categories of prospective investors to which the Securities are offered and whether tranche(s) have been reserved for certain countries:

(x) Process for notification to applicants of

(xi) Amount of any expenses and taxes

notification is made:

purchaser:

the amount allotted and indication

whether dealing may begin before

specifically charged to the subscriber or

application. Results of the offer will be made public via the

end of the Offer Period.

of the Securities at the time of such investor's

Distributor as soon as practically possible after the