Barclays PLC — Capital/Financing Update 2012

Jun 15, 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

USD 1,238,548 Russian Federation Bond linked Notes (the "Notes")

Series NX000102033

under the Global Structured Securities Programme

Issue Price: 97.362 per cent. of par

This document constitutes the final terms of the Securities (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 14 June 2012, 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 5 August 2011 (the "Original Offering Document"), as incorporated by reference in the Base Prospectus. Full information on the Issuer and the offer of the Securities 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 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.

Final Terms dated 15 June 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 Original Offering Document.

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 AND THE BASE PROSPECTUS, SEE "PURCHASE AND SALE" IN THE BASE PROSPECTUS.

Provisions relating to the Securities

1	(i)	Series:	NX000102033
	(ii)	Tranche:	1
2	Currency:		USD or any successor lawful currency of the United States (if a successor currency is introduced in the United States).
3	Notes:		Applicable
	(i)	Aggregate Nominal Amount as at the Issue Date:	USD 1,238,548
	(ii)	Specified Denomination:	USD 1,238,548
		(iii) Minimum Tradable Amount:	N/A
		(iv) Calculation Amount as at the Issue	Specified Denomination
		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	Global Bearer Securities:
		and dematerialised:	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:	7 June 2012
7	Issue Date:		15 June 2012
8	Redemption Date:		The date falling 5 Business Days after the final Valuation Date, subject to adjustment in accordance with the Business Day Convention and the Bond Linked Conditions.
9		Issue Price:	97.362 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:	Bond Linked Annex
	Provisions relating to interest (if any) payable on the Securities

12	Interest:	Applicable
13	Interest Amount:	N/A

14 Interest Rate:

	(i) Fixed Rate:	N/A
	(ii) Floating Rate:	N/A
	(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:	Applicable
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 day which is 2 Business Days following each Valuation Date, provided that the final Interest Payment Date shall fall on the Redemption Date, subject to adjustment in accordance with the Bond Linked Conditions.
23	Day Count Fraction:	N/A
24	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 Redemption
25	Settlement Method:	For the purposes of Condition 5.1 of the Base Conditions: Cash Settlement
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:	On the Redemption Date, the Issuer shall subject to Conditions 7, 8 and 9 redeem each Note in whole but not in part by paying each Securityholder an amount

per Calculation Amount in the Settlement Currency equal to the Sale Proceeds divided by the Number of Notes Outstanding, as calculated by the Determination Agent, and converted from the Reference Currency into the Settlement Currency by the Determination Agent at the relevant FX Fixing on the final Valuation Date.

For the avoidance of doubt, such Final Cash Settlement Amount shall be paid net of the sum of the Applicable Taxes and Adjustment Amount, as calculated by the Determination Agent in its sole discretion.

(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

N/A

• 29 Terms relating to Physically Delivered 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 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 Commodity Index Linked Securities (Section 2 of the Barclays Index Annex): N/A
• (b) Barclays Equity Index Securities (Section 3 of the Barclays Index Annex): N/A
• (c) Barclays FX Index Linked Securities N/A

		(Section 4 of the Barclays Index Annex):
		(d) Barclays Interest Rate Index Linked Securities (Section 5 of the Barclays Index Annex):	N/A N/A
	Linked	(e) Barclays Emerging Market Index Securities (Section 6 of the Barclays Index Annex):
43	Bond Linked Securities:		Applicable
	(i)	Payments in respect of the Securities (including the Final Cash Settlement Amount):	Settlement Currency
	(ii)	Reference Entit(y)(ies):		Russian Federation, including any Successors.
	(iii)	Reference Obligation(s):	Issuer:	Russian Federation
			Currency:	Russian Ruble ("RUB")
			Coupon:	7.60 per cent.
			Maturity date:	14 April 2021
			ISIN:	RU000A0JREQ7
	(iv)	Substitute Reference Obligations:	N/A
	(v)	Reference Obligation Jurisdiction:	Russian Federation
	(vi)	Reference Currency:	the Russian Federation)	RUB or any successor lawful currency of the Russian Federation (if a successor currency is introduced in
	(vii)	Reference Obligation Principal Amount:	RUB 41,000,000
		(viii) Call Option:	Applicable
	(ix)	Coupon Amount Deduction:	Applicable
	(x)	Custody Charge:	N/A
	(xi)	Expense Amount Fee:	Applicable
				0.25 per cent. of the Calculation Amount
	(xii)	Valuation Date:	As defined in the Bond Linked Annex
		(xiii) FX Disruption Event:	Applicable
44		Fund Linked Securities:	N/A
Provisions relating to Settlement
45	Swedish	Settlement in respect of VP Notes, APK Registered Securities, Dutch Securities, Registered Securities, VPS Registered Securities or Spanish	N/A

Securities:

46	Additional provisions relating to Taxes and Settlement Expenses:	N/A
	Definitions
47	Business Day:	In respect of valuations:
		London, New York and Moscow
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:	Following
52	Relevant Clearing Systems:	Euroclear and Clearstream and, for the purposes of Condition 7.2(a)(i) only, any clearing system determined by the Determination Agent in its sole and absolute discretion to be capable of settling transactions in respect of the Reference Obligation and/or the Substitute Reference Obligation.
53	If syndicated, names of Managers:	N/A
54	(a) Details relating to Partly Paid Securities:	N/A
	(b) Details relating to Instalment Notes:	N/A
55	Relevant securities codes:	ISIN: XS0614686250
		Common Code: 061468625
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:	(1) Amendments to the Bond Linked Conditions For the purposes of the Notes: (a) "(or would have failed had it been a holder of the Reference Obligation)" shall be added after "fails" in Bond Linked Condition 1.2; (b) "Following Business Day Convention" shall be replaced with "Following Business Day Convention or", and "," shall be added after "FX Disruption Event" in the third paragraph of Bond Linked Condition 3.2; (c) "Event" shall be replaced with "Date" in the last line of the definition of Settlement Currency

Market Value Amount in Part C of the Bond Linked Annex;

(d) Bond Linked Condition 6.1 shall be amended by adding the words "(or portion thereof subject to early redemption)" after "Market Value Amount per Note" in sub-clauses (i) and (ii) thereof and after "obligations in respect of the Notes" in the penultimate paragraph thereof and by deleting the words "(or portion thereof subject to early redemption)" after "following such payment" in the penultimate paragraph thereof;

(e) the words "Issuer Optional Early Redemption Date" shall be replaced with the words "Issuer Optional Early Redemption Election Date" wherever they appear in the Bond Linked Conditions;

(f) the words "and/or an Issuer Optional Early Redemption Event" shall be added after "Inconvertibility Event" in the definition of Call Option Event in Part C of the Bond Linked Annex;

(g) the final paragraph of Condition 6.3 shall be deleted in its entirety;

(h) the word "Obligations" appearing in paragraph (i) of the definition of Inconvertibility Event in Part C of the Bond Linked Annex shall be replaced by the word "obligations";

(i) Bond Linked Condition 3.1(iii) shall be deleted in its entirety and replaced by the third paragraph (entitled "Adjustment Amount") of the section hereof entitled "Adjustment Provisions";

(j) the definition of "Principal Repayment Amounts" and "Sale Proceeds" shall be added in alphabetical order to Part C of the Bond Linked Annex;

(k) Bond Condition 6.3(i) shall be amended by replacing the words "an amount" appearing therein with "a principal amount"; and

(l) The word "Obligations" appearing in paragraph (i) of the definition of Inconvertibility Event in Part C of the Bond Linked Annex shall be replaced by the word "obligations".

(2) Additional Definitions

"Principal Repayment Amounts" means any amounts received by the Issuer by way of a full or partial repayment of principal in respect of a principal amount of the Reference Obligation equal to the Reference Obligation Principal Amount at any time prior to the receipt by the Issuer of the Sale Proceeds (if any).

"Reference Currency Market Value Amount" means, for any day on which a relevant determination is required in respect of a Note, an amount in the Reference Currency equal to the Sale Proceeds.

"Sale Proceeds" means the sum of (i) the net proceeds actually received by the Issuer from the sale of the Reference Obligation in a principal amount equal to the Reference Obligation Principal Amount, and (ii) any Principal Repayment Amounts. The Issuer shall attempt to obtain firm quotations from three Dealers in respect of the sale of the Reference Obligation and shall sell the Reference Obligation to the highest bidder.

(3) Barclays Indices

All references to "Barclays Capital Commodity Index" in the Base Prospectus and in the Conditions shall be construed as references to "Barclays Commodity Index".

All references to "Barclays Capital Equity Index" in the Base Prospectus and in the Conditions shall be construed as references to "Barclays Equity Index".

All references to "Barclays Capital FX Index" in the Base Prospectus and in the Conditions shall be construed as references to "Barclays FX Index".

All references to "Barclays Capital Interest Rate Index" in the Base Prospectus and in the Conditions shall be construed as references to "Barclays Interest Rate Index".

All references to "Barclays Capital Emerging Market Index" in the Base Prospectus and in the Conditions shall be construed as references to "Barclays Emerging Market Index".

All references to "Barclays Capital Index Annex" in

the Base Prospectus and in the Conditions shall be construed as references to "Barclays Index Annex".

(4) For the avoidance of doubt in relation to a delay or postponement of payments and settlement:

If the determination of a price or level used to calculate any amount payable or deliverable on any payment or settlement date is delayed or postponed pursuant to the terms and conditions of the Securities, payment or settlement will occur on the later of either (i) the scheduled payment or settlement date or (ii) the second Business Day following the date on which such price or level is determined. No additional amounts shall be payable or deliverable by the Issuer because of such postponement.

(5) For the purposes hereof, Base Condition 9.7 shall be modified as follows:

If the date on which any amount is specified as being or is otherwise determined to be, payable in respect of any Security or Coupon is not (i) a Business Day and (ii) in the case of Definitive Securities only, a day other than a Saturday or Sunday on which commercial banks and foreign exchange markets settle payments and are open for general business (including dealing in foreign exchange and foreign Currency deposits) in the relevant place of presentation, then payment will not be made until the next succeeding day which is (i) a Business Day and (ii) in the case of Definitive Securities only, also a day other than a Saturday or Sunday on which commercial banks and foreign exchange markets settle payments and are open for general business (including dealing in foreign exchange and foreign currency deposits) in the relevant place of presentation, and the holder thereof shall not be entitled to any further payment in respect of such delay.

Part B Other Information

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 300.00
2	Ratings
	Ratings:		The Securities have not been individually rated.
3	Notification

4 Interests of Natural and Legal Persons involved in the Issue

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.

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

6 Fixed Rate Securities Only – Yield

Indication of yield: N/A

7 Floating Rate Securities Only – Historic Interest Rates

N/A

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

Information on the Reference Obligation can be found in Part A, paragraph 43.

9 Performance of Rate of Exchange and Explanation of Effect on Value of 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):	N/A
Delivery:	Delivery free of payment
Names and addresses of additional Paying Agents(s) (if any):	N/A
Intended to be held in a manner which would allow Eurosystem eligibility:	No

11 Offer Information

N/A