Barclays PLC — Capital/Financing Update 2012

Nov 7, 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

GBP 19,999,999 Warrant Linked Notes due November 2018 ("Tranche 2") to be consolidated and form a single Series with the existing GBP 20,000,000 Warrant Linked Notes due November 2018 issued on 11 September 2012 ("Tranche 1" and together with Tranche 2, the "Notes")

Series NX000106859

under the Global Structured Securities Programme

The Securities will be publicly offered in the United Kingdom from and including 11 September 2012 to and including 12 November 2012

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 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. 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

Final Terms dated 7 November 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:

FTSE 100 Index

The Securities are not in any way sponsored, endorsed, sold or promoted by FTSE International Limited ("FTSE") or by the London Stock Exchange Plc (the "Exchange") or by The Financial Times Limited ("FT") and neither FTSE nor the Exchange nor FT makes any warranty or representation whatsoever, expressly or impliedly, either as to the results to be obtained from the use of the FTSE 100 Index and/or the figure at which such index stands at any particular time on any particular day or otherwise. The FTSE 100 Index is compiled and calculated by FTSE. However, neither FTSE nor the Exchange nor FT shall be liable (whether in negligence or otherwise) to any person for any error in the FTSE 100 Index and neither FTSE or the Exchange or FT shall be under any obligation to advise any person of any error therein.

"FTSE®", "FT-SE®" and "Footsie®" are trade marks of the London Stock Exchange Plc and The Financial Times Limited and are used by FTSE International Limited under licence. "All-World", "All-Share" and "All-Small" are trade marks of FTSE International Limited.

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 14 June 2012.

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
Italian Securities Agent	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"). 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.

$\mathbf{1}$	(i)	Series:	NX000106859
	(ii)	Tranche:	2
2	Currency:		Pound Sterling ("GBP")
3	Notes:		Applicable
	(i)	Aggregate Nominal Amount as at the Issue Date:
		(a) Series:	GBP 39,999,999
		(b) Tranche:	Tranche 1: GBP 20,000,000
			Tranche 2: GBP 19,999,999
	(ii)	Specified Denomination:	GBP 1.00
	(iii)	Minimum Tradable Amount:	N/A
	(iv)	Calculation Amount as at the Issue Date:	Specified Denomination 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.
	(v)	Provisions relating to redenomination:	Applicable
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:	Applicable
6	Trade Date:		Tranche 1: 4 September 2012
			Tranche 2:31 October 2012
7	Issue Date:		Tranche 1: 11 September 2012
			Tranche 2: 7 November 2012
8	Redemption Date:		The later of:
			19 November 2018; and (i)
			5 Business Days immediately following the (ii) Valuation Date.
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:	Warrant Linked Securities Annex
12	Interest:		N/A
13		Interest Amount:	N/A

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:	N/A
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
25		Settlement Method:	For the purposes of Conditions 5.1 and 5.4 of the Base Conditions: Cash Settlement
26		Settlement Currency:	GBP
27		Settlement Number:							As defined in Condition 24 of the Base Conditions
28	Terms relating to Cash Settled Securities:
	(i)	Final Cash Settlement Amount:		Annex					As defined in the Warrant Linked Securities
	(ii)	Early Cash Settlement Amount:		Annex					As defined in the Warrant Linked Securities
	(iii)	Early Cash Redemption Date:	N/A
	(iv)	Early Cash Settlement Date:		Annex					As defined in the Warrant Linked Securities
	(v)	Early Cash Settlement Valuation Date:		Annex					As defined in the Warrant Linked Securities
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:		N/A
34		Maximum and Minimum Redemption Requirements:	N/A
35	Additional Disruption Events in addition to those specified in Condition 24 of the		N/A

Base Conditions and any applicable Relevant Annex:

36	Warrant Linked Securities		Applicable
	(i)	Underlying Warrant:	Warrant linked to the FTSE 100 Index issued by Barclays Bank PLC (ISIN: GB00B8MNK805, Series number: NX000106861)
	(ii)	Initial Valuation Date:	The Issue Date for the first tranche of the Notes
	(iii)	Valuation Date:	12 November 2018
	(iv)	Valuation Time:	As defined in the Warrant Linked Securities Annex
	Items 37-44		N/A
45	Securities:	Settlement in respect of VP Notes, APK Registered Securities, Dutch Securities, Swedish Registered Securities, VPS Registered Securities or Spanish	N/A
46		Additional provisions relating to Taxes and Settlement Expenses:	N/A
47		Business Day:	As defined in Condition 24 of the Base Conditions
48		Additional Business Centre(s):	N/A
49		Non-US Selling Restrictions:	As described in the Base Prospectus
50		Applicable TEFRA exemption:	N/A
51		Business Day Convention:	Following
52		Relevant Clearing Systems:	Euroclear
			Clearstream
			and in respect of CDIs, CREST: The Securities are uncertified registered Securities and accordingly there is no Relevant Clearing System in relation to them
53		If syndicated, names and addresses of Managers and underwriting commitments:	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: XS0806108741
			Common Code: 080610874
56		Modifications to the Master Subscription Agreement and/or Agency Agreement:	N/A
57		Additional Conditions and/or modification to the Conditions of the	N/A

Securities:

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 with effect from the Issue Date. $N/A$ $(iii)$ Estimate of total expenses related to admission to trading: $\overline{2}$ Ratings Ratings: The Securities have not been individually rated. Notification $\overline{3}$ $N/A$ $\overline{\mathbf{4}}$ Interests of Natural and Legal Persons involved in the Offer

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

Fixed Rate Securities Only - Yield 6

Indication of yield:	N/A
----------------------	-----

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

$N/A$

Performance of the Underlying Warrant, Explanation of Effect on Value of Investment and 8 Associated Risks and Other Information Concerning the Underlying Warrant

The Securities relate to the Underlying Warrant. The Underlying Warrant is 1 warrant linked to the FTSE 100 Index and is issued by Barclays Bank PLC (ISIN: GB00B8MNK805, Series number: NX000106861).

The price of the Underlying Warrant will be published on each Business Day on www.barxis.com.

The performance of the Underlying Warrant depends on the performance of the reference asset to which Underlying Warrant is linked (the "Underlying Warrant Reference Asset"). The Underlying Warrant Reference Asset is the FTSE 100 Index. Information on the Underlying Warrant Reference Asset (including past and future performance and volatility) is published on Reuters. Investors should review the terms and conditions of the Underlying Warrant and consult with their own professional advisers if they consider it necessary.

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

This product is issued as 6 year Notes denominated in GBP and aims to track the performance of the Underlying Warrant. If the Underlying Warrant has not terminated early, the amount payable on redemption of the Note is determined by reference to the value of the Underlying Warrant on the Valuation Date of the Note relative to the value of the Underlying Warrant on the Issue Date of the Note. Capital is at risk and the Securityholder may not receive back the invested amount.

9 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):	In respect of CDIs, CREST: The Securities are uncertified registered Securities and accordingly there is no Relevant Clearing System in relation to them
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:	N/A

10 Offer Information

Offer Price:

Asset Issue Price") includes a commission element shared with a third party, which will be no more than 5.00 per cent. of the Reference Asset Issue Price. Further details of the commission element are available upon request.

The issue price of the reference asset (the "Reference

The Issuer reserves the right to withdraw the offer for Securities at any time on or prior to the end of the Offer Period (as defined below).

Following 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.

Conditions to which the offer is subject:

Description of the application process:

Details of the minimum and/or maximum amount of application:

Description of possibility to reduce subscriptions and manner for refunding excess amount paid by applicants:

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

Manner in and date on which results of the offer are to be made public:

Procedure for exercise of any right of preemption, negotiability of subscription rights and treatment of subscription rights not exercised:

Categories of prospective investors to which the Securities are offered and whether tranche(s) have been reserved for certain countries·

Process for notification to applicants of the amount allotted and indication whether dealing may begin before notification is made:

Amount of any expenses and taxes specifically charged to the subscriber or

An offer of the Securities may be made by the Manager or a Distributor other than pursuant to Article 3(2) of the Prospectus Directive in the United Kingdom (the "Public Offer Jurisdiction") during the period from and including 11 September 2012 to and including 12 November 2012 (the "Offer Period").

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, notified to investors by the Distributor.

The minimum and maximum amount of application from the Distributor will be notified to investors by the Distributor.

Subscription orders may be reduced in the case of oversubscription, excess amount of funds paid being reduced without delay with no entitlement for compensation.

Investors will be notified by the Distributor of their allocations of Securities and the settlement arrangements in respect thereof.

$N/A$

$N/A$

Offers may be made by the Manager or the Distributor in the Public Offer Jurisdiction to any person. Offers (if any) in other EEA countries will only be made by the Manager or the Distributor pursuant to an exemption from the obligation under the Prospectus Directive as implemented in such countries to publish a prospectus.

Each investor will be notified by the Distributor of its allocation of Securities at the time of such investor's application.

No dealings in the Securities may take place prior to the Issue Date.

$N/A$

purchaser:

known to the Issuer, of the placers in the various countries where the offer takes place:

Name(s) and address(es), to the extent Woolwich Plan Managers Limited (the "Distributor")

1 Churchill Place

London

EC14 5HP

United Kingdom

and any other distributors and Independent Financial Advisors to be determined from time to time.