Barclays PLC — Capital/Financing Update 2012

Dec 3, 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

GBP 10,000,000 Index Linked Notes due November 2018 (the "Notes")

Series NX000107497

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 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 30 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. 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 disclaimers:

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 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 the said FTSE 100 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 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 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 Exchange and FT and are used by FTSE under licence. "All-World", "All-Share" and "All-Small" are trade marks of FTSE.

S&P 500 Index

The Securities are not sponsored, endorsed, sold or promoted by Standard & Poor's Financial Services LLC (''S&P'') or its third party licensors. Neither S&P nor its third party licensors makes any representation or warranty, express or implied, to the owners of the Securities or any member of the public regarding the advisability of investing in securities generally or in the Securities particularly or the ability of the S&P 500 Index to track general stock market performance. S&P's and its third party licensor's only relationship to the Issuer is the licensing of certain trademarks and trade names of S&P and the third party licensors and of the S&P 500 Index which is determined, composed and calculated by S&P or its third party licensors without regard to the Issuer or the Securities. S&P and its third party licensors have no obligation to take the needs of the Issuer or the owners of the Securities into consideration in determining, composing or calculating the S&P 500 Index. Neither S&P nor its third party licensors is responsible for and has not participated in the determination of the prices and amount of the Securities or the timing of the issuance or sale of the Securities or in the determination or calculation of the equation by which the Securities are to be converted into cash. S&P has no obligation or liability in connection with the administration, marketing or trading of the Securities.

NEITHER S&P, ITS AFFILIATES NOR THEIR THIRD PARTY LICENSORS GUARANTEE THE ADEQUACY, ACCURACY, TIMELINESS OR COMPLETENESS OF THE S&P 500 INDEX OR ANY DATA INCLUDED THEREIN OR ANY COMMUNICATIONS, INCLUDING BUT NOT LIMITED TO, ORAL OR WRITTEN COMMUNICATIONS (INCLUDING ELECTRONIC COMMUNICATIONS) WITH RESPECT THERETO. S&P, ITS AFFILIATES AND THEIR THIRD PARTY LICENSORS SHALL NOT BE SUBJECT TO ANY DAMAGES OR LIABILITY FOR ANY ERRORS, OMISSIONS OR DELAYS THEREIN. S&P MAKES NO EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE MARKS, THE S&P 500 INDEX OR ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT WHATSOEVER SHALL S&P, ITS AFFILIATES OR THEIR THIRD PARTY LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, TRADING LOSSES, LOST TIME OR GOODWILL, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE.

Standard & Poor's and S&P are trademarks of Standard & Poor's Financial Services LLC, and have been licensed for use by the Issuer.

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
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.

1	(i)	Series:	NX000107497
	(ii)	Tranche:	1
2	Currency:		Pound Sterling ("GBP")
3	Notes:
	(i)	Aggregate Nominal Amount as at the Issue Date:	GBP 10,000,000
	(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:	Applicable
	(iii)	Held under the NSS:	N/A
	(iv)	CGN Form:	N/A
	(v)	CDIs:	N/A
6	Trade Date:		13 September 2012
7	Issue Date:		30 November 2012
8		Redemption Date:	23 November 2018
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:	Equity Linked Annex
12	Interest:		Applicable
13		Interest Amount:	(i) If on each Interest Valuation Date, the Index Level of each Index is equal to or greater than its Interest Barrier, the Issuer will pay to each Securityholder on the corresponding Interest

		Payment Date an amount in respect of each Calculation Amount determined as follows:
		7.50% x Calculation Amount
		(ii) Otherwise, zero.
		Where:
		"Index Level" means, in respect of each Index, the level of the Index at the Valuation Time on a Scheduled Trading Day, as determined by the Determination Agent.
		V(i)Initial "Initial Level" or " " means, in respect of
		each Index, the Index Level on the Initial Valuation Date as specified in Schedule 1.
		"Initial Valuation Date" means 16 November 2012.
		"Interest Barrier" means, in respect of each Index, 60.00 per cent. of its Initial Level.
		"Interest Valuation Date" means each date as set out in Schedule 2.
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:	Each date as set out in Schedule 2
23	Day Count Fraction:	N/A
24	Fall back 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:	(i) For the purposes of Condition 5.1 of the Base Conditions:
		Cash Settlement

(ii) For the purposes of Condition 5.5 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:	The Final Cash Settlement Amount shall be determined in accordance with the following provisions:
		(a) If a Trigger Event has not occurred, the Final Cash Settlement Amount will be GBP 1.00 per Calculation Amount; or
		(b) If a Trigger Event has occurred and the Final Level of the Worst Performing Index is equal to or greater than its Autocall Barrier, the Final Cash Settlement Amount will be GBP 1.00 per Calculation Amount; or
		(c) Otherwise, the Final Cash Settlement Amount will be equal to the Calculation Amount multiplied by the Final Level of the Worst Performing Index and divided by the Strike Level of the Worst Performing Index.
		Where: "Autocall Barrier" means, in respect of each Index, 100.00 per cent. of its Initial Level. A "Trigger Event" will be deemed to have occurred if the Index Level of any Index on any Scheduled Trading Day from and including the Knock-in Barrier Period Start Date to and including the Knock-in Period End Date is equal to or less than the respective Knock-in Barrier Level.
		V(i)Final "Final Level" or " " means, in respect of
		each Index, the Index Level on the Final Valuation Date.
		"Final Valuation Date" means 16 November 2018.
		"Knock-in Barrier Level" means, in respect of each Index, 60.00 per cent. of its Initial Level, as specified in Schedule 1 and displayed to 4 d.p.

"Knock-in Period End Date" means the Final Valuation Date.

"Knock-in Barrier Period Start Date" means the Initial Valuation Date.

"Strike Level" means, in respect of each Index, 100 per cent. of its Initial Level.

"Worst Performing Index" means the Index with the lowest performance calculated as follows:

$$
\frac{V_{(i)Final}}{V_{(i)Initial}}
$$

provided that where more than one Index has the same lowest performance, the Determination Agent shall in its sole discretion select which of the Indices with the same lowest performance shall be the Worst Performing Index.

• (ii) Early Cash Settlement Amount: As defined in Condition 24 of the Base
• 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: Applicable

Conditions

(iii) Early Cash Redemption Date: As defined in Condition 24 of the Base Conditions

N/A

If on any Autocall Valuation Date, the Index Level of each Index is equal to or greater than the respective Autocall Barrier, the Issuer shall notify the Securityholder upon the occurrence of such event and shall redeem all of the Securities (in whole only) early at the Specified Early Cash Settlement Amount on the corresponding Specified Early Cash Redemption Date.

Where:

"Autocall Valuation Date" means each date as set out in Schedule 2.

(i) Automatic Early Redemption: Applicable

(ii) Cash Settled Securities:

		(a)	Specified Early Cash Settlement Amount:	GBP 1.00 per Calculation Amount
		(b)	Specified Early Cash Redemption Date(s):	The 10th Business Day following the relevant Autocall Valuation Date
	(iii)		Physically Delivered Securities:	N/A
	(iv)		Specified Early Redemption Notice Period:	No less than 10 Business Days
34	Requirements:		Maximum and Minimum Redemption	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:	Applicable
	(i)		Index/Indices (each a "Reference Asset"):	A basket comprised of 2 equity indices, each of which is set out in Schedule 1 (each, an "Index" and together, the "Basket of Indices").
				Any Index stated as being an "Index" in Schedule 1 represents a notional investment in such index with a notional investment size of 1 Reference Asset Currency per index point.
	(ii)		Future Price Valuation:	N/A
	(iii)		Exchange-traded Contract:	N/A
	(iv)		Exchange:	In respect of each Index, as set out in Schedule 1
	(v)		Related Exchanges:	In respect of each Index, All Exchanges
	(vi)		Exchange Rate:	N/A
	(vii)		Weighting for each Reference Asset comprising the Basket of Reference Assets:	N/A
	(viii)	Asset:	Index Level of each Reference	As defined in paragraph 13 above
	(ix)		Valuation Date:	The Initial Valuation Date, the Final Valuation Date, each Interest Valuation Date and each Autocall Valuation Date
	(x)		Valuation Time:	As per the Equity Linked Annex

	(xi)	Averaging:	N/A
	(xii)	Additional Disruption Event in respect of Index Linked Securities:	N/A
	(xiii)	FX Disruption Event:	N/A
	(xiv)	FX Inbound Valuation Disruption Event:	N/A
	(xv)	ODI Early Redemption Event:	N/A
	(xvi)	FINI Early Redemption Event:	N/A
	(xvii)	Local Jurisdiction Taxes and Expenses:	N/A
	(xviii)	Other adjustments:	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	Index Annex):	(a) Barclays Commodity Index Linked Securities (Section 2 of the Barclays	N/A
	(b) Index Annex):	Barclays Equity Index Linked Securities (Section 3 of the Barclays	N/A
		(c) Barclays FX Index Linked Securities (Section 4 of the Barclays Index Annex):	N/A
	Index Annex):	(d) Barclays Interest Rate Index Linked Securities (Section 5 of the Barclays	N/A
		(e) Barclays Emerging Market Index Linked Securities (Section 6 of the Barclays Index Annex):	N/A
43		Bond Linked Securities:	N/A
44		Fund Linked Securities:	N/A
45	Swedish Registered Securities:	Settlement in respect of VP Notes, APK Registered Securities, Dutch Securities, Registered Securities, VPS Securities or Spanish	N/A
46		Additional provisions relating to Taxes	N/A

and Settlement Expenses:

47		Business Day:	As defined in Condition 24 of the Base Conditions
48	Additional Business Centre(s):		TARGET
49		Non-US Selling Restrictions:	As described in the Base Prospectus
50		Applicable TEFRA exemption:	N/A
51		Business Day Convention:	Modified Following
52		Relevant Clearing Systems:	Euroclear
			Clearstream
53		If syndicated, names of Managers:	N/A
54	(a)	Details relating to Partly Paid Securities:	N/A
	(a)	Details relating to Instalment Notes:	N/A
55		Relevant securities codes:	ISIN: XS0806135637
			Common Code: 080613563
56	Modifications to the Master Subscription Agreement and/or Agency Agreement:		N/A
57	Securities:	Additional Conditions and/or modification to the Conditions of the	N/A

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

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

N/A

7 Floating Rate Securities Only – Historic Interest Rates

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 past performance and volatility of each Index can be obtained from Bloomberg.

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.

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
	Offer Price:	Issue Price
		The Issue Price includes a commission element to be shared with a third party, which will be no more than 6.00 per cent. of the Issue Price. Further details of the commission element are available upon request from the Distributor (as defined below).
	Conditions to which the offer is subject:	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.
	Description of the application process:	An offer of the Securities may be made by the Manager or the 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 24 September 2012 to and including 16 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 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

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 purchaser:

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

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

Meteor Asset Management Limited (the "Distributor") 55 King William Street London EC4R 9AD United Kingdom

Schedule 1

i	Index	Type	Bloomberg Code (for identification purposes only)	Index Sponsor	Exchange	Reference Asset Currency	Initial Level	Interest Barrier / Knock-in Barrier Level (60% of the Initial Level displayed to 4 d.p.)
1	FTSE 100 INDEX	Index	UKX	FTSE International Limited	London Stock Exchange	GBP	5,605.59	3,363.3540
2	S&P 500 INDEX	Index	SPX	Standard and Poors Limited	Multi-exchange Index	USD	1,359.88	815.9280

Schedule 2

Interest Valuation Dates / Autocall Valuation Dates / Interest Payment Dates

N	Interest Valuation Date	Autocall Valuation Date	Interest Payment Date
1	18 November 2013	N/A	25 November 2013
2	17 November 2014	N/A	24 November 2014
3	16 November 2015	16 November 2015	23 November 2015
4	16 November 2016	16 November 2016	23 November 2016
5	16 November 2017	16 November 2017	23 November 2017
6	Final Valuation Date	N/A	Redemption Date