UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

BARCLAYS PLC

(Name of Issuer)

25p Ordinary Shares

(Title of Class of Securities)

06738E204

(CUSIP Number)

September 1, 2009

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o	Rule 13d-1(b)

x	Rule 13d-1(c)

o	Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 06738E204


1	NAME OF REPORTING PERSONS International Petroleum Investment Company
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) o (b) o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION The Emirate of Abu Dhabi, United Arab Emirates
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)			o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0%
12	TYPE OF REPORTING PERSON (See Instructions) CO

Page 2 of 8 pages

CUSIP No. 06738E204


1	NAME OF REPORTING PERSONS Kadin Holdings Ltd.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) o (b) o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Territory of the British Virgin Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)			o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0%
12	TYPE OF REPORTING PERSON (See Instructions) CO

Page 3 of 8 pages

Item 1.

(a) Name of Issuer

Barclays PLC

(b) Address of Issuer’s Principal Executive Offices

1 Churchill Place

London E14 5HP

England

Item 2.

(a) Name of Person Filing

(1)

International Petroleum Investment Company

(2)

Kadin Holdings Ltd.

(b) Address of Principal Business Office or, if none, Residence

(1)

Al Muhairy Center Office Tower

Sheikh Zayed the 1st Street

P.O. Box 7528

Abu Dhabi

United Arab Emirates

(2)

No. 6, 3rd Floor, Qwomar Trading Building

P.O. Box 875

Road Town, Tortola

British Virgin Islands

(1)

The Emirate of Abu Dhabi, United Arab Emirates; International Petroleum Investment Company’s sole shareholder is the Government of the Emirate of Abu Dhabi

(2)

Territory of the British Virgin Islands

(d) Title of Class of Securities

25p Ordinary Shares

(e) CUSIP Number

06738E204

Page 4 of 8 pages

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

(b)

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

(c)

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);

(d)

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

(e)

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);

(g)

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

(h)

A savings association as defined in section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3);

(j)

A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J).

(k)

Group, in accordance with § 240.13d-1(b)(1)(ii)(K).

Item 4.

Ownership.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a) Amount beneficially owned: 0.

(b) Percent of class: 0%.

(i)

Sole power to vote or to direct the vote 0.

(ii)

Shared power to vote or to direct the vote 0.

(iii)

Sole power to dispose or to direct the disposition of 0.

(iv)

Shared power to dispose or to direct the disposition of 0.

Page 5 of 8 pages

Item	5. Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following x.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

INTERNATIONAL PETROLEUM INVESTMENT COMPANY		KADIN HOLDINGS LTD.
/s/ Khadem Al Qubaisi		/s/ Khalifa Al Romaithi
Name:	Khadem Al Qubaisi	Name:	Khalifa Al Romaithi
Title:	Managing Director	Title:	Sole Director

INTERNATIONAL PETROLEUM INVESTMENT COMPANY		KADIN HOLDINGS LTD.
/s/ Khadem Al Qubaisi		/s/ Khalifa Al Romaithi
Name:	Khadem Al Qubaisi	Name:	Khalifa Al Romaithi
Title:	Managing Director	Title:	Sole Director

PCP GULF INVEST 1 LIMITED		PCP GULF INVEST 3 LIMITED
/s/ Khalifa Al Romaithi		/s/ Khalifa Al Romaithi
Name:	Khalifa Al Romaithi	Name:	Khalifa Al Romaithi
Title:	Director	Title:	Director