-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QvlCJuiQpZNAukYxJ64zwfYVLtMGKE3lS8S00WOGdnmWHyEVw+VA4+YhlMkTvz8W DKpgXGyY7FA8qgS6Yo2MYg== 0000930413-05-005596.txt : 20050810 0000930413-05-005596.hdr.sgml : 20050810 20050809191320 ACCESSION NUMBER: 0000930413-05-005596 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20050810 DATE AS OF CHANGE: 20050809 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BARCLAYS BANK PLC /ENG/ CENTRAL INDEX KEY: 0000312070 STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL BANKS, NEC [6029] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 333-85646 FILM NUMBER: 051011464 BUSINESS ADDRESS: STREET 1: 54 LOMBARD STREET STREET 2: EC3P 3AH CITY: LONDON ENGLAND EC3N STATE: X0 ZIP: 00000 BUSINESS PHONE: 2124124000 MAIL ADDRESS: STREET 1: 54 LOMBARD STREET STREET 2: EC3P 3AH CITY: LONDON ENGLAND FORMER COMPANY: FORMER CONFORMED NAME: BARCLAYS BANK INTERNATIONAL LTD DATE OF NAME CHANGE: 19850313 424B3 1 c38618_424b3.htm

Filed Pursuant to Rule 424(b)(3)
Registration No. 333-85646

Pricing Supplement to the Prospectus dated July 1, 2002
and the Prospectus Supplement dated September 17, 2004


$25,000,000

BARCLAYS BANK PLC

Medium-Term Notes, Series A, No. R-005
Callable Floating Rate Notes due August 24, 2015
Linked to the Three-Month USD LIBOR


Issuer: Barclays Bank PLC
   
Issue Date: August 24, 2005
   
Maturity Date: August 24, 2015
   
Coupon: The Notes will bear interest at the rates set forth below, payable quarterly in arrears on
November 24, February 24, May 24 and August 24 of each year, commencing on November 24, 2005.
   
Interest Periods: The initial interest period will begin on, and include, the original issue date and end on, but exclude, the first interest payment date (which is November 24, 2005). Each subsequent interest period will begin on, and include, the interest payment date for the preceding interest period and end on, but exclude, the next following interest payment date. The final interest period will end on the Maturity Date or any earlier redemption date.
   
Applicable Interest Rate: The interest rate applicable to each interest period will be equal to Three-Month USD LIBOR plus 0.50% subject to a maximum of 6.15%. The interest rate applicable to any interest period will not be less than 0.50%.
   
  The Three-Month USD LIBOR rate applicable to each interest period will be determined at 11 a.m., London time, two London business days prior to the first day of such interest period (the “LIBOR Observation Date”). See “Specific Terms of the Notes – Coupon.”
   
Optional Redemption: We may, at our election, redeem the Notes in whole, but not in part, at a redemption price equal to 100% of the principal amount together with any accrued but unpaid interest thereon, on August 24, 2006, giving at least five business days and five London business days prior written notice to the trustee and to each registered holder of the Notes.
   
Denominations: $10,000 and increments of $5,000 thereafter.
   
Listing: The Notes will not be listed on any U.S. securities exchange or quotation system.
   
CUSIP: 06738CFY0

See “Risk Factors” beginning on page PS-5 of this pricing supplement for risks relating to an investment in the Notes.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined that this pricing supplement is truthful or complete. Any representation to the contrary is a criminal offense.

We may use this pricing supplement in the initial sale of Notes. In addition, Barclays Capital Inc. or another of our affiliates may use this pricing supplement in market resale transactions in any Notes after their initial sale. Unless we or our agent informs you otherwise in the confirmation of sale, this pricing supplement is being used in a market resale transaction.

The Notes are not deposit liabilities of Barclays Bank PLC and are not insured by the United States Federal Deposit Insurance Corporation or any other governmental agency of the United States, the United Kingdom or any other jurisdiction.

          Proceeds to  
  Price to Public   Agent’s Commissions   Barclays Bank PLC  
 
 
 
 
Per Note 100%   0.2%   99.80%  
Total $25,000,000   $50,000   $24,950,000  

 

Barclays Capital

Pricing Supplement dated August 2, 2005


TABLE OF CONTENTS

PRICING SUPPLEMENT

PRICING SUPPLEMENT SUMMARY PS-1  
RISK FACTORS PS-3  
THE THREE-MONTH USD LIBOR PS-4  
VALUATION OF THE NOTES PS-4  
SPECIFIC TERMS OF THE NOTES PS-5  
USE OF PROCEEDS AND HEDGING PS-7  
CAPITALIZATION OF BARCLAYS BANK PLC PS-9  
SUPPLEMENTAL TAX CONSIDERATIONS PS-10  
SUPPLEMENTAL PLAN OF DISTRIBUTION PS-10  
 
PROSPECTUS SUPPLEMENT
     
THE BARCLAYS BANK GROUP S-1  
USE OF PROCEEDS S-1  
DESCRIPTION OF MEDIUM-TERM NOTES S-1  
FORM, DENOMINATION AND LEGAL OWNERSHIP OF NOTES S-5  
PAYMENT AND PAYING AGENTS S-5  
RISK FACTORS RELATING TO INDEXED NOTES S-8  
RISK FACTORS RELATING TO NOTES DENOMINATED OR PAYABLE IN OR LINKED TO A
NON-U.S. DOLLAR CURRENCY S-10  
TAX CONSIDERATIONS S-12  
EMPLOYEE RETIREMENT INCOME SECURITY ACT S-23  
PLAN OF DISTRIBUTION S-24  
VALIDITY OF SECURITIESS-25 
 
PROSPECTUS
     
INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE 3  
PRESENTATION OF FINANCIAL INFORMATION 3  
THE BARCLAYS BANK GROUP 3  
USE OF PROCEEDS 3  
RATIOS OF EARNING TO FIXED CHARGES AND PREFERENCE SHARE DIVIDENDS AND
OTHER APPROPRIATIONS 3  
CAPITALIZATION AND INDEBTEDNESS 5  
DESCRIPTION OF DEBT SECURITIES 6  
DESCRIPTION OF PREFERENCE SHARES 26  
DESCRIPTION OF AMERICAN DEPOSITARY RECEIPTS 31  
DESCRIPTION OF SHARE CAPITAL 36  
TAX CONSIDERATIONS 38  
PLAN OF DISTRIBUTION 51  
SERVICE OF PROCESS AND ENFORCEMENT OF LIABILITIES 53  
WHERE YOU CAN FIND MORE INFORMATION 53  
FURTHER INFORMATION 54  
VALIDITY OF SECURITIES 54  
EXPERTS 54  
EXPENSES OF ISSUANCE AND DISTRIBUTION 54 


PRICING SUPPLEMENT SUMMARY

The following is a summary of terms of the Notes, as well as a discussion of risks and other considerations you should take into account when deciding whether to invest in the Notes. The information in this section is qualified in its entirety by the more detailed explanations set forth elsewhere in this pricing supplement and the accompanying prospectus and prospectus supplement. References to the “prospectus” mean our accompanying prospectus, dated July 1, 2002, and references to the “prospectus supplement” mean our accompanying prospectus supplement, dated September 17, 2004, which supplements the prospectus.

This section summarizes the following aspects of the Notes:

What are the Notes and how do they work?  
What are some of the risks of the Notes?  

What Are the Notes and How Do They Work?

Return Profile – The Notes are issued by Barclays Bank PLC and the return on the Notes is linked to a percentage spread as indicated on the cover of this pricing supplement and the Three-Month USD LIBOR.
Coupon – The interest rate applicable to the first interest period will be equal to Three-Month USD LIBOR plus 0.50%, subject to a maximum of 6.15%. The interest rate applicable to any interest period will not be less than 0.50%.

The Three-Month USD LIBOR rate applicable to each interest period will be determined at 11a.m., London time, five London business days prior to the first day of such interest period. See “Specific Terms of the Notes – Coupon.”

Return at Maturity – You will receive the full principal amount of the Notes if you hold your Notes until maturity.
Optional Redemption – We may redeem the Notes in whole, but not in part, at a redemption price equal to 100% of the principal amount together with any accrued, but unpaid, interest thereon, on August 24, 2006 by giving at least five business days and five London business days prior written notice to the trustee and to each registered holder of the Notes.
No Exchange Listing – The Notes will not be listed on any U.S. securities exchange or quotation system.

See “Pricing Supplement Summary – How Do the Notes Perform at Maturity?” and “Specific Terms of the Notes” in this pricing supplement.

What Are Some of the Risks of the Notes?

An investment in the Notes involves risks. Some of these risks are summarized here, but we urge you to read the more detailed explanation of risks in “Risk Factors” in this pricing supplement.

Unpredictable Rate of Return – The interest rate applicable in each interest period will vary based on the Three-Month USD LIBOR on the applicable LIBOR Observation Date.
Limited Return – Your return may be limited if the Three-Month LIBOR plus 0.50% exceeds the maximum of 6.15%.
Liquidity – There may be little or no secondary market for the Notes. Barclays Capital Inc. and other affiliates of Barclays Bank PLC intend to engage in limited purchase and resale transactions. If they do, however, they are not required to do so and may stop at any time. If you sell your Notes prior to maturity, you may have to sell them at a substantial loss. You should be willing to hold the Notes to maturity.
Optional Redemption – We may choose to redeem the Notes prior to their maturity date. If the Notes are called on August 24, 2006, you may be unable to invest in securities with similar risk and yield as the Notes. Your ability to realize any increase in the level of the Three-Month LIBOR is limited by our right to redeem the Notes prior to their scheduled maturity and the 6.15% cap on the coupon.
Principal Protection – Your Notes will not be principal protected unless you hold them until maturity.

PS-1


What Are the Tax Consequences?

In the opinion of Sullivan & Cromwell LLP, the Notes will be treated for all tax purposes as variable rate debt instruments. If the Notes are so treated, you will include interest with respect to a Note as ordinary income in accordance with your method of accounting for U.S. federal income tax purposes. You will recognize capital gain or loss upon the sale or maturity of your Notes in an amount equal to the difference between the amount you receive at such time and your tax basis in the Notes.

For a more complete discussion of the United States federal income tax consequences of your investment in the Notes, please see the discussion under “Supplemental Tax Considerations – Supplemental U.S. Tax Considerations” in this pricing supplement.

PS-2


RISK FACTORS

The return on the Notes is partly linked to a percentage spread as indicated in the table on the cover of this pricing supplement and the Three-Month USD LIBOR.

This section describes the most significant risks relating to the Notes. We urge you to read the following information about these risks, together with the other information in this pricing supplement and the accompanying prospectus and prospectus supplement, before investing in the Notes.

The Interest Payable on the Notes is Uncertain, and Movements in Interest Rates Will Affect the Amount of Interest Which You Will Receive Interest on the Notes

The Market Value of the Notes May be Influenced by Unpredictable Factors

The market value of your Notes may fluctuate between the date you purchase them and when the Calculation Agent will determine your payment at maturity. Several factors, many of which are beyond our control, will influence the market value of the Notes:

supply and demand for the Notes, including inventory positions held by Barclays Capital Inc., Barclays Bank PLC or any other market maker;
the time remaining to maturity;
until August 24, 2006, our right to redeem the Notes;
the creditworthiness of Barclays Bank PLC; and
expectations about future levels and volatility of the Three-Month USD LIBOR.

Market Factors May Influence Whether We Exercise our Right to Redeem the Notes Prior to Their Scheduled Maturity

It is more likely that we will redeem the Notes prior to their maturity date if the applicable interest rate results in an amount of interest on the Notes greater than instruments of a comparable maturity and credit rating trading in the market. If the Notes are called prior to their maturity date, you may be unable to invest in securities with similar risk and yield as the Notes. Your ability to realize market value appreciation is limited by our right to redeem the Notes prior to their scheduled maturity.

There May Not Be an Active Trading Market in the Notes

There may be little or no secondary market for the Notes. We do not intend to list the Notes on any U.S. stock exchange and it is not possible to predict whether a secondary market will develop for the Notes. Even if a secondary market for the Notes develops, it may not provide significant liquidity or trade at prices advantageous to you. Barclays Capital Inc. and other affiliates of Barclays Bank PLC currently intend to act as market makers for the Notes, but they are not required to do so. Even if Barclays Bank PLC or any other affiliate makes a market in the Notes, they may stop doing so at any time.

Our Business Activities May Create Conflicts of Interest

The trading activities related to the U.S. Treasury Notes may be entered into on behalf of Barclays Bank PLC, its affiliates or customers other than for the account of the holders of the Notes or on their behalf. Accordingly, these trading activities may present conflicts of interest between Barclays Bank PLC and you.

We May Have Conflicts of Interests Arising From our Relationships with the Calculation Agent

You should be aware that Barclays Bank PLC, in its capacity as Calculation Agent for the Notes, is under no obligation to take your interests into consideration in determining the applicable interest rate for each interest period. Because this determination by the Calculation Agent will affect the interest payments on the Notes, conflicts of interest may arise in connection with its performance of its role as Calculation Agent.

Our Writing of Research Reports on Interest Rates may Create Conflicts of Interest Between You and Us

We or one or more of our affiliates may, at present or in the future, publish research reports with respect to movements in interest rates generally. This research is modified from time to time without notice and may express opinions or provide

PS-3


recommendations that are inconsistent with purchasing or holding the Notes.

No Current Research Recommendation

Neither Barclays Bank PLC nor any of its subsidiaries or affiliates currently publishes research on, or assigns a research recommendation to, the Notes.

The Notes are Not Insured by the FDIC

The Notes are not deposit liabilities of Barclays Bank PLC and neither the Notes or your investment in the Notes are insured by the United States Federal Deposit Insurance Corporation (“FDIC”) or any other governmental agency of the United States, United Kingdom or any other jurisdiction.

The Amount We Will Pay You to Redeem Your Notes If We Choose to Because We Are Required to Pay Additional Amounts in Respect of Tax Withholding is Uncertain

If we redeem your Notes because we are required to pay additional amounts in respect of tax withholding, we will pay you a redemption price for your Notes that will be determined by the Calculation Agent in a manner reasonably calculated to preserve your and our relative economic position. Such redemption price would take into consideration the net present value of expected future payments of the principal and interest on the Notes. If there is no or little expected future interest payment on the Notes, the net present value would primarily depend on the present value of the repayment of the principal amount at maturity, which could result in a net present value of the Notes below par.

THREE-MONTH USD LIBOR

The “Three-Month USD LIBOR” is for any LIBOR Observation Date the offered rates (British Banker Association) for deposits in U.S. dollars for a period of three months, commencing on such LIBOR Observation Date, which appears on Moneyline Telerate, on page 3750 (or any successor service or page for the purpose of displaying the London interbank offered rates of major banks) as of 11:00 a.m., London time, on that LIBOR Observation Date. If the Three-Month USD LIBOR cannot be determined on a LIBOR Observation Date as described above, then the Three-Month USD LIBOR will be determined on the basis of the rates, at approximately 11:00 A.M., London time, on that LIBOR Observation Date, at which deposits in U.S. dollars for a period of three months are offered to prime banks in the London interbank market by four major banks in that market selected by the calculation agent, beginning on that LIBOR Observation Date, and in a representative amount. The Calculation Agent will request the principal London office of each of these banks to provide a quotation of its rate. If at least two quotations are provided, the Three-Month USD LIBOR for that LIBOR Observation Date will be the arithmetic mean of the quotations. If fewer than two quotations are provided as described above, the Three-Month USD LIBOR for that LIBOR Observation Date will be the arithmetic mean of the rates for loans in U.S. dollars for a period of three months to leading European banks quoted, at approximately 11:00 A.M., in New York, New York, on that LIBOR Observation Date, by three major banks selected by the calculation agent, beginning on that LIBOR Observation Date and in a representative amount. If fewer than three banks selected by the Calculation Agent are quoting as described above, the Three-Month USD LIBOR for the new interest period will be the Three-Month USD LIBOR in effect for the prior interest period.

VALUATION OF THE NOTES

At Maturity

You will receive a cash payment at maturity (or upon redemption) equal to the principal amount of your Notes plus any accrued but unpaid interest.

Prior to Maturity

You should understand that the market value of the Notes will be affected by several factors, many of which are beyond our control. Factors that may influence the market value of the Notes include supply and demand for the Notes, including inventory positions held by Barclays Bank PLC or any other market maker, the time remaining to maturity, our right to redeem the Notes, the creditworthiness of Barclays Bank PLC and expectations about future levels and volatility of the Three-Month USD LIBOR. See “Risk Factors” in this pricing supplement for a discussion of the factors that may influence the market value of the Notes prior to maturity.

PS-4


SPECIFIC TERMS OF THE NOTES

In this section, references to “holders” mean those who own the Notes registered in their own names, on the books that we or the trustee maintain for this purpose, and not those who own beneficial interests in the Notes registered in street name or in the Notes issued in book-entry form through The Depository Trust Company or another depositary. Owners of beneficial interests in the Notes should read the section entitled “Form, Denomination and Legal Ownership of Notes” in the accompanying prospectus supplement and “Description of Debt Securities – Legal Ownership; Form of Debt Securities” in the accompanying prospectus.

The Notes are part of a series of debt securities entitled “Medium-Term Notes, Series A” (the “medium-term notes”) that we may issue under the indenture, dated September 16, 2004, between Barclays Bank PLC and The Bank of New York, as trustee, from time to time. This pricing supplement summarizes specific financial and other terms that apply to the Notes. Terms that apply generally to all medium-term notes are described in “Description of Medium-Term Notes” in the accompanying prospectus supplement. The terms described here (i.e., in this pricing supplement) supplement those described in the accompanying prospectus and prospectus supplement and, if the terms described here are inconsistent with those described in those documents, the terms described here are controlling.

Please note that the information about the price to public and net proceeds to Barclays Bank PLC on the front cover relates only to the initial sale of the Notes. If you have purchased the Notes in a purchase/resale transaction after the initial sale, information about the price and date of sale to you will be provided in a separate confirmation of sale.

Barclays Bank PLC may from time to time, without your consent, create and issue additional securities having the same terms and conditions as the Notes. Any such additional securities are expected to trade fungibly with the outstanding Notes.

We describe the terms of the Notes in more detail below.

Coupon

The Notes will bear interest at the rates set forth below, payable quarterly in arrears on November 24, February 24, May 24 and August 24 of each year, commencing on November 24, 2005 or if any such day is not a business day, on the first following day that is a business day. Interest will be computed on the basis of a 360-day year comprised of twelve 30 day months.

The first interest period will begin on, and include, the original issue date and end on, but exclude, the first interest payment date (which is November 24, 2005). Each subsequent interest period will begin on, and include, the interest payment date for the preceding interest period and end on, but exclude, the next following interest payment date. The final interest period will end on the Maturity Date or August 24, 2006, if we choose to redeem your Notes on such date.

The interest rate applicable to the first interest periods will be equal to Three-Month USD LIBOR plus 0.50%, subject to a maximum of 6.15%. The interest rate applicable to any interest period will not be less than 0.50%.

Payment at Maturity

At maturity we will pay you the principal amount of your Notes plus any accrued and unpaid interest.

Denomination

The denomination of the Notes will be $10,000 and increments of $5,000 thereafter.

Maturity Date

The maturity date will be August 24, 2015 or, if that day is not a business day, on the first following day that is a business day unless that day falls in the next calendar month, in which case the maturity date will be the first preceding day that is a business day.

Regular Record Dates for Interest

The regular record date relating to an interest payment date for the Notes will be the date 15 calendar days prior to the interest payment date, whether or not that date is a business day. For the purpose of determining the holder at the close of business on a regular record date, the close of

PS-5


business will mean 5:00 p.m., New York City time, on that day.

Optional Redemption

We may, at our election, redeem the Notes in whole, but not in part, on August 24, 2006 by giving at least five business days and five London business days prior written notice to the holders and the trustee. Neither we nor any of our agents are required to notify you prior to any such redemption.

If we elect to redeem your Notes on August 24, 2006, we will pay you the principal amount of your Notes together with any accrued, but unpaid, interest thereon.

Default Amount on Acceleration

If an event of default occurs and the maturity of the Notes is accelerated, we will pay the default amount in respect of the principal of the Notes at maturity. We describe the default amount below under “Specific Terms of the Notes – Default Amount on Acceleration – Default Amount”.

For the purpose of determining whether the holders of our medium-term notes, of which the Notes are a part, are entitled to take any action under the indenture, we will treat the stated principal amount of each Note outstanding as the principal amount of that Note. Although the terms of the Notes may differ from those of the other medium-term notes, holders of specified percentages in principal amount of all medium-term notes, together in some cases with other series of our debt securities, will be able to take action affecting all the medium-term notes, including the Notes. This action may involve changing some of the terms that apply to the medium-term notes, accelerating the maturity of the medium-term notes after a default or waiving some of our obligations under the indenture. We discuss these matters in the attached prospectus under “Description of Debt Securities – Modification and Waiver” and “– Senior Events of Default; Subordinated Events of Default and Defaults; Limitations of Remedies”.

Default Amount

The default amount for the Notes on any day will be an amount, in U.S. Dollars for the principal of the Notes, equal to the cost of having a qualified financial institution, of the kind and selected as described below, expressly assume all our payment and other obligations with respect to the Notes as of that day and as if no default or acceleration had occurred, or to undertake other obligations providing substantially equivalent economic value to you with respect to the Notes. That cost will equal:

the lowest amount that a qualified financial institution would charge to effect this assumption or undertaking, plus
the reasonable expenses, including reasonable attorneys’ fees, incurred by the holders of the Notes in preparing any documentation necessary for this assumption or undertaking.

During the default quotation period for the Notes, which we describe below, the holders of the Notes and/or we may request a qualified financial institution to provide a quotation of the amount it would charge to effect this assumption or undertaking. If either party obtains a quotation, it must notify the other party in writing of the quotation. The amount referred to in the first bullet point above will equal the lowest – or, if there is only one, the only – quotation obtained, and as to which notice is so given, during the default quotation period. With respect to any quotation, however, the party not obtaining the quotation may object, on reasonable and significant grounds, to the assumption or undertaking by the qualified financial institution providing the quotation and notify the other party in writing of those grounds within two business days after the last day of the default quotation period, in which case that quotation will be disregarded in determining the default amount.

Default Quotation Period

The default quotation period is the period beginning on the day the default amount first becomes due and ending on the third business day after that day, unless:

no quotation of the kind referred to above is obtained, or
every quotation of that kind obtained is objected to within five business days after the due date as described above.

If either of these two events occurs, the default quotation period will continue until the third

PS-6


business day after the first business day on which prompt notice of a quotation is given as described above. If that quotation is objected to as described above within five business days after that first business day, however, the default quotation period will continue as described in the prior sentence and this sentence.

Qualified Financial Institutions

For the purpose of determining the default amount at any time, a qualified financial institution must be a financial institution organized under the laws of any jurisdiction in the United States of America or Europe, which at that time has outstanding debt obligations with a stated maturity of one year or less from the date of issue and rated either:

A-1 or higher by Standard & Poor’s, a division of the McGraw-Hill Companies, Inc., or any successor, or any other comparable rating then used by that rating agency, or
P-1 or higher by Moody’s Investors Service, Inc. or any successor, or any other comparable rating then used by that rating agency.

Manner of Payment and Delivery

Any payment or delivery on the Notes at maturity will be made to accounts designated by you and approved by us, or at the office of the trustee in New York City, but only when the Notes are surrendered to the trustee at that office. We also may make any payment or delivery in accordance with the applicable procedures of the depositary.

Business Day

When we refer to a business day with respect to the Notes, we mean a day that is a business day of the kind described in the attached prospectus supplement.

London Business Day

London business day means a day other than a Saturday or Sunday on which dealings in deposits in U.S. dollars are transacted, or with respect to any future date are expected to be transacted, in the London interbank market.

Modified Business Day

Any payment on the Notes that would otherwise be due on a day that is not a business day may instead be paid on the next day that is a business day, with the same effect as if paid on the original due date, except as described under “Maturity Date” above.

Role of Calculation Agent

Barclays Bank PLC will serve as the Calculation Agent. We may change the Calculation Agent after the original issue date of the Notes without notice. The Calculation Agent will make all determinations regarding business days, London business days, the default amount, the Three- Month USD LIBOR and the amount of interest payable in respect of your Notes. Absent manifest error, all determinations of the Calculation Agent will be final and binding on you and us, without any liability on the part of the Calculation Agent. You will not be entitled to any compensation from us for any loss suffered as a result of any of the above determinations by the Calculation Agent.

USE OF PROCEEDS AND HEDGING

We will use the net proceeds we receive from the sale of the Notes for the purposes we describe in the accompanying prospectus and prospectus supplement under “Use of Proceeds.” We or our affiliates may also use those proceeds in transactions intended to hedge our obligations under the Notes as described below.

In connection with the sale of the Notes, we or our affiliates may enter into hedging transactions involving the execution of interest rate swap and option transactions, purchases and sales of U.S. Treasury securities and listed or over-the-counter options on U.S. Treasury securities or the execution of other derivative transactions with returns linked to or related to changes in the value of U.S. Treasury securities and/or their yields both before and after the issue date of the Notes. From time to time, we or our affiliates may enter into additional hedging transactions or unwind those we have entered into. In this regard, we or our affiliates may:

execute or terminate interest rate swap and option transactions;
acquire or dispose of U.S. Treasury securities;
take or dispose of positions in listed or overthe-counter options or other instruments based on U.S. Treasury securities; or
do a combination of the above.

We or our affiliates may acquire a long or short position in securities similar to the Notes from time

PS-7


to time and may, in our or their sole discretion, hold or resell those securities.

The hedging activity discussed above may adversely affect the market value of the Notes from time to time. See “Risk Factors” in this pricing supplement for a discussion of these adverse effects.

PS-8


CAPITALIZATION OF BARCLAYS BANK PLC

The following table sets out our authorized and issued share capital and our shareholders’ funds, indebtedness and contingent liabilities as of December 31, 2004. The figures set out in the following table were extracted from our audited financial statements for the year ended December 31, 2004, which were prepared in accordance with U.K. GAAP. We will prepare our financial statements for periods subsequent to December 31, 2004 in accordance with International Financial Reporting Standards.

  As of  
  December 31,  
  2004  
 
 
  ‘000  
Share capital of Barclays Bank PLC  
Authorized ordinary share capital – shares of £1 each 3,000,000  
Authorized preference share capital – shares of $0.01 each(1) 150,000  
Authorized preference share capital – shares of $100 each(2)  
Authorized preference share capital – shares of €100 each 400  
Authorized preference share capital – shares of £1 each 1  
Authorized preference share capital – shares of £100 each(3)  
Ordinary shares – issued and fully paid shares of £1 each 2,309,361  
Preference shares – issued and fully paid shares of $0.01 each  
Preference shares – issued and fully paid shares of $100 each(2)  
Preference shares – issued and fully paid shares of €100 each(4) 100  
Preference shares – issued and fully paid shares of £1 each(5) 1  
Preference shares – issued and fully paid shares of £100 each(3)  
  £ million  
Group shareholders’ funds  
Called up share capital 2,316  
Share premium(6) 6,531  
Revaluation reserve 24  
Profit and loss account 9,400  
Total shareholders’ funds – equity and non-equity 18,271  
Group indebtedness   
Loan capital  
      Undated loan capital – non-convertible 6,149  
      Dated loan capital – convertible to preference shares 15  
      Dated loan capital – non-convertible(7) 6,113  
Debt securities in issue(8) 67,806  
Total indebtedness 80,083  
Total capitalisation and indebtedness 98,354  
Group contingent liabilities   
Acceptances and endorsements 303  
Guarantees and assets pledged as collateral security 30,011  
Other contingent liabilities 8,245  


(1) On June 1, 2005, we consolidated the 150,000,000 preference shares of $0.01 into 6,000,000 preference shares of $0.25 each, and authorized a further 74,000,000 of such shares.
(2) On June 1, 2005, we authorized 400,000 preference shares of $100 each. On June 8, 2005, we issued 100,000 of such shares at an issue price of $10,000 per share.
(3) On June 1, 2005, we authorized 400,000 preference shares of £100 each. On June 22, 2005, we issued 75,000 of such shares at an issue price of £9,956.20 per share.
(4) On March 15, 2005, we issued 140,000 preference shares of Euro 100 each at an issue price of Euro 9,911.80 per share.
(5) This figure reflects 1,000 preference shares of £1 each issued by us to Barclays PLC on December 31, 2004.
(6) As a result of the issue of the preference shares referred to in footnotes 2, 3 and 4, share premium has increased by approximately £2.2 billion (using, for non-sterling issues, the exchange rate prevailing at the date of issue of such shares).
(7) On February 23, 2005, we issued $150,000,000 4.75% Fixed Rate Subordinated Notes due 2015. On February 25, 2005, we issued $1,500,000,000 Callable Floating Rate Subordinated Notes due 2015. On April 15, 2005, Euro 115 million Floating Rate Subordinated Notes due 2005 matured and on April 25, 2005 Euro 300 Million Floating Rate Subordinated Notes due 2005 matured. On June 1, 2005, we issued $75,000,000 4.38% Fixed Rate Subordinated Notes due 2015.
(8) On the basis of our internal unaudited IFRS figures, the amount of debt securities in issue increased from £81 billion to approximately £95 billion between January 1, 2005 and May 31, 2005. This represents an increase of approximately 18%.

PS-9


SUPPLEMENTAL TAX CONSIDERATIONS

The following is a general description of certain United States federal income tax considerations relating to the Notes. It does not purport to be a complete analysis of all tax considerations relating to the Notes. Prospective purchasers of the Notes should consult their tax advisers as to the consequences under the tax laws of the country of which they are resident for tax purposes and the tax laws of the United Kingdom and the United States of acquiring, holding and disposing of the Notes and receiving payments of interest, principal and/or other amounts under the Notes. This summary is based upon the law as in effect on the date of this prospectus supplement and is subject to any change in law that may take effect after such date.

The discussion below supplements the discussion under “U.S. Tax Considerations” in the attached prospectus and prospectus supplement, and is subject to the limitations and exceptions set forth therein. This discussion is only applicable to you if you are a United States holder (as defined in the accompanying prospectus and prospectus supplement).

As described in the accompanying prospectus supplement under “Tax Considerations – United States Taxation – U.S. Holders – Variable Rate Notes,” in the opinion of our counsel, Sullivan & Cromwell LLP, the Notes will be treated as variable rate debt instruments (“VRDIs”) under the Treasury Regulations applicable to original issue discount, and the interest payable on the Notes should be treated as “qualified stated interest”. Accordingly, you will generally include interest with respect to a Note as ordinary income in accordance with your method of accounting for United States federal income tax purposes.

You will recognize gain or loss upon the sale, exchange, redemption or maturity of your Notes in an amount equal to the difference, if any, between the fair market value of the amount you receive at such time and your adjusted basis in your Notes. In general, your adjusted basis in your Notes will equal the amount you paid for your Notes.

Any gain you recognize upon the sale, exchange, redemption or maturity of your Notes will be capital gain or loss, except to the extent attributable to accrued but unpaid interest. Capital gain of a noncorporate U.S. holder that is recognized before January 1, 2009 is generally taxed at a maximum rate of 15% where the holder has a holding period greater than one year.

Backup Withholding and Information Reporting

Please see the discussion “Tax Considerations – United States Taxation – U.S. Holders – Backup Withholding and Information Reporting” in the accompanying prospectus supplement for a description of the applicability of the backup withholding and information reporting rules to payments made on your Note.

SUPPLEMENTAL PLAN OF DISTRIBUTION

We expect that delivery of the Notes will be made against payment on or about August 24, 2005, which will be the sixteenth business day following the date of this pricing supplement (such settlement cycle being referred to as “T+16”). Under Rule 15c6-1 under the U.S. Securities Exchange Act of 1934, trades in the secondary market generally are required to settle in three business days, unless the parties to the trade expressly agree otherwise. Accordingly, purchasers who wish to trade Notes on the date of this pricing supplement will be required, by virtue of the fact that the Notes initially will settle in T+16, to specify or alternate settlement cycle at the time of any such trade to prevent a failed settlement and should consult their own advisor.

PS-10


$25,000,000
BARCLAYS BANK PLC
CALLABLE FLOATING RATE NOTES DUE AUGUST 24, 2015
LINKED TO THREE-MONTH USD LIBOR

PRICING SUPPLEMENT

August 2, 2005
(TO PROSPECTUS DATED JULY 1, 2002 AND
PROSPECTUS SUPPLEMENT DATED SEPTEMBER 17, 2004)


Barclays Capital


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