Barclays Bank PLC Announces An Offer To Purchase Notes For Cash Using A Modified “Dutch Auction” Procedure

Barclays Bank PLC (the “ Issuer”) has today commenced an offer to holders of the notes listed in the table below (the “ Notes”) to tender any such Notes (the “ Tender Offer”), with the maximum aggregate principal amount of Notes the Issuer will accept in the Tender Offer being US$1,000,000,000 (subject to increase or decrease at the Issuer’s sole and absolute discretion, the “ Tender Cap”), using a modified “Dutch Auction” procedure and subject to applicable offer and distribution restrictions.

The Tender Offer is being made on the terms and subject to the conditions and restrictions set out in an offer to purchase dated March 26, 2013 (the “ Offer to Purchase”).

Holders are advised to carefully read the Offer to Purchase for full details of, and information on the procedures for participating in, the Tender Offer. Capitalized terms used and not otherwise defined in this announcement have the meanings given to them in the Offer to Purchase.

The Tender Offer

Acceptable Bid Spread Range for Total Consideration (basis points)
Title of Security CUSIP/ISIN

Aggregate Principal Amount Outstanding

Early Participation Amount (1)

Minimum Spread

Maximum/Base Spread

UST Reference Security

Bloomberg Reference Page

US$2,250,000,0006.05% Fixed RateSubordinatedNotes due 2017(“ 6.05% Notes”)

06739G AE9 /US06739GAE98/ XS0334249223
US$2,250,000,000 US$50 +210 bps +250 bps

0.750% U.S.Treasury Notedue 2/28/2018

US$1,250,000,0005.140% Lower Tier2 Notes dueOctober 2020(“ 5.140% Notes”)

06739G BP3 /US06739GBP37
US$1,250,000,000 US$50 +195 bps +235 bps

2.000% U.S.Treasury Notedue 2/15/2023

(1) Per US$1,000 principal amount of Notes validly tendered prior to the Early Participation Deadline and accepted for purchase by theIssuer. The Total Consideration includes the Early Participation Amount.

The Issuer reserves the right, in its sole and absolute discretion, not to accept any Tender Instruction, not to purchase Notes or to extend, re-order, withdraw, terminate or amend the terms and conditions of the Tender Offer at any time following the announcement of the Tender Offer (subject to applicable laws and regulations), as described in the Offer to Purchase under the heading “ The Tender Offer—Extensions, Amendments and Termination.” Details of any such extension, re-order, amendment, withdrawal or termination will be notified to the holders as soon as possible after such decision.

A tender of Notes may only be made by the submission of a valid Tender Instruction. The acceptance of Notes for purchase pursuant to the Tender Offer is subject to the satisfaction of certain financing and other conditions, including those set out in the Offer to Purchase under the heading “ The Tender OfferConditions to the Tender Offer.”

Rationale for the Tender Offer

The Tender Offer exercise is part of the Issuer’s ongoing liability management programme, with the intention of pro-actively managing the Issuer’s capital position as the Issuer transitions towards its end state CRD IV capital structure.

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