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If you sell your Securities prior to maturity in the secondary market, if any, you may have to sell your Securities at a loss relative to your initial investment even if the price of the Underlying Index is above the Trigger Level. You will receive a positive return on your Securities only if the closing level of the Underlying Index is equal to or greater than the Initial Level on any Observation Date, including the Final Valuation Date. Adjusted EBITDA is also used to evaluate its ability to service debt because the excluded charges do not have an impact on its prospective debt servicing capability and these adjustments are contemplated in its credit facility for the computation of its debt covenant ratios. Hypothetical Examples of how the Securities Perform. The material tax consequences of your investment in the Securities are summarized below. The return on the Securities depends on whether the closing level of the Underlying Index is equal to or greater than the Initial Level on an Observation Date, and if the Securities are not called, whether the Final Level of the Underlying Index is greater than or equal to the Trigger Level.

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The Eurozone is and has been undergoing severe financial stress, and the political, legal and regulatory ramifications are impossible to predict. In addition, pm3 matters discussed may constitute forward-looking statements. Closing level at third through sixteenth Observation Date:. The contingent repayment of principal only applies if you hold the Securities to maturity. The estimated value of your Securities is not a prediction of the prices at which you may sell your Securities in the secondary market, if any, and such secondary market prices, if any, will likely be lower than the initial issue price of your Securities and maybe lower than the estimated value of your Securities — The estimated value of the Securities will not be a prediction of the prices at which Barclays Capital Inc.

While it is impossible to anticipate how any ultimate guidance would affect the tax treatment of instruments such as the Securities and while any such guidance may be issued on a prospective basis onlysuch guidance could be applied retroactively and could in any case increase mp likelihood that you will be required to accrue income over the term of an instrument such as the Securities even though you will not receive any payments with respect to the Securities until redemption or maturity.

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You should consult with your own legal advisers regarding any investment in the Securities, as you may need to consider your investment in the Securities for purposes of compliance with the EU Short Selling Regulation.

We have agreed to sell to Barclays Capital Inc. Further, you will not participate in any appreciation of the Underlying Index, which could be significant even though you may be exposed to any decline of the Underlying Index at maturity. This release was primarily based on our improved historical and projected pre- tax income.

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These stocks may be more volatile and may be subject to different political, market, economic, exchange rate, regulatory and other risks. The difference between the initial issue price of the Securities and our estimated value of the Securities results from several factors, including any sales commissions to be paid to Barclays Capital Inc. Our estimated value of the Securities may be lower if such valuation were based on the levels at which our benchmark debt securities trade in the secondary market.

Our SEC file number is Furthermore, we and our affiliates make markets in and trade various financial instruments or products for their own accounts and for the account of their clients and otherwise provide investment banking and other financial services with respect to these financial instruments and products.

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Amount of Registration Fee 1. The contingent repayment of principal applies fym if you hold the Securities to maturity. The Company also uses Adjusted Income, Adjusted EBITDA and Free Cash Flow internally as performance measures for planning purposes, including the preparation of annual operating budgets, and for compensation purposes, including bonuses for certain employees. Prospectus dated July 19, The material tax consequences of your investment in the Securities are summarized below. The price of the Underlying Index for your Securities could fall sharply, which could result in a significant loss of principal.

The return on the Securities depends on whether the closing level of the Underlying Index is equal to or greater than the Initial Level on an Observation Date, and if the Securities are not called, whether the Final Level of the Underlying Index is greater than or equal to the Trigger Level. The Securities may not be suitable for you if: You are willing to assume the credit risk of Barclays Bank PLC, as Issuer of the Securities, for all payments under the Securities and understand that if Barclays Bank PLC defaults on its payment obligations, you may not receive any payments due to you, including any repayment of principal.

If the Securities are not called, the Issuer will only pay you the principal amount of your Securities if the Final Level of the Underlying Index is greater than or equal to the Trigger Level and will only make such payment at maturity. Many economic and market factors will affect the value of the Securities — In addition to the level of the Underlying Index on any trading day, the value of the Securities will be affected by a number of economic and market factors that may either offset or magnify each other, including:.

You are willing to hold securities that will be called on the earliest Observation Date on which the closing level of the Underlying Index is equal to or greater than the Initial Level, or you are otherwise willing to hold such securities to maturity, and accept that vnk may be little or no secondary market for the Securities. Free Cash Flow, defined as Adjusted EBITDA less ml3 portion of interest expense net of interest income, capital expenditures, and cash taxes, is used to evaluate operating effectiveness and decisions regarding the allocation of resources.

As a dy, the secondary market price of your Securities may be materially different from the estimated value of the Securities determined by reference to our internal pricing models.

As described in the prospectus supplement, this section applies to you only if you are a U.

This pricing supplement, together with the documents listed below, contains the terms of the Securities and supersedes all prior or contemporaneous oral bnm as well as any other written materials including preliminary or indicative pricing terms, correspondence, trade ideas, structures for implementation, sample structures, brochures or other educational materials of ours.

We and our affiliates have no obligation to take the needs of any buyer, seller or holder of the Securities into account in conducting these activities. You seek an investment that participates in the full appreciation of the Underlying Index and whose return is not limited to the specified Call Return. The Call Return increases the longer the Securities are outstanding. Also, this difference in funding rate as well as certain factors, such as sales commissions, selling concessions, estimated costs and profits mentioned below, reduces the economic terms of the Securities to you.

Pursuant to the terms of the Securities, Barclays Bank PLC and you agree, in the absence of a change in law or an administrative or judicial ruling to the contrary, to characterize your Securities as a pre-paid cash-settled derivative contract with respect to the Underlying Index.

You should jp3 your own independent investigation of the merits of investing in the Securities and the Underlying Index to which the Securities are linked.