Notes issued by Barclays Bank PLC

2

        

            The Optima Series 3 Fund PlcThe underlying investments of The Optima Series 3 FundPlc are Barclays Bank PLC notes which have the followingfeatures:

Quality IssuerThe Notes are issued by Barclays Bank PLCBarclays Bank PLC is AA rated by Standard & Poors andAa1 rated by Moody’s

Investment ReturnsInvestment in a currency hedged portfolio of funds

Guarantees Provided by Barclays Bank PLC10 year 100% capital guarantee only on maturity on the initial fund investment

3

        

            Investment Objective

The Optima Series 3 Fund Plc

Designed to provide investors with capital growth over the medium to long term, but with guaranteed capital return only at maturity, by offering the opportunity to invest in notes issued by Barclays Bank PLC

The notes invest in a dynamic portfolio of funds and zero coupon bonds that aim to maximise returns while providing support for the guarantee

4

        

            Potential For Target RedemptionThe Fund has a target redemption feature to

enable investors to realise the increase in

value of their investment:

if, during the three years after the end of the subscription period, the reference price related to the underlying Notes reaches £1.30, US$1.30 or €1.30;or

if the increase referred to above is not achieved within the three year period, then investors have a second opportunity of early redemption, which will occur during the fourth and fifth year after the end of the subscription period if the reference price related to the underlying Notes reach £1.50, US$1.50 or €1.50.

5

        

            Guarantee

Barclays provide a capital guarantee of at least 100% of the amount invested after 10 years.

However, the guaranteed return will be based on the highest price reached during the 12 month subscription period, therefore the total guarantee could be higher than 100% after 10 years.

6

        

            The Notes Issuer – Barclays Bank PLC

AA rated by Standard and Poor’s and Aa1 rated by Moody’s

Barclays is an international financial services group and has offices in over 60 countries with 76,200 employees and 2,900 branches worldwide

Barclays Capital is the investment division of Barclays Bank PLC and provides corporates, financial institutions and supranational organisations with solutions to their financing and risk management needs

Barclays Capital has the support of an AA rated parent bank with a balance sheet of over £520 billion

7

        

            Investment Options

Managed Guaranteed Option

Invested in Barclays Bank PLC notes

Select Option

Includes 1/1 gearing to maximize potential upside

Total geared monies invested in Barclays Bank PLC notes

Proceeds on maturity are reduced by the loan capital and costs of borrowing

8

        

            Potential Upside On Select Option

An indication of some potential returns from the MANAGED GUARANTEED and SELECT option if the notes produce

returns in excess of the cost of borrowing

0.0%

2.0%

4.0%

6.0%

8.0%

10.0%

12.0%

14.0%

16.0%

Inve

stm

ent

retu

rn

Managed Guaranteed Option Select Option

Note: The loan interest on the gearing is assumed to be 5.5% per annum and is only illustrative

On the Select Option if the returns on the Notes are less than the cost of borrowing then the value of the investment may fall.

9

        

            The Fund Managers

Gartmore Group

Millburn Ridgefield Corporation

ABN AMRO Asset Management

10

        

            Gartmore Group

Gartmore Group is a global investment organisation offering a wide range of investment products and services to both institutional and retail investors

Assets under management of £44.8 billion (as at 30th June 2005)

Gartmore Group is owned by US insurance giant, Nationwide Mutual Insurance Company, a Fortune 500 company

(All information as at 30th June 2005)

11

        

            Gartmore Group

European Selected Opportunities Fund

(Equity Fund)Award winning European fund with outstanding long-term track record

Invests in broad range of European stocks with approximately 50% of the Fund invested in large companies

Fund size in excess of £1.64 billion (as at 30th June 2005)

AAA rated by Standard and Poor’s

12

        

            Millburn Ridgefield Corporation

Millburn Ridgefield Corporation and its affiliated entities were established in 1971

Total assets under management approximately US$1.2 billion (as at March 31, 2005), of that US$886 million in its managed futures programmes

Of the US$1.2 billion, principals, employees and former employees account for approximately US$350 million (as at March 31, 2005); one-third of which is invested in Millburn’s managed futures programmes

13

        

            Millburn Ridgefield CorporationDiversified Trading Company II

(Managed Futures Fund)The Fund trades approximately 80 currency, interest rate, stock index, energy, metal and agricultural commodity futures, forward contracts and options on US and international exchanges, and in the interbank currency market

The Fund forms part of the firm’s managed futures programme which has assets under management of approximately US$712 million (as at March 31, 2005)

The Fund trades the same diversified strategy which Millburn has traded consistently since 1977

The Fund employs a multiple time-frame, systematic, trend-following approach across global markets, coupled with a systematic, active risk management overlay

The Fund strategy is designed to profit from broad based trends in global markets

14

        

            ABN AMRO Asset Management

ABN AMRO Asset Management is the investment management division of ABN AMRO Bank

ABN AMRO Bank, with origins dating back to 1824, is among the 10 largest banks in Europe and has over 3,000 branches, 100,000 employees in over 60 countries and assets of about US$500 billion in capital as at 31st March 2005

ABN AMRO Asset Management has over 1500 institutional clients including central banks, pension funds, insurance companies and other institutions

The Asset Management division manages almost €160 billion (as at 31st March 2005) in segregated accounts

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            ABN AMRO Asset ManagementGlobal Emerging Markets Bond Fund

(Bond Fund)

Invests in emerging markets fixed income securities, primarily denominated in US Dollars, with medium and long term maturity

A combination of strategies ranging from regional views to country specific bond views, in which the degree of importance of either top-down or bottom-up assessments will depend on the global and country conditions

Fund size US$1,187 million (as at 31st July 2005)

AA rated by Standard and Poor’s

16

        

            Currencies & Levels Of Investment

Available in Sterling , US Dollars and Euros

Minimum Investment£10,000, US$15,000 and €15,000Reduced to £5,000, US$7,500 and €7,500 via a Portfolio Bond and increments

Maximum InvestmentNone

17

        

            Key Points

The Fund is designed as a medium to long terminvestment. If an investor wishes to surrenderwithin the first 5 years the following early redemption charges will apply:

Time participating shares held Redemption penalty (reducing by 0.5% per quarter)

First Year No early redemption permittedSecond Year 8% to 6%Third Year 6% to 4%Fourth Year 4% to 2%Fifth Year 2% to 0%Sixth Year and thereafter 0%

18

        

            Key Points

Other Charges

Maximum annual management charge: 1.5% per

annum (this includes custodian and administration

fees)

The Fund has a competitive charging structure,

details of which are fully explained in the Scheme

Particulars, in order to maximise potential

investment returns.

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            Fund PerformanceThe Optima Series 3 Fund plc –

monthly percentage growth and price since launch May 2005

FUND YEAR 1 May 1 Jun 1 Jul 1 Aug 1 Sep 1 Oct 1 Nov 1 Dec 1 Jan 1 Feb 1 Mar 1 Apr TOTAL

STG

Managed

2005/6 Launch

1.000

3.7%

1.037

3.18%

1.070

2.62%

1.098

-0.27%

1.095

4.02%

1.139

-3.51%

1.099

4.09%

1.144

1.92%

1.166

4.29%

1.216

1.48%

1.234

1.54%

1.253

+16.6%

_

USD

Managed

2005/6 Launch

1.000

3.1%

1.031

3.01%

1.062

2.45%

1.088

-0.28%

1.085

4.61%

1.135

-4.14%

1.088

3.95%

1.131

1.59%

1.149

4.96%

1.206

1.82%

1.228

1.95%

1.252

+14.9%

_

EURO

Managed

2005/6 Launch

1.000

2.5%

1.025

2.34%

1.049

1.05%

1.060

0.19%

1.062

2.64%

1.090

-3.30%

1.054

2.09%

1.076

1.39%

1.091

1.83%

1.111

0.90%

1.121

0.36%

1.125

+9.1%

-

STG

Select

2005/6 Launch

1.000

6.1%

1.061

6.22%

1.127

4.88%

1.182

-0.93%

1.171

7.51%

1.259

-7.07%

1.170

7.69%

1.260

3.02%

1.298

7.86%

1.400

2.50%

1.435

2.44%

1.470

+29.8%

_

USD Select

2005/6 Launch

1.000

5.9%

1.059

6.14%

1.124

4.63%

1.176

-0.85%

1.166

8.83%

1.269

-8.35%

1.163

7.48%

1.250

2.56%

1.282

9.20%

1.400

3.00%

1.442

3.19%

1.488

+28.2%

_

EURO

Select

2005/6 Launch

1.000

4.3%

1.043

4.51%

1.090

1.83%

1.110

0.18%

1.112

4.95%

1.167

-6.60%

1.090

3.94%

1.133

2.29%

1.159

3.36%

1.198

1.50%

1.216

0.41%

1.221

+15.9%

_

20

        

            

During the first year subscription period the rise in the underlying note price of the Managed Guaranteed Fund secures an increased minimum guaranteed return on maturity of the fund as demonstrated in the example below:

Rising Guaranteed Return at Maturity

Optima 3 - Guaranteed Minimum Return

10.9%10.9%7.7%

3.7%

£0.950

£1.000

£1.050

£1.100

£1.150

1 2 3 4 5

Month

Sh

are

Pri

ce

Share Price Guaranteed Minimum Return at Maturity

What the chart shows:

•The initial launch price of 1.000 is the minimum guaranteed price payable at maturity, ie. the minimum amount payable at maturity is equal to the investment.•During months 2, 3 and 4 the underlying note price continues to move upwards and by month 4 clients who invested at 1.000 now have a guaranteed minimum return of 10.9% at maturity.•The price then falls slightly in month 5, but for those who invested at 1.000 the minimum guaranteed return at maturity remains at 10.9%.

Clients entering in month 5 at the lower price are guaranteed more than the return of their original investment at maturity as the guaranteed return will be based on the highest underlying note price achieved to date, which in this example occurred in month 4.

21

        

            Fund Structure

The Administrator – Abacus Financial Services Ltd, Isle of Man

The Custodian – The Royal Bank of Scotland Trust Company (IOM) Ltd

The Auditors – PricewaterhouseCoopers, Isle of Man

The Notes Issuer – Barclays Bank PLC

22

        

            Summary

3 specialist Fund Managers and first class funds:-Gartmore European Selected Opportunities Fund - £1.64 million – AAA rated*Millburn Ridgefield Corporation Diversified Trading Company II-the Fund forms part of the firms managed futures programme which has assets under management of approx US$783 million (as at 31st March 2005)ABN AMRO Asset Management Global Emerging Bond Fund – US$1,187 million (as at 31st July 2005) - AA rated*

Two Investment OpportunitiesThe Managed Guaranteed Option and The Select Option

Potential for early RedemptionDependent on investment growth

* By Standard & Poor’s

23

        

            The Optima Series 3 Fund plcThe Fund will be established as an Experienced Investor Fund under theFinancial Supervision (Experienced Investor Fund) (Exemption) Order 1999 (the “Order”) and, as such, is available only to “experienced investors”.Experienced investors are defined in the Order as “persons who, in relation to any experienced investor fund, are sufficiently experienced to understand theRisks associated with an investment in that fund”.

The Fund is not subject to any form of regulation or approval in the Isle of Manand investors are not protected by any statutory compensation arrangementsin the event of the Fund’s failure. The Isle of Man Financial Supervision Commission does not vouch for the financial soundness of the Fund or for thecorrectness of any statements made or opinions expressed with regard to it.

This PowerPoint presentation is a summary of information taken from the full text of the Scheme Particulars. Prospective investors will need to read and consider the full text of the Scheme Particulars and should not rely on thisPowerPoint presentation in isolation.

24

        

            The Optima Series 3 Fund plcThe Notes are purchased by The Optima Series 3 Fund plc; investors in the

Fund will not have a direct holding in the Notes. Barclays Capital is not

promoting or endorsing the Fund and does not guarantee the returns on any

investment made or that the holder of the Notes will receive any amounts in

excess of the initial investment. The Notes provide a guarantee of a minimum

payout only at maturity, if the Notes are not held to maturity, or are

otherwise redeemed early, there is no guaranteed payout or other principal

protection and holders may receive less than your original investment.