Merchant Capital Kick-Out Plan: Emerging Markets Issue 3

Overview:

Potential for 12% gain for each year held payable on the first anniversary on which the Hang Seng China Enterprises Index [HSCEI], iShares MSCI Brazil Index Fund and MSCI Singapore Free Index close at or above their corresponding initial levels.

Product Type:

Capital at Risk

Investment Type:

Auto-Call / Kick-Out

Product Index Link:

Hang Seng China Enterprises Index, iShares Brazil Index Fund [iShares Brazil Index] and MSCI Singapore Free Index

Potential FSCS Protection:

Capital at Risk Barrier Type:

End of Term only

Maximum Term:

5 years 2 weeks max.

Barrier Level:

50% of Initial Index Level.

Downside:

1:1

Capital At Risk Barrier: (Subject To Counterparty Solvency)

50% of Initial Index Level, observed at the end of the term.

Initial (Strike) Index Level >>

Important Dates:

Closing Date	ISA Transfers	Strike Date	Maturity Date
25/02/2011	18/02/2011	04/03/2011	18/03/2016

Closing Date
25/02/2011

ISA Transfers
18/02/2011

Strike Date
04/03/2011

Maturity Date
18/03/2016

Possible Early Maturity Dates:

05/03/2012

04/03/2013

04/03/2014

04/03/2015

Counterparty:

Barclays Bank Plc

Please Note: The investment returns and the return of capital are dependent upon the counterparty meeting their obligations on time and in full. If the counterparty fails to meet their obligations you could lose some or all of your capital.

The credit ratings provided below can be a useful way to compare the credit risk associated with different Counterparties or Deposit Takers. Credit ratings are assigned by independent companies known as ratings agencies.

AA-

S&P Rating: AA-

S&P Rating*

D R CC - CCC + - B + - BB + - BBB + - A + - AA + AAA

AA-

Fitch Rating: AA-

Fitch Rating*

D RD C CC CCC - B + - BB + - BBB + - A + - AA + AAA

Aa3

Moodys Rating: Aa3

Moody's Rating*

C Ca Caa B Ba Baa A Aa Aaa

3 2 1 3 2 1 3 2 1 3 2 1 3 2 1 3 2 1

Description

This maximum five-year and two-week plan features the potential to mature on any of the plan's anniversaries, provided that the Hang Seng China Enterprises Index [HSCEI], iShares MSCI Brazil Index Fund and MSCI Singapore Free Index (the underlyings) close at, or above their corresponding Initial Index Levels, returning the original capital in full, in addition to a gain of 12% for each year the plan has been in force.

If the plan does not mature early, and the Final Index Level of any underlying is below its corresponding Initial Index Level, no gain will be achieved; however, investors' original capital should still be returned in full, unless the Final Index Level of any underlying is more then 50% below its corresponding Initial Index Level. In this event, investors' original capital will be reduced by 1% for every 1% the Final Index Level of the worst performing underlying is below its corresponding Initial Index Level. For example, if one of the underlyings finishes 10% above its corresponding initial level, one 35% below its corresponding initial level and the third finishes 55% below its corresponding initial level, investors will lose 55% of their original capital investment.

Contract Details

Initial Index Level:

The closing levels of the underlyings on 4 March 2011.

Final Index Level:

The closing levels of the underlyings on 4 March 2016.

	Cash ISA	Equity ISA	Direct	ISA Transfer	SIPP **
Availability
Minimum Contribution*	N/A	£5,000	£5,000	£5,000	£5,000

*Note that minimum contributions exclude any applicable adviser charges

**The investment may also be available through third party SIPP Providers

Tax Treatment if held outside Tax Shelter:

It is our understanding that any gain achieved by this investment at redemption will be subject to Capital Gains Tax rules applicable at that time.

Please note, tax rules and legislation are subject to change at any time.

Capital At Risk Barrier (Subject To Counterparty Solvency)

Barrier Level: 50% of Initial Index Level.

Downside: 1:1

Capital at Risk Barrier Type: End of Term only

If the plan does not produce a gain, it still aims to return investors' original capital in full at maturity, unless the Final Index Level of any underlying is more then 50% below its corresponding Initial Index Level. In this event, investors' original capital will be reduced in line with the fall in the worst performing underlying.

Charges

Unless stated otherwise charges do not affect the amount being invested as they have been taken into account in the terms of the investment. So, for every £100 invested, the return, provided the investment is held until maturity, should be £100, plus or minus the gain or loss in accordance with the defined terms. Separate fees may be payable to your adviser, platform or stockbroker for arranging this investment.

The initial charge incorporated in the terms of the investment: A maximum of 7% of the total investments of the plan.

If surrendered early, the value will be dependent on a number of factors and may be less than the original amount invested. In the event of early surrender the provider may levy an administration fee which will be deducted from the surrender proceeds as follows:

Early Surrender: £225+VAT; however, this may increase but by no more than the Retail Prices Index.

Early ISA Transfer: £225+VAT; however, this may increase but by no more than the Retail Prices Index.

Other Charges: Administration fee of up to 1% plus VAT of the maturity value of an investor's plan on any monies held on their behalf which are not re-invested within six months of the maturity of the plan.

Risks

All investment involves risk and you could lose some or all of the money you invest.

It is imperative that you read the plan brochure and terms and conditions and understand all of the risks involved prior to proceeding. If you do not fully understand the risks, the commitment or you are unsure as to the suitability of the investment for you, you should not proceed but instead contact us via E-mail or Callback Request for advice.

Information

Questions?