Bond Goldman Sachs 3% ( US38143C5V90 ) in USD

Issuer Goldman Sachs
Market price refresh price now   98.89 %  ▼ 
Country  United States
ISIN code  US38143C5V90 ( in USD )
Interest rate 3% per year ( payment 2 times a year)
Maturity 15/03/2025



Prospectus brochure of the bond Goldman Sachs US38143C5V90 en USD 3%, maturity 15/03/2025


Minimal amount 1 000 USD
Total amount 1 029 000 USD
Cusip 38143C5V9
Standard & Poor's ( S&P ) rating BBB+ ( Lower medium grade - Investment-grade )
Moody's rating A2 ( Upper medium grade - Investment-grade )
Next Coupon 15/03/2025 ( In 20 days )
Detailed description Goldman Sachs is a leading global investment banking, securities, and investment management firm that provides a wide range of financial services to corporations, governments, and high-net-worth individuals.

The Bond issued by Goldman Sachs ( United States ) , in USD, with the ISIN code US38143C5V90, pays a coupon of 3% per year.
The coupons are paid 2 times per year and the Bond maturity is 15/03/2025

The Bond issued by Goldman Sachs ( United States ) , in USD, with the ISIN code US38143C5V90, was rated A2 ( Upper medium grade - Investment-grade ) by Moody's credit rating agency.

The Bond issued by Goldman Sachs ( United States ) , in USD, with the ISIN code US38143C5V90, was rated BBB+ ( Lower medium grade - Investment-grade ) by Standard & Poor's ( S&P ) credit rating agency.







Pricing Supplement Nos. 4398 and 4399 dated March 28, 2016
424B2 1 d152894d424b2.htm PRICING SUPPLEMENT NOS. 4398 AND 4399 DATED MARCH 28, 2016
Table of Contents
Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333-198735

T he Goldm a n Sa c hs Group, I nc .

Fixed Rate Notes
$2,212,000


We will pay you interest on each tranche of notes on a monthly basis on the 15th of each month. The first such payment will be
made on April 15, 2016. The interest rate per annum and stated maturity date are set forth in the table below.
T he not e s a re not subje c t t o a survivor's opt ion t o re que st re pa ym e nt prior t o t he st a t e d m a t urit y da t e upon
t he de a t h of a be ne fic ia l ow ne r.

Proc e e ds, be fore


I nit ia l Pric e t o Public

U nde rw rit ing Disc ount

e x pe nse s, t o I ssue r
Title of Note:

Per Note

Total

Per Note

Total

Per Note

Total
3.00% Notes due 2025

100.00% $1,029,000.00
2.05%
$21,094.50
97.95%
$1,007,905.50
3.75% Notes due 2035

100.00% $1,183,000.00
3.40%
$40,222.00
96.60%
$1,142,778.00
The initial price to public set forth above does not include accrued interest, if any. Interest on the notes will accrue from the
Original Issue Date and must be paid by the purchaser if the notes are delivered after the Original Issue Date.
In addition to offers and sales at the initial price to public, the notes may be offered and sold from time to time by the underwriters
in one or more transactions at market prices prevailing at the time of sale, at prices related to market prices or at negotiated prices.
N e it he r t he Se c urit ie s a nd Ex c ha nge Com m ission nor a ny ot he r re gula t ory body ha s a pprove d or
disa pprove d of t he se se c urit ie s or pa sse d upon t he a c c ura c y or a de qua c y of t his prospe c t us. Any
re pre se nt a t ion t o t he c ont ra ry is a c rim ina l offe nse . T he not e s a re not ba nk de posit s a nd a re not insure d by
t he Fe de ra l De posit I nsura nc e Corpora t ion or a ny ot he r gove rnm e nt a l a ge nc y, nor a re t he y obliga t ions of,
or gua ra nt e e d by, a ba nk .
Goldman Sachs may use this prospectus in the initial sale of the notes. In addition, Goldman, Sachs & Co. or any other affiliate of
Goldman Sachs may use this prospectus in a market-making transaction in the notes after their initial sale. Unless Goldman
Sachs or its agent informs the purchaser otherwise in the confirmation of sale, this prospectus is being used in a market-
making transaction.

Goldm a n, Sa c hs & Co.
I nc a pit a l LLC

Pricing Supplement Nos. 4398 and 4399 dated March 28, 2016.
Table of Contents
About Y our Prospe c t us
The notes are part of the Medium-Term Notes, Series D program of The Goldman Sachs Group, Inc. This prospectus includes
this pricing supplement and the accompanying documents listed below. This pricing supplement constitutes a supplement to the
documents listed below and should be read in conjunction with such documents:

· Prospectus supplement dated December 22, 2015

· Prospectus dated December 22, 2015
The information in this pricing supplement supersedes any conflicting information in the documents listed above. In addition, some
of the terms or features described in the listed documents may not apply to your notes.

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Pricing Supplement Nos. 4398 and 4399 dated March 28, 2016
PS-2
Table of Contents
SPECI FI C T ERM S OF T H E N OT ES

Please note that in this section entitled "Specific Terms of the Notes", references to "The Goldman Sachs Group, Inc.", "we",
"our" and "us" mean only The Goldman Sachs Group, Inc. and do not include its subsidiaries or affiliates. Also, in this section,
references to "holders" mean The Depository Trust Company (DTC) or its nominee and not indirect owners who own beneficial
interests in notes through participants in DTC. Please review the special considerations that apply to indirect owners in the
accompanying prospectus, under "Legal Ownership and Book-Entry Issuance".
This pricing supplement nos. 4398 and 4399 dated March 28, 2016 (pricing supplement) and the accompanying prospectus dated
December 22, 2015 (accompanying prospectus), relating to the notes, should be read together. Because the notes are part of a
series of our debt securities called Medium-Term Notes, Series D, this pricing supplement and the accompanying prospectus
should also be read with the accompanying prospectus supplement dated December 22, 2015 (accompanying prospectus
supplement). Terms used but not defined in this pricing supplement have the meanings given them in the accompanying
prospectus or accompanying prospectus supplement, unless the context requires otherwise.
Each tranche of notes is a separate tranche of our debt securities under our Medium-Term Notes, Series D program governed by
our Senior Debt Indenture, dated as of July 16, 2008 (2008 Indenture), between us and The Bank of New York Mellon, as trustee
(Trustee). This pricing supplement summarizes specific terms that will apply to your notes. The terms of the notes described here
supplement those described in the accompanying prospectus supplement and accompanying prospectus and, if the terms
described here are inconsistent with those described there, the terms described here are controlling.
T e rm s of t he Fix e d Ra t e N ot e s
I ssue r: The Goldman Sachs Group, Inc.
Spe c ifie d c urre nc y: U.S. dollars ("$")
T ype of N ot e s: Fixed rate notes (notes)
I nt e re st Ra t e : As set forth in the table below
M a t urit y Da t e : As set forth in the table below

T it le of N ot e :
I nt e re st Ra t e
M a t urit y Da t e
Princ ipa l Am ount M T N D N um be r
CU SI P

3.00% Notes due 2025

3.00% March 15, 2025 $1,029,000.00
4398 38143C5V9
3.75% Notes due 2035

3.75% March 15, 2035 $1,183,000.00
4399 38143C5W7
De nom ina t ions: $1,000 and integral multiples of $1,000
T ra de da t e : March 28, 2016, in respect of all notes
Origina l issue da t e : March 31, 2016, in respect of all notes
Origina l issue disc ount (OI D): not applicable
I nt e re st pa ym e nt da t e s: the 15th of each month, commencing on April 15, 2016 subject to adjustment under the applicable
business day convention specified below
Re gula r re c ord da t e s: for interest due on an interest payment date, the day immediately prior to the day on which payment is
to be made (as such payment day may be adjusted under the applicable business day convention specified below)
Da y c ount c onve nt ion: 30/360
Busine ss da y: New York
Busine ss da y c onve nt ion: following unadjusted
Re de m pt ion a t opt ion of issue r be fore st a t e d m a t urit y: not applicable
N o survivor's opt ion: the notes are not subject to repayment prior to the stated maturity upon the death of a beneficial owner
List ing: None
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Pricing Supplement Nos. 4398 and 4399 dated March 28, 2016
ERI SA: as described under "Employee Retirement Income Security Act" on page 122 of the accompanying prospectus

PS-3
Table of Contents
Form of not e s: Your notes will be issued in book-entry form and represented by a master global note.
You should read the section "Legal Ownership and Book-Entry Issuance" in the accompanying prospectus for more information
about notes issued in book-entry form
De fe a sa nc e a pplie s a s follow s:

·
full defeasance -- i.e. , our right to be relieved of all our obligations on the note by placing funds in trust for the holder: yes

·
covenant defeasance -- i.e. , our right to be relieved of specified provisions of the note by placing funds in trust for the holder:
yes
FDI C: The notes are not bank deposits and are not insured by the Federal Deposit Insurance Corporation or any other
governmental agency, nor are they obligations of, or guaranteed by, a bank.
Fore ign Ac c ount T a x Com plia nc e Ac t (FAT CA) Wit hholding: Pursuant to Treasury regulations, Foreign Account Tax
Compliance Act (FATCA) withholding (as described in "United States Taxation -- Taxation of Debt Securities -- Foreign Account
Tax Compliance Act (FATCA) Withholding" in the accompanying prospectus) will generally apply to obligations that are issued on or
after July 1, 2014; therefore, the notes will generally be subject to FATCA withholding. However, according to published guidance,
the withholding tax described above will not apply to payments of gross proceeds from the sale, exchange or other disposition of
the notes made before January 1, 2019.

PS-4
Table of Contents
ADDI T I ON AL I N FORM AT I ON ABOU T T H E N OT ES
Book-Entry System
We will issue each tranche of notes as a master global note registered in the name of DTC, or its nominee. The sale of the notes
will settle in immediately available funds through DTC. You will not be permitted to withdraw the notes from DTC except in the
limited situations described in the accompanying prospectus under "Legal Ownership and Book-Entry Issuance -- What Is a Global
Security? -- Holder's Option to Obtain a Non-Global Security; Special Situations When a Global Security Will Be Terminated".
Investors may hold interests in a master global note through organizations that participate, directly or indirectly, in the DTC system.
In addition to this pricing supplement, the following provisions are hereby incorporated into the global master note: the description of
the 30/360 day count convention appearing under "Description of Debt Securities We May Offer ­ Calculations of Interest on Debt
Securities ­ Interest Rates and Interest" in the accompanying prospectus, the description of New York business day appearing
under "Description of Debt Securities We May Offer ­ Calculations of Interest on Debt Securities ­ Business Days" in the
accompanying prospectus, the description of the following unadjusted business day convention appearing under "Description of
Debt Securities We May Offer ­ Calculations of Interest on Debt Securities ­ Business Day Conventions" in the accompanying
prospectus and the section "Description of Debt Securities We May Offer ­ Defeasance and Covenant Defeasance" in the
accompanying prospectus.
Foreign Account Tax Compliance Act (FATCA) Withholding May Apply to Payments on Your Notes, Including as a Result
of the Failure of the Bank or Broker Through Which You Hold the Notes to Provide Information to Tax Authorities
Please see the discussion under "United States Taxation -- Taxation of Debt Securities -- Foreign Account Tax Compliance Act
(FATCA) Withholding" in the accompanying prospectus for a description of the applicability of FATCA to payments made on your
notes.

PS-5
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Pricing Supplement Nos. 4398 and 4399 dated March 28, 2016
Table of Contents
SU PPLEM EN T AL PLAN OF DI ST RI BU T I ON
The Goldman Sachs Group, Inc. and the underwriters for this offering named below have entered into a terms agreement and a
distribution agreement with respect to the notes. Subject to certain conditions, each underwriter named below has severally agreed
to purchase the principal amount of notes indicated in the following table.

T it le of N ot e

Goldm a n, Sa c hs & Co.

I nc a pit a l LLC
T ot a l
3.00% Notes due 2025

$515,000.00

$514,000.00
$1,029,000.00
3.75% Notes due 2035

$592,000.00

$591,000.00
$1,183,000.00
Notes sold by the underwriters to the public will initially be offered at the initial price to public set forth on the cover of this pricing
supplement. The underwriters intend to purchase the notes from The Goldman Sachs Group, Inc. at a purchase price equal to the
initial price to public less a discount of the percentage of the principal amount of the notes as indicated below. Any notes sold by
the underwriters to securities dealers may be sold at a discount from the initial price to public of up to the percentage of the
principal amount of the notes as indicated below. Any such securities dealers may resell any notes purchased from the underwriters
to certain other brokers or dealers at a discount from the initial price to public of up to the percentage of the principal amount of the
notes as indicated below. If all of the offered notes are not sold at the initial price to public, the underwriters may change the
offering price and the other selling terms.

T it le of N ot e

U nde rw rit ing Disc ount

Se lling Conc e ssion
Re a llow a nc e
3.00% Notes due 2025

2.05%
1.00%
0.20%
3.75% Notes due 2035

3.40%
2.00%
0.35%
In addition to offers and sales at the initial price to public, the underwriters may offer the notes from time to time for sale in one or
more transactions at market prices prevailing at the time of sale, at prices related to market prices or at negotiated prices.
Please note that the information about the initial price to public and net proceeds to The Goldman Sachs Group, Inc. on the front
cover page relates only to the initial sale of the notes. If you have purchased a note in a market-making transaction by Goldman,
Sachs & Co. or any other affiliate of The Goldman Sachs Group, Inc. after the initial sale, information about the price and date of
sale to you will be provided in a separate confirmation of sale.
Each underwriter has represented and agreed that it will not offer or sell the notes in the United States or to United States persons
except if such offers or sales are made by or through FINRA member broker-dealers registered with the U.S. Securities and
Exchange Commission.
The Goldman Sachs Group, Inc. estimates that its share of the total offering expenses, excluding underwriting discounts and
commissions, will be approximately $11,250.
The provision regarding the market-making activities of Goldman, Sachs & Co. described under "Plan of Distribution -- Market-
Making Resales by Affiliates" on page 120 of the accompanying prospectus does not apply to the notes. Goldman, Sachs & Co.
does not intend to make a market in these notes. However, in the future, Goldman, Sachs & Co. or other affiliates of The Goldman
Sachs Group, Inc. may decide to repurchase and resell the notes in market-making transactions, with resales being made at prices
related to prevailing market prices at the time of resale or at negotiated prices. For more information about the plan of distribution
and possible market-making activities, see "Plan of Distribution" in the accompanying prospectus and "Supplemental Plan of
Distribution" in the accompanying prospectus supplement.
The notes are a new issue of securities with no established trading market. The Goldman Sachs Group, Inc. has been advised by
Incapital LLC that they intend to make a market in the notes. Incapital LLC is not obligated to do so and may discontinue market-
making at any time without notice. No assurance can be given as to the liquidity of the trading market for the notes.
The Goldman Sachs Group, Inc. has agreed to indemnify the several underwriters against certain liabilities, including liabilities
under the Securities Act of 1933.
Certain of the underwriters and their affiliates have in the past provided, and may in the future from time to time provide,
investment banking and general financing and banking services to The Goldman Sachs Group, Inc. and its affiliates, for which they
have in the past received, and may in the future receive, customary fees. The Goldman Sachs Group, Inc. and its affiliates have in
the past provided, and may in the future from time to time provide, similar services to the underwriters and their affiliates on
customary terms and for customary fees. Goldman, Sachs & Co., one of the underwriters, is an affiliate of The Goldman Sachs
Group, Inc. Please see "Plan of Distribution -- Conflicts of Interest" on page 121 of the accompanying prospectus.

PS-6
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Pricing Supplement Nos. 4398 and 4399 dated March 28, 2016
Table of Contents
Conflic t s of I nt e re st
GS&Co. is an affiliate of The Goldman Sachs Group, Inc. and, as such, will have a "conflict of interest" in this offering of notes
within the meaning of Financial Industry Regulatory Authority, Inc. (FINRA) Rule 5121. Consequently, this offering of notes will be
conducted in compliance with the provisions of FINRA Rule 5121. GS&Co. will not be permitted to sell notes in this offering to an
account over which it exercises discretionary authority without the prior specific written approval of the account holder.

PS-7
Table of Contents
V ALI DI T Y OF T H E N OT ES
In the opinion of Sidley Austin LLP, as counsel to The Goldman Sachs Group, Inc., when the notes offered by this pricing
supplement have been executed and issued by The Goldman Sachs Group, Inc. and authenticated by the trustee pursuant to the
indenture, and delivered against payment as contemplated herein, such notes will be valid and binding obligations of The Goldman
Sachs Group, Inc., enforceable in accordance with their terms, subject to applicable bankruptcy, insolvency and similar laws
affecting creditors' rights generally, concepts of reasonableness and equitable principles of general applicability (including, without
limitation, concepts of good faith, fair dealing and the lack of bad faith), provided that such counsel expresses no opinion as to the
effect of fraudulent conveyance, fraudulent transfer or similar provision of applicable law on the conclusions expressed above. This
opinion is given as of the date hereof and is limited to the Federal laws of the United States, the laws of the State of New York
and the General Corporation Law of the State of Delaware as in effect on the date hereof. In addition, this opinion is subject to
customary assumptions about the trustee's authorization, execution and delivery of the indenture and the genuineness of signatures
and certain factual matters, all as stated in the letter of such counsel dated September 15, 2014, which has been filed as Exhibit
5.5 to The Goldman Sachs Group, Inc.'s registration statement on Form S-3 filed with the Securities and Exchange Commission on
September 15, 2014.

PS-8
Table of Contents
We have not authorized anyone to provide any information or to make any representations other than those contained or
incorporated by reference in this pricing supplement, the accompanying prospectus supplement or the accompanying prospectus.
We take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you.
This pricing supplement, the accompanying prospectus supplement and the accompanying prospectus is an offer to sell only the
notes offered hereby, but only under circumstances and in jurisdictions where it is lawful to do so. The information contained in this
pricing supplement, the accompanying prospectus supplement and the accompanying prospectus is current only as of the
respective dates of such documents.
TABLE OF CONTENTS
Pricing Supplement


Page
Specific Terms of the Notes
PS-3
Additional Information About the Notes
PS-5
Supplemental Plan of Distribution
PS-6
Conflicts of Interest
PS-7
Validity of the Notes
PS-8
Prospectus Supplement dated December 22, 2015

Use of Proceeds

S-2
Description of Notes We May Offer

S-3
Considerations Relating to Indexed Notes
S-19
United States Taxation
S-22
Employee Retirement Income Security Act
S-23
Supplemental Plan of Distribution
S-24
Validity of the Notes
S-26
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Pricing Supplement Nos. 4398 and 4399 dated March 28, 2016
Prospectus dated December 22, 2015

Available Information

2
Prospectus Summary

4
Risks Relating to Regulatory Resolution Strategies and Long-Term Debt Requirements

8
Use of Proceeds

11
Description of Debt Securities We May Offer

12
Description of Warrants We May Offer

42
Description of Purchase Contracts We May Offer

59
Description of Units We May Offer

64
Description of Preferred Stock We May Offer

70
Description of Capital Stock of The Goldman Sachs Group, Inc.

78
Legal Ownership and Book-Entry Issuance

83
Considerations Relating to Floating Rate Securities

88
Considerations Relating to Indexed Securities

90
Considerations Relating to Securities Denominated or Payable in or Linked to a Non-U.S. Dollar Currency

91
United States Taxation

94
Plan of Distribution

118
Conflicts of Interest

121
Employee Retirement Income Security Act

122
Validity of the Securities

123
Experts

123
Review of Unaudited Condensed Consolidated Financial Statements by Independent Registered Public Accounting Firm

124
Cautionary Statement Pursuant to the Private Securities Litigation Reform Act of 1995

124

PS-9
Table of Contents
$2,212,000
T he Goldm a n Sa c hs Group, I nc .
Fixed Rate Notes

Goldm a n, Sa c hs & Co.
I nc a pit a l LLC
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Document Outline