Bond Goldman Sachs 6.563% ( US38148T2V05 ) in USD

Goldman Sachs

100.56 % ⇌

United States

US38148T2V05 ( in USD )

6.563% per year ( payment 2 times a year)

11/05/2030

Prospectus brochure of the bond Goldman Sachs US38148T2V05 en USD 6.563%, maturity 11/05/2030

1 000 USD

38148T2V0

N/A

11/05/2025 ( In 36 days )

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 US38148T2V05, pays a coupon of 6.563% per year.
The coupons are paid 2 times per year and the Bond maturity is 11/05/2030

424B2 1 a15-10538_1424b2.htm PROSPECTUS SUPPLEMENT DATED MAY 6, 2015
Table of Contents

File d Pursua nt t o Rule 4 2 4 (b)(2 )
Re gist ra t ion St a t e m e nt N o. 3 3 3 -1 9 8 7 3 5

T he Goldm a n Sa c hs Group, I nc .
$2,650,000
Callable Quarterly USD LIBOR and Russell 2000® Index-Linked Range Accrual
Notes due 2030

Subject to our redemption right described below, interest, if any, on your notes will be paid quarterly on the 11th day of each
February, May, August and November, commencing in August 2015 and ending on the stated maturity date (May 11, 2030). The
amount of interest that you will be paid each quarter will be based on the number of days that are both scheduled trading days and
scheduled London business days, each a "reference date", on which both of the following conditions are met: (i) the closing level of
the Russell 2000® Index is greater than or equal to 75.00% of the initial index level of 1,219.358, which is 914.5185; and (ii) the
level of 6-month USD LIBOR is within the applicable rate trigger range for such interest period ((i) greater than or equal to 0.00%
and less than or equal to 2.75% for the first 20 quarterly interest periods, (ii) greater than or equal to 0.00% and less than or equal
to 3.50% for the next 20 quarterly interest periods and (iii) greater than or equal to 0.00% and less than or equal to 4.50% for the
final 20 quarterly interest periods). To determine your annualized interest rate with respect to each interest payment date, we will
divide the number of reference dates in the immediately preceding interest period on which both of the above conditions are met by
the total number of reference dates in that interest period. We will then multiply the resulting fraction by the applicable rate of
interest for such interest payment date: (i) 7.00% for the first 20 quarterly interest payment dates, (ii) 7.25% for the next 20
quarterly interest payment dates and (iii) 7.75% for the final 20 quarterly interest payment dates. Your quarterly interest payment for
each $1,000 face amount of your notes will equal the product of the applicable annualized interest rate times $1,000 times an
accrued interest factor determined in accordance with the 30/360 day count convention. U nle ss bot h c ondit ions a re m e t on
e a c h re fe re nc e da t e in a qua rt e rly int e re st pe riod, t he int e re st ra t e w it h re spe c t t o t he ne x t int e re st
pa ym e nt da t e w ill be le ss t ha n 7 .0 0 % pe r a nnum , 7 .2 5 % pe r a nnum or 7 .7 5 % pe r a nnum , a s a pplic a ble , a nd
if suc h c ondit ions a re ne ve r m e t , t he int e re st ra t e w it h re spe c t t o suc h int e re st pa ym e nt da t e w ill be
0 .0 0 % .

We may redeem your notes at 100% of their face amount plus any accrued and unpaid interest on any quarterly interest payment
date on or after May 11, 2016.

If your notes are not called, on the stated maturity date, we will pay you an amount in cash equal to the face amount of your notes
plus accrued and unpaid interest, if any.

Y our inve st m e nt in t he not e s involve s c e rt a in risk s, inc luding, a m ong ot he r t hings, our c re dit risk . Se e
pa ge S -9 .

You should read the additional disclosure herein so that you may better understand the terms and risks of your investment.

The estimated value of your notes at the time the terms of your notes were set on the trade date (as determined by
reference to pricing models used by Goldman, Sachs & Co. (GS&Co.) and taking into account our credit spreads) was
equal to approximately $900 per $1,000 face amount, which is less than the original issue price. The value of your notes
at any time will reflect many factors and cannot be predicted; however, the price (not including GS&Co.'s customary bid
and ask spreads) at which GS&Co. would initially buy or sell notes (if it makes a market, which it is not obligated to do)
and the value that GS&Co. will initially use for account statements and otherwise equals approximately $958.50 per $1,000
face amount, which exceeds the estimated value of your notes as determined by reference to these models. The amount
of the excess will decline on a straight line basis over the period from the trade date through May 11, 2016.

Origina l issue da t e :
May 11, 2015
Origina l issue pric e :
100.00% of the face amount
U nde rw rit ing disc ount :
4.20% of the face amount
N e t proc e e ds t o t he issue r: 95.80% of the face amount

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 .
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Goldm a n, Sa c hs & Co.
Prospectus Supplement No. 3759 dated May 6, 2015.

Table of Contents

The issue price, underwriting discount and net proceeds listed above relate to the notes we sell initially. We may decide to sell
additional notes after the date of this prospectus supplement, at issue prices and with underwriting discounts and net proceeds that
differ from the amounts set forth above. The return (whether positive or negative) on your investment in notes will depend in part
on the issue price you pay for such notes.

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 a note after its 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.

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 prospectus supplement and the accompanying documents listed below. This prospectus supplement constitutes a
supplement to the documents listed below and should be read in conjunction with such documents:

·
Prospectus supplement dated September 15, 2014

·
Prospectus dated September 15, 2014

The information in this prospectus 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.

Table of Contents

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SU M M ARY I N FORM AT I ON

We refer to the notes we are offering by this prospectus supplement as the "offered notes" or the "notes". Each of
the offered notes, including your notes, has the terms described below and under "Specific Terms of Your Notes" on page S-18.
Please note that in this prospectus supplement, references to "The Goldman Sachs Group, Inc.", "we", "our" and "us" mean only
The Goldman Sachs Group, Inc. and do not include its consolidated subsidiaries, while references to "Goldman Sachs" mean
The Goldman Sachs Group, Inc., together with its consolidated subsidiaries. Also, references to the "accompanying prospectus"
mean the accompanying prospectus, dated September 15, 2014, as supplemented by the accompanying prospectus supplement,
dated September 15, 2014, in each case relating to the Medium-Term Notes, Series D of The Goldman Sachs Group, Inc.
References to the "indenture" in this prospectus supplement mean the senior debt indenture, dated July 16, 2008, between The
Goldman Sachs Group, Inc. and The Bank of New York Mellon, as trustee.

K e y T e rm s

I ssue r: The Goldman Sachs Group, Inc.

I nde x : the Russell 2000® Index (Bloomberg symbol, "RTY Index"), as published by the Russell Investment Group ("Russell"); see
"The Index" on page S-27

Re fe re nc e ra t e : for any reference date that is a London business day, the 6-month London Interbank Offered Rate (LIBOR) for
deposits in U.S. dollars ("6-month USD LIBOR") as it appears on Reuters screen LIBOR01 page (or any successor or replacement
service or page thereof) at 11:00 a.m., London time on such day, subject to adjustment as described on page S-19

Fa c e a m ount : each note will have a face amount equal to $1,000; $2,650,000 in the aggregate for all the offered notes; the
aggregate face amount of the offered notes may be increased if the issuer, at its sole option, decides to sell an additional amount
of the offered notes on a date subsequent to the date of this prospectus supplement

Princ ipa l a m ount : if your notes are not called, on the stated maturity date we will pay you an amount in cash equal to the
outstanding face amount of your notes

T ra de da t e : May 6, 2015

Origina l issue da t e (se t t le m e nt da t e ): May 11, 2015

St a t e d m a t urit y da t e : May 11, 2030, subject to our early redemption right and to adjustment as described under "Specific
Terms of Your Notes -- Payment of Principal on Stated Maturity Date -- Stated Maturity Date" on page S-19

Spe c ifie d c urre nc y: U.S. dollars ("$")

De nom ina t ions: $1,000 or integral multiples of $1,000 in excess thereof

Supple m e nt a l disc ussion of U .S. fe de ra l inc om e t a x c onse que nc e s: The notes will be treated as debt instruments
subject to the special rules governing contingent payment debt instruments for U.S. federal income tax purposes. Under this
treatment, it is the opinion of Sidley Austin LLP that if you are a U.S. individual or taxable entity, you generally should be required
to pay taxes on ordinary income from the notes over their term based on the comparable yield for the notes, subject to any positive
and negative adjustments based on the actual interest payments on the notes. In addition, any gain you may recognize on the
sale, exchange, redemption or maturity of the notes will be taxed as ordinary interest income.

Ea rly re de m pt ion right : we have the right to redeem your notes, in whole but not in part, at a price equal to 100% of the face
amount plus accrued and unpaid interest, on the interest payment date that will fall on May 11, 2016 and on each interest payment
date occurring thereafter, subject to ten business days' prior notice

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I nt e re st ra t e : the interest rate with respect to any interest payment date will be determined on the immediately preceding
interest determination date, based on the closing level of the index and the level of the reference rate on each reference date
during the interest period immediately preceding such interest payment date. The interest rate will be equal to: the product of
(1) the applicable rate of interest for such interest payment date ((i) 7.00% for the first 20 quarterly interest payment dates,
(ii) 7.25% for the next 20 quarterly interest payment dates and (iii) 7.75% for the final 20 quarterly interest payment dates) times
(2) the quotient of (i) the number of reference dates during the applicable interest period when the closing level of the index is
greater than or equal to the index trigger level and the level of the reference rate is within the applicable rate trigger range divided
by (ii) the number of reference dates in such interest period.

I nit ia l inde x le ve l: 1,219.358

S-4
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I nde x t rigge r le ve l: 914.5185, which is 75.00% of the initial index level

Ra t e t rigge r ra nge : (i) greater than or equal to 0.00% and less than or equal to 2.75% for the first 20 quarterly interest periods,
(ii) greater than or equal to 0.00% and less than or equal to 3.50% for the next 20 quarterly interest periods and (iii) greater than or
equal to 0.00% and less than or equal to 4.50% for the final 20 quarterly interest periods

Closing le ve l of t he inde x : the closing level of the index on any reference date, as further described under "Specific Terms of
Your Notes -- Special Calculation Provisions -- Closing Level" on page S-23

I nt e re st pa ym e nt da t e s: the 11th day of each February, May, August and November, beginning in August 2015 and ending on
the stated maturity date, subject to adjustments as described elsewhere in the prospectus supplement

Re fe re nc e da t e : for each interest period, each day that is both a scheduled trading day and a scheduled London business day

Da y c ount c onve nt ion: 30/360 (ISDA)

Busine ss da y c onve nt ion: following unadjusted

Ac c rue d int e re st fa c t or: calculated in accordance with the day count convention with respect to each period from and
including each interest payment date (or the original issue date, in the case of the first interest payment) to but excluding the next
succeeding interest payment date

Re gula r re c ord da t e s: one business day immediately preceding each interest payment date

De fe a sa nc e : not applicable

N o list ing: the offered notes will not be listed or displayed on any securities exchange or interdealer market quotation system

Busine ss da y: as described on page S-23

London busine ss da y: as described on page S-23

Sc he dule d London busine ss da y: as described on page S-23

T ra ding da y: as described on page S-23

Sc he dule d t ra ding da y: as described on page S-23

I nt e re st de t e rm ina t ion da t e s: the tenth scheduled trading day prior to each interest payment date

I nt e re st pe riod: the period from and including each interest determination date (or the original issue date, in the case of the
initial interest period) to but excluding the next succeeding interest determination date

Ca lc ula t ion a ge nt : Goldman, Sachs & Co.
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CU SI P no.: 38148T2V0

I SI N no.: US38148T2V05

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

S-5
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H Y POT H ET I CAL EX AM PLES

The following examples are provided for purposes of illustration only. They should not be taken as an indication or prediction
of future investment results and are intended merely to illustrate (i) the method we will use to determine the interest rate on any
given interest payment date based on the closing level of the index and the level of the reference rate on the reference dates in
the immediately preceding interest period and (ii) the method we will use to calculate the amount of interest accrued between
interest payment dates.

The examples below are based on a range of levels of the index and reference rates that are entirely hypothetical; no one can
predict what the level of the index or reference rate will be on any day throughout the life of your notes, and no one can predict
whether interest will accrue on your notes. The index and reference rate have been highly volatile in the past -- meaning that the
levels of the index and the reference rate have changed substantially in relatively short periods -- and their performance cannot be
predicted for any future period.

The information in the following examples reflects the method we will use to calculate the interest rate applicable to any
interest payment date and the hypothetical rates of return on the offered notes assuming that they are purchased on the original
issue date at the face amount and held to the stated maturity date. If you sell your notes in a secondary market prior to the stated
maturity date, as the case may be, your return will depend upon the market value of your notes at the time of sale, which may be
affected by a number of factors that are not reflected in the tables below such as interest rates, the volatility of the index and our
creditworthiness. In addition, the estimated value of your notes at the time the terms of your notes were set on the trade date (as
determined by reference to pricing models used by Goldman, Sachs & Co.) was less than the original issue price of your notes.
For more information on the estimated value of your notes, see "Additional Risk Factors Specific to Your Notes -- The Estimated
Value of Your Notes At the Time the Terms of Your Notes Were Set On the Trade Date (as Determined By Reference to Pricing
Models Used By Goldman, Sachs & Co.) Was Less Than the Original Issue Price Of Your Notes" on page S-9 of this prospectus
supplement. The information in the tables also reflect the key terms and assumptions in the box below.

K e y T e rm s a nd Assum pt ions

Index trigger level
75.00% of the initial index
level

Rate trigger range
greater than or equal to
0.00% and less than or
equal to 2.75% for the first
20 quarterly interest
periods; greater than or
equal to 0.00% and less
than or equal to 3.50% for
the next 20 quarterly
interest periods; and
greater than or equal to
0.00% and less than or
equal to 4.50% for the final
20 quarterly interest
periods

Interest rate
7.00% per annum for the
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first 20 quarterly interest
payment dates; 7.25% per
annum for the next 20
interest payment dates;
and 7.75% for the final 20
quarterly interest payment
dates

The day count convention calculation results in an accrued interest factor of 0.25

The notes are not called

Neither a market disruption event nor a non-trading day occurs on any reference date

No change in or affecting any of the index stocks or the method by which the index sponsor calculates the index

Notes purchased on original issue date at the face amount and held to the stated maturity date

For these reasons, the actual levels of the index and the reference rate on any reference date in any interest period, as well
as the interest payable at each interest payment date, may bear little relation to the hypothetical examples shown below or to the
historical levels of the index and reference rate shown elsewhere in this prospectus supplement. For information about the levels of
the index and the reference rate during recent periods, see "The Index -- Historical Closing Levels of the Index" on page S-33 and
"Historical 6-Month USD LIBOR Rates" on page S-35, respectively. Before investing in the notes, you should consult publicly
available information to determine the index level and reference rates between the date of this prospectus supplement and the date
of your purchase of the notes.

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The following tables illustrate the method we will use to calculate the interest rate with respect to an interest payment date,
subject to the key terms and assumptions above. The numbers in the first column represent the number of reference dates ("N")
during any given interest period for which the closing level of the index is greater than or equal to the index trigger level and the
level of the reference rate is within the applicable rate trigger range. The levels in the fourth column represent the hypothetical
interest amount, as a percentage of the face amount of each note, that would be payable with respect to a given interest period in
which the closing level of the index is greater than or equal to the index trigger level and the level of the reference rate is within
the applicable rate trigger range for a given number of reference dates (as specified in the first column).

Also, the hypothetical examples shown below do not take into account the effect of applicable taxes.

The following table illustrates the method we will use to calculate the interest rate with respect to the first 20 quarterly
interest payment dates.

Am ount of int e re st t o
Assum e d num be r of
be pa id on t he
e ligible t ra ding da ys
re la t e d int e re st
N * (A)
Fra c t ion (A/B) x 7 .0 0 %
in a n int e re st pe riod
pa ym e nt da t e (using
(B)
3 0 /3 6 0 (I SDA)
c onve nt ion)

0
60
0.00000000
0.00%

15
60
0.01750000
0.44%

30
60
0.03500000
0.88%

45
60
0.05250000
1.31%

60
60
0.07000000
1.75%

*The number of days for which the closing level of the index is greater than or equal to the index trigger level and the level of the
reference rate is within the rate trigger range (greater than or equal to 0.00% and less than or equal to 2.75%) in a given interest
period is subject to numerous adjustments, as described elsewhere in this prospectus supplement.

The following table illustrates the method we will use to calculate the interest rate with respect to the next 20 quarterly
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interest payment dates.

Am ount of int e re st t o
Assum e d num be r of
be pa id on t he
e ligible t ra ding da ys
re la t e d int e re st
N * (A)
Fra c t ion (A/B) x 7 .2 5 %
in a n int e re st pe riod
pa ym e nt da t e (using
(B)
3 0 /3 6 0 (I SDA)
c onve nt ion)

0
60
0.00000000
0.00%

15
60
0.01812500
0.45%

30
60
0.03625000
0.91%

45
60
0.05437500
1.36%

60
60
0.07250000
1.81%

*The number of days for which the closing level of the index is greater than or equal to the index trigger level and the level of the
reference rate is within the rate trigger range (greater than or equal to 0.00% and less than or equal to 3.50%) in a given interest
period is subject to numerous adjustments, as described elsewhere in this prospectus supplement.

S-7
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The following table illustrates the method we will use to calculate the interest rate with respect to the final 20 quarterly
interest payment dates.

Am ount of int e re st t o
Assum e d num be r of
be pa id on t he
e ligible t ra ding da ys
re la t e d int e re st
N * (A)
Fra c t ion (A/B) x 7 .7 5 %
in a n int e re st pe riod
pa ym e nt da t e (using
(B)
3 0 /3 6 0 (I SDA)
c onve nt ion)

0
60
0.00000000
0.00%

15
60
0.01937500
0.48%

30
60
0.03875000
0.97%

45
60
0.05812500
1.45%

60
60
0.07750000
1.94%

*The number of days for which the closing level of the index is greater than or equal to the index trigger level and the level of the
reference rate is within the rate trigger range (greater than or equal to 0.00% and less than or equal to 4.50%) in a given interest
period is subject to numerous adjustments, as described elsewhere in this prospectus supplement.

Payments on the notes are economically equivalent to the amounts that would be paid on a combination of other
instruments. For example, payments on the notes are economically equivalent to a combination of an interest-bearing bond bought
by the holder and one or more options entered into between the holder and us (with one or more implicit option premiums paid
over time). The discussion in this paragraph does not modify or affect the terms of the notes or the U.S. federal income tax
treatment of the notes, as described elsewhere in this prospectus supplement.

We cannot predict the actual closing level of the index or the level of the reference rate on any day or the market value
of your notes, nor can we predict the relationship among the closing level of the index, the level of the reference rate and the
market value of your notes at any time prior to the stated maturity date. The actual interest payment that a holder of the notes
will receive on each interest payment date and the rate of return on the offered notes will depend on the actual closing levels of
the index and levels of the reference rate as determined by the calculation agent. Moreover, the assumptions on which the
hypothetical examples are based may turn out to be inaccurate. Consequently, the interest amount to be paid in respect of your
notes, if any, on each interest payment date may be very different from the information reflected in the examples above.

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S-8
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ADDI T I ON AL RI SK FACT ORS SPECI FI C T O Y OU R N OT ES

An investment in your notes is subject to the risks described below, as well as the risks and considerations described in the
accompanying prospectus dated September 15, 2014 and in the accompanying prospectus supplement dated September 15,
2014. You should carefully review these risks and considerations as well as the terms of the notes described herein and in the
accompanying prospectus, dated September 15, 2014, as supplemented by the accompanying prospectus supplement, dated
September 15, 2014, of The Goldman Sachs Group, Inc. Your notes are a riskier investment than ordinary debt securities. Also,
your notes are not equivalent to investing directly in the index stocks, i.e., the stocks comprising the index to which your notes
are linked. You should carefully consider whether the offered notes are suited to your particular circumstances.

T he Est im a t e d V a lue of Y our N ot e s At t he T im e t he T e rm s of Y our N ot e s We re Se t On t he T ra de Da t e (a s
De t e rm ine d By Re fe re nc e t o Pric ing M ode ls U se d By Goldm a n, Sa c hs & Co.) Wa s Le ss T ha n t he Origina l
I ssue Pric e Of Y our N ot e s

The original issue price for your notes exceeds the estimated value of your notes as of the time the terms of your notes were
set on the trade date, as determined by reference to Goldman, Sachs & Co.'s pricing models and taking into account our credit
spreads. Such estimated value on the trade date is set forth on the cover of this prospectus supplement; after the trade date, the
estimated value as determined by reference to these models will be affected by changes in market conditions, our creditworthiness
and other relevant factors. The price at which Goldman, Sachs & Co. would initially buy or sell your notes (if Goldman, Sachs &
Co. makes a market, which it is not obligated to do), and the value that Goldman, Sachs & Co. will initially use for account
statements and otherwise, also exceeds the estimated value of your notes as determined by reference to these models. As agreed
by Goldman, Sachs & Co. and the distribution participants, the amount of the excess will decline on a straight line basis over the
period from the date hereof through the applicable date set forth on the cover. Thereafter, if Goldman, Sachs & Co. buys or sells
your notes it will do so at prices that reflect the estimated value determined by reference to such pricing models at that time. The
price at which Goldman, Sachs & Co. will buy or sell your notes at any time also will reflect its then current bid and ask spread for
similar sized trades of structured notes.

In estimating the value of your notes as of the time the terms of your notes were set on the trade date, as disclosed on the
front cover of this prospectus supplement, Goldman, Sachs & Co.'s pricing models consider certain variables, including principally
our credit spreads, interest rates (forecasted, current and historical rates), volatility, price-sensitivity analysis and the time to
maturity of the notes. These pricing models are proprietary and rely in part on certain assumptions about future events, which may
prove to be incorrect. As a result, the actual value you would receive if you sold your notes in the secondary market, if any, to
others may differ, perhaps materially, from the estimated value of your notes determined by reference to our models due to, among
other things, any differences in pricing models or assumptions used by others. See "--The Market Value of Your Notes May Be
Influenced by Many Unpredictable Factors" below.

The difference between the estimated value of your notes as of the time the terms of your notes were set on the trade date
and the original issue price is a result of certain factors, including principally the underwriting discount and commissions, the
expenses incurred in creating, documenting and marketing the notes, and an estimate of the difference between the amounts we
pay to Goldman, Sachs & Co. and the amounts Goldman, Sachs & Co. pays to us in connection with your notes. We pay to
Goldman, Sachs & Co. amounts based on what we would pay to holders of a non-structured note with a similar maturity. In return
for such payment, Goldman, Sachs & Co. pays to us the amounts we owe under your notes.

In addition to the factors discussed above, the value and quoted price of your notes at any time will reflect many factors
and cannot be predicted. If Goldman, Sachs & Co. makes a market in the notes, the price quoted by Goldman, Sachs & Co.
would reflect any changes in market conditions and other relevant factors, including any deterioration in our creditworthiness or
perceived creditworthiness. These changes may adversely affect the value of your notes, including the price you may receive for
your notes

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http://www.sec.gov/Archives/edgar/data/886982/000110465915036152/a15-10538_1424b2.htm[5/8/2015 2:19:03 PM]

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