Bond Goldman & Sachs 5.75% ( US38148TJ590 ) in USD

Goldman & Sachs

100 % ▲

United States

US38148TJ590 ( in USD )

5.75% per year ( payment 2 times a year)

27/11/2030

Prospectus brochure of the bond Goldman Sachs US38148TJ590 en USD 5.75%, maturity 27/11/2030

1 000 USD

38148TJ59

N/A

27/11/2025 ( In 27 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 US38148TJ590, pays a coupon of 5.75% per year.
The coupons are paid 2 times per year and the Bond maturity is 27/11/2030

424B2 1 form424b2.htm PROSPECTUS SUPPLEMENT NO. 4256 DATED NOVEMBER 23, 2015
Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333-198735

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

$1,240,000
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 27th day of each February, May, August and November, commencing in February
2016 and ending on the stated maturity date (November 27, 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
70.00% of the initial index level of 1,180.359, which is 826.2513; and (ii) the level of 6-month USD LIBOR is within the rate trigger range (greater than or equal to 0.00% and less than or equal to
6.00%). 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) 5.75% for the first 40 quarterly interest payment dates and (ii) 8.00% 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 5 .7 5 % pe r a nnum or 8 .0 0 % 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 November 27, 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 ou should re a d t he a ddit iona l disc losure he re in so t ha t you m a y be t t e r unde rst a nd t he t e rm s a nd risk s of your inve st m e nt , inc luding our c re dit risk . Se e pa ge
S -9 . The estimated value of your notes at the time the terms of your notes are set on the trade date is equal to approximately $923 per $1,000 face amount. For a discussion of the
estimated value and the price at which Goldman, Sachs & Co. would initially buy or sell your notes, if it makes a market in the notes, see the following page.
Origina l issue da t e :
November 27, 2015
Origina l issue pric e :
100.00% of the face amount
U nde rw rit ing disc ount :
4.30% of the face amount
N e t proc e e ds t o t he issue r:
95.70% 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 .
Goldm a n, Sa c hs & Co.
Prospectus Supplement No. 4256 dated November 23, 2015.

Table of Contents
On N ove m be r 2 , 2 0 1 5 , St a nda rd a nd Poor's Ra t ings Se rvic e s (S& P) a nnounc e d t ha t it ha d pla c e d t he se nior unse c ure d de bt ra t ings of t he non -ope ra t ing
holding c om pa nie s of t he U .S. globa l syst e m ic a lly im port a nt ba nk s (GSI Bs) unde r re vie w a s it re vie w s t he re solut ion re gim e for U .S. ba nk s. T he se holding
c om pa nie s, w hic h inc lude T he Goldm a n Sa c hs Group, I nc ., a re unde r re vie w for a c re dit ra t ings dow ngra de by S& P.
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. U nle ss Goldm a n Sa c hs or it s a ge nt inform s t he purc ha se r ot he rw ise in t he c onfirm a t ion of sa le , t his prospe c t us is be ing use d
in a m a rk e t -m a k ing t ra nsa c t ion.

Est im a t e d V a lue of Y our N ot e s
The estimated value of your notes at the time the terms of your notes are 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) is equal to approximately $923 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 is equal to approximately
$962.50 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 November 27, 2016.
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
Ca lla ble Qua rt e rly U SD LI BOR a nd Russe ll 2 0 0 0 ® I nde x -Link e d

Ra nge Ac c rua l N ot e s due 2 0 3 0
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I N V EST M EN T T H ESI S

·
For investors who want the opportunity for a potentially higher annualized interest rate than on a comparable fixed or floating rate debt security and believe that, on any reference date, (i) the level of the index will not be less than 70.00% of the initial index level of
1,180.359, which is 826.2513 and (ii) the level of 6 -month USD LIBOR will be within the rate trigger range.
·
For investors who are willing to receive interest at a rate of less than 5.75% per annum or 8.00% per annum, as applicable, and possibly 0% per annum, if the index level does not meet or exceed the index trigger level and the reference rate is not within the rate
trigger range on each reference date.
·
For investors who understand that, due to the issuer's early redemption right, the term of their notes could be anywhere from one to fifteen years.

DET ERM I N I N G Y OU R PAY M EN T ON T H E N OT ES

The quarterly interest payment for each $1,000 face amount of the notes will equal:
For the first 40 quarterly interest payment dates:

For the final 20 quarterly interest payment dates:

Accrual criteria: index closes at or above the index trigger level and the reference rate is within the rate trigger range.

DET AI LS OF T H E I SSU ER'S EARLY REDEM PT I ON RI GH T

· We may redeem the notes at 100% of their face amount, plus any accrued and unpaid interest, on any quarterly interest payment date on or after November 27, 2016.
· While we may choose to call the notes on any quarterly interest payment date on or after November 27, 2016, we are more likely to call the notes if:
o
the index level stays above the index trigger level and the reference rate is within the rate trigger range;
o
interest rates decline or do not increase; or
o
the issuer's credit spread decreases.
K EY T ERM S

I ssue r:
The Goldman Sachs Group, Inc.
I nde x :
The Russell 2000 ® Index (Bloomberg symbol, "RTY Index")
Re fe re nc e Ra t e :
6 -month USD LIBOR
Fa c e Am ount :
$1,240,000 in the aggregate; each note will have a face amount equal to $1,000
T ra de Da t e :
November 23, 2015
Se t t le m e nt Da t e :
November 27, 2015
St a t e d M a t urit y Da t e :
November 27, 2030
Ea rly Re de m pt ion Right :
We have the right to redeem the notes, in whole but not in part, at a price equal to 100% of the face amount plus any accrued and unpaid interest to but excluding such redemption date, on each interest
payment date on or after November 27, 2016
Re fe re nc e Da t e s:
For each interest period, each day that is both a scheduled trading day and a scheduled London business day
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 Pa ym e nt Da t e s:
the 27th day of each February, May, August and November, beginning in February 2016 and ending on the stated maturity date
I nt e re st Pe riod:
Each 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
I nit ia l I nde x Le ve l:
1,180.359
I nde x T rigge r Le ve l:
826.2513, which is 70.00% of the initial index level
Ra t e T rigge r Ra nge :
greater than or equal to 0.00% and less than or equal to 6.00%
Da y Count Conve nt ion:
30/360 (ISDA)
Busine ss Da y Conve nt ion:
Following unadjusted
Ac c rue d I nt 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 date)
to but excluding the next succeeding interest payment date
CU SI P/I SI N :
38148TJ59 / US38148TJ590

S-2
Table of Contents
H Y POT H ET I CAL I N T EREST PAY M EN T S

T he follow ing illust ra t ions re fle c t hypot he t ic a l re t urns ba se d on t he follow ing input s:
Le ft Side Ax is
Right Side Ax is
I nde x :
Russell 2000® Index
Re fe re nc e Ra t e :
6-Month USD LIBOR
I nde x T rigge r Le ve l:
70.00% of the initial index level
Ra t e T rigge r Ra nge :
Greater than or equal to 0.00% and less than or equal to 6.00%

I nde x Le ve l I nc re a se s a nd t he 6 -m ont h U SD LI BOR Ra t e Re m a ins Wit hin t he Ra t e T rigge r

I nde x Le ve l I nc re a se s but t he 6 -m ont h U SD LI BOR Ra t e Fa lls Out side t he Ra t e T rigge r
Ra nge
Ra nge
RI SK S
T he

· Interest Payments: Interest will accrue at the full interest rate of 5.75% or 8.00% per annum, as
· Interest Payments: The interest rate with respect to an interest payment date will be 5.75% or 8.00%
applicable.
per annum, as applicable, only when, during all of the immediately preceding interest period, the closing
· Call Feature : The issuer is more likely to call the notes during the life of the notes.
level of the index is greater than or equal to the index trigger level a nd the 6-month USD LIBOR rate is
· Payment at Maturity: You will receive 100% of the face amount at maturity.
within the rate trigger range.
· Call Feature: The issuer may or may not call the notes during the life of the notes.

Pa ym e nt a t M a t urit y: You will receive 100% of the face amount at maturity.
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·

I nde x Le ve l De c re a se s a nd t he 6 -m ont h U SD LI BOR Ra t e Re m a ins Wit hin t he Ra t e T rigge r
I nde x Le ve l I nc re a se s a nd De c re a se s a nd t he 6 -m ont h U SD LI BOR Re m a ins Wit hin t he
Ra nge
Ra t e T rigge r Ra nge
· Interest Payments: The quarterly interest payments are mostly zero.
·
·
Ca ll Fe a t ure : While the issuer may choose to call the notes, the issuer is very likely not to call the notes
I nt e re st Pa ym e nt s : The interest rate with respect to an interest payment date will be 5.75% or 8.00%
per annum, as applicable, only when, during all of the immediately preceding interest period, the closing
during the life of the notes.
level of the index is greater than or equal to the index trigger level a nd the 6-month USD LIBOR rate is
· Payment at Maturity: You will receive 100% of the face amount at maturity.
within the rate trigger range.

· Call Feature : The issuer may or may not call the notes during the life of the notes.
fore going is only a brie f sum m a ry. For a m ore de t a ile d de sc ript ion of t he t e rm s of your not e s,
· Payment at Maturity: You will receive 100% of the face amount at maturity.
se e "Sum m a ry I nform a t ion" be ginning on pa ge S-4 a nd "Spe c ific T e rm s of Y our N ot e s"
be ginning on pa ge S-1 8 of t his prospe c t us supple m e nt . Y ou should a lso re a d "Addit iona l Risk
Fa c t ors Spe c ific t o Y our N ot e s" be ginning on pa ge S-9 of t his prospe c t us supple m e nt so t ha t you m a y be t t e r unde rst a nd t he risk s a ssoc ia t e d w it h a n inve st m e nt in t he not e s.

S-3
Table of Contents
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; $1,240,000 in the aggregate for all the offered notes; the aggregate face amount of the offered notes may be increased if
the issuer, at its sole option, decides to sell an additional amount of the offered notes on a date subsequent to the date of this prospectus supplement
Princ ipa l a m ount : if your notes are not called, on the stated maturity date we will pay you an amount in cash equal to the outstanding face amount of your notes
T ra de da t e : November 23, 2015
Origina l issue da t e (se t t le m e nt da t e ): November 27, 2015
St a t e d m a t urit y da t e : November 27, 2030, subject to our early redemption right and to adjustment as described under "Specific Terms of Your Notes -- Payment of Principal on Stated
Maturity Date -- Stated Maturity Date" on page S-19
Spe c ifie d c urre nc y: U.S. dollars ("$")
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 November 27, 2016 and on each interest payment date occurring thereafter, subject to ten business days' prior notice
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) 5.75% for the first 40 quarterly interest payment dates and (ii) 8.00% 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 rate trigger range divided by (ii) the number of reference dates in such interest period.
I nit ia l inde x le ve l: 1,180.359

S-4
Table of Contents
I nde x t rigge r le ve l: 826.2513, which is 70.00% of the initial index level
Ra t e t rigge r ra nge : greater than or equal to 0.00% and less than or equal to 6.00%
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 27th day of each February, May, August and November, beginning in February 2016 and ending on the stated maturity date, subject to adjustments as
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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: the scheduled 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-22
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. ("GS&Co.")
CU SI P no.: 38148TJ59
I SI N no.: US38148TJ590
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
Table of Contents
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 are set on the trade date
(as determined by reference to pricing models used by GS&Co.) is 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 Are Set On the Trade Date (as Determined By Reference to Pricing Models Used
By GS&Co.) Is 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
70.00% of the initial index level

Rate trigger range
greater than or equal to 0.00% and less than or equal to 6.00%

Interest rate
5.75% per annum for the first 40 quarterly interest payment dates; and

8.00% 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-32 and "Historical 6-Month USD LIBOR Rates" on page S-
35, respectively. Before investing in the notes,

S-6
Table of Contents
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.
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 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 rate trigger range for a given number of reference dates (as specified in the first column).
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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 40 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 5 .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
0.01437500
0.36%
30
60
0.02875000
0.72%
45
60
0.04312500
1.08%
60
60
0.05750000
1.44%
*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 6.00%) 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 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 8 .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
0.02000000
0.50%
30
60
0.04000000
1.00%
45
60
0.06000000
1.50%
60
60
0.08000000
2.00%
*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 6.00%) 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

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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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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 Are 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
GS& Co.) I 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 are set on the trade date, as determined by reference to
GS&Co.'s pricing models and taking into account our credit spreads. Such estimated value on the trade date is set forth above under "Estimated Value of Your Notes"; 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 GS&Co. would
initially buy or sell your notes (if GS&Co. makes a market, which it is not obligated to do), and the value that GS&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 GS&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 above under "Estimated Value of Your Notes". Thereafter, if GS&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 GS&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 are set on the trade date, as disclosed above under "Estimated Value of Your Notes", GS&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 are 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 GS&Co. and the amounts GS&Co. pays to us in connection with your notes. We pay to GS&Co. amounts based on what we would pay to holders of a non-structured note with a
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similar maturity. In return for such payment, GS&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 GS&Co. makes a market in the
notes, the price quoted by GS&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 in any market making transaction. To the extent that GS&Co. makes a market in
the notes, the quoted price will reflect the estimated value determined by reference to GS&Co.'s pricing models at that time, plus or minus its then current bid and ask spread for similar sized
trades of structured notes (and subject to the declining excess amount described above).

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Furthermore, if you sell your notes, you will likely be charged a commission for secondary market transactions, or the price will likely reflect a dealer discount. This commission or
discount will further reduce the proceeds you would receive for your notes in a secondary market sale.
There is no assurance that GS&Co. or any other party will be willing to purchase your notes at any price and, in this regard, GS&Co. is not obligated to make a market in the notes. See
"-- Your Notes May Not Have an Active Trading Market" below.
T he N ot e s Are Subje c t t o t he Cre dit Risk of t he I ssue r
Although the return on the notes will be based on the performance of the index and the reference rate, the payment of any amount due on the notes is subject to our credit risk. The
notes are our unsecured obligations. Investors are dependent on our ability to pay all amounts due on the notes, and therefore investors are subject to our credit risk and to changes in the
market's view of our creditworthiness. See "Description of the Notes We May Offer -- Information About Our Medium-Term Notes, Series D Program -- How the Notes Rank Against Other Debt"
on page S-4 of the accompanying prospectus supplement.
I f t he Closing Le ve l of t he I nde x I s Le ss T ha n t he I nde x T rigge r Le ve l or t he Le ve l of t he Re fe re nc e Ra t e I s N ot Wit hin t he Ra t e T rigge r Ra nge on Any Re fe re nc e
Da t e in Any I nt e re st Pe riod, t he I nt e re st Ra t e Wit h Re spe c t t o t he N e x t I nt e re st Pa ym e nt Da t e Will Be Re duc e d
Because of the formula used to calculate the interest rate applicable to your notes, if, on any reference date in any applicable interest period, the closing level of the index is less than
the index trigger level or the level of the reference rate is not within the rate trigger range, the interest rate with respect to the next interest payment date will be reduced. Therefore, if either the
closing level of the index is less than the index trigger level or the level of the reference rate is not within the rate trigger range for an entire interest period, you will receive no interest on the
related interest payment date. In such case, even if you receive some interest payments on some or all of the interest payment dates, the overall return you earn on your notes may be less than
you would have earned by investing in a non-indexed debt security of comparable maturity that bears interest at a prevailing market rate.
Assuming circumstances where no interest payment is to be made on your notes, the present value of your notes as of the original issue date will equal the present value of a zero
coupon bond with the same maturity and face amount issued by us, in each case discounted using current interest rates and credit spreads based on the discount method used by GS&Co.,
which may be different from the methods used by others. On the original issue date such present value is approximately 53% of the face amount of your notes (you should not base any tax
characterization of your notes on such present value).
I f Y ou Purc ha se Y our N ot e s a t a Pre m ium t o Fa c e Am ount , t he Re t urn on Y our I nve st m e nt Will Be Low e r T ha n t he Re t urn on N ot e s Purc ha se d a t Fa c e Am ount
a nd t he I m pa c t of Ce rt a in K e y T e rm s of t he N ot e s Will be N e ga t ive ly Affe c t e d
The amount you will be paid for your notes on the stated maturity date will not be adjusted based on the issue price you pay for the notes. If you purchase notes at a price that differs
from the face amount of the notes, then the return on your investment in such notes held to the stated maturity date will differ from, and may be substantially less than, the return on notes
purchased at face amount. If you purchase your notes at a premium to face amount and hold them to the stated maturity date the return on your investment in the notes will be lower than it
would have been had you purchased the notes at face amount or a discount to face amount.
T he M a rk e t V a lue of Y our N ot e s M a y Be I nflue nc e d by M a ny U npre dic t a ble Fa c t ors
When we refer to the market value of your notes, we mean the value that you could receive for your notes if you chose to sell them in the open market before the stated maturity date. A
number of factors, many of which are beyond our control, will influence the market value of your notes, including:
·
the level of the index;
·
the 6-month USD LIBOR;

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·
the volatility i.e., the frequency and magnitude of changes in the closing level of the index and the level of the reference rate;
·
the dividend rates of the index stocks;
·
economic, financial, legislative, regulatory, political, military and other events that affect LIBOR rates, stock markets generally and the stocks underlying the index, and which may affect
the closing level of the index;
·
interest rates and yield rates in the market;
·
the time remaining until your notes mature; and
·
our creditworthiness, whether actual or perceived, and including actual or anticipated upgrades or downgrades in our credit ratings or changes in other credit measures.
These factors, and many other factors, will influence the price you will receive if you sell your notes before maturity, including the price you may receive for your notes in any market
making transaction. If you sell your notes before maturity, you may receive less than the face amount of your notes.
You cannot predict the future performance of the index or the reference rate based on its historical performance. The actual performance of the index or the reference rate over the life of
the offered notes, as well as the interest payable on each interest payment date, may bear little or no relation to the historical closing levels of the index, the historical reference rates or the
hypothetical examples shown elsewhere in this prospectus supplement.
I f t he Le ve l of t he I nde x or t he Re fe re nc e Ra t e Cha nge s, t he M a rk e t V a lue of Y our N ot e s M a y N ot Cha nge in t he Sa m e M a nne r
The price of your notes may move differently than the performance of the index or the reference rate. Changes in the level of the index or the reference rate may not result in a
comparable change in the market value of your notes. Even if 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 during some portion of the life of the notes, the market value of your notes may not increase in the same manner. We discuss some of the reasons for this disparity under "-- The
Market Value of Your Notes May Be Influenced by Many Unpredictable Factors" above.
Ant ic ipa t e d H e dging Ac t ivit ie s by Goldm a n Sa c hs or Our Dist ribut ors M a y N e ga t ive ly I m pa c t I nve st ors in t he N ot e s a nd Ca use Our I nt e re st s a nd T hose of Our
Clie nt s a nd Count e rpa rt ie s t o be Cont ra ry t o T hose of I nve st ors in t he N ot e s
Goldman Sachs expects to hedge our obligations under the notes by purchasing futures and/or other instruments linked to 6-month USD LIBOR or the index. Goldman Sachs also
expects to adjust the hedge by, among other things, purchasing or selling any of the foregoing, and perhaps other instruments linked to the 6-month USD LIBOR, the index or the stocks
underlying the index (which we refer to as index stocks), as applicable, at any time and from time to time, and to unwind the hedge by selling any of the foregoing on or before the determination
date for your notes. Alternatively, Goldman Sachs may hedge all or part of our obligations under the notes with unaffiliated distributors of the notes which we expect will undertake similar market
activity. Goldman Sachs may also enter into, adjust and unwind hedging transactions relating to other index-linked notes whose returns are linked to changes in the level of the 6-month USD
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LIBOR, the index or one or more of the index stocks, as applicable.
In addition to entering into such transactions itself, or distributors entering into such transactions, Goldman Sachs may structure such transactions for its clients or counterparties, or
otherwise advise or assist clients or counterparties in entering into such transactions. These activities may be undertaken to achieve a variety of objectives, including: permitting other purchasers
of the notes or other securities to hedge their investment in whole or in part; facilitating transactions for other clients or counterparties that may have business objectives or investment strategies
that are inconsistent with or contrary to those of investors in the notes; hedging the exposure of Goldman Sachs to the notes including any interest in the notes that it reacquires or retains as part
of the offering process, through its market-making activities or

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otherwise; enabling Goldman Sachs to comply with its internal risk limits or otherwise manage firmwide, business unit or product risk; and/or enabling Goldman Sachs to take directional views as
to relevant markets on behalf of itself or its clients or counterparties that are inconsistent with or contrary to the views and objectives of the investors in the notes.
Any of these hedging or other activities may adversely affect the levels of the 6-month USD LIBOR or the index -- directly or indirectly by affecting the price of the index stocks -- and
therefore the market value of your notes and the amount we will pay on your notes, at maturity. In addition, you should expect that these transactions will cause Goldman Sachs or its clients,
counterparties or distributors to have economic interests and incentives that do not align with, and that may be directly contrary to, those of an investor in the notes. Neither Goldman Sachs nor
any distributor will have any obligation to take, refrain from taking or cease taking any action with respect to these transactions based on the potential effect on an investor in the notes, and may
receive substantial returns on hedging or other activities while the value of your notes declines. In addition, if the distributor from which you purchase notes is to conduct hedging activities in
connection with the notes, that distributor may otherwise profit in connection with such hedging activities and such profit, if any, will be in addition to the compensation that the distributor receives
for the sale of the notes to you. You should be aware that the potential to earn fees in connection with hedging activities may create a further incentive for the distributor to sell the notes to you
in addition to the compensation they would receive for the sale of the notes.
Goldm a n Sa c hs' T ra ding a nd I nve st m e nt Ac t ivit ie s for it s Ow n Ac c ount or for it s Clie nt s, Could N e ga t ive ly I m pa c t I nve st ors in t he N ot e s
Goldman Sachs is a global investment banking, securities and investment management firm that provides a wide range of financial services to a substantial and diversified client base that
includes corporations, financial institutions, governments and high-net-worth individuals. As such, it acts as an investor, investment banker, research provider, investment manager, investment
advisor, market maker, trader, prime broker and lender. In those and other capacities, Goldman Sachs purchases, sells or holds a broad array of investments, actively trades securities,
derivatives, loans, commodities, currencies, credit default swaps, indices, baskets and other financial instruments and products for its own account or for the accounts of its customers, and will
have other direct or indirect interests, in the global fixed income, currency, commodity, equity, bank loan and other markets. Any of Goldman Sachs' financial market activities may, individually or
in the aggregate, have an adverse effect on the market for your notes, and you should expect that the interests of Goldman Sachs or its clients or counterparties will at times be adverse to those
of investors in the notes.
Goldman Sachs regularly offers a wide array of securities, financial instruments and other products into the marketplace, including existing or new products that are similar to your notes,
or similar or linked to the index or index stocks. Investors in the notes should expect that Goldman Sachs will offer securities, financial instruments, and other products that will compete with the
notes for liquidity, research coverage or otherwise.
Goldm a n Sa c hs' M a rk e t -M a k ing Ac t ivit ie s Could N e ga t ive ly I m pa c t I nve st ors in t he N ot e s
Goldman Sachs actively makes markets in and trades financial instruments for its own account and for the accounts of customers. These financial instruments include debt and equity
securities, currencies, commodities, bank loans, indices, baskets and other products. Goldman Sachs' activities include, among other things, executing large block trades and taking long and
short positions directly and indirectly, through derivative instruments or otherwise. The securities and instruments in which Goldman Sachs takes positions, or expects to take positions, include
securities and instruments of the index or index stocks, securities and instruments similar to or linked to the foregoing or the currencies in which they are denominated. Market making is an
activity where Goldman Sachs buys and sells on behalf of customers, or for its own account, to satisfy the expected demand of customers. By its nature, market making involves facilitating
transactions among market participants that have differing views of securities and instruments. As a result, you should expect that Goldman Sachs will take positions that are inconsistent with, or
adverse to, the investment objectives of investors in the notes.
If Goldman Sachs becomes a holder of any securities of the index or index stocks in its capacity as a market-maker or otherwise, any actions that it takes in its capacity as
securityholder, including voting

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or provision of consents, will not necessarily be aligned with, and may be inconsistent with, the interests of investors in the notes.
Y ou Should Ex pe c t T ha t Goldm a n Sa c hs Pe rsonne l Will T a k e Re se a rc h Posit ions, or Ot he rw ise M a k e Re c om m e nda t ions, Provide I nve st m e nt Advic e or M a rk e t
Color or Enc oura ge T ra ding St ra t e gie s T ha t M ight N e ga t ive ly I m pa c t I nve st ors in t he N ot e s
Goldman Sachs and its personnel, including its sales and trading, investment research and investment management personnel, regularly make investment recommendations, provide
market color or trading ideas, or publish or express independent views in respect of a wide range of markets, issuers, securities and instruments. They regularly implement, or recommend to
clients that they implement, various investment strategies relating to these markets, issuers, securities and instruments. These strategies include, for example, buying or selling credit protection
against a default or other event involving an issuer or financial instrument. Any of these recommendations and views may be negative with respect to the index or index stocks or other securities
or instruments similar to or linked to the foregoing or result in trading strategies that have a negative impact on the market for any such securities or instruments, particularly in illiquid markets. In
addition, you should expect that personnel in the trading and investing businesses of Goldman Sachs will have or develop independent views of the index or index stocks, the relevant industry or
other market trends, which may not be aligned with the views and objectives of investors in the notes.
Goldm a n Sa c hs Re gula rly Provide s Se rvic e s t o, or Ot he rw ise H a s Busine ss Re la t ionships w it h, a Broa d Clie nt Ba se , Whic h M a y I nc lude t he Sponsors of t he
I nde x or t he I ssue rs of t he I nde x St oc k s or Ot he r Ent it ie s T ha t Are I nvolve d in t he T ra nsa c t ion
Goldman Sachs regularly provides financial advisory, investment advisory and transactional services to a substantial and diversified client base, and you should assume that Goldman
Sachs will, at present or in the future, provide such services or otherwise engage in transactions with, among others, the sponsors of the index or the issuers of the index stocks, or transact in
securities or instruments or with parties that are directly or indirectly related to the foregoing. These services could include making loans to or equity investments in those companies, providing
financial advisory or other investment banking services, or issuing research reports. You should expect that Goldman Sachs, in providing such services, engaging in such transactions, or acting
for its own account, may take actions that have direct or indirect effects on the index or index stocks, as applicable, and that such actions could be adverse to the interests of investors in the
notes. In addition, in connection with these activities, certain Goldman Sachs personnel may have access to confidential material non-public information about these parties that would not be
disclosed to Goldman Sachs employees that were not working on such transactions as Goldman Sachs has established internal information barriers that are designed to preserve the
confidentiality of non-public information. Therefore, any such confidential material non-public information would not be shared with Goldman Sachs employees involved in structuring, selling or
making markets in the notes or with investors in the notes.
In this offering, as well as in all other circumstances in which Goldman Sachs receives any fees or other compensation in any form relating to services provided to or transactions with any
other party, no accounting, offset or payment in respect of the notes will be required or made; Goldman Sachs will be entitled to retain all such fees and other amounts, and no fees or other
compensation payable by any party or indirectly by holders of the notes will be reduced by reason of receipt by Goldman Sachs of any such other fees or other amounts.
T he Offe ring of t he N ot e s M a y Re duc e a n Ex ist ing Ex posure of Goldm a n Sa c hs or Fa c ilit a t e a T ra nsa c t ion or Posit ion T ha t Se rve s t he Obje c t ive s of Goldm a n
Sa c hs or Ot he r Pa rt ie s
A completed offering may reduce Goldman Sachs' existing exposure to the index or index stocks, securities and instruments similar to or linked to the foregoing or the currencies in which
they are denominated, including exposure gained through hedging transactions in anticipation of this offering. An offering of notes will effectively transfer a portion of Goldman Sachs' exposure
(and indirectly transfer the exposure of Goldman Sachs' hedging or other counterparties) to investors in the notes.
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The terms of the offering (including the selection of the index or index stocks, and the establishment of other transaction terms) may have been selected in order to serve the investment
or

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other objectives of Goldman Sachs or another client or counterparty of Goldman Sachs. In such a case, Goldman Sachs would typically receive the input of other parties that are involved in or
otherwise have an interest in the offering, transactions hedged by the offering, or related transactions. The incentives of these other parties would normally differ from and in many cases be
contrary to those of investors in the notes.
Ot he r I nve st ors in t he N ot e s M a y N ot H a ve t he Sa m e I nt e re st s a s Y ou
Other investors in the notes are not required to take into account the interests of any other investor in exercising remedies or voting or other rights in their capacity as security holders or
in making requests or recommendations to Goldman Sachs as to the establishment of other transaction terms. The interests of other investors may, in some circumstances, be adverse to your
interests. For example, certain investors may take short positions (directly or indirectly through derivative transactions) on assets that are the same or similar to your notes, index, index stocks or
other similar securities, which may adversely impact the market for or value of your notes.
T he Polic ie s of t he I nde x Sponsor a nd Cha nge s t ha t Affe c t t he I nde x or I nde x St oc k s Com prising t he I nde x , Could Affe c t t he Am ount of I nt e re st Pa ya ble on
Y our N ot e s a nd T he ir M a rk e t V a lue
The policies of the index sponsor concerning the calculation of the level of the index, additions, deletions or substitutions of the index stocks comprising the index, and the manner in
which changes affecting the index stocks or their issuers, such as stock dividends, reorganizations or mergers, are reflected in the index level, could affect the level of the index and, therefore,
the amount of interest payable on your notes on any interest payment date and the market value of your notes before that date. The amount of interest payable on your notes and their market
value could also be affected if the index sponsor changes these policies, for example, by changing the manner in which it calculates the index level, or if the index sponsor discontinues or
suspends calculation or publication of the index level, in which case it may become difficult to determine the market value of your notes. If events such as these occur, the calculation agent --
which initially will be GS&Co., our affiliate -- may determine the index levels on any such date -- and thus the amount payable on any interest payment date -- in a manner it considers
appropriate, in its sole discretion. We describe the discretion that the calculation agent will have in determining the index levels on any trading day and the interest determination date and the
amount of interest payable on your notes more fully under "Specific Terms of Your Notes -- Discontinuance or Modification of an Index" and "Specific Terms of Your Notes -- Role of Calculation
Agent" below.
Y ou H a ve N o Sha re holde r Right s or Right s t o Re c e ive Any I nde x St oc k
Investing in your notes will not make you a holder of any of the index stocks. Neither you nor any other holder or owner of your notes will have any rights with respect to the index
stocks, including voting rights, any right to receive dividends or other distributions, any rights to make a claim against the index or the stocks comprising the index or any other rights of a holder of
the index stocks. Your notes will be paid in cash, as will any interest payments, and you will have no right to receive delivery of any index stocks.
Pa st I nde x Pe rform a nc e is N o Guide t o Fut ure Pe rform a nc e
The actual performance of the index over the life of the notes, as well as the amount payable at maturity, may bear little relation to the historical closing level of the index or to the
hypothetical return examples set forth elsewhere in this prospectus supplement. We cannot predict the future performance of the index.

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T he H ist oric a l Le ve ls of t he 6 -M ont h U SD LI BOR Ra t e Are N ot a n I ndic a t ion of t he Fut ure Le ve ls of t he 6 -M ont h U SD LI BOR Ra t e
In the past, the level of the 6-month USD LIBOR rate has experienced significant fluctuations. You should note that historical levels, fluctuations and trends of the 6-month USD LIBOR
rate are not necessarily indicative of future levels. Any historical upward or downward trend in the 6-month USD LIBOR rate is not an indication that the 6-month USD LIBOR rate is more or
less likely to increase or decrease at any time during any interest period, and you should not take the historical levels of the 6-month USD LIBOR rate as an indication of its future performance.
I nc re a se d Re gula t ory Ove rsight a nd Cha nge s in t he M e t hod Pursua nt t o Whic h t he LI BOR Ra t e s Are De t e rm ine d M a y Adve rse ly Affe c t t he V a lue of Y our N ot e s
Beginning in 2008, concerns were raised that some of the member banks surveyed by the British Bankers' Association (the "BBA") in connection with the calculation of LIBOR across a
range of maturities and currencies may have been under-reporting or otherwise manipulating the inter-bank lending rate applicable to them. A number of BBA member banks have entered into
settlements with their regulators and law enforcement agencies with respect to alleged manipulation of LIBOR, and investigations were instigated by regulators and governmental authorities in
various jurisdictions (including in the United States, United Kingdom, European Union, Japan and Canada). If manipulation of LIBOR or another inter-bank lending rate occurred, it may have
resulted in that rate being artificially lower (or higher) than it otherwise would have been.
In September 2012, the U.K. government published the results of its review of LIBOR (commonly referred to as the "Wheatley Review"). The Wheatley Review made a number of
recommendations for changes with respect to LIBOR including the introduction of statutory regulation of LIBOR, the transfer of responsibility for LIBOR from the BBA to an independent
administrator, changes to the method of compilation of lending rates and new regulatory oversight and enforcement mechanisms for rate-setting. Based on the Wheatley Review, final rules for
the regulation and supervision of LIBOR by the Financial Conduct Authority (the "FCA") were published and came into effect on April 2, 2013 (the "FCA Rules"). In particular, the FCA Rules
include requirements that (1) an independent LIBOR administrator monitor and survey LIBOR submissions to identify breaches of practice standards and/or potentially manipulative behavior, and
(2) firms submitting data to LIBOR establish and maintain a clear conflicts of interest policy and appropriate systems and controls. In addition, in response to the Wheatley Review
recommendations, ICE Benchmark Administration Limited (the "ICE Administration") has been appointed as the independent LIBOR administrator, effective February 1, 2014.
It is not possible to predict the effect of the FCA Rules, any changes in the methods pursuant to which the LIBOR rates are determined and any other reforms to LIBOR that will be
enacted in the U.K. and elsewhere, which may adversely affect the trading market for LIBOR-based securities. In addition, any changes announced by the FCA, the ICE Administration or any
other successor governance or oversight body, or future changes adopted by such body, in the method pursuant to which the LIBOR rates are determined may result in a sudden or prolonged
increase or decrease in the reported LIBOR rates. If that were to occur and to the extent that the value of your securities is affected by reported LIBOR rates, the level of interest payments and
the value of the securities may be affected. Further, uncertainty as to the extent and manner in which the Wheatley Review recommendations will continue to be adopted and the timing of such
changes may adversely affect the current trading market for LIBOR-based securities and the value of your notes.
As Ca lc ula t ion Age nt , GS& Co. Will H a ve t he Aut horit y t o M a k e De t e rm ina t ions t ha t Could Affe c t t he V a lue of Y our N ot e s a nd t he Am ount Y ou M a y Re c e ive On
Any I nt e re st Pa ym e nt Da t e
As calculation agent for your notes, GS&Co. will have discretion in making certain determinations that affect your notes, including determining the closing level of the index and the level
of the reference rate on any reference date, which we will use to determine the amount, if any, we will pay on any applicable interest payment date; market disruption events; non-trading days;
non-business days; non-London business days; the interest determination dates; the stated maturity date. The calculation agent also has discretion in making certain adjustments relating to a
discontinuation or modification of the index. See "Specific Terms of Your Notes -- Discontinuance or Modification of the Index" below. The exercise of

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this discretion by GS&Co. could adversely affect the value of your notes and may present GS&Co. with a conflict of interest of the kind described under "-- Our Business Activities May Create
Conflicts of Interest Between Your Interest in the Notes and Us" above. We may change the calculation agent at any time without notice and GS&Co. may resign as calculation agent at any time
upon 60 days' written notice to Goldman Sachs.
Y our N ot e s M a y N ot H a ve a n Ac t ive T ra ding M a rk e t
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Your notes will not be listed or displayed on any securities exchange or included in any interdealer market quotation system, and there may be little or no secondary market for your
notes. Even if a secondary market for your notes develops, it may not provide significant liquidity and we expect that transaction costs in any secondary market would be high. As a result, the
difference between bid and asked prices for your notes in any secondary market could be substantial.
We Are Able t o Re de e m Y our N ot e s a t Our Opt ion
We have the right to redeem your notes, in whole but not in part, at 100% of their outstanding face amount plus any accrued and unpaid interest up to but excluding the redemption date,
on the interest payment date falling on November 27, 2016 and on each interest payment date occurring thereafter, upon ten business days' prior notice. Even if we do not exercise our option to
redeem your notes, our ability to do so may adversely affect the value of your notes. It is our sole option whether to redeem your notes prior to maturity, and therefore the term of your notes
could be anywhere between one and fifteen years.
Ce rt a in Conside ra t ions for I nsura nc e Com pa nie s a nd Em ploye e Be ne fit Pla ns
Any insurance company or fiduciary of a pension plan or other employee benefit plan that is subject to the prohibited transaction rules of the Employee Retirement Income Security Act of
1974, as amended, which we call "ERISA", or the Internal Revenue Code of 1986, as amended, including an IRA or a Keogh plan (or a governmental plan to which similar prohibitions apply),
and that is considering purchasing the offered notes with the assets of the insurance company or the assets of such a plan, should consult with its counsel regarding whether the purchase or
holding of the offered notes could become a "prohibited transaction" under ERISA, the Internal Revenue Code or any substantially similar prohibition in light of the representations a purchaser or
holder in any of the above categories is deemed to make by purchasing and holding the offered notes. This is discussed in more detail under "Employee Retirement Income Security Act" below.
We M a y Se ll a n Addit iona l Aggre ga t e Fa c e Am ount of t he N ot e s a t a Diffe re nt I ssue Pric e
At our sole option, we may decide to sell an additional aggregate face amount of the notes subsequent to the date of this prospectus supplement. The issue price of the notes in the
subsequent sale may differ substantially (higher or lower) from the issue price you paid as provided on the cover of this prospectus supplement.
T he re I s N o Affilia t ion Be t w e e n t he I nde x St oc k I ssue rs or t he I nde x Sponsors a nd U s, a nd We Are N ot Re sponsible For Any Disc losure By t he I nde x St oc k
I ssue rs or t he I nde x Sponsors
We are not affiliated with the issuers of the index stocks or the index sponsors. As we have told you above, however, we or our affiliates may currently or from time to time in the future
own securities of, or engage in business with the index sponsors or the index stock issuers. See "The Index" below for additional information about each index.
Neither the index sponsor nor any of the index stock issuers are involved in the offering of your notes in any way and none of them have any obligation of any sort with respect to your
notes. Thus, neither the index sponsor nor any of the index stock issuers have any obligation to take your interests into consideration for any reason, including in taking any corporate actions
that might affect the market value of your notes.

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T he N ot e s Will Be T re a t e d a s De bt I nst rum e nt s Subje c t t o Spe c ia l Rule s Gove rning Cont inge nt Pa ym e nt De bt I nst rum e nt s for U .S. Fe de ra l I nc om e T a x Purpose s
The notes will be treated as debt instruments subject to special rules governing contingent payment debt instruments for U.S. federal income tax purposes. Under this treatment, 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. This comparable yield is determined solely to calculate the amount on which you will be taxed prior to
maturity and is neither a prediction nor a guarantee of what the actual yield will be. In addition, any gain you may recognize on the sale, exchange, redemption or maturity of the notes will be
taxed as ordinary interest income. If you are a secondary purchaser of the notes, the tax consequences to you may be different.
Please see "Supplemental Discussion of Federal Income Tax Consequences" below for a more detailed discussion. Please also consult your tax advisor concerning the U.S. federal
income tax and any other applicable tax consequences to you of owning your notes in your particular circumstances.
Fore ign Ac c ount T a x Com plia nc e Ac t (FAT CA) Wit hholding M a y Apply t o Pa ym e nt s on Y our N ot e s, I nc luding a s a Re sult of t he Fa ilure of t he Ba nk or Brok e r
T hrough Whic h Y ou H old t he N ot e s t o Provide I nform a t ion t o T a x Aut horit ie s
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.

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SPECI FI C T ERM S OF Y OU R N OT ES

We refer to the notes we are offering by this prospectus supplement as the "offered notes" or the "notes". 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. 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. Please note that in this section entitled "Specific Terms of Your Notes", references to "holders" mean those who own notes

registered in their own names, on the books that we or the trustee maintain for this purpose, and not those who own beneficial interests in notes registered in street name or in notes issued
in book-entry form through The Depository Trust Company. Please review the special considerations that apply to owners of beneficial interests in the accompanying prospectus, under
"Legal Ownership and Book-Entry Issuance".
The offered notes are part of a series of debt securities, entitled "Medium-Term Notes, Series D", that we may issue under the indenture from time to time as described in the
accompanying prospectus supplement and accompanying prospectus. The offered notes are also "indexed debt securities", as defined in the accompanying prospectus.
This prospectus supplement summarizes specific financial and other terms that apply to the offered notes, including your notes; terms that apply generally to all Series D medium-term
notes are described in "Description of Notes We May Offer" in the accompanying prospectus supplement. The terms described here supplement those described in the accompanying prospectus
supplement and the accompanying prospectus and, if the terms described here are inconsistent with those described there, the terms described here are controlling.
In addition to those terms described on the first three pages of this prospectus supplement, the following terms will apply to your notes:
Spe c ifie d c urre nc y:
·
U.S. dollars ("$").
Form of not e :
·
global form only: yes, at DTC
·
non-global form available: no
De nom ina t ions: each note registered in the name of a holder must have a face amount of $1,000 or integral multiples of $1,000 in excess thereof
De fe a sa nc e a pplie s a s follow s:
·
full defeasance: no
·
covenant defeasance: no
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Ot he r t e rm s:
·
the default amount will be payable on any acceleration of the maturity of your notes as described under "-- Special Calculation Provisions" below
·
a business day for your notes will not be the same as a business day for our other Series D medium-term notes, as described under "-- Special Calculation Provisions" below
·
a trading day for your notes will be as described under "-- Special Calculation Provisions" below
Please note that the information about the settlement or trade date, issue price, discount or commission and net proceeds to The Goldman Sachs Group, Inc. on the front cover page or
elsewhere in this prospectus supplement relates only to the initial issuance and sale of the offered notes. We may decide to sell additional notes on one or more dates after the date of this
prospectus supplement, at issue prices, underwriting discounts and net proceeds that differ from the amounts set forth on the front cover page or elsewhere in this prospectus supplement. If you
have purchased your notes in a market-making

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transaction after the initial issuance and sale of the offered notes, any such relevant information about the sale to you will be provided in a separate confirmation of sale.
We describe the terms of your notes in more detail below.
I nde x , I nde x Sponsor a nd I nde x St oc k s
In this prospectus supplement, when we refer to the index, we mean the index specified on the front cover page, or any successor index, as it may be modified, replaced or adjusted from
time to time as described under "-- Discontinuance or Modification of the Index" below. When we refer to the index sponsor as of any time, we mean the entity, including any successor sponsor,
that determines and publishes the index as then in effect. When we refer to the index stocks as of any time, we mean the stocks that comprise the index as then in effect, after giving effect to
any additions, deletions or substitutions.
Re fe re nc e Ra t e
In this prospectus supplement, when we refer to the reference rate for any day, we mean the rate for deposits in U.S. dollars for a period of six months which appears on the Reuters
screen LIBOR page as of 11:00 a.m., London time ("6-month USD LIBOR"), on such reference date, subject to adjustment as described under "-- Interest Payments" below. The "Reuters
screen LIBOR page" means the display page designated as "LIBOR01", or any successor or replacement page or pages, on the Reuters service, or any successor service on which London
interbank rates of major banks for U.S. dollars are displayed.
Pa ym e nt of Princ ipa l on St a t e d M a t urit y Da t e
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.
St a t e d M a t urit y Da t e
The stated maturity date is November 27, 2030, unless that day is not a business day, in which case the stated maturity date will instead occur on the next following business day.
I nt e re st Pa ym e nt s
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) 5.75% for the first 40 quarterly interest payment dates and (ii) 8.00% 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 rate trigger range divided by (ii) the number of reference dates in such interest period.
The index trigger level is 826.2513, which is 70.00% of the initial index level. The initial index level is 1,180.359.
The rate trigger range is greater than or equal to 0.00% and less than or equal to 6.00%.
If the calculation agent determines that the closing level of the index is not available for any reference date because of the occurrence of a market disruption event, a non-trading day or
any other reason (other than as described under "-- Discontinuance or Modification of the Index" below), then the closing level of the index for such reference date, and for each consecutive
reference date thereafter for which the closing level of the index is not available, will be the closing level of the index on the next reference date for which the closing level of the index is
available. For example, if the closing level of the index is not available on a Monday through Wednesday and the closing level of the index is available on Thursday, then the closing level of the
index for Thursday will also be used for each of Monday, Tuesday and Wednesday. However, if the closing level of the index is not available for more than four consecutive reference dates,
then on such fifth consecutive reference date and for each consecutive reference date thereafter for which the closing level of the index is not available, the calculation agent will determine the

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closing level of the index for each such reference date based on its assessment, made in its sole discretion, of the level of the index at the applicable time on such reference date.
If the calculation agent determines that a reference date is not a London business day, then the level of the reference rate for such reference date, and for each consecutive reference
date thereafter that is not a London business day, will be the level of the reference rate on the next reference date that is a London business day. For example, if Monday through Wednesday
are not London business days but Thursday is a London business day, then the level of the reference rate for Thursday will also be used for each of Monday, Tuesday and Wednesday.
However, if more than four consecutive reference dates are not London business days, then on such fifth consecutive reference date and for each consecutive reference date thereafter which is
not a London business day, the calculation agent will determine the level of the reference rate for each such reference date based on its assessment, made in its sole discretion, of the level of
the reference rate at the applicable time on such reference date.
Notwithstanding the previous two paragraphs, if the calculation agent determines that the closing level of the index is not available on the last reference date in any applicable interest
period, then the calculation agent will determine the closing level of the index for such reference date based on its assessment, made in its sole discretion, of the level of the index at the
applicable time on such reference date. Similarly, if the calculation agent determines that the reference rate is not available on the last reference date in any applicable interest period, the
calculation agent will determine the level of the reference rate for such reference date based on its assessment, made in its sole discretion, of the level of the reference rate at the applicable time
on such reference date.
If the reference rate does not appear on the Reuters screen LIBOR page as described under "-- Reference Rate" on any London business day, then the calculation agent will determine
the level of the reference rate on the basis of the rates at which deposits in U.S. dollars are offered by four major banks in the London interbank market at approximately 11:00 a.m., London
time, on such London business day to prime banks in the London interbank market for a period of six months commencing on that London business day and in a representative amount. The
calculation agent will request the principal London office of each of the four major banks in the London interbank market to provide a quotation of its rate. If at least two such quotations are
provided, the level of the reference rate for such London business day will be the arithmetic mean of the quotations. If fewer than two quotations are provided as requested, the level of the
reference rate for such London business day will be the arithmetic mean of the rates quoted by major banks in New York City, selected by the calculation agent, at approximately 11:00 a.m.,
New York City time, on such London business day for loans in U.S. dollars to leading European banks for a period of six months commencing on such London business day and in a
representative amount. If no quotation is provided, then the calculation agent, after consulting such sources as it deems comparable to any of the foregoing quotations or display page, or any
such source as it deems reasonable from which to estimate LIBOR or any of the foregoing lending rates, shall determine LIBOR for that London business day in its sole discretion.
For the purposes of the previous paragraph, "representative amount" means an amount that is representative for a single transaction in the relevant market at the relevant time.
The calculation agent will calculate the amount of interest that has accrued on your notes with respect to each interest payment date in the following manner. The calculation agent will
calculate the interest rate with respect to such interest payment date as described above and multiply the result by the accrued interest factor and the face amount.
An interest period means each 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. The accrued interest factor is calculated in accordance with the day count convention with respect to each period from and including each interest
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