Bond Goldman Sachs 3.25% ( US38150ACS24 ) in USD

Issuer Goldman Sachs
Market price 100 %  ▼ 
Country  United States
ISIN code  US38150ACS24 ( in USD )
Interest rate 3.25% per year ( payment 2 times a year)
Maturity 30/11/2024 - Bond has expired



Prospectus brochure of the bond Goldman Sachs US38150ACS24 in USD 3.25%, expired


Minimal amount 1 000 USD
Total amount 22 500 000 USD
Cusip 38150ACS2
Standard & Poor's ( S&P ) rating BBB+ ( Lower medium grade - Investment-grade )
Moody's rating A2 ( Upper medium grade - Investment-grade )
Detailed description Goldman Sachs is a leading global investment banking, securities, and investment management firm that provides a wide range of financial services to corporations, governments, and high-net-worth individuals.

The Bond issued by Goldman Sachs ( United States ) , in USD, with the ISIN code US38150ACS24, pays a coupon of 3.25% per year.
The coupons are paid 2 times per year and the Bond maturity is 30/11/2024

The Bond issued by Goldman Sachs ( United States ) , in USD, with the ISIN code US38150ACS24, was rated A2 ( Upper medium grade - Investment-grade ) by Moody's credit rating agency.

The Bond issued by Goldman Sachs ( United States ) , in USD, with the ISIN code US38150ACS24, was rated BBB+ ( Lower medium grade - Investment-grade ) by Standard & Poor's ( S&P ) credit rating agency.







424B2 1 form424b2.htm PRICING SUPPLEMENT NO. 225 DATED MAY 28, 2019
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 -2 1 9 2 0 6
$ 2 2 ,5 0 0 ,0 0 0
T he Goldm a n Sa c hs Group, I nc .

Callable Step-Up Fixed Rate Notes due 2024
We will pay you interest semi-annually on your notes at a rate of 3.25% per annum from and including May 30, 2019 to but excluding May 30, 2022. We will pay you interest semi-annually
on your notes at a rate of 3.50% per annum from and including May 30, 2022 to but excluding May 30, 2024. We will pay you interest semi-annually on your notes at a rate of 4.50% per annum
from and including May 30, 2024 to but excluding the stated maturity date (November 30, 2024). Interest will be paid on each May 30 and November 30. The first such payment will be made on
November 30, 2019.
I n a ddit ion, w e m a y re de e m t he not e s a t our opt ion, in w hole but not in pa rt , on t he la st c a le nda r da y of e a c h Fe brua ry a nd e a c h M a y 3 0 , August 3 0 a nd
N ove m be r 3 0 on or a ft e r M a y 3 0 , 2 0 2 0 , upon a t le a st five busine ss da ys' prior not ic e , a t a re de m pt ion pric e e qua l t o 1 0 0 % of t he out st a nding princ ipa l a m ount
plus a c c rue d a nd unpa id int e re st t o but e x c luding t he re de m pt ion da t e . Alt hough t he int e re st ra t e w ill st e p up during t he life of your not e s, you m a y not
be ne fit from suc h inc re a se in t he int e re st ra t e if your not e s a re re de e m e d prior t o t he st a t e d m a t urit y da t e .
Interest payments will be determined in accordance with the 30/360 (ISDA) day count convention and, therefore, on any February redemption date, interest will be paid for less than 90
days. See page PS-6.

Per Note

Total
Initial price to public
100%
$22,500,000
Underwriting discount
0.963%
$216,675
Proceeds, before expenses, to The Goldman Sachs Group, Inc.
99.037%
$22,283,325
The initial price to public set forth above does not include accrued interest, if any. Interest on the notes will accrue from May 30, 2019 and must be paid by the purchaser if the notes are
delivered after May 30, 2019. In addition to offers and sales at the initial price to public, the underwriters may offer the notes from time to time for sale in one or more transactions at market
prices prevailing at the time of sale, at prices related to market prices or at negotiated prices.
The return (whether positive or negative) on your investment in notes will depend in part on the issue price you pay for such notes.
N e it he r t he Se c urit ie s a nd Ex c ha nge Com m ission nor a ny ot he r re gula t ory body ha s a pprove d or disa pprove d of t he se se c urit ie s or pa sse d upon t he
a c c ura c y or a de qua c y of t his prospe c t us. Any re pre se nt a t ion t o t he c ont ra ry is a c rim ina l offe nse .
T he not e s a re not ba nk de posit s a nd a re not insure d by t he Fe de ra l De posit I nsura nc e Corpora t ion or a ny ot he r gove rnm e nt a l a ge nc y, nor a re t he y
obliga t ions of, or gua ra nt e e d by, a ba nk .
Goldman Sachs may use this prospectus in the initial sale of the notes. In addition, Goldman Sachs & Co. LLC or any other affiliate of Goldman Sachs may use this prospectus in a market-
making transaction in the notes after their initial sale. Unless Goldman Sachs or its agent informs the purchaser otherwise in the confirmation of sale, this prospectus is being used in a market-
making transaction.
Goldm a n Sa c hs & Co. LLC
I nc a pit a l LLC
Pricing Supplement No. 225 dated May 28, 2019.
Table of Contents
About Y our Prospe c t us
The notes are part of the Medium-Term Notes, Series N program of The Goldman Sachs Group, Inc. This prospectus includes this pricing supplement and the accompanying documents
listed below. This pricing supplement constitutes a supplement to the documents listed below and should be read in conjunction with such documents:
·

Prospectus supplement dated July 10, 2017
· Prospectus dated July 10, 2017
The information in this pricing supplement supersedes any conflicting information in the documents listed above. In addition, some of the terms or features described in the listed documents
may not apply to your notes.
PS-2
Table of Contents
SPECI FI C T ERM S OF T H E N OT ES
Please note that in this section entitled "Specific Terms of the Notes", references to "The Goldman Sachs Group, Inc.", "we", "our" and "us" mean only The Goldman Sachs Group, Inc. and
do not include any of its consolidated subsidiaries. Also, in this section, references to "holders" mean The Depository Trust Company (DTC) or its nominee and not indirect owners who own


beneficial interests in notes through participants in DTC. Please review the special considerations that apply to indirect owners in the accompanying prospectus, under "Legal Ownership and
Book-Entry Issuance".
This pricing supplement no. 225 dated May 28, 2019 (pricing supplement) and the accompanying prospectus dated July 10, 2017 (accompanying prospectus), relating to the notes, should
be read together. Because the notes are part of a series of our debt securities called Medium-Term Notes, Series N, this pricing supplement and the accompanying prospectus should also be
read with the accompanying prospectus supplement, dated July 10, 2017 (accompanying prospectus supplement). Terms used but not defined in this pricing supplement have the meanings
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given to them in the accompanying prospectus or accompanying prospectus supplement, unless the context requires otherwise.
The notes are part of a separate series of our debt securities under our Medium-Term Notes, Series N program governed by our Senior Debt Indenture, dated as of July 16, 2008, as
amended, between us and The Bank of New York Mellon, as trustee. This pricing supplement summarizes specific terms that will apply to your notes. The terms of the notes described here
supplement those described in the accompanying prospectus supplement and accompanying prospectus and, if the terms described here are inconsistent with those described there, the terms
described here are controlling.
T e rm s of t he Ca lla ble St e p-U p Fix e d Ra t e N ot e s due 2 0 2 4
I ssue r: The Goldman Sachs Group, Inc.
I nt e re st pa ym e nt da t e s: May 30 and November 30 of each year, commencing on
Princ ipa l a m ount : $22,500,000

November 30, 2019 and ending on the stated maturity date
Spe c ifie d c urre nc y: U.S. dollars ($)
Re gula r re c ord da t e s: for interest due on an interest payment date, the day
T ype of N ot e s: Fixed rate notes (notes)
immediately prior to the day on which payment is to be made (as such payment day may
De nom ina t ions: $1,000 and integral multiples of $1,000 in excess thereof
be adjusted under the applicable business day convention specified below)
T ra de da t e : May 28, 2019
Da y c ount c onve nt ion: 30/360 (ISDA), as further discussed under "Additional
Origina l issue da t e : May 30, 2019
Information About the Notes -- Day Count Convention" on page PS-5 of this pricing
St a t e d m a t urit y da t e : November 30, 2024
supplement
I nt e re st ra t e : 3.25% per annum from and including May 30, 2019 to but excluding May
Busine ss da y: New York
30, 2022; 3.50% per annum from and including 30 2022 to but excluding May 30, 2024;
Busine ss da y c onve nt ion: following unadjusted
4.50% per annum from and including May 30, 2024 to but excluding November 30, 2024
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: Subject
Re de m pt ion a t opt ion of issue r be fore st a t e d m a t urit y: We may redeem
to the discussion set forth in the section referenced below regarding short-term debt
the notes at our option, in whole but not in part, on the last calendar day of each
securities, it is the opinion of Sidley Austin
February and each May 30, August 30 and November 30 on or after May 30, 2020,
LLP that interest on a note will be taxable to a
U.S. holder as ordinary interest income at the time it accrues or is received in accordance
upon at least five business days' prior notice, at a redemption price equal to 100% of
with the U.S. holder's normal method of accounting for tax purposes (regardless of whether
the outstanding principal amount plus accrued and unpaid interest to but excluding
we call the notes). Upon the disposition of a note by sale, exchange, redemption or
the redemption date
retirement (i.e., if we exercise our right to call the notes or otherwise) or other disposition, a
Lim it e d e ve nt s of de fa ult : The only events of default for the notes are (i) interest or
U.S. holder will generally recognize capital gain or loss equal to the difference, if any,
principal payment defaults that continue for 30 days and (ii) certain insolvency events. No
between (i) the amount realized on the disposition (other than amounts attributable to
other breach or default under our senior debt indenture or the notes will result in an event of
accrued but unpaid interest, which would be treated as such) and (ii) the U.S. holder's
default for the notes or permit the trustee or holders to accelerate the maturity of any debt
adjusted tax basis in the note.
securities ­ that is, they will not be entitled to declare the principal amount of any notes to
be immediately due and payable. See "Risks Relating to Regulatory Resolution Strategies
and Long-Term Debt Requirements" and "Description of Debt Securities We May Offer --
Default, Remedies and Waiver of Default -- Securities Issued on or After January 1, 2017
under the 2008 Indenture" in the accompanying
PS-3
Table of Contents
prospectus for further details.
FDI C: The notes are not bank deposits and are not insured by the Federal Deposit
List ing: None

Insurance Corporation or any other governmental agency, nor are they obligations of, or
guaranteed by, a bank
ERI SA: as described under "Employee Retirement Income Security Act" on page 119
of the accompanying prospectus
Ca lc ula t ion Age nt : Goldman Sachs & Co. LLC
Fore ign Ac c ount T a x Com plia nc e Ac t (FAT CA) Wit hholding M a y Apply t o
CU SI P no.: 38150ACS2
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
I SI N no.: US38150ACS24
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
Form of not e s: Your notes will be issued in book-entry form and represented by a master
Aut horit ie s:
global note. You should read the section "Legal Ownership and Book- Entry Issuance" in
Please see the discussion under "United States Taxation -- Taxation of Debt Securities --
the accompanying prospectus for more information about notes issued in book-entry form
Foreign Account Tax Compliance Act (FATCA) Withholding" in the accompanying prospectus
De fe a sa nc e a pplie s a s follow s:
for a description of the applicability of FATCA to payments made on your notes. The
discussion in that section is hereby modified to reflect regulations proposed by the Treasury
·
full defeasance -- i.e., our right to be relieved of all our obligations on the note by
Department indicating its intent to eliminate the requirements under FATCA of withholding on
placing funds in trust for the holder: yes
gross proceeds from the sale, exchange, maturity or other disposition of relevant financial
instruments. The Treasury Department has indicated that taxpayers may rely on these
·
covenant defeasance -- i.e., our right to be relieved of specified provisions of the note
proposed regulations pending their finalization.
by placing funds in trust for the holder: yes
PS-4
Table of Contents
ADDI T I ON AL I N FORM AT I ON ABOU T T H E N OT ES
Book-Entry System
We will issue the notes as a master global note registered in the name of DTC, or its nominee. The sale of the notes will settle in immediately available funds through DTC. You will not be
permitted to withdraw the notes from DTC except in the limited situations described in the accompanying prospectus under "Legal Ownership and Book-Entry Issuance -- What Is a Global
Security? -- Holder's Option to Obtain a Non-Global Security; Special Situations When a Global Security Will Be Terminated". Investors may hold interests in a master global note through
organizations that participate, directly or
indirectly, in the DTC system.
In addition to this pricing supplement, the following provisions are hereby incorporated into the global master note: the description of New York business day appearing under "Description of
Debt Securities We May Offer ­ Calculations of Interest on Debt Securities ­ Business Days" in the accompanying prospectus, the description of the following unadjusted business day
convention appearing under "Description of Debt Securities We May Offer ­ Calculations of Interest on Debt Securities ­ Business Day Conventions" in the accompanying prospectus and the
section "Description of Debt Securities We May Offer ­ Defeasance and Covenant Defeasance" in the accompanying prospectus.
Day Count Convention
As further described under "Description of Debt Securities We May Offer ­ Calculations of Interest on Debt Securities ­ Interest Rates and Interest" in the accompanying prospectus, for
each interest period the amount of accrued interest will be calculated by multiplying the principal amount of the note by an accrued interest factor for the interest period. The accrued interest
factor will be determined by multiplying the per annum interest rate by a factor resulting from the 30/360 (ISDA) day count convention. The factor is the number of days in the interest period in
respect of which payment is being made divided by 360, calculated on a formula basis as follows:
[360 × (Y2 ­ Y1)] + [30 × (M2 ­ M1)] + (D2 ­ D1)
360
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w he re :
"Y1" is the year, expressed as a number, in which the first day of the interest period falls;
"Y2" is the year, expressed as a number, in which the day immediately following the last day included in the interest period falls;
"M1" is the calendar month, expressed as a number, in which the first day of the interest period
falls;
"M2" is the calendar month, expressed as a number, in which the day immediately following the last day included in the interest period falls;
"D1" is the first calendar day, expressed as a number, of the interest period, unless such number would be 31, in which case D1 will be 30; and
"D2" is the calendar day, expressed as a number, immediately following the last day included in the interest period, unless such number would be 31 and D1 is greater than 29, in which
case D2 will be 30.
When We Can Redeem the Notes
We will be permitted to redeem the notes at our option before their stated maturity, as described below. The notes will not be entitled to the benefit of any sinking fund ­ that is, we will not
deposit money on a regular basis into any separate custodial account to repay your note. In addition, you will not be entitled to require us to buy your note from you before its stated maturity.
PS-5
Table of Contents
We will have the right to redeem the notes at our option, in whole but not in part, on the last calendar day of each February and each May 30, August 30 and November 30 on or after May
30, 2020, at a redemption price equal to 100% of the outstanding principal amount plus accrued and unpaid interest to but excluding the redemption date. We will provide not less than five
business days' prior notice in the manner described under "Description of Debt Securities We May Offer -- Notices" in the attached prospectus. If the redemption notice is given and funds
deposited as required, then interest will cease to accrue on and after the redemption date on the notes. If any redemption date is not a business day, we will pay the redemption price on the
next business day without any interest or other payment due to the delay.
Due to the 30/360 (ISDA) day count convention, the factor used to determine the interest due upon a redemption in February will be less than 90/360.
Re de m pt ion Da t e
Applic a ble Fa c t or for t he Re de m pt ion Da t e
2/29/2020
89 / 360
2/28/2021
88 / 360
2/28/2022
88 / 360
2/28/2023
88 / 360
2/29/2024
89 / 360
What are the Tax Consequences of the Notes
You should carefully consider, among other things, the matters set forth under "United States Taxation" in the accompanying prospectus supplement and the accompanying prospectus. The
following discussion summarizes certain of the material U.S. federal income tax consequences of the purchase, beneficial ownership, and disposition of each of the notes. This summary
supplements the section "United States Taxation" in the accompanying prospectus supplement and the accompanying prospectus and is subject to the limitations and exceptions set forth
therein.
As of the original issue date, the notes should not be treated as issued with "original issue discount" ("OID") despite the fact that the interest rate on the notes is scheduled to step-up over
the term of the notes because Treasury regulations generally deem an issuer to exercise a call option in a manner that minimizes the yield on the debt instrument for purposes of determining
whether a debt instrument is issued with OID. The yield on the notes would be minimized if we call the notes immediately before the increase in the interest rate on May 30, 2022 and therefore
the notes should be treated as maturing on such date for OID purposes. This assumption is made solely for purposes of determining whether the notes are issued with OID for U.S. federal
income tax purposes, and is not an indication of our intention to call or not to call the notes at any time. If we do not call the notes prior to the increase in the interest rate then, solely for OID
purposes, the notes will be deemed to be reissued at their adjusted issue price on May 30, 2022. This deemed issuance should not give rise to taxable gain or loss to holders. The same
analysis would apply to the increase in the interest rate on May 30, 2024. If the notes are not called on the interest payment date occurring on May 30, 2024, then, because the period between
the interest payment date on May 30, 2024 and the stated maturity date of the notes is one year or less, the notes, upon their deemed reissuance on May 30, 2024, could be treated as short-
term debt securities for OID purposes (but not for purposes of determining the holding period of your notes). For a discussion of the U.S. federal income tax consequences to a U.S. holder of
owning short-term debt securities, please review the section entitled "United States Taxation--Taxation of Debt Securities--United States Holders--Short-Term Debt Securities" in the
accompanying prospectus.
Under this approach, and subject to the discussion above regarding short-term debt securities, interest on a note will be taxable to a U.S. holder as ordinary interest income at the time it
accrues or is received in accordance with the U.S. holder's normal method of accounting for tax purposes (regardless of whether we call the notes). Upon the disposition of a note by sale,
exchange, redemption or retirement (i.e., if we exercise our right to call the notes or otherwise) or other disposition, a U.S. holder will generally recognize capital gain or loss equal to the
difference, if any, between (i) the amount realized on the disposition (other than amounts attributable to accrued but unpaid interest, which would be treated as such) and (ii) the U.S. holder's
adjusted tax basis in the note. A U.S. holder's adjusted tax basis in a
PS-6
Table of Contents
note generally will equal the cost of the note to the U.S. holder. The deductibility of capital losses is subject to significant limitations.
Foreign Account Tax Compliance Act (FATCA) Withholding. Pursuant to Treasury regulations, Foreign Account Tax Compliance Act (FATCA) withholding (as described in "United States
Taxation--Taxation of Debt Securities--Foreign Account Tax Compliance Act (FATCA) Withholding" in the accompanying prospectus) will generally apply to obligations that are issued on or
after July 1, 2014; therefore, the notes will generally be subject to the FATCA withholding rules. Pursuant to recently proposed regulations, the Treasury Department has indicated its intent to
eliminate the requirements under FATCA of withholding on gross proceeds from the sale, exchange, maturity or other disposition of relevant financial instruments. The Treasury Department has
indicated that taxpayers may rely on these proposed regulations pending their finalization.
PS-7
Table of Contents
SU PPLEM EN T AL PLAN OF DI ST RI BU T I ON
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The Goldman Sachs Group, Inc. and the underwriters for this offering named below have entered into a distribution agreement with respect to the notes. Subject to certain conditions, each
underwriter named below has severally agreed to purchase the principal amount of notes indicated in the following table.

U nde rw rit e rs

Princ ipa l Am ount of N ot e s

Goldman Sachs & Co. LLC

$11,250,000

Incapital LLC

11,250,000

Total

$22,500,000
Notes sold by the underwriters to the public will initially be offered at the initial price to public set forth on the cover of this pricing supplement. The underwriters intend to purchase the notes
from The Goldman Sachs Group, Inc. at a purchase price equal to the initial price to public less a discount of 0.963% of the principal amount of the notes. Any notes sold by the underwriters to
securities dealers may be sold at a discount from the initial price to public of up to 0.613% of the principal amount of the notes. If all of the offered notes are not sold at the initial price to public,
the underwriters may change the offering price and the other selling terms. In addition to offers and sales at the initial price to public, the underwriters may offer the notes from time to time for
sale in one or more transactions at market prices prevailing at the time of sale, at prices related to market prices or at negotiated prices.
Please note that the information about the initial price to public and net proceeds to The Goldman Sachs Group, Inc. on the front cover page relates only to the initial sale of the notes. If
you have purchased a note in a market-making transaction by Goldman Sachs & Co. LLC or any other affiliate of The Goldman Sachs Group, Inc. after the initial sale, information about the
price and date of sale to you will be provided in a separate confirmation of sale.
Each underwriter has represented and agreed that it will not offer or sell the notes in the United States or to United States persons except if such offers or sales are made by or through
FINRA member broker-dealers registered with the U.S. Securities and Exchange Commission.
The Goldman Sachs Group, Inc. estimates that its share of the total offering expenses, excluding underwriting discounts and commissions, whether paid to Goldman Sachs & Co. LLC or any
other underwriter, will be approximately $10,000.
We will deliver the notes against payment therefor in New York, New York on May 30, 2019.
The notes are a new issue of securities with no established trading market. The Goldman Sachs Group, Inc. has been advised by Goldman Sachs & Co. LLC and Incapital LLC that they
may make a market in the notes. Goldman Sachs & Co. LLC and Incapital LLC are not obligated to do so and may discontinue market-making at any time without notice. No assurance can be
given as to the liquidity of the trading market for the notes.
The Goldman Sachs Group, Inc. has agreed to indemnify the several underwriters against certain liabilities, including liabilities under the Securities Act of 1933.
Certain of the underwriters and their affiliates have in the past provided, and may in the future from time to time provide, investment banking and general financing and banking services to
The Goldman Sachs Group, Inc. and its affiliates, for which they have in the past received, and may in the future receive, customary fees. The Goldman Sachs Group, Inc. and its affiliates have
in the past provided, and may in the future from time to time provide, similar services to the underwriters and their affiliates on customary terms and for customary fees. Goldman Sachs & Co.
LLC, one of the underwriters, is an affiliate of The Goldman Sachs Group, Inc. Please see "Plan of Distribution--Conflicts of Interest" on page 118 of the accompanying prospectus.
Any notes which are the subject of the offering contemplated by this pricing supplement, the accompanying prospectus and the accompanying prospectus supplement may not be offered,
sold or otherwise made available to any retail investor in the European Economic Area. Consequently no key information document required by Regulation (EU) No 1286/2014 (the "PRIIPs
Regulation") for offering or selling the notes or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the notes or otherwise making
them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation. For the purposes of this provision:

a)
the expression "retail investor" means a person who is one (or more) of the following:
PS-8
Table of Contents

(i)
a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); or
(ii)
a customer within the meaning of Directive 2002/92/EC (as amended, the "Insurance Mediation Directive"), where that customer would not qualify as a professional client
as defined in point (10) of Article 4(1) of MiFID II; or
(iii)
not a qualified investor as defined in Directive 2003/71/EC (as amended, the "Prospectus Directive"); and
b)
the expression an "offer" includes the communication in any form and by any means of sufficient information on the terms of the offer and the notes to be offered so as to enable
an investor to decide to purchase or subscribe for the notes.
In relation to each Member State of the European Economic Area which has implemented the Prospectus Directive (each, a "Relevant Member State"), the underwriters represent and agree
that with effect from and including the date on which the Prospectus Directive is implemented in that Relevant Member State (the "Relevant Implementation Date") it has not made and will not
make an offer of notes which are the subject of the offering contemplated by this pricing supplement, the accompanying prospectus and the accompanying prospectus supplement to the public
in that Relevant Member State except that, with effect from and including the Relevant Implementation Date, an offer of such notes may be made to the public in that Relevant Member State:
a)
at any time to any legal entity which is a qualified investor as defined in the Prospectus Directive;
b)
at any time to fewer than 150 natural or legal persons (other than qualified investors as defined in the Prospectus Directive), subject to obtaining the prior consent of the relevant
dealer or dealers nominated by the issuer for any such offer; or
c)
at any time in any other circumstances falling within Article 3(2) of the Prospectus Directive,
provided that no such offer of notes referred to above shall require us or any dealer to publish a prospectus pursuant to Article 3 of the Prospectus Directive.
For the purposes of this provision, the expression an "offer of notes to the public" in relation to any notes in any Relevant Member State means the communication in any form and by any
means of sufficient information on the terms of the offer and the notes to be offered so as to enable an investor to decide to purchase or subscribe for the notes, as the same may be varied in
that Member State by any measure implementing the Prospectus Directive in that Member State and the expression "Prospectus Directive" means Directive 2003/71/EC (as amended, including
by Directive 2010/73/EU), and includes any relevant implementing measure in the Relevant Member State.
Any invitation or inducement to engage in investment activity (within the meaning of Section 21 of the FSMA) in connection with the issue or sale of the notes may only be communicated or
caused to be communicated in circumstances in which Section 21(1) of the FSMA does not apply to The Goldman Sachs Group, Inc.
All applicable provisions of the FSMA must be complied with in respect to anything done by any person in relation to the notes in, from or otherwise involving the United Kingdom.
The notes may not be offered or sold in Hong Kong by means of any document other than (i) to "professional investors" as defined in the Securities and Futures Ordinance (Cap. 571 of the
Laws of Hong Kong) and any rules made thereunder, or (ii) in other circumstances which do not result in the document being a "prospectus" as defined in the Companies (Winding Up and
Miscellaneous Provisions) Ordinance (Cap. 32 of the Laws of Hong Kong) or which do not constitute an offer to the public within the meaning of that Ordinance; and no advertisement, invitation
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or document relating to the notes may be issued or may be in the possession of any person for the purpose of issue (in each case whether in Hong Kong or elsewhere) which is directed at, or
the contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to the notes
which are or are intended to be disposed of only to persons outside Hong Kong or only to "professional investors" as defined in the Securities and Futures Ordinance and any rules made
thereunder.
This pricing supplement, along with the accompanying prospectus supplement and the accompanying prospectus
PS-9
Table of Contents
have not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this pricing supplement, along with the accompanying prospectus supplement and the
accompanying prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the notes may not be circulated or distributed, nor
may the notes be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional
investor (as defined in Section 4A of the Securities and Futures Act, Chapter 289 of Singapore (the "SFA")) under Section 274 of the SFA, (ii) to a relevant person (as defined in Section 275(2)
of the SFA) pursuant to Section 275(1) of the SFA, or any person pursuant to Section 275(1A) of the SFA, and in accordance with the conditions specified in Section 275 of the SFA or (iii)
otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA, in each case subject to conditions set forth in the SFA.
Where the notes are subscribed or purchased under Section 275 of the SFA by a relevant person which is a corporation (which is not an accredited investor (as defined in Section 4A of the
SFA)) the sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor, the securities (as
defined in Section 239(1) of the SFA) of that corporation shall not be transferable for six months after that corporation has acquired the notes under Section 275 of the SFA except: (1) to an
institutional investor under Section 274 of the SFA or to a relevant person (as defined in Section 275(2) of the SFA), (2) where such transfer arises from an offer in that corporation's securities
pursuant to Section 275(1A) of the SFA, (3) where no consideration is or will be given for the transfer, (4) where the transfer is by operation of law, (5) as specified in Section 276(7) of the SFA,
or (6) as specified in Regulation 32 of the Securities and Futures (Offers of Investments) (Shares and Debentures) Regulations 2005 of Singapore ("Regulation 32").
Where the notes are subscribed or purchased under Section 275 of the SFA by a relevant person which is a trust (where the trustee is not an accredited investor (as defined in Section 4A
of the SFA)) whose sole purpose is to hold investments and each beneficiary of the trust is an accredited investor, the beneficiaries' rights and interest (howsoever described) in that trust shall
not be transferable for six months after that trust has acquired the notes under Section 275 of the SFA except: (1) to an institutional investor under Section 274 of the SFA or to a relevant
person (as defined in Section 275(2) of the SFA), (2) where such transfer arises from an offer that is made on terms that such rights or interest are acquired at a consideration of not less than
S$200,000 (or its equivalent in a foreign currency) for each transaction (whether such amount is to be paid for in cash or by exchange of securities or other assets), (3) where no consideration
is or will be given for the transfer, (4) where the transfer is by operation of law, (5) as specified in Section 276(7) of the SFA, or (6) as specified in Regulation 32.
The notes have not been and will not be registered under the Financial Instruments and Exchange Act of Japan (Act No. 25 of 1948, as amended), or the FIEA. The notes may not be
offered or sold, directly or indirectly, in Japan or to or for the benefit of any resident of Japan (including any person resident in Japan or any corporation or other entity organized under the laws
of Japan) or to others for reoffering or resale, directly or indirectly, in Japan or to or for the benefit of any resident of Japan, except pursuant to an exemption from the registration requirements
of the FIEA and otherwise in compliance with any relevant laws and regulations of Japan.
The notes are not offered, sold or advertised, directly or indirectly, in, into or from Switzerland on the basis of a public offering and will not be listed on the SIX Swiss Exchange or any other
offering or regulated trading facility in Switzerland. Accordingly, neither this pricing supplement nor any accompanying prospectus supplement, prospectus or other marketing material constitute a
prospectus as defined in article 652a or article 1156 of the Swiss Code of Obligations or a listing prospectus as defined in article 32 of the Listing Rules of the SIX Swiss Exchange or any other
regulated trading facility in Switzerland. Any resales of the notes by the underwriters thereof may only be undertaken on a private basis to selected individual investors in compliance with Swiss
law. This pricing supplement and accompanying prospectus and prospectus supplement may not be copied, reproduced, distributed or passed on to others or otherwise made available in
Switzerland without our prior written consent. By accepting this pricing supplement and accompanying prospectus and prospectus supplement or by subscribing to the notes, investors are
deemed to have acknowledged and agreed to abide by these restrictions. Investors are advised to consult with their financial, legal or tax advisers before investing in the notes.
PS-10
Table of Contents
Conflic t s of I nt e re st
GS&Co. is an affiliate of The Goldman Sachs Group, Inc. and, as such, will have a "conflict of interest" in this offering of notes within the meaning of Financial Industry Regulatory Authority,
Inc. (FINRA) Rule 5121. Consequently, this offering of notes will be conducted in compliance with the provisions of FINRA Rule 5121. GS&Co. will not be permitted to sell notes in this offering
to an account over which it exercises discretionary authority without the prior specific written approval of the account holder.
PS-11
Table of Contents
V ALI DI T Y OF T H E N OT ES
In the opinion of Sidley Austin LLP, as counsel to The Goldman Sachs Group, Inc., when the notes offered by this pricing supplement have been executed and issued by The Goldman Sachs
Group, Inc. and authenticated by the trustee pursuant to the indenture, and delivered against payment as contemplated herein, such notes will be valid and binding obligations of The Goldman
Sachs Group, Inc., enforceable in accordance with their terms, subject to applicable bankruptcy, insolvency and similar laws affecting creditors' rights generally, concepts of reasonableness and
equitable principles of general applicability (including, without limitation, concepts of good faith, fair dealing and the lack of bad faith), provided that such counsel expresses no opinion as to the
effect of fraudulent conveyance, fraudulent transfer or similar provision of applicable law on the conclusions expressed above. This opinion is given as of the date hereof and is limited to the
laws of the State of New York and the General Corporation Law of the State of Delaware as in effect on the date hereof. In addition, this opinion is subject to customary assumptions about the
trustee's authorization, execution and delivery of the indenture and the genuineness of signatures and certain factual matters, all as stated in the letter of such counsel dated July 10, 2017,
which has been filed as Exhibit 5.5 to The Goldman Sachs Group, Inc.'s registration statement on Form S-3 filed with the Securities and Exchange Commission on July 10, 2017.
PS-12
Table of Contents
We have not authorized anyone to provide any information or to make any representations other than those contained or

incorporated by reference in this pricing supplement, the accompanying prospectus supplement or the accompanying
prospectus. We take no responsibility for, and can provide no assurance as to the reliability of, any other information
that others may give you. This pricing supplement, the accompanying prospectus supplement and the accompanying
prospectus is an offer to sell only the notes offered hereby, but only under circumstances and in jurisdictions where it is
lawful to do so. The information contained in this pricing supplement, the accompanying prospectus supplement and the
accompanying prospectus is current only as of the respective dates of such documents.
TABLE OF CONTENTS
Pricing Supplement
Specific Terms of the Notes
PS -3
Additional Information About the Notes
PS -5
Supplemental Plan of Distribution
PS -8
$22,500,000
Conflicts of Interest
PS -11
Validity of the Notes
PS -12

T he Goldm a n Sa c hs Group, I nc .
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Prospectus Supplement dated July 10, 2017


Use of Proceeds
S-2
Description of Notes We May Offer
S-3
Callable Step-Up Fixed Rate
Considerations Relating to Indexed Notes
S-20
United States Taxation
S-23
Notes due 2024
Employee Retirement Income Security Act
S-24
Supplemental Plan of Distribution
S-25
Validity of the Notes
S-27

Prospectus dated July 10, 2017


Available Information
2
Prospectus Summary
4
Risks Relating to Regulatory Resolution Strategies and Long-Term Debt Requirements
8
Use of Proceeds
13
Description of Debt Securities We May Offer
14
Description of Warrants We May Offer
45
Description of Purchase Contracts We May Offer
61
Description of Units We May Offer
66
Description of Preferred Stock We May Offer
71
Description of Capital Stock of The Goldman Sachs Group, Inc.
79
Legal Ownership and Book-Entry Issuance
84
Considerations Relating to Floating Rate Securities
89
Considerations Relating to Indexed Securities
90
Considerations Relating to Securities Denominated or Payable in or Linked to a Non-U.S. Dollar Currency
91
United States Taxation
94
Plan of Distribution
116
Conflicts of Interest
118
Employee Retirement Income Security Act
119
Validity of the Securities
120
Experts
120
Review of Unaudited Condensed Consolidated Financial Statements by Independent Registered Public
Accounting Firm
121
Cautionary Statement Pursuant to the Private Securities Litigation Reform Act of 1995
121
Goldm a n Sa c hs &
Co. LLC
I nc a pit a l LLC
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Document Outline