Obligation The Goldman Sachs Group Inc 1.076% ( US38141GSM77 ) en USD

The Goldman Sachs Group Inc

83 % ▼

Etas-Unis

US38141GSM77 ( en USD )

1.076% par an ( paiement trimestriel )

29/04/2028

Prospectus brochure de l'obligation The Goldman Sachs Group Inc US38141GSM77 en USD 1.076%, échéance 29/04/2028

1 000 USD

20 500 000 USD

38141GSM7

BBB+ ( Qualité moyenne inférieure )

30/10/2024 ( Dans 33 jours )

L'Obligation émise par The Goldman Sachs Group Inc ( Etas-Unis ) , en USD, avec le code ISIN US38141GSM77, paye un coupon de 1.076% par an.
Le paiement des coupons est trimestriel et la maturité de l'Obligation est le 29/04/2028

L'Obligation émise par The Goldman Sachs Group Inc ( Etas-Unis ) , en USD, avec le code ISIN US38141GSM77, a été notée NR par l'agence de notation Moody's.

L'Obligation émise par The Goldman Sachs Group Inc ( Etas-Unis ) , en USD, avec le code ISIN US38141GSM77, a été notée BBB+ ( Qualité moyenne inférieure ) par l'agence de notation Standard & Poor's ( S&P ).

Prospectus Supplement No. 2139 dated April 25, 2013
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424B2 1 d528161d424b2.htm PROSPECTUS SUPPLEMENT NO. 2139 DATED APRIL 25, 2013
Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333-176914

The Goldman Sachs Group, Inc.
$20,500,000
Cal able Quarterly CMS Spread-Linked Notes due 2028

The notes wil mature on the stated maturity date (April 30, 2028).
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
October 30, 2013.
On the stated maturity date, we wil pay you an amount in cash equal to the face amount of your notes plus accrued and unpaid interest, if any.
The notes wil pay interest quarterly, beginning July 30, 2013. For each of the first four interest periods, interest wil be paid at a rate of 8.00% per
annum. For each interest period thereafter, the amount of interest you wil be paid each quarter wil be based on the product of 4 times the CMS
spread (the difference between the 30-year CMS rate minus the 5-year CMS rate on the relevant interest determination date, which wil be the second
U.S. Government securities business day preceding the respective interest period) minus 0.25%, subject to the maximum interest rate of 8.00% per
annum.
For each quarterly interest period after the fourth interest period, the interest rate per annum for such interest period wil equal:

-- if (i) the CMS spread minus 0.25% times (ii) 4 is greater than or equal to 8.00%, the maximum interest rate of 8.00%;

-- if (i) the CMS spread minus 0.25% times (ii) 4 is less than 8.00% but greater than 0%, (i) the CMS spread minus 0.25% times (ii) 4; or

-- if (i) the CMS spread minus 0.25% times (ii) 4 is equal to or less than 0%, 0%.
After the first four interest periods, if on any interest determination date the 30-year CMS rate does not exceed the 5-year CMS rate by
more than 0.25%, you will receive no interest on your notes for such interest period, even if the CMS spread minus 0.25% on subsequent
days is greater than 0%. Furthermore, the interest rate per annum will be subject to a maximum interest rate of 8.00%.
Your investment in the notes involves certain risks, including, among other things, our credit risk. See page S-4.
You should read the additional disclosure herein so that you my better understand the terms and risks of your investment.
The estimated value of your notes at the time the terms of your notes were set on the trade date (as determined by reference to
pricing models used by Goldman, Sachs & Co. and taking into account our credit spreads) was equal to approximately $925 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.

Original issue date:
April 30, 2013
Original issue price:
100.00% of the face amount
Underwriting discount:
3.71% of the face amount
Net proceeds to the issuer:
96.29% of the face amount
Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or
passed upon the accuracy or adequacy of this prospectus supplement, the accompanying prospectus supplement or the accompanying
prospectus. Any representation to the contrary is a criminal offense. 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.
Goldman, Sachs & Co.

Prospectus Supplement No. 2139 dated April 25, 2013.
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The issue price, underwriting discount and net proceeds listed on the cover page hereof relate to the notes we sel initial y. We may decide to sel
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 wil depend in part on the issue price you pay for such
notes.
Goldman Sachs may use this prospectus supplement in the initial sale of the offered notes. In addition, Goldman, Sachs & Co., or any other
affiliate of Goldman Sachs may use this prospectus supplement in a market-making transaction in a note after its initial sale. Unless Goldman Sachs
or its agent informs the purchaser otherwise in the confirmation of sale, this prospectus supplement is being used in a market-making
transaction.

About Your Notes
The notes are part of the Medium-Term Notes, Series D program of The Goldman Sachs Group, Inc. This prospectus supplement constitutes a
supplement to the documents listed below and should be read in conjunction with such documents:

-- Prospectus supplement dated September 19, 2011

-- Prospectus dated September 19, 2011
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.
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SUMMARY INFORMATION

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-9. 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 19, 2011 as supplemented by the accompanying prospectus supplement, dated September 19, 2011, relating to
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.

Key Terms

Issuer: The Goldman Sachs Group, Inc.
sale or maturity of the notes wil be taxed as ordinary interest income.
CMS spread: on any interest determination date, the difference of the
Trade date: April 25, 2013
30-year CMS rate minus the 5-year CMS rate.
Original issue date (settlement date): April 30, 2013
30-year CMS rate: for any interest determination date, the 30-year U.S.
dol ar interest rate swap rate (as described on page S-10) on such day,
Stated maturity date: April 30, 2028, subject to our early redemption
subject to adjustment as described elsewhere in this prospectus
right and to adjustment as described under "Specific Terms of Your
supplement
Notes -- Payment of Principal on Stated Maturity Date -- Stated
Maturity Date" on page S-10
5-year CMS rate: for any interest determination date, the 5-year U.S.
dol ar interest rate swap rate (as described on page S-10) on such day,
Specified currency: U.S. dol ars ("$")
subject to adjustment as described elsewhere in this prospectus
Denominations: $1,000 or integral multiples of $1,000 in excess thereof
supplement
Interest payment dates: January 30, April 30, July 30 and October 30
Face amount: each note wil have a face amount equal to $1,000;
of each year, beginning on July 30, 2013, and ending on the stated
$20,500,000 in the aggregate for al the offered notes; the aggregate
maturity date, subject to adjustments as described elsewhere in the
face amount of the offered notes may be increased if the issuer, at its
prospectus supplement
sole option, decides to sel an additional amount of the offered notes on
Early redemption: we have the right to redeem your notes, in whole but
a date subsequent to the date of this prospectus supplement
not in part, at a price equal to 100% of the face amount plus accrued
Supplemental discussion of U.S. federal income tax consequences:
and unpaid interest, on each interest payment date on or after
We intend to treat the notes as debt instruments subject to the special
October 30, 2013, subject to five business days' prior notice
rules governing contingent payment debt instruments for U.S. federal
income tax purposes. Under this treatment, it is the opinion of Sidley
Interest rate: for the first four interest periods, the interest rate wil be
Austin
8.00% per annum. For each interest period thereafter, subject to our
LLP that if you are a U.S. individual or taxable entity, you general y
should be required to pay taxes on ordinary income from the notes over
early redemption right, the interest rate wil be based upon the CMS
their term based on the comparable yield for the notes, subject to any
spread on the relevant interest determination date for such interest
positive and negative adjustments based on the actual interest payments
period and wil be a rate per annum equal to:

on the notes. In addition, any gain you may recognize on the
-- if (i) the CMS spread minus 0.25% times (ii) 4 is greater than

or equal to

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the maximum interest rate: the maximum interest rate;
Interest determination dates: for each interest period after the first

-- if (i) the CMS spread minus 0.25% times (ii) 4 is less than
four interest periods, the second U.S. Government securities business
day preceding such interest period

the maximum interest rate but greater than 0%: (i) the CMS
spread minus 0.25% times (ii) 4; or
Interest period: the period from and including each interest payment

date (or the original issue date, in the case of the initial interest period)
-- if (i) the CMS spread minus 0.25% times (ii) 4 is equal to or

to but excluding the next succeeding interest payment date (or the
less than 0%: 0%
stated maturity date, in the case of the final interest period)
Maximum interest rate: 8.00% per annum
FDIC: The notes are not bank deposits and are not insured by the
Day count convention: 30/360 (ISDA)
Federal Deposit Insurance Corporation (the "FDIC") or any other
governmental agency, nor are they obligations of, or guaranteed by, a
Business day convention: fol owing unadjusted
bank
Regular record dates: the scheduled business day immediately
Calculation agent: Goldman, Sachs & Co.
preceding each interest payment date
CUSIP no.: 38141GSM7
Defeasance: not applicable
ISIN no.: US38141GSM77
No listing: the offered notes wil not be listed or displayed on any
securities exchange or interdealer market quotation system
Business day: as described on page S-12
U.S. Government securities business day: any day except for a
Saturday, Sunday or a day on which the Securities Industry and
Financial Markets Association recommends that the fixed income
department of its members be closed for the entire day for purposes of
trading in U.S. government securities

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ADDITIONAL RISK FACTORS SPECIFIC TO YOUR NOTES

An investment in your notes is subject to the risks described below, as well as the risks described under "Considerations Relating to Indexed
Securities" in the accompanying prospectus dated September 19, 2011. You should carefully review these risks as well as the terms of the notes
described herein and in the accompanying prospectus, dated September 19, 2011, as supplemented by the accompanying prospectus
supplement, dated September 19, 2011, of The Goldman Sachs Group, Inc. Your notes are a riskier investment than ordinary debt securities. You
should carefully consider whether the offered notes are suited to your particular circumstances.

The Estimated Value of Your Notes At the Time the Terms of Your
differences in pricing models or assumptions used by others. See "--
Notes Were Set On the Trade Date (as Determined By Reference to
The Market Value of Your Notes May Be Influenced by Many Factors
Pricing Models Used By Goldman, Sachs & Co.) Was Less Than
That Are Unpredictable and Interrelated in Complex Ways" below.
the Original Issue Price Of Your Notes
The difference between the estimated value of your notes as of the
The original issue price for your notes exceeds the estimated value
time the terms of your notes were set on the trade date and the original
of your notes as of the time the terms of your notes were set on the
issue price is a result of certain factors, including principal y the
trade date, as determined by reference to Goldman, Sachs & Co.'s
underwriting discount and commissions, the expenses incurred in
pricing models and taking into account our credit spreads. Such
creating, documenting and marketing the notes, and an estimate of the
estimated value on the trade date is set forth on the cover of this
difference between the amounts we pay to Goldman, Sachs & Co. and
prospectus supplement; after the trade date, the estimated value as
the amounts Goldman, Sachs & Co. pays to us in connection with your
determined by reference to these models wil be affected by changes in
notes. We pay to Goldman, Sachs & Co. amounts based on what we
market conditions, our creditworthiness and other relevant factors. If
would pay to holders of a non-structured note with a similar maturity. In
Goldman, Sachs & Co. buys or sel s your notes it wil do so at prices
return for such payment, Goldman, Sachs & Co. pays to us the amounts
that reflect the estimated value determined by reference to such pricing
we owe under your notes.
models at that time. The price at which Goldman, Sachs & Co. wil buy
or sel your notes at any time also wil reflect its then current bid and ask
In addition to the factors discussed above, the value and quoted
spread for similar sized trades of structured notes.
price of your notes at any time wil reflect many factors and cannot be
predicted. If Goldman, Sachs & Co. makes a market in the notes, the
In estimating the value of your notes as of the time the terms of your
price quoted by Goldman, Sachs & Co. would reflect any changes in
notes were set on the trade date, as disclosed on the front cover of this
market conditions and other relevant factors, including any deterioration
prospectus supplement, Goldman, Sachs & Co.'s pricing models
in our creditworthiness or perceived creditworthiness. These changes
consider certain variables, including principally our credit spreads,
may adversely affect the value of your notes, including the price you may
interest rates (forecasted, current and historical rates), volatility, price-
receive for your notes in any market making transaction. To the extent
sensitivity analysis and the time to maturity of the notes. These pricing
that Goldman, Sachs & Co. makes a market in the notes, the quoted
models are proprietary and rely in part on certain assumptions about
price wil reflect the estimated value determined by reference to
future events, which may prove to be incorrect. As a result, the actual
Goldman, Sachs & Co.'s pricing models at that time, plus or minus its
value you would receive if you sold your notes in the secondary market,
then current bid and ask spread for similar sized trades of structured
if any, to others may differ, perhaps material y, from the estimated value
notes.
of your notes determined by reference to our models due to, among
other things, any

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Furthermore, if you sell your notes, you will likely be charged a
Because of the long-dated maturity of your notes, the expected
commission for secondary market transactions, or the price wil likely
future performance of the CMS spread wil have a greater impact on the
reflect a dealer discount. This commission or discount wil further reduce
market value of your notes than if your notes had an earlier maturity
the proceeds you would receive for your notes in a secondary market
date. In particular, the expected future performance of the CMS spread
sale.
may cause the market value of your notes to decrease even though the
CMS spread minus 0.25% may be greater than 0% during some portion
There is no assurance that Goldman, Sachs & Co. or any other party
of the life of the offered notes. Moreover, expectations about the
wil be wil ing to purchase your notes at any price and, in this regard,
performance of the CMS spread in the future are subject to a great
Goldman, Sachs & Co. is not obligated to make a market in the notes.
degree of uncertainty and may be based on assumptions about the
See "-- Your Notes May Not Have an Active Trading Market" below.
future that may prove to be incorrect. Even if the expected future
The Notes Are Subject to the Credit Risk of the Issuer
performance of the CMS spread is favorable to your notes, this
uncertainty may result in market participants substantial y discounting
Although the return on the notes wil be based in part on the
this future performance when determining the market value of your
relationship between the 5-year CMS rate and the 30-year CMS rate,
notes.
the payment of any amount due on the notes is subject to our credit risk.
If the CMS Spread Minus 0.25% Is Less than or Equal to 0% on the
The notes are our unsecured obligations. Investors are dependent on
our ability to pay all amounts due on the notes, and therefore investors
Relevant Interest Determination Date for Any Interest Period After
are subject to our credit risk and to changes in the market's view of our
the First Four Interest Periods, No Interest Will Be Paid for that
creditworthiness. See "Description of the Notes We May Offer --
Interest Period
Information About Our Medium-Term Notes, Series D Program -- How
Because of the formula used to calculate the interest rate
the Notes Rank Against Other Debt" on page S-4 of the accompanying
applicable to your notes, in the event that on the relevant interest
prospectus supplement.
determination date for any interest period after the first four interest
If the CMS Spread Changes, the Market Value of Your Notes May
periods the 30-year CMS rate does not exceed the 5-year CMS rate by
Not Change in the Same Manner
more than 0.25%, no interest wil be paid for such interest period, even
if the CMS spread minus 0.25% on subsequent days is greater than
The price of your notes may move differently than the CMS spread.
0%. Therefore, if the 30-year CMS rate does not exceed the 5-year
The CMS spread wil vary during the term of the notes based on the
CMS rate by more than 0.25% for a prolonged period of time over the
relationship between the 5-year CMS rate and the 30-year CMS rate as
life of your notes after the first four interest periods, including interest
wel as the market's expectation of this relationship in the future.
determination dates, you wil receive no interest during the affected
Changes in the CMS spread may not result in a comparable change in
interest periods. In such case, even if you receive some interest
the market value of your notes. Even if the CMS spread less 0.25% is
payments on some or al of the interest payment dates, the overall
greater than 0% during some portion of the life of the offered notes after
return you earn on your notes may be less than you would have earned
the first four interest periods, the market value of your notes may not
by investing in a non-indexed debt security of comparable maturity that
increase in the same manner. We discuss some of the reasons for this
bears interest at a prevailing market rate.
disparity under "-- The Market Value of Your Notes May Be Influenced
by Many Factors That Are Unpredictable and Interrelated in Complex
Assuming circumstances where no interest payment is to be made
Ways" below.
on your notes after the fourth interest period, the present value of your
notes as of the original issue date wil equal the present value of a bond
that pays only the coupons up to and including the fourth interest

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period, and with the same maturity and face amount issued by us, in
Thus, the notes may provide less interest income than an investment in a
each case discounted using current interest rates and credit spreads
similar instrument.
based on the discount method used by Goldman, Sachs & Co., which
may be different from the methods used by others. On the original issue
The Historical Levels of the CMS Spread Are Not an Indication of
date such present value wil be approximately 61.0% of the face amount
the Future Levels of the CMS Spread
of your notes (you should not base any tax characterization of your
notes on such present value).
In the past, the level of the CMS spread has experienced significant
fluctuations. You should note that historical levels, fluctuations and trends
The Amount of Interest Payable on Your Notes After the First Four
of the CMS spread are not necessarily indicative of future levels. Any
Interest Periods Will Not Be Affected by the CMS Spread on Any
historical upward or downward trend in the CMS spread is not an
Day Other Than the Interest Determination Date for the Applicable
indication that the CMS spread is more or less likely to increase or
Interest Period
decrease at any time after the first four interest periods, and you should
not take the historical levels of the CMS spread as an indication of its
For each interest period after the first four interest periods, the
future performance.
amount of interest payable on each interest payment date is calculated
based on the CMS spread on the interest determination date for the
If You Purchase Your Notes at a Premium to Face Amount, the
applicable interest period. Although the actual CMS spread on an
Return on Your Investment Will Be Lower Than the Return on
interest payment date or at other times after the first four interest
Notes Purchased at Face Amount and the Impact of Certain Key
periods may be higher than the CMS spread on the interest
Terms of the Notes Will be Negatively Affected
determination date, you wil not benefit from the CMS spread at any time
other than on such interest determination date.
The amount you wil be paid for your notes on the stated maturity
date wil not be adjusted based on the issue price you pay for the notes.
The Amount of Interest Payable On The Notes In Any Quarter Is
If you purchase notes at a price that differs from the face amount of the
Capped
notes, then the return on your investment in such notes held to the stated
maturity date or the date of early redemption wil differ from, and may
The interest rate wil be subject to the maximum interest rate of
be substantial y less than, the return on notes purchased at face amount.
8.00% per annum, which wil limit the amount of interest you may receive
If you purchase your notes at a premium to face amount and hold them
on each interest payment date. Because of the formula used to calculate
to the stated maturity date or the date of early redemption the return on
the interest rate on your notes, if (i) the CMS spread minus 0.25%
your investment in the notes wil be lower than it would have been had
times (ii) 4 is greater than or equal to 8.00% per annum, the interest
you purchased the notes at face amount or a discount to face amount.
rate after the first four interest periods wil be capped at 8.00% per
annum (equal to a maximum quarterly interest payment of $20.00 for
The Market Value of Your Notes May Be Influenced by Many
each $1,000 face amount of notes). Thus, you wil not benefit from any
Factors That Are Unpredictable and Interrelated in Complex Ways
increases in the CMS spread minus 0.25% above 2.00%. Furthermore,
When we refer to the market value of your notes, we mean the
since the interest rate is determined quarterly, if the interest rate for at
value that you could receive for your notes if you chose to sel it in the
least one interest period after the first four interest periods during any
open market before the stated maturity date. A number of factors, many
year is less than 8.00% per annum, your actual return for such year wil
of which are beyond
be less than 8.00% per annum, even if the interest rate is 8.00% per
annum for the remaining interest periods during such year.

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our control, wil influence the market value of your notes, including:
hedge by sel ing any of the foregoing on or before the final interest

determination date for your notes. We may also enter into, adjust and
-- the 30-year CMS rate and the 5-year CMS rate;
unwind hedging transactions relating to other rate-linked notes whose
-- the volatility -- i.e., the frequency and magnitude of changes -- in
returns are linked to changes in the level of the CMS spread.
the level of the CMS spread;
Any of these hedging or other activities may adversely affect the
-- economic, financial, regulatory, political, military and other events
levels of the CMS spread and therefore the market value of your notes
that affect CMS rates general y;
and the amount we wil pay on your notes. In addition, you should expect

that these transactions wil cause Goldman Sachs or its clients or
-- interest rates and yield rates in the market;
counterparties to have economic interests and incentives that do not
-- the time remaining until your notes mature; and
align with, and that may be directly contrary to, those of an investor in

the notes. Goldman Sachs wil have no obligation to take, refrain from
-- our creditworthiness, whether actual or perceived, and including
taking or cease taking any action with respect to these transactions
actual or anticipated upgrades or downgrades in our credit ratings
based on the potential effect on an investor in the notes, and may
or changes in other credit measures.
receive substantial returns on hedging or other activities while the value
These factors, and many other factors, wil influence the price you
of your notes declines.
wil receive if you sel your notes before maturity, including the price you
may receive for your notes in any market making transaction. If you sel
As Calculation Agent, Goldman, Sachs & Co. Will Have the
your notes before maturity, you may receive less than the face amount
Authority to Make Determinations that Could Affect the Value of
of your notes.
Your Notes and the Amount You May Receive On Any Interest
Payment Date
You cannot predict the future performance of the CMS spread
based on its historical performance. The actual performance of the CMS
As calculation agent for your notes, Goldman, Sachs & Co. wil
spread over the life of the offered notes after the first four interest
have discretion in making certain determinations that affect your notes,
periods, as wel as the interest payable on each interest payment date,
including determining the CMS spread on any interest determination date
may bear little or no relation to the hypothetical levels of the CMS
in certain circumstances, which we wil use to determine the amount, if
spread or to the hypothetical examples shown elsewhere in this
any, we wil pay on any applicable interest payment date after the first
prospectus supplement.
four interest payment dates. See "Specific Terms of Your Notes" below.
The exercise of this discretion by Goldman, Sachs & Co. could
Goldman Sachs' Anticipated Hedging Activities May Negatively
adversely affect the value of your notes and may present Goldman,
Impact Investors in the Notes and Cause our Interests and Those
Sachs & Co. with a conflict of interest. We may change the calculation
of Our Clients and Counterparties to be Contrary to Those of
agent at any time without notice and Goldman, Sachs & Co. may resign
Investors in the Notes
as calculation agent at any time upon 60 days' written notice to Goldman
Goldman Sachs expects to hedge our obligations under the notes by
Sachs.
purchasing futures and/or other instruments linked to the CMS spread.
Your Notes May Not Have an Active Trading Market
We also expect to adjust our hedge by, among other things, purchasing
or sel ing any of the foregoing, and perhaps other instruments linked to
Your notes wil not be listed or displayed on any securities exchange
the CMS spread, at any time and from time to time, and to unwind the
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

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develops, it may not provide significant liquidity and we expect that
or lower) from the issue price you paid as provided on the cover of this
transaction costs in any secondary market would be high. As a result,
prospectus supplement.
the difference between bid and asked prices for your notes in any
secondary market could be substantial.
We Intend to Treat the Notes as Debt Instruments Subject to
Special Rules Governing Contingent Payment Debt Instruments for
We Are Able to Redeem Your Notes at Our Option
U.S. Federal Income Tax Purposes
On any interest payment date on or after October 30, 2013, we wil
We intend to treat the notes as debt instruments subject to special
be permitted to redeem your notes at our option. Even if we do not
rules governing contingent payment debt instruments for U.S. federal
exercise our option to redeem your notes, our ability to do so may
income tax purposes. Under this treatment, if you are a U.S. individual or
adversely affect the value of your notes. It is our sole option whether to
taxable entity, you generally should be required to pay taxes on ordinary
redeem your notes prior to maturity and we may or may not exercise
income from the notes over their term based on the comparable yield for
this option for any reason. Because of this redemption option, the term
the notes, subject to any positive and negative adjustments based on the
of your notes could be anywhere between six months and fifteen years.
actual interest payments on the notes This comparable yield is
determined solely to calculate the amount on which you wil be taxed
Certain Considerations for Insurance Companies and Employee
prior to maturity and is neither a prediction nor a guarantee of what the
Benefit Plans
actual yield wil be. In addition, any gain you may recognize on the sale
or maturity of the notes wil be taxed as ordinary interest income. If you
Any insurance company or fiduciary of a pension plan or other
are a secondary purchaser of the notes, the tax consequences to you
employee benefit plan that is subject to the prohibited transaction rules
may be different.
of the Employee Retirement Income Security Act of 1974, as amended,
which we cal "ERISA", or the Internal Revenue Code of 1986, as
It is possible that the Internal Revenue Service could successful y
amended, including an IRA or a Keogh plan (or a governmental plan to
assert that your notes should be treated as variable rate debt
which similar prohibitions apply), and that is considering purchasing the
instruments. If the notes are so treated you would include the ful interest
offered notes with the assets of the insurance company or the assets of
payment in ordinary income at the time you receive or accrue such
such a plan, should consult with its counsel regarding whether the
interest payment, depending on your method of accounting for tax
purchase or holding of the offered notes could become a "prohibited
purposes. You should consult your tax advisor concerning possible
transaction" under ERISA, the Internal Revenue Code or any
further U.S. federal income tax ramifications if your notes are so treated.
substantial y similar prohibition in light of the representations a purchaser
or holder in any of the above categories is deemed to make by
Please see "Supplemental Discussion of Federal Income Tax
purchasing and holding the offered notes. This is discussed in more
Consequences" below for a more detailed discussion. Please also
detail under "Employee Retirement Income Security Act" below.
consult your own tax advisor concerning the U.S. federal income tax and
any other applicable tax consequences to you of owning your notes in
We May Sell an Additional Aggregate Face Amount of the Notes at
your particular circumstances.
a Different Issue Price
At our sole option, we may decide to sel 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 substantial y (higher

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Prospectus Supplement No. 2139 dated April 25, 2013
http://www.sec.gov/Archives/edgar/data/886982/000119312513182450/...
SPECIFIC TERMS OF YOUR NOTES

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 19, 2011,
as supplemented by the accompanying prospectus supplement, dated September 19, 2011, relating to 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
Defeasance applies as follows:
"Medium-Term Notes, Series D", that we may issue under the indenture

--
from time to time as described in the accompanying prospectus
ful defeasance: no

supplement and accompanying prospectus. The offered notes are also
-- covenant defeasance: no
"indexed debt securities", as defined in the accompanying prospectus.
Other terms:

This prospectus supplement summarizes specific financial and other
-- a business day for your notes wil not be the same as a business
terms that apply to the offered notes, including your notes; terms that

day for our other Series D medium-term notes, as described under
apply general y to all Series D medium-term notes are described in
"-- Special Calculation Provisions" below
"Description of Notes We May Offer" in the accompanying prospectus
supplement. The terms described here supplement those described in
Please note that the information about the settlement or trade date,
the accompanying prospectus supplement and the accompanying
issue price, discount or commission and net proceeds to The Goldman
prospectus and, if the terms described here are inconsistent with those
Sachs Group, Inc. on the front cover page or elsewhere in this
described there, the terms described here are control ing.
prospectus supplement relates only to the initial issuance and sale of the
offered notes. We may decide to sel additional notes on one or more
In addition to those terms described on the first three pages of this
dates after the date of this prospectus supplement, at issue prices,
prospectus supplement, the fol owing terms wil apply to your notes:
underwriting discounts and net proceeds that differ from the amounts set
forth on the front cover page or elsewhere in this prospectus
Specified currency:
supplement. If you have purchased your notes in a market-making

transaction after the initial issuance and sale of the offered notes, any
-- U.S. dol ars ("$")
such relevant information about the sale to you wil be provided in a
Form of note:
separate confirmation of sale.

-- global form only: yes, at DTC
We describe the terms of your notes in more detail below.

-- non-global form available: no
Payment of Principal on Stated Maturity Date
Denominations: 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
With respect to the offered notes that have not been redeemed, on
thereof
the stated maturity date we wil pay you an amount in cash equal to the
outstanding face amount of your notes.

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