Obligation Goldman Sachs 3.5% ( US38143CAG69 ) en USD

Goldman Sachs

100 % ▲

Etas-Unis

US38143CAG69 ( en USD )

3.5% par an ( paiement semestriel )

15/12/2025

Prospectus brochure de l'obligation Goldman Sachs US38143CAG69 en USD 3.5%, échéance 15/12/2025

1 000 USD

5 100 000 USD

38143CAG6

BBB+ ( Qualité moyenne inférieure )

A2 ( Qualité moyenne supérieure )

15/06/2025 ( Dans 112 jours )

Goldman Sachs est une banque d'investissement multinationale américaine offrant des services financiers tels que la banque d'investissement, la gestion d'actifs, la gestion de patrimoine et la vente et négociation de titres.

L'Obligation émise par Goldman Sachs ( Etas-Unis ) , en USD, avec le code ISIN US38143CAG69, paye un coupon de 3.5% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 15/12/2025

L'Obligation émise par Goldman Sachs ( Etas-Unis ) , en USD, avec le code ISIN US38143CAG69, a été notée A2 ( Qualité moyenne supérieure ) par l'agence de notation Moody's.

L'Obligation émise par Goldman Sachs ( Etas-Unis ) , en USD, avec le code ISIN US38143CAG69, a été notée BBB+ ( Qualité moyenne inférieure ) par l'agence de notation Standard & Poor's ( S&P ).

Pricing Supplement Nos. 1823, 1824, 1825 and 1826 dated December 3, 2012 http://www.sec.gov/Archives/edgar/data/886982/000119312512492065/...
424B2 1 d449396d424b2.htm PRICING SUPPLEMENT NOS. 1823, 1824, 1825 AND 1826 DATED
DECEMBER 3, 2012
Table of Contents
Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333-176914
Pricing Supplement to the Prospectus dated September 19, 2011 and
the Prospectus Supplement dated September 19, 2011 -- Nos. 1823, 1824, 1825 and 1826

Fixed Rate Notes
Medium-Term Notes, Series D
$54,148,000

We wil pay you interest on each tranche of notes on a monthly basis on the 15th of each month. The first such
payment wil be made on January 15, 2013. The interest rate per annum and stated maturity date are set forth in the
table below.
If requested, we wil redeem the notes prior to their stated maturity date upon the death of a beneficial owner who
has owned the notes for at least six months. We cal this feature the survivor's option. The survivor's option is subject to
a limit of $250,000 on the permitted principal amount exercisable by the estate of the deceased beneficial owner in any
calendar year and to a limit of two percent of the principal amount of all outstanding notes of a tranche offered by this
pricing supplement in any calendar year. We may waive those limits in our discretion. Any notes accepted for repayment
through the exercise of the survivor's option wil be repaid on the earlier of the June 15 o
th
r December 15th interest
payment date that occurs 60 or more calendar days after the date of acceptance.
A valid redemption request requires the representative of the deceased beneficial owner to provide the information
described on pages PS-5 and PS-6 to the Trustee, together with a properly completed redemption request in the form of
Appendix A to this pricing supplement. See "Additional Information About the Notes Survivor's Option to Request
Repayment" on page PS-4 for more information.

Proceeds, before

Initial Price to Public

Underwriting Discount

expenses, to Issuer
Title of Note:

Per Note

Total

Per Note

Total

Per Note

Total
2.35% Notes due 2018
100.00% $10,283,000
1.700% $174,811.00
98.300% $10,108,189.00
3.00% Notes due 2022
100.00%
$3,334,000
2.250% $75,015.00
97.750% $3,258,985.00
3.50% Notes due 2025
100.00%
$5,100,000
2.625% $133,875.00
97.375% $4,966,125.00
4.30% Notes due 2032
100.00% $35,431,000
3.875% $1,372,951.25
96.125% $34,058,048.75
The initial price to public set forth above does not include accrued interest, if any. Interest on the notes wil accrue
from the Original Issue Date and must be paid by the purchaser if the notes are delivered after the Original Issue Date.
In addition to offers and sales at the initial price to public, the notes may be offered and sold from time to time by
the underwriters in one or more transactions at market prices prevailing at the time of sale, at prices related to market
prices or at negotiated prices.
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 pricing 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 may use this pricing supplement, the accompanying prospectus supplement and the accompanying
prospectus in the initial sale of the notes. In addition, Goldman, Sachs & Co. or any other affiliate of Goldman Sachs
may use this pricing supplement, the accompanying prospectus supplement and the accompanying 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 pricing supplement, the accompanying prospectus
supplement and the accompanying prospectus are being used in a market-making transaction.
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SPECIFIC TERMS OF THE NOTES

Please note that in this section entitled "Specific Terms of the Notes", references to "The Goldman Sachs Group,
Inc.", "we", "our" and "us" mean only The Goldman Sachs Group, Inc. and do not include its 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 nos. 1823, 1824, 1825 and 1826, dated December 3, 2012 (pricing supplement) and the
accompanying prospectus dated September 19, 2011 (accompanying prospectus), relating to the notes, should be
read together. Because the notes are part of a series of our debt securities called Medium-Term Notes, Series D, this
pricing supplement and the accompanying prospectus should also be read with the accompanying prospectus
supplement dated September 19, 2011 (accompanying prospectus supplement). Terms used but not defined in this
pricing supplement have the meanings given them in the accompanying prospectus or accompanying prospectus
supplement, unless the context requires otherwise.
Each tranche of notes is a separate tranche of our debt securities under our Medium-Term Notes, Series D
program governed by our Senior Debt Indenture, dated as of July 16, 2008 (2008 Indenture), between us and The Bank
of New York Mel on, as trustee (Trustee). This pricing supplement summarizes specific terms that wil 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 control ing.
Terms of the Fixed Rate Notes
Issuer: The Goldman Sachs Group, Inc.
Specified currency: U.S. dol ars ("$")
Type of Notes: Fixed rate notes (notes)
Interest Rate: As set forth in the table below
Maturity Date: As set forth in the table below

Title of Note:

Interest Rate

Maturity Date

Principal Amount

MTND Number

CUSIP
2.35% Notes due 2018
2.35%
December 15, 2018
$10,283,000

1823

38143CAE1
3.00% Notes due 2022
3.00%
December 15, 2022
$3,334,000

1824

38143CAF8
3.50% Notes due 2025
3.50%
December 15, 2025
$5,100,000

1825

38143CAG6
4.30% Notes due 2032
4.30%
December 15, 2032
$35,431,000

1826

38143CAH4
Denominations: $1,000 and integral multiples of $1,000
Trade date: December 3, 2012 in respect of all notes
Original issue date: December 6, 2012 in respect of al notes
Original issue discount (OID): not applicable
Interest payment dates: the 15th of each month, commencing on January 15, 2013 subject to adjustment under the
applicable business day convention specified below
Regular record dates: for interest due on an interest payment date, the day immediately prior to the day on which
payment is to be made (as such payment date may be adjusted under the applicable business day convention specified
below)
Day count convention: 30/360 (ISDA)
Business day: New York
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Business day convention: fol owing unadjusted

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Redemption at option of issuer before stated maturity: not applicable
Survivor's option to request repayment: the notes are subject to repayment prior to the stated maturity upon the
death of a beneficial owner who owned the notes for at least six months, if requested, subject to certain limitations, as
described under "Additional Information About the Notes Survivor's Option to Request Repayment"
Listing: None
ERISA: as described under "Employee Retirement Income Security Act" on page 138 of the accompanying prospectus
Form of notes: Your notes wil be issued in book-entry form and represented by a master global note.
You should read the section "Legal Ownership and Book-Entry Issuance" in the accompanying prospectus for more
information about notes issued in book-entry form
Defeasance applies as follows:

·
ful defeasance -- i.e. , our right to be relieved of al our obligations on the note by placing funds in trust for the

holder: yes

·
covenant defeasance -- i.e. , our right to be relieved of specified provisions of the note by placing funds in

trust for the holder: yes
FDIC: 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.

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ADDITIONAL INFORMATION ABOUT THE NOTES
Book-Entry System
We wil issue each tranche of notes as a master global note registered in the name of DTC, or its nominee. The
sale of the notes wil settle in immediately available funds through DTC. You wil 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 Wil 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 fol owing provisions are hereby incorporated into the global master note:
the description of the 30/360 (ISDA) day count convention appearing under "Description of Notes We May Offer
Interest Rates Fixed Rate Notes" in the accompanying prospectus supplement, the description of New York business
day appearing under "Description of Debt Securities We May Offer Payment Mechanics for Debt Securities Business
Days" in the accompanying prospectus, the description of the fol owing unadjusted business day convention appearing
under "Description of Debt Securities We May Offer Payment Mechanics for 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.
Survivor's Option to Request Repayment
Fol owing the death of the beneficial owner of a note, so long as that note was owned by that beneficial owner or
the estate of that beneficial owner for at least six months prior to the request, if requested by the authorized
representative of the beneficial owner of that note (subject to the limitations described below), we agree to redeem any
notes prior to the stated maturity unless the notes:

·
have been previously redeemed or otherwise repaid, or

·
have been declared due and payable before their stated maturity by reason of an event of default under the

2008 Indenture, as more ful y described in the accompanying prospectus under "Description of Debt Securities
We May Offer -- Default, Remedies and Waiver of Default".
Upon the valid exercise of the option to request repayment described in the preceding paragraph (Survivor's Option)
and the proper tender of that note for repayment (subject to the limitations described below), we wil redeem that note,
in whole or in part (but in amounts of not less than $1,000), at a price equal to 100% of the principal amount of the note
plus any unpaid interest accrued to (but excluding) the date of repayment.
Incapital LLC has advised that it intends to make a market in the notes. Depending on market conditions, including
changes in interest rates, and our creditworthiness, the value of the notes may be greater than their principal amount
plus any unpaid interest accrued. Accordingly, the authorized representative should contact Incapital LLC to
determine the market price of the notes and should otherwise carefully consider whether to sell the notes to
Incapital LLC or another market participant rather than redeeming the notes at the principal amount plus
accrued interest pursuant to a request for redemption.
To be valid, the Survivor's Option must be exercised by or on behalf of the person who has:

·
authority to act on behalf of the deceased beneficial owner of the note, including, without limitation, the

personal representative or executor of the deceased beneficial owner or the surviving joint owner with the
deceased beneficial owner, under the laws of the applicable jurisdiction, and

·
the right to sel , transfer or otherwise dispose of an interest in a note and the right to receive the proceeds

from the note, as wel as the principal and interest payable to the holder of the note.
The fol owing wil be deemed the death of a beneficial owner of a note, and the entire principal amount of the note
so held wil be subject to redemption by us upon request (with the limitations described below):

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·
death of a person holding a beneficial ownership interest in a note as a joint tenant or tenant by the entirety

with another person, a tenant in common with the deceased holder's spouse or a tenant in common with a
person other than such deceased person's spouse;

·
death of a person who at the time of his or her death was a beneficiary of a revocable or irrevocable trust that
holds a beneficial ownership interest in a note may, in the discretion of the Trustee, be deemed the death of a

beneficial owner of that note, if such beneficial trust interest can be established to the satisfaction of us and the
Trustee; and

·
death of a person who, at the time of his or her death, was entitled to substantial y all of the beneficial

ownership interests in a note regardless of whether that beneficial owner was the registered holder of that
note, if entitlement to those interests can be established to the satisfaction of us and the Trustee.
In addition, a beneficial ownership interest wil be deemed to exist:

·
in typical cases of nominee ownership, ownership under the Uniform Transfers to Minors Act or Uniform Gifts

to Minors Act, community property or other joint ownership arrangements between a husband and wife; and

·
in custodial and trust arrangements where one person has all of the beneficial ownership interests in the

applicable note at the time of his or her death.
We have the discretionary right to limit the aggregate principal amount of notes as to which exercises of the
Survivor's Option shall be accepted by us from authorized representatives:

·
of all deceased beneficial owners in any calendar year to an amount equal to 2% of the principal amount of all

outstanding notes offered of a tranche as of the end of the most recent calendar year (two percent aggregate
limitation); and

·
of any individual deceased beneficial owner of notes to $250,000 in any calendar year ($250,000 limitation).
In addition, we wil not permit the exercise of the Survivor's Option except in principal amounts of $1,000 and
integral multiples of $1,000 in excess thereof.
We may, at our option and pursuant to the exercise of the Survivor's Option, redeem interests of any deceased
beneficial owner in the notes of a tranche in any calendar year in excess of the $250,000 limitation. Any optional
redemption by us of this kind, to the extent it exceeds the $250,000 limitation for any deceased beneficial owner, wil not
be included in the computation of the two percent aggregate limitation for redemption of the notes of a tranche for that or
any other calendar year.
We may also, at our option and pursuant to the exercise of the Survivor's Option, redeem interests of deceased
beneficial owners in the notes of a tranche in any calendar year in an aggregate principal amount exceeding the two
percent aggregate limitation. Any optional redemption by us of this kind, to the extent it exceeds the two percent
aggregate limitation, wil not be considered in calculating the two percent aggregate limitation for any other calendar
year.
Furthermore, any optional redemption with respect to a deceased beneficial owner's interest in the notes is
inapplicable with respect to any other deceased beneficial owner's interest in the notes. In other words, we may waive
any applicable limitations with respect to a deceased beneficial owner but not make the same or similar waivers with
respect to other deceased beneficial owners.
Each election to exercise the Survivor's Option wil be accepted in the order that elections are received by the
Trustee, except for any note the acceptance of which would contravene either the two percent aggregate limitation or
the $250,000 limitation. Upon any determination by us to redeem notes in excess of the $250,000 limitation or the two
percent aggregate limitation, notes wil be redeemed in the order of receipt of redemption requests by the Trustee. Each
tendered note that is not accepted in any calendar year due to the application of either the two percent aggregate
limitation or the $250,000 limitation wil be deemed to be tendered in the fol owing calendar year in the order in which al
such notes were original y tendered.

PS-5
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Notes accepted for repayment through the exercise of the Survivor's Option wil be redeemed on the earlier of the
June 15th or December 15th interest payment date that occurs 60 or more calendar days after the date of the
acceptance. For example, if the acceptance date of a note tendered through a valid exercise of the Survivor's Option is
December 1, 2013, and interest on that note is paid monthly on the 15th of every month, we would normally, at our
option, repay that note on the interest payment date occurring on June 15, 2014, because the December 15, 2013
interest payment date would occur less than 60 days from the date of acceptance. Any redemption request may be
withdrawn by the person(s) presenting the request upon delivery of a written request for withdrawal given by the
participant on behalf of the person(s) to the Trustee not less than 30 days before the redemption date. If a note
tendered through a valid exercise of the Survivor's Option is not accepted, the Trustee wil deliver a notice by first-class
mail to the participant through whom the note was tendered that states the reason that note has not been accepted for
redemption.
With respect to notes represented by a master global note (such as these notes), DTC or its nominee is the
depositary and is treated as the holder of the notes and the institution that has an account with the depositary of the
notes is referred to as the "participant".
To obtain redemption pursuant to exercise of the Survivor's Option for a note, the deceased beneficial owner's
authorized representative must provide the fol owing items to the participant in DTC through which the beneficial interest
in the note is held by the deceased beneficial owner:

·
a written request for redemption signed by the authorized representative of the deceased beneficial owner with
the signature guaranteed by a member firm of a registered national securities exchange or of the Financial

Institution Regulatory Authority, Inc. (FINRA) or a commercial bank or trust company having an office or
correspondent in the United States and a written instruction to notify the Trustee of the authorized
representative's desire to obtain redemption pursuant to exercise of the Survivor's Option;

·
appropriate evidence satisfactory to us and the Trustee:

(a)
that the deceased was the beneficial owner of the note at the time of death and his or her interest in the

note was owned by the deceased beneficial owner or his or her estate for at least six months prior to the
request for redemption,

(b)
that the death of the beneficial owner has occurred,

(c)
of the date of death of the beneficial owner, and

(d)
that the representative has authority to act on behalf of the beneficial owner;

·
if applicable, a properly executed assignment or endorsement;

·
tax waivers and any other instruments or documents that we or the Trustee reasonably require in order to

establish the validity of the beneficial ownership of the note and the claimant's entitlement to payment;

·
any additional information we or the Trustee reasonably require to evidence satisfaction of any conditions to

the exercise of the Survivor's Option or to document beneficial ownership or authority to make the election and
to cause the redemption of the note; and

·
if the interest in the note is held by a nominee of the deceased beneficial owner, a certificate satisfactory to us

and the Trustee from the nominee attesting to the deceased's beneficial ownership of such note.
After the representative provides the information to the participant, the participant wil then deliver each of these
items to the Trustee, and to Goldman, Sachs & Co. in its capacity as administrator of the Survivor's Option on our
behalf, together with evidence satisfactory to us and the Trustee from the participant stating that it represents the
deceased beneficial owner. The participant wil then need to deliver to the Trustee a request for redemption substantial y
in the form attached as Appendix A to this pricing supplement.
Al questions regarding the eligibility or validity of any exercise of the Survivor's Option wil be determined by us, in
our sole discretion, which determination wil be final and binding on all parties.

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Subject to arrangements with the depositary, payment for interests in the notes to be redeemed wil be made to the
depositary in the aggregate principal amount specified in the redemption requests submitted to the Trustee by the
depositary that are to be fulfil ed in connection with the payment upon presentation of the notes to the Trustee for
redemption.
Additional redemption request forms for the exercise of the Survivor's Option may be obtained from the Trustee at
The Bank of New York Mel on at 2001 Bryan Street, 9th Floor, Dal as, TX 75201, Attention: Survivor Options
Processing, telephone: (800) 254-2826, fax: (241) 468-6405.
During any time in which the notes are not represented by a master global note and are issued in definitive form:

·
al references in this section of the pricing supplement to participants and the depositary, including the

depositary's governing rules, regulations and procedures, wil be deemed inapplicable;

·
al determinations that the participants are required to make as described in this section wil be made by us,
including, without limitation, determining whether the applicable decedent is in fact the beneficial owner of the

interest in the notes to be redeemed or is in fact deceased and whether the representative is duly authorized to
request redemption on behalf of the applicable beneficial owner; and

·
al redemption requests, to be effective, must:

·
be delivered by the representative to the Trustee, with a copy to us;

·
if required by the Trustee and us, be in the form of the attached redemption request with appropriate

changes mutual y agreed to by the Trustee and us to reflect the fact that the redemption request is being
executed by a representative, including provision for signature guarantees; and

·
be accompanied by the note that is the subject of the redemption request or, if applicable, a properly
executed assignment or endorsement, in addition to all documents that are otherwise required to

accompany a redemption request. If the record holder of the note is a nominee of the deceased
beneficial owner, a certificate or letter from the nominee attesting to the deceased's ownership of a
beneficial interest in the note must also be delivered.
Additional Disclosure About Our Relationship with the Trustee
The Bank of New York Mel on is initial y serving as trustee for the indenture under which the notes are being issued.
Affiliates of the trustee have underwritten our securities from time to time in the past and may underwrite our securities
from time to time in the future. The trustee may have to resign if a default occurs with respect to the notes within one
year after any offering of our securities underwritten by an affiliate of the trustee, such as BNY Mel on Capital Markets,
LLC, since the trustee would likely be considered to have a conflicting interest for purposes of the Trust Indenture Act of
1939. In that event, except in very limited circumstances, the trustee would be required to resign as trustee under the
indenture under which the notes are being issued and we would be required to appoint a successor trustee, unless the
default is cured or waived within 90 days. In addition, the trustee can resign for any reason with 60 days notice, and we
would be required to appoint a successor trustee. If the trustee resigns fol owing a default or for any other reason, it
may be difficult to identify and appoint a qualified successor trustee. The trustee wil remain the trustee under the
indenture until a successor is appointed. During the period of time until a successor is appointed, the trustee wil have
both (a) duties to noteholders under the indenture and (b) a conflicting interest under the indenture for purposes of the
Trust Indenture Act. In the accompanying prospectus dated September 19, 2011 under "Our Relationship with the
Trustee," we describe certain other circumstances in which the trustee may have to resign due to a conflict of interest.
United States Federal Income Tax Consequences
Please see the discussion under "United States Taxation" in the accompanying prospectus supplement and the
accompanying prospectus.

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SUPPLEMENTAL PLAN OF DISTRIBUTION
The Goldman Sachs Group, Inc. and the underwriters for this offering named below have entered into a terms
agreement and a distribution agreement with respect to the notes. Subject to certain conditions, each underwriter named
below has several y agreed to purchase the principal amount of notes indicated in the fol owing table.

Title of Note

Goldman, Sachs & Co.

Incapital LLC

Total
2.35% Notes due 2018

$5,142,000
$5,141,000
$10,283,000
3.00% Notes due 2022

$1,667,000
$1,667,000
$3,334,000
3.50% Notes due 2025

$2,550,000
$2,550,000
$5,100,000
4.30% Notes due 2032

$17,716,000
$17,715,000
$35,431,000
Notes sold by the underwriters to the public wil initial y be offered at the initial price to public set forth on the cover
of this pricing supplement. The underwriters intend to purchase the notes from The Goldman Sachs Group, Inc. at a
purchase price equal to the initial price to public less a discount of the percentage of the principal amount of the notes as
indicated below. Any notes sold by the underwriters to securities dealers may be sold at a discount from the initial price
to public of up to the percentage of the principal amount of the notes as indicated below. Any such securities dealers
may resel any notes purchased from the underwriters to certain other brokers or dealers at a discount from the initial
price to public of up to the percentage of the principal amount of the notes as indicated below. If al of the offered notes
are not sold at the initial price to public, the underwriters may change the offering price and the other sel ing terms.

Title of Note

Underwriting Discount

Selling Concession

Reallowance
2.35% Notes due 2018

1.700%

0.800%

0.150%
3.00% Notes due 2022

2.250%

1.100%

0.200%
3.50% Notes due 2025

2.625%

1.400%

0.200%
4.30% Notes due 2032

3.875%

2.000%

0.350%
We have agreed to sel to the underwriters, and the underwriters have agreed to purchase from us, the aggregate
face amount of notes specified on the front cover of this pricing supplement. In addition to offers and sales at the initial
price to public, the underwriters may offer the notes from time to time for sale in one or more transactions at market
prices prevailing at the time of sale, at prices related to market prices or at negotiated prices.
Please note that the information about the initial price to public and net proceeds to The Goldman Sachs Group,
Inc. on the front cover page relates only to the initial sale of the notes. If you have purchased a note in a market-making
transaction by Goldman, Sachs & Co. or any other affiliate of The Goldman Sachs Group, Inc. after the initial sale,
information about the price and date of sale to you wil be provided in a separate confirmation of sale.
Each underwriter has represented and agreed that it wil 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. or any other underwriter, wil be approximately
$1,087,280.
The provision regarding the market-making activities of Goldman, Sachs & Co. described under "Plan of
Distribution-- Market-Making Resales by Affiliates" on page 137 of the accompanying prospectus does not apply to the
notes. Goldman, Sachs & Co. does not intend to make a market in these notes. However, in the future, Goldman,
Sachs & Co. or other affiliates of The Goldman Sachs Group, Inc. may decide to repurchase and resel the notes in
market-making transactions, with resales being made at prices related to prevailing market prices at the time of resale
or at negotiated prices. For more information about the plan of distribution and possible market-making activities, see
"Plan of Distribution" in the accompanying prospectus and "Supplemental Plan of Distribution" in the accompanying
prospectus supplement.

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