Obligation Goldman Sachs 6.25% ( US38147Q7C43 ) en USD

Goldman Sachs

96.5 % ⇌

Etas-Unis

US38147Q7C43 ( en USD )

6.25% par an ( paiement semestriel )

11/06/2029

Prospectus brochure de l'obligation Goldman Sachs US38147Q7C43 en USD 6.25%, échéance 11/06/2029

1 000 USD

38147Q7C4

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11/06/2025 ( Dans 108 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 US38147Q7C43, paye un coupon de 6.25% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 11/06/2029

http://www.sec.gov/Archives/edgar/data/886982/000110465914045151/...
424B2 1 a14-11737_36424b2.htm PROSPECTUS SUPPLEMENT NO. 2928 DATED JUNE 6, 2014
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Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333-176914

The Goldman Sachs Group, Inc.
$6,169,000
Callable Monthly Index-Linked Range Accrual Notes due 2029

The notes do not pay a fixed coupon and may pay no coupon on an interest payment date. Subject to our
redemption right described below, interest, if any, on your notes wil be paid monthly on the 11th of each month,
commencing on the first interest payment date (July 11, 2014) and ending on the stated maturity date (June 11, 2029).
The amount of interest that you wil be paid on your notes each month, if not previously redeemed, wil be based on the
number of scheduled trading days (reference dates) on which the closing levels of both the Russel 2000 I
®
ndex and the
S&P 500
® Index are greater than or equal to 50.00% of their respective initial index levels. To determine your annualized
interest rate with respect to each interest payment date, we wil divide the number of reference dates in the immediately
preceding interest period on which the above condition is met by the total number of reference dates in that interest
period. We will then multiply the resulting fraction by 6.25%. Your monthly interest payment for each $1,000 face amount
of your notes wil equal the product of the annualized interest rate times $1,000 times an accrued interest factor
determined in accordance with the 30/360 (ISDA) day count convention. Unless the above condition is met on each
reference date in an interest period, the interest rate with respect to the next interest payment date will be less
than 6.25% per annum, and if it is never met, the interest rate with respect to such interest payment date will be
0%.

We may redeem your notes at 100% of their face amount plus any accrued and unpaid interest on any monthly interest
payment date on or after June 11, 2015.

If we do not redeem your notes, the amount that you wil be paid on your notes at maturity, in addition to any interest then
due, is based on the performance of the lesser performing index (the index with the lowest index return). The index return
for each index is the percentage increase or decrease in the final index level on the determination date (May 25, 2029)
from its initial index level. If the index return for both indices is greater than or equal to -50.00% (the final index level of
both indices is greater than or equal to 50.00% of their respective initial index levels), you wil receive the face amount of
your notes. If the index return for either index is less than -50.00% (the final index level of either index is less than
50.00% of its respective initial index level), the percentage of the face amount of your notes that you receive will
be based on the performance of the lesser performing index, as described below. In such event, you will receive
less than 50.00% of the face amount of your notes and could potentially lose your entire investment.

At maturity, excluding any interest payment, for each $1,000 face amount of your notes you wil receive an amount in cash
equal to:

·
if the index return of both indices is greater than or equal to -50.00%, $1,000; or

·
if the index return of either index is less than -50.00%, the sum of (i) $1,000 plus (ii) the product of (a) the lesser

performing index return times (b) $1,000.

Your investment in the notes involves certain risks, including, among other things, our credit risk. See page S-9.

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

The estimated value of your notes at the time the terms of your notes were set on the trade date (as determined
by reference to pricing models used by Goldman, Sachs & Co. (GS&Co.) and taking into account our credit
spreads) was equal to approximately $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; however, the price (not
including GS&Co.'s customary bid and ask spreads) at which GS&Co. would initially buy or sell notes (if it
makes a market, which it is not obligated to do) and the value that GS&Co. will initially use for account
statements and otherwise equals approximately $964 per $1,000 face amount, which exceeds the estimated value
of your notes as determined by reference to these models. The amount of the excess will decline on a straight
line basis over the period from the trade date through June 11, 2015.

Original issue date:
June 11, 2014
Original issue price:
100.00% of the face amount

Underwriting discount:
4.15% of the face amount
Net proceeds to the issuer:
95.85% of the face amount

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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. 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. 2928 dated June 6, 2014.

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The issue price, underwriting discount and net proceeds listed above 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 will 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 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 Prospectus

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

·
Prospectus supplement dated September 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-17. 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, in each case relating to the
Medium-Term Notes, Series D of The Goldman Sachs Group, Inc. References to the "indenture" in this prospectus
supplement mean the senior debt indenture, dated July 16, 2008, between The Goldman Sachs Group, Inc. and The
Bank of New York Mellon, as trustee.

Key Terms

Issuer: The Goldman Sachs Group, Inc.

Indices: the Russel 2000 I
®
ndex (Bloomberg symbol, "RTY Index"), as published by the Russel Investment Group
("Russel "); the S&P 500 I
®
ndex (Bloomberg symbol, "SPX Index"), as published by Standard & Poor's Financial Services
LLC ("Standard & Poor's"), see "The Indices" on page S-26

Specified currency: U.S. dol ars ("$")

Face amount: each note wil have a face amount equal to $1,000; $6,169,000 in the aggregate for all the offered notes;
the aggregate face amount of the offered notes may be increased if the issuer, at its sole option, decides to sel an
additional amount of the offered notes on a date subsequent to the date of this prospectus supplement

Denominations: $1,000 or integral multiples of $1,000 in excess thereof

Purchase at amount other than face amount: the amount we wil pay you for your notes on the stated maturity date or
upon any early redemption of your notes wil not be adjusted based on the issue price you pay for your notes, so if you
acquire notes at a premium (or discount) to face amount and hold them to the stated maturity date or date of early
redemption, it could affect your investment in a number of ways. The return on your investment in such notes wil be lower
(or higher) than it would have been had you purchased the notes at face amount. See "Additional Risk Factors Specific to
Your Notes -- If You Purchase Your Notes at a Premium to Face Amount, the Return on Your Investment Wil Be Lower
Than the Return on Notes Purchased at Face Amount and the Impact of Certain Key Terms of the Notes Wil Be Negatively
Affected" on page S-11 of this prospectus supplement

Supplemental discussion of U.S. federal income tax consequences: you wil be obligated pursuant to the terms of the
notes -- in the absence of a change in law, an administrative determination or a judicial ruling to the contrary -- to
characterize each note for al tax purposes as an income-bearing pre-paid derivative contract in respect of the indices, as
described under "Supplemental Discussion of Federal Income Tax Consequences" herein. Pursuant to this approach, it is
the opinion of Sidley Austin LLP that it is likely that any interest payment wil be taxed as ordinary income in accordance
with your regular method of accounting for U.S. federal income tax purposes. If you are a United States alien holder of the
notes, we intend to withhold on interest payments made to you at a 30% rate or at a lower rate specified by an applicable
income tax treaty. In addition, upon the sale, exchange, redemption or maturity of your notes, it would be reasonable for
you to recognize capital gain or loss equal to the difference, if any, between the amount of cash you receive at such time
(excluding amounts attributable to any interest payment) and your tax basis in your notes.

Cash settlement amount (on the stated maturity date): for each $1,000 face amount of your notes, in addition to any
accrued and unpaid interest, we wil pay you on the stated maturity date, subject to our early redemption right, an amount
in cash equal to:

·
if the final index level of the lesser performing index is greater than or equal to 50% of its initial index level,

$1,000; or

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·
if the final index level of the lesser performing index is less than 50% of its initial index level, the sum of (1) $1,000

plus (2) the product of (i) $1,000 times (i ) the lesser performing index return

Early redemption right: we have the right to redeem your notes, in whole but not in part, at a price equal to 100% of the
face amount plus accrued and unpaid interest to but excluding the applicable interest payment date, on the interest
payment date that will fall on June 11, 2015 and on each interest payment date occurring thereafter, subject to ten
business days' prior notice

Lesser performing index return: the index return of the lesser performing index

Lesser performing index: the index with the lowest index return

Interest rate: the interest rate with respect to any interest payment date wil be determined on the immediately preceding
interest determination date, based on the closing level of each index on each reference date during the interest period
immediately preceding such interest payment date. The interest rate wil be equal to: the product of (i) 6.25% times
(ii) the quotient of (a) the number of reference dates during the applicable interest period when the closing levels of both
indices are greater than or equal to their respective trigger levels divided by (b) the number of reference dates in such
interest period

Initial index level: 1,165.21 with respect to the Russel 2000 I
®
ndex and 1,949.44 with respect to the S&P 500 I
®
ndex

Final index level: with respect to each index, the closing level of such index on the determination date, except in the
limited circumstances described under "Specific Terms of Your Notes -- Consequences of a Market Disruption Event or a
Non-Trading Day" on page S-19

Trigger level: with respect to the Russel 2000
® Index, 582.605, which is 50.00% of its initial index level, and with respect
to the S&P 500 I
®
ndex, 974.72, which is 50.00% of its initial index level

Closing level: with respect to each index, the closing level of such index on any trading day, as further described under
"Specific Terms of Your Notes -- Special Calculation Provisions -- Closing Level" on page S-22

Index return: with respect to each index on the determination date, the quotient of (i) the final index level minus the initial
index level divided by (i ) the initial index level, expressed as a positive or negative percentage

Defeasance: not applicable

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-22

Trading day: as described on page S-22

Scheduled trading day: as described on page S-22

Trade date: June 6, 2014

Original issue date (settlement date): June 11, 2014

Stated maturity date: June 11, 2029, subject to our early redemption right and to adjustment as described under
"Specific Terms of Your Notes -- Payment of Principal on Stated Maturity Date -- Stated Maturity Date" on page S-18

Determination date: May 25, 2029, subject to adjustment as described under "Specific Terms of Your Notes -- Payment
of Principal on Stated Maturity Date -- Determination Date" on page S-18

Interest period: each period from and including each interest determination date (or the original issue date in the case of
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the initial interest period) to but excluding the next succeeding interest determination date

Interest determination dates: the day that is the tenth scheduled trading day for both indices prior to each scheduled
interest payment date; for the avoidance of doubt, a day that is a scheduled trading day for only one index wil not count as
one of the ten scheduled trading days for both indices

Interest payment dates: the 11th day of each month, beginning on July 11, 2014, up to and including the stated maturity
date, subject to adjustments as described elsewhere in the prospectus supplement

Reference date: for each interest period, each day that is a scheduled trading day for both indices

Day count convention: 30/360 (ISDA)

Accrued interest factor: calculated in accordance with the day count convention with respect to each period from and
including each interest payment date (or the original issue date, in the case of the first interest payment date) to but
excluding the next succeeding interest payment date.

S-3
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Business day convention: fol owing unadjusted

Regular record dates: the scheduled business day immediately preceding each interest payment date

Calculation agent: Goldman, Sachs & Co.

CUSIP no.: 38147Q7C4

ISIN no.: US38147Q7C43

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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HYPOTHETICAL EXAMPLES

The fol owing tables and examples are provided for purposes of il ustration only. They should not be taken as an
indication or prediction of future investment results and are intended merely to il ustrate (i) the method we wil use to
determine the interest rate on any given interest payment date based on the closing levels of each index on each reference
date in the immediately preceding interest period, (i ) the method we wil use to calculate the amount of interest accrued
between interest payment dates and (i i) the impact that the various hypothetical closing levels of the lesser performing
index on the determination date could have on the cash settlement amount at maturity, as the case may be, assuming al
other variables remain constant.

The examples below are based on a range of index levels of the lesser performing index that are entirely
hypothetical; no one can predict what the index level of either index wil be on any day throughout the life of your notes,
what the final index level of the lesser performing index wil be on the determination date and what the interest rate wil be
on any interest payment date. The indices have been highly volatile in the past -- meaning that the index levels have
changed substantial y in relatively short periods -- and their performance cannot be predicted for any future period.

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

Key Terms and Assumptions

Face amount
$1,000

Trigger level
with respect to each index, 50.00% of its initial index level

Interest rate
6.25% per annum

The day count convention calculation results in an accrued interest factor of approximately 0.08333

The notes are not cal ed

Neither a market disruption event nor a non-trading day occurs on any reference date or the originally scheduled
determination date

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

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

For these reasons, the actual performance of the indices over the life of your notes, the actual index levels on any
reference date, as wel as the interest payable, if any, at each interest payment date, may bear little relation to the
hypothetical examples shown below or to the historical index levels shown elsewhere in this prospectus supplement. For
information about the index levels during recent periods, see "The Indices --Historical Closing Levels of the Indices" on
page S-35. Before investing in the notes, you should consult publicly available information to determine the index levels
between the date of this prospectus supplement and the date of your purchase of the notes.

The following tables and examples illustrate the method we will use to calculate the interest rate with respect to an
interest payment date, subject to the key terms and assumptions above. The numbers in the first column represent the
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