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Goldman Sachs

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Etas-Unis

US38148C4298 ( en USD )

28/06/2024 - Obligation échue

Prospectus brochure de l'obligation Goldman Sachs US38148C4298 en USD 0%, échue

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2 200 000 USD

38148C429

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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 US38148C4298, paye un coupon de 0% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 28/06/2024

L'Obligation émise par Goldman Sachs ( Etas-Unis ) , en USD, avec le code ISIN US38148C4298, a été notée NR par l'agence de notation Moody's.

http://www.sec.gov/Archives/edgar/data/886982/000110465914049248/...
424B2 1 a14-14561_31424b2.htm PROSPECTUS SUPPLEMENT NO. 2984 DATED JUNE 26, 2014
Table of Contents

Filed pursuant to Rule 424(b)(2)
Registration Statement No. 333-176914

$2,200,000
Trigger Performance Securities Linked to the S&P 500® Index due 2024

The notes do not bear interest. The amount that you wil be paid on your notes on the stated maturity date (June 28,
2024) is based on the performance of the S&P 500
® Index as measured from the trade date (June 26, 2014) to and
including the determination date (June 24, 2024).

If the final index level (the closing level of the index on the determination date) is greater than the initial index level of
1,957.22, then the return on the notes wil be positive and equal the product of the index return (the percentage increase or
decrease in the final index level from the initial index level) multiplied by the participation rate.

If the final index level is less than or equal to the initial index level but equal to or greater than 50.00% of the initial index
level, then you wil only receive the face amount of your notes at maturity.

If the final index level is less than 50.00% of the initial index level, then the return on your notes wil be negative and wil
equal the index return. You could receive less than the face amount of your notes at maturity and you will lose your
entire investment in the notes if the final index level is zero.

At maturity, for each $10 face amount of your notes you wil receive an amount in cash equal to:

·
if the final index level is greater than the initial index level, the sum of (a) $10 plus (b) the product of the index return

times $10 times the participation rate of 1.55;
·
if the final index level is less than or equal to the initial index level but equal to or greater than 50.00% of the initial

index level, $10; or
·
if the final index level is less than 50.00% of the initial index level, the sum of (a) $10 plus (b) the product of the index

return times $10, resulting in a loss proportionate to the negative index return.

Your investment in the notes involves certain risks, including, among other things, our credit risk. See page S-7.

In addition, any sales prior to maturity could result in a loss even if the level of the S&P 500
® Index is greater than
50.00% of the initial index level at the time of such sale.

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 $9.16 per $10 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 $9.95 per $10 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 26, 2015.

Original issue date:
June 30, 2014
Original issue price:
100.00% of the face amount
Underwriting discount:
5.40% of the face amount
Net proceeds to the issuer:
94.60% 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.
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Prospectus Supplement No. 2984 dated June 26, 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.

The notes have been registered under the Securities Act of 1933 solely for the purposes of sales in the United
States; they have not been and will not be registered for the purpose of any sales outside the United States. We
are offering to sell the notes, and are seeking offers to buy the notes, only in jurisdictions where such offers and
sales are permitted. The distribution of this prospectus supplement, the accompanying prospectus supplement
and the accompanying prospectus (collectively, "this prospectus") and the offering of the notes in certain
jurisdictions may be restricted by law. Persons outside the United States who come into possession of this
prospectus must inform themselves about and observe any restrictions relating to the offering of the notes and
the distribution of this prospectus outside the United States.

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 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-14. 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.

Index: the S&P 500 I
®
ndex (Bloomberg symbol, "SPX Index"), as published by Standard & Poor's Financial Services LLC
("Standard & Poor's")

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

Face amount: each note wil have a face amount of $10, or integral multiples of $10 in excess thereof; $2,200,000 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: $10 and integral multiples of $10 in excess thereof

Minimum purchase amount: in connection with the initial offering of the notes, the minimum principal amount of notes
that may be purchased by any investor is $1,000

Supplemental plan of distribution: The Goldman Sachs Group, Inc. has agreed to sel to Goldman, Sachs & Co., and
Goldman, Sachs & Co. has agreed to purchase from The Goldman Sachs Group, Inc., the aggregate face amount of the
offered notes specified on the front cover of this prospectus supplement. Goldman, Sachs & Co. proposes initial y to offer
the notes to the public at the original issue price set forth on the cover page of this prospectus supplement, and to certain
securities dealers at such price less a concession not in excess of 5.00% of the face amount. See "Supplemental Plan of
Distribution" on page S-31

Cash settlement amount: on the stated maturity date, for each $10 face amount of your notes you wil receive an
amount in cash equal to:

·
if the final index level is greater than the initial index level, the sum of (a) $10 plus (b) the product of the index return

times $10 times the upside participation rate;
·
if the final index level is less than or equal to the initial index level but equal to or greater than the trigger level, $10; or

·
if the final index level is less than the trigger level, the sum of (a) $10 plus (b) the product of the index return times

$10, resulting in a loss proportionate to the negative index return.
Purchase at amount other than face amount: the amount we wil pay you at the stated maturity date for 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, it could affect your investment in a number of ways. The return on your
investment in such notes will 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"

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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 a pre-paid derivative contract in respect of the index, as described under
"Supplemental Discussion of U.S. Federal Income Tax Consequences" on page S-27 below. Pursuant to this approach, it is
the opinion of Sidley Austin LLP that upon the sale, exchange 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 and your
tax basis in your notes. No statutory, judicial or administrative authority directly discusses how your notes should be
treated for U.S. federal income tax purposes. As a result, the U.S. federal income tax consequences of your investment in

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the notes are uncertain and alternative characterizations are possible. The Internal Revenue Service might assert that a
treatment other than that described above is more appropriate (including on a retroactive basis) and the timing and
character of income in respect of the notes might differ from the treatment described above.

Trade date: June 26, 2014

Original issue date (settlement date): June 30, 2014

Initial index level: 1,957.22

Final index level: the closing level of the index on the determination date, except in the limited circumstances described
under "Specific Terms of Your Notes -- Payment of Principal on Stated Maturity Date -- Consequences of a Market
Disruption Event or a Non-Trading Day" on page S-16 and subject to adjustment as provided under "Specific Terms of Your
Notes -- Payment of Principal on Stated Maturity Date -- Discontinuance or Modification of the Index" on page S-16

Closing level: the official closing level of the index or any successor index published by the index sponsor on any trading
day for the index

Index return: 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

Upside participation rate: 155.00%

Trigger level: 978.61, which is 50.00% of the initial index level

Trigger event: the final index level is less than the trigger level

Stated maturity date: June 28, 2024, subject to adjustment as described under "Specific Terms of Your Notes --
Payment of Principal on Stated Maturity Date -- Stated Maturity Date" on page S-15

Determination date: June 24, 2024, subject to adjustment as described under "Specific Terms of Your Notes -- Payment
of Principal on Stated Maturity Date -- Determination Date" on page S-15

No interest: the notes do not bear interest

No redemption: the notes will not be subject to redemption right or price dependent redemption right

No listing: the notes will not be listed on any securities exchange or interdealer market quotation system

Calculation agent: Goldman, Sachs & Co.

Business day: as described under "Specific Terms of Your Notes -- Special Calculation Provisions -- Business Day" on
page S-17

Trading day: as described under "Specific Terms of Your Notes -- Special Calculation Provisions -- Trading Day" on
page S-18

CUSIP no.: 38148C429

ISIN no.: US38148C4298

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 table is provided for purposes of il ustration only. It should not be taken as an indication or prediction of
future investment results and is intended merely to il ustrate the impact that the various hypothetical final index levels on the
determination date could have on the cash settlement amount at maturity assuming all other variables remain constant.

The examples below are based on a range of final index levels that are entirely hypothetical; no one can predict what the
index level wil be on any day throughout the life of your notes, and no one can predict what the final index level wil be on
the determination date. The index has been highly volatile in the past -- meaning that the index level has changed
considerably in relatively short periods -- and its performance cannot be predicted for any future period.

The information in the fol owing examples reflects 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, 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 table below such as interest rates, the
volatility of the index and our creditworthiness. In addition, the estimated value of your notes at the time the terms of your
notes 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-7 of this prospectus supplement. The information in the table also reflects
the key terms and assumptions in the box below.

Key Terms and Assumptions
Face amount
$10

Upside participation rate
155.00%

Trigger level
50.00% of the initial index level

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

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

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

For these reasons, the actual performance of the index over the life of your notes, as wel as the amount payable at
maturity, if any, 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 historical levels of the index during recent periods, see
"The Index -- Historical Closing Levels of the Index" below. Before investing in the offered notes, you should consult
publicly available information to determine the levels of the index between the date of this prospectus supplement and the
date of your purchase of the offered notes.

Also, the hypothetical examples shown below do not take into account the effects of applicable taxes. Because of the
U.S. tax treatment applicable to your notes, tax liabilities could affect the after-tax rate of return on your notes to a
comparatively greater extent than the after-tax return on the index stocks.

The levels in the left column of the table below represent hypothetical final index levels and are expressed as percentages
of the initial index level. The amounts in the middle column represent the hypothetical cash settlement amounts, based on
the corresponding hypothetical final index level (expressed as a percentage of the initial index level), assuming that a
trigger event does not occur (i.e., the final index level is greater than or equal to the trigger level), and are expressed as
percentages of the face amount of a note (rounded to the nearest one-thousandth of a percent). The amounts in the right
column represent the hypothetical cash settlement amounts, based on the corresponding hypothetical final index level
(expressed as a percentage of the initial index level), assuming that a trigger event occurs (i.e., the final index level is
less than the trigger level), and are expressed as percentages of the face amount of a note (rounded to the nearest
one-thousandth of a percent). Thus, a hypothetical cash settlement amount of 100.000% means that the value of the cash
payment that we would deliver for each $10 of the outstanding face amount of the offered notes on the stated maturity
date would equal 100.000% of the face amount of a note, based on the corresponding hypothetical final index level
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(expressed as a percentage of the initial index level) and the assumptions noted above.

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Hypothetical Final Index Level
Hypothetical Cash Settlement Amount
(as percentage of Face Amount)

(as percentage of
Trigger Event has not

Trigger Event has
occurred
occurred
Initial Index Level)

150.000%

177.500%

N/A
140.000%

162.000%

N/A
130.000%

146.500%

N/A
120.000%

131.000%

N/A
110.000%

115.500%

N/A
100.000%

100.000%

N/A
90.000%

100.000%

N/A
80.000%

100.000%

N/A
70.000%

100.000%

N/A
50.000%

100.000%

N/A
49.999%

N/A

49.999%
40.000%

N/A

40.000%
25.000%

N/A

25.000%
0.000%

N/A

0.000%

If, for example, a trigger event has occurred and the final index level were determined to be 25.000% of the initial index
level, the cash settlement amount that we would deliver on your notes at maturity would be 25.000% of the face amount of
your notes, as shown in the table above. As a result, if you purchased your notes on the original issue date at the face
amount and held them to the stated maturity date, you would lose 75.000% of your investment, which is proportionate to
the decline of the index from the trade date to the determination date (if your purchased your notes at a premium to face
amount you would lose a correspondingly higher percentage of your investment).

If, for example, a trigger event has not occurred and the final index level were determined to be 90.000% of the initial
index level, the cash settlement amount that we would deliver on your notes at maturity would be 100.000% of the face
amount of your notes, as shown in the table above. Because a trigger event has not occurred (i.e., the hypothetical final
index level is greater than or equal to the trigger level), the cash settlement amount that we would deliver on your notes at
maturity would be 100.000% of the face amount of your notes, as shown in the table above.

If, however, the final index level were determined to be 110.000% of the initial index level, the cash settlement amount that
we would deliver on your notes at maturity would be 115.500% of the face amount of your notes, as shown in the table
above. Since the hypothetical final index level is greater than the initial index level, the index return is enhanced by the
upside participation rate and the cash settlement amount that we would deliver on your notes at maturity would be
115.500% of the face amount of your notes, as shown in the table above.

The cash settlement amounts shown above are entirely hypothetical; they are based on market prices for the index stocks
that may not be achieved on the determination date and on assumptions that may prove to be erroneous. The actual
market value of your notes on the stated maturity date or at any other time, including any time you may wish to sel your
notes, may bear little relation to the hypothetical cash settlement amounts shown above, and these amounts should not be
viewed as an indication of the financial return on an investment in the offered notes. The hypothetical cash settlement
amounts on notes held to the stated maturity date in the examples above assume you purchased your notes at their face
amount and have not been adjusted to reflect the actual issue price you pay for your notes. The return on your investment
(whether positive or negative) in your notes wil be affected by the amount you pay for your notes. If you purchase your
notes for a price other than the face amount, the return on your investment wil differ from, and may be significantly lower
than, the hypothetical returns suggested by the above examples. Please read "Additional Risk Factors Specific to the
Notes -- The Market Value of Your Notes May Be Influenced by Many Unpredictable Factors" on page S-9.

Payments on the notes are economical y equivalent to the amounts that would be paid on a combination of other
instruments. For example, payments on the notes are economically equivalent to a combination of an interest-bearing bond
bought by the holder and one or more options entered into between the holder and us (with one or more implicit option
premiums paid over time). The discussion in this paragraph does not modify or affect the terms of the notes or the U.S.
federal income tax treatment of the notes, as described elsewhere in this prospectus supplement.

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We cannot predict the actual final index level or what the market value of your notes will be on any particular trading
day, nor can we predict the relationship between the index level and the market value of your notes at any time prior
to the stated maturity date. The actual amount that you will receive, if any, at maturity and the rate of return on the
offered notes will depend on the actual final index level determined by the calculation agent as described above.
Moreover, the assumptions on which the hypothetical returns are based may turn out to be inaccurate. Consequently,
the amount of cash to be paid in respect of your notes, if any, on the stated maturity date may be very different from
the information reflected in the table above.

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