Obbligazione Goldman & Sachs 3.5% ( US38150AAJ43 ) in USD

Goldman & Sachs

100 USD ▼

Stati Uniti

US38150AAJ43 ( in USD )

3.5% per anno ( pagato 2 volte l'anno)

31/01/2032

Prospetto opuscolo dell'obbligazione Goldman Sachs US38150AAJ43 en USD 3.5%, scadenza 31/01/2032

1 000 USD

/

38150AAJ4

N/A

N/A

31/01/2026 ( In 148 giorni )

Goldman Sachs è una banca d'investimento multinazionale americana che offre servizi di investimento bancario, gestione patrimoniale e trading a clienti istituzionali e privati.

Il presente articolo finanziario offre una panoramica dettagliata su un titolo obbligazionario con codice ISIN US38150AAJ43 e codice CUSIP 38150AAJ4, emesso da Goldman Sachs. Goldman Sachs è una delle principali e più rinomate istituzioni finanziarie a livello mondiale, con sede negli Stati Uniti, operante come banca d'investimento globale, società di gestione di titoli e di gestione patrimoniale, fornendo una vasta gamma di servizi finanziari a una clientela diversificata che include società, istituzioni finanziarie, governi e privati. Questa specifica obbligazione, denominata in Dollari Statunitensi (USD) e con paese di emissione gli Stati Uniti, offre un tasso d'interesse nominale del 3,5%, con una frequenza di pagamento semestrale, garantendo un flusso cedolare regolare agli investitori. La sua scadenza è fissata al 31 gennaio 2032. Attualmente, il prezzo di mercato è quotato al 100% del suo valore nominale, indicando una negoziazione alla pari. Per gli investitori interessati, la dimensione minima di acquisto è di 1.000 USD.

Pricing Supplement No. 3 dated January 27, 2017
424B2 1 d339411d424b2.htm PRICING SUPPLEMENT NO. 3 DATED JANUARY 27, 2017
Table of Contents
File d Pursua nt t o Rule 4 2 4 (b)(2 )
Re gist ra t ion St a t e m e nt N o. 3 3 3 -1 9 8 7 3 5

$ 2 ,5 0 0 ,0 0 0

T he Goldm a n Sa c hs Group, I nc .
Callable Step-Up Fixed Rate Notes due 2032

We will pay you interest semi-annually on your notes at a rate of 3.50% per annum from and including January 31, 2017 to
but excluding January 31, 2022. We will pay you interest semi-annually on your notes at a rate of 3.75% per annum from and
including January 31, 2022 to but excluding January 31, 2026. We will pay you interest semi-annually on your notes at a rate of
4.25% per annum from and including January 31, 2026 to but excluding January 31, 2029. We will pay you interest semi-annually
on your notes at a rate of 5.00% per annum from and including January 31, 2029 to but excluding January 31, 2031. We will pay
you interest semi-annually on your notes at a rate of 7.00% per annum from and including January 31, 2031 to but excluding the
stated maturity date (January 31, 2032). Interest will be paid on each January 31 and July 31. The first such payment will be made
on July 31, 2017.
I n a ddit ion, w e m a y re de e m t he not e s a t our opt ion, in w hole but not in pa rt , on e a c h J a nua ry 3 1 ,
April 3 0 , J uly 3 1 a nd Oc t obe r 3 1 on or a ft e r J a nua ry 3 1 , 2 0 1 8 , upon five busine ss da ys' prior not ic e , a t a
re de m pt ion pric e e qua l t o 1 0 0 % of t he out st a nding princ ipa l a m ount plus a c c rue d a nd unpa id int e re st t o
but e x c luding t he re de m pt ion da t e . Alt hough t he int e re st ra t e w ill st e p up during t he life of your not e s, you
m a y not be ne fit from suc h inc re a se in t he int e re st ra t e if your not e s a re re de e m e d prior t o t he st a t e d
m a t urit y da t e .

Per Note
Total
Initial price to public

100.00%
$2,500,000
Underwriting discount

3.09%
$
77,250
Proceeds, before expenses, to The Goldman Sachs Group, Inc.

96.91%
$2,422,750

The initial price to public set forth above does not include accrued interest, if any. Interest on the notes will accrue from
January 31, 2017 and must be paid by the purchaser if the notes are delivered after January 31, 2017. 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.

If interest rates increase, in most cases the market value of the notes will decrease and, if you sell the notes prior to maturity,
you will receive less than the principal amount of the notes.
The return (whether positive or negative) on your investment in notes will depend in part on the issue price you pay for such
notes.
N e it he r t he Se c urit ie s a nd Ex c ha nge Com m ission nor a ny ot he r re gula t ory body ha s a pprove d or
disa pprove d of t he se se c urit ie s or pa sse d upon t he a c c ura c y or a de qua c y of t his prospe c t us. Any
re pre se nt a t ion t o t he c ont ra ry is a c rim ina l offe nse .
T he not e s a re not ba nk de posit s a nd a re not insure d by t he Fe de ra l De posit I nsura nc e Corpora t ion or
a ny ot he r gove rnm e nt a l a ge nc y, nor a re t he y obliga t ions of, or gua ra nt e e d by, a ba nk .

Goldman Sachs may use this prospectus in the initial sale of the notes. In addition, Goldman, Sachs & Co. or any other
affiliate of Goldman Sachs may use this prospectus in a market-making transaction in the notes after their initial sale. Unless
Goldman Sachs or its agent informs the purchaser otherwise in the confirmation of sale, this prospectus is being used in a market-
making transaction.

Goldm a n, Sa c hs & Co.
I nc a pit a l LLC

Pricing Supplement No. 3 dated January 27, 2017.
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Pricing Supplement No. 3 dated January 27, 2017
Table of Contents
About Y our Prospe c t us
The notes are part of the Medium-Term Notes, Series N program of The Goldman Sachs Group, Inc. This prospectus includes
this pricing supplement and the accompanying documents listed below. This pricing supplement constitutes a supplement to the
documents listed below and should be read in conjunction with such documents:

· Prospectus supplement dated January 19, 2017

· Prospectus dated January 6, 2017
The information in this pricing supplement supersedes any conflicting information in the documents listed above. In addition,
some of the terms or features described in the listed documents may not apply to your notes.
Table of Contents
SPECI FI C T ERM S OF T H E N OT ES

Please note that in this section entitled "Specific Terms of the Notes", references to "The Goldman Sachs Group,
Inc.", "we", "our" and "us" mean only The Goldman Sachs Group, Inc. and do not include any of its subsidiaries or
affiliates. Also, in this section, references to "holders" mean The Depository Trust Company (DTC) or its nominee
and not indirect owners who own beneficial interests in notes through participants in DTC. Please review the special
considerations that apply to indirect owners in the accompanying prospectus, under "Legal Ownership and
Book-Entry Issuance".
This pricing supplement no. 3 dated January 27, 2017 (pricing supplement) and the accompanying prospectus dated
January 6, 2017 (accompanying prospectus), relating to the notes, should be read together. Because the notes are part of a series
of our debt securities called Medium-Term Notes, Series N, this pricing supplement and the accompanying prospectus should also
be read with the accompanying prospectus supplement, dated January 19, 2017 (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.
The notes are part of a separate series of our debt securities under our Medium-Term Notes, Series N program governed by
our Senior Debt Indenture, dated as of July 16, 2008, as amended, between us and The Bank of New York Mellon, as trustee. This
pricing supplement summarizes specific terms that will apply to your notes. The terms of the notes described here supplement
those described in the accompanying prospectus supplement and accompanying prospectus and, if the terms described here are
inconsistent with those described there, the terms described here are controlling.
T e rm s of t he Ca lla ble St e p-U p Fix e d Ra t e N ot e s due 2 0 3 2

I ssue r: The Goldman Sachs Group, Inc.
capital gain or loss equal to the difference, if any, between
Princ ipa l a m ount : $2,500,000
(i) the amount realized on the disposition (other than amounts
attributable to accrued but unpaid interest, which would be
Spe c ifie d c urre nc y: U.S. dollars ($)
treated as such) and (ii) the U.S. holder's adjusted tax basis in
T ype of N ot e s: Fixed rate notes (notes)
the note.
De nom ina t ions: $1,000 and integral multiples of $1,000 in
I nt e re st pa ym e nt da t e s: January 31 and July 31 of each
excess thereof
year, commencing on July 31, 2017 and ending on the stated
maturity date
T ra de da t e : January 27, 2017
Re gula r re c ord da t e s: for interest due on an interest
Origina l issue da t e : January 31, 2017
payment date, the day immediately prior to the day on which
St a t e d m a t urit y da t e : January 31, 2032
payment is to be made (as such payment day may be adjusted
I nt e re st ra t e : 3.50% per annum from and including January
under the applicable business day convention specified below)
31, 2017 to but excluding January 31, 2022; 3.75% per annum
Da y c ount c onve nt ion: 30/360
from and including January 31, 2022 to but excluding
Busine ss da y: New York
January 31, 2026; 4.25% per annum from and including
January 31, 2026 to but excluding January 31, 2029; 5.00%
Busine ss da y c onve nt ion: following unadjusted
per annum from and including January 31, 2029 to but
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Pricing Supplement No. 3 dated January 27, 2017
Re de m pt ion a t opt ion of issue r be fore st a t e d
excluding January 31, 2031; 7.00% per annum from and
m a t urit y: We may redeem the notes at our option, in whole
including January 31, 2031 to but excluding January 31, 2032
but not in part, on each January 31, April 30, July 31 and
Supple m e nt a l disc ussion of U .S. fe de ra l inc om e t a x
October 31 on or after January 31, 2018, upon five business
c onse que nc e s: Subject to the discussion set forth in the
days' prior notice, at a redemption price equal to 100% of the
section referenced below regarding short-term debt securities,
outstanding principal amount plus accrued and unpaid interest
it is the opinion of Sidley Austin LLP that interest on a note will
to but excluding the redemption date
be taxable to a U.S. holder as ordinary interest income at the
Lim it e d e ve nt s of de fa ult : The only events of default for
time it accrues or is received in accordance with the U.S.
the notes are (i) interest or principal payment defaults that
holder's normal method of accounting for tax purposes
continue for 30 days and (ii) certain insolvency events. No
(regardless of whether we call the notes). Upon the disposition
other breach or default under our senior debt indenture or the
of a note by sale, exchange, redemption or retirement (i.e., if
notes will result in an event of default for the notes or permit
we exercise our right to call the notes or otherwise) or other
the trustee or holders to accelerate the maturity of any debt
disposition, a U.S. holder will generally recognize
securities that is, they will not be entitled to declare the
principal amount of any notes to

PS-2
Table of Contents
be immediately due and payable. See "Risks Relating to
FDI C: The notes are not bank deposits and are not insured by
Regulatory Resolution Strategies and Long-Term Debt
the Federal Deposit Insurance Corporation or any other
Requirements" and "Description of Debt Securities We May
governmental agency, nor are they obligations of, or
Offer -- Default, Remedies and Waiver of Default -- Securities
guaranteed by, a bank
Issued on or After January 1, 2017 under the 2008 Indenture"
Ca lc ula t ion Age nt : Goldman, Sachs & Co.
in the accompanying prospectus for further details.
Fore ign Ac c ount T a x Com plia nc e Ac t (FAT CA)
List ing: None
Wit hholding M a y Apply t o Pa ym e nt s on Y our N ot e s,
ERI SA: as described under "Employee Retirement Income
I nc luding a s a Re sult of t he Fa ilure of t he Ba nk or
Security Act" on page 125 of the accompanying prospectus
Brok e r T hrough Whic h Y ou H old t he N ot e s t o
CU SI P no.: 38150AAJ4
Provide I nform a t ion t o T a x Aut horit ie s:
I SI N no.: US38150AAJ43
Please see the discussion under "United States Taxation --
Taxation of Debt Securities -- Foreign Account Tax
Form of not e s: Your notes will be issued in book-entry form
Compliance Act (FATCA) Withholding" in the accompanying
and represented by a master global note. You should read the
prospectus for a description of the applicability of FATCA to
section "Legal Ownership and Book- Entry Issuance" in the
payments made on your notes.
accompanying prospectus for more information about notes
issued in book-entry form
De fe a sa nc e a pplie s a s follow s:

·
full defeasance -- i.e., our right to be relieved of all 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

PS-3
Table of Contents
ADDI T I ON AL I N FORM AT I ON ABOU T T H E N OT ES
Book-Entry System
We will issue the notes as a master global note registered in the name of DTC, or its nominee. The sale of the notes will
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Pricing Supplement No. 3 dated January 27, 2017
settle in immediately available funds through DTC. You will not be permitted to withdraw the notes from DTC except in the limited
situations described in the accompanying prospectus under "Legal Ownership and Book-Entry Issuance -- What Is a Global
Security? -- Holder's Option to Obtain a Non-Global Security; Special Situations When a Global Security Will Be Terminated".
Investors may hold interests in a master global note through organizations that participate, directly or indirectly, in the DTC system.
In addition to this pricing supplement, the following provisions are hereby incorporated into the global master note: the
description of the 30/360 day count convention appearing under "Description of Debt Securities We May Offer Calculations of
Interest on Debt Securities Interest Rates and Interest" in the accompanying prospectus, the description of New York business
day appearing under "Description of Debt Securities We May Offer Calculations of Interest on Debt Securities Business Days"
in the accompanying prospectus, the description of the following unadjusted business day convention appearing under "Description
of Debt Securities We May Offer Calculations of Interest on Debt Securities Business Day Conventions" in the accompanying
prospectus and the section "Description of Debt Securities We May Offer Defeasance and Covenant Defeasance" in the
accompanying prospectus.
When We Can Redeem the Notes
We will be permitted to redeem the notes at our option before their stated maturity, as described below. The notes will not be
entitled to the benefit of any sinking fund that is, we will not deposit money on a regular basis into any separate custodial account
to repay your note. In addition, you will not be entitled to require us to buy your note from you before its stated maturity.
We will have the right to redeem the notes at our option, in whole but not in part, on each January 31, April 30, July 31 and
October 31 on or after January 31, 2018, at a redemption price equal to 100% of the outstanding principal amount plus accrued
and unpaid interest to but excluding the redemption date. We will provide not less than five business days' prior notice in the
manner described under "Description of Debt Securities We May Offer -- Notices" in the attached prospectus. If the redemption
notice is given and funds deposited as required, then interest will cease to accrue on and after the redemption date on the notes. If
any redemption date is not a business day, we will pay the redemption price on the next business day without any interest or other
payment due to the delay.
What are the Tax Consequences of the Notes
You should carefully consider, among other things, the matters set forth under "United States Taxation" in the accompanying
prospectus supplement and the accompanying prospectus. The following discussion summarizes certain of the material U.S.
federal income tax consequences of the purchase, beneficial ownership, and disposition of each of the notes. This summary
supplements the section "United States Taxation" in the accompanying prospectus supplement and the accompanying prospectus
and is subject to the limitations and exceptions set forth therein.
As of the original issue date, the notes should not be treated as issued with "original issue discount" ("OID") despite the fact
that the interest rate on the notes is scheduled to step-up over the term of the notes because Treasury regulations generally deem
an issuer to exercise a call option in a manner that minimizes the yield on the debt instrument for purposes of determining whether
a debt instrument is issued with OID. The yield on the notes would be minimized if we call the notes immediately before the
increase in the interest rate on January 31, 2022 and therefore the notes should be treated as maturing on such date for OID
purposes. This assumption is made solely for purposes of determining whether the notes are issued with OID for U.S. federal
income tax purposes, and is not an indication of our intention to call or not to call the notes at any time. If we do not call the notes
prior to the increase in the interest rate then, solely for OID purposes, the notes will be deemed to be reissued at their adjusted
issue price on January 31, 2022. This deemed issuance should not give rise to taxable gain or loss to holders. The same analysis
would apply to the increase in the interest rate on January 31, 2026, January 31, 2029, and January 31, 2031. If the notes are not
called on the interest payment date occurring on January 31, 2031 then, because the period between the interest payment date on
January 31, 2031 and the stated maturity date of the notes is one year or less, the notes, upon their deemed reissuance on
January 31, 2031, could be treated as short-term debt securities for OID purposes (but not for purposes of determining the holding
period of your notes). For a discussion of the U.S. federal income tax consequences to a U.S. holder of owning short-term debt
securities, please review the section entitled "United States Taxation Taxation of Debt Securities United States Holders Short-
Term Debt Securities" in the accompanying prospectus.

PS-4
Table of Contents
Under this approach, and subject to the discussion above regarding short-term debt securities, interest on a note will be
taxable to a U.S. holder as ordinary interest income at the time it accrues or is received in accordance with the U.S. holder's
normal method of accounting for tax purposes (regardless of whether we call the notes).
Upon the disposition of a note by sale, exchange, redemption or retirement (i.e., if we exercise our right to call the notes or
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Pricing Supplement No. 3 dated January 27, 2017
otherwise) or other disposition, a U.S. holder will generally recognize capital gain or loss equal to the difference, if any, between
(i) the amount realized on the disposition (other than amounts attributable to accrued but unpaid interest, which would be treated
as such) and (ii) the U.S. holder's adjusted tax basis in the note. A U.S. holder's adjusted tax basis in a note generally will equal
the cost of the note (net of accrued interest) to the U.S. holder. The deductibility of capital losses is subject to significant limitations.
Foreign Account Tax Compliance Act (FATCA) Withholding. Pursuant to Treasury regulations, Foreign Account Tax
Compliance Act (FATCA) withholding (as described in "United States Taxation--Taxation of Debt Securities--Foreign Account Tax
Compliance Act (FATCA) Withholding" in the accompanying prospectus) will generally apply to obligations that are issued on or
after July 1, 2014; therefore, the notes will generally be subject to FATCA withholding. However, according to published guidance,
the withholding tax described above will not apply to payments of gross proceeds from the sale, exchange, redemption or other
disposition of the notes made before January 1, 2019.

PS-5
Table of Contents
SU PPLEM EN T AL PLAN OF DI ST RI BU T I ON
The Goldman Sachs Group, Inc. and the underwriters for this offering named below have entered into a distribution agreement
with respect to the notes. Subject to certain conditions, each underwriter named below has severally agreed to purchase the
principal amount of notes indicated in the following table.

Princ ipa l Am ount
U nde rw rit e rs

of N ot e s

Goldman, Sachs & Co.

$
1,250,000
Incapital LLC

$
1,250,000

Total

$
2,500,000

Notes sold by the underwriters to the public will initially be offered at the initial price to public set forth on the cover of this
pricing supplement. The underwriters intend to purchase the notes from The Goldman Sachs Group, Inc. at a purchase price equal
to the initial price to public less a discount of 3.09% of the principal amount of the notes. Any notes sold by the underwriters to
securities dealers may be sold at a discount from the initial price to public of up to 2.54% of the principal amount of the notes. If all
of the offered notes are not sold at the initial price to public, the underwriters may change the offering price and the other selling
terms. In addition to offers and sales at the initial price to public, the underwriters may offer the notes from time to time for sale in
one or more transactions at market prices prevailing at the time of sale, at prices related to market prices or at negotiated prices.
Please note that the information about the initial price to public and net proceeds to The Goldman Sachs Group, Inc. on the
front cover page relates only to the initial sale of the notes. If you have purchased a note in a market-making transaction by
Goldman, Sachs & Co. or any other affiliate of The Goldman Sachs Group, Inc. after the initial sale, information about the price
and date of sale to you will be provided in a separate confirmation of sale.
Each underwriter has represented and agreed that it will not offer or sell the notes in the United States or to United States
persons except if such offers or sales are made by or through FINRA member broker-dealers registered with the U.S. Securities
and Exchange Commission.
The Goldman Sachs Group, Inc. estimates that its share of the total offering expenses, excluding underwriting discounts and
commissions, whether paid to Goldman, Sachs & Co. or any other underwriter, will be approximately $15,000.
We will deliver the notes against payment therefor in New York, New York on January 31, 2017, which is the second
scheduled business day following the date of this pricing supplement and of the pricing of the notes.
The notes are a new issue of securities with no established trading market. The Goldman Sachs Group, Inc. has been advised
by Goldman, Sachs & Co. and Incapital LLC that they may make a market in the notes. Goldman, Sachs & Co. and Incapital LLC
are not obligated to do so and may discontinue market-making at any time without notice. No assurance can be given as to the
liquidity of the trading market for the notes.
The Goldman Sachs Group, Inc. has agreed to indemnify the several underwriters against certain liabilities, including liabilities
under the Securities Act of 1933.
Certain of the underwriters and their affiliates have in the past provided, and may in the future from time to time provide,
investment banking and general financing and banking services to The Goldman Sachs Group, Inc. and its affiliates, for which they
have in the past received, and may in the future receive, customary fees. The Goldman Sachs Group, Inc. and its affiliates have in
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Pricing Supplement No. 3 dated January 27, 2017
the past provided, and may in the future from time to time provide, similar services to the underwriters and their affiliates on
customary terms and for customary fees. Goldman, Sachs & Co., one of the

PS-6
Table of Contents
underwriters, is an affiliate of The Goldman Sachs Group, Inc. Please see "Plan of Distribution--Conflicts of Interest" on page 124
of the accompanying prospectus.
Conflic t s of I nt e re st
GS&Co. is an affiliate of The Goldman Sachs Group, Inc. and, as such, will have a "conflict of interest" in this offering of notes
within the meaning of Financial Industry Regulatory Authority, Inc. (FINRA) Rule 5121. Consequently, this offering of notes will be
conducted in compliance with the provisions of FINRA Rule 5121. GS&Co. will not be permitted to sell notes in this offering to an
account over which it exercises discretionary authority without the prior specific written approval of the account holder.

PS-7
Table of Contents
V ALI DI T Y OF T H E N OT ES
In the opinion of Sidley Austin LLP, as counsel to The Goldman Sachs Group, Inc., when the notes offered by this pricing
supplement have been executed and issued by The Goldman Sachs Group, Inc. and authenticated by the trustee pursuant to the
indenture, and delivered against payment as contemplated herein, such notes will be valid and binding obligations of The Goldman
Sachs Group, Inc., enforceable in accordance with their terms, subject to applicable bankruptcy, insolvency and similar laws
affecting creditors' rights generally, concepts of reasonableness and equitable principles of general applicability (including, without
limitation, concepts of good faith, fair dealing and the lack of bad faith), provided that such counsel expresses no opinion as to the
effect of fraudulent conveyance, fraudulent transfer or similar provision of applicable law on the conclusions expressed above. This
opinion is given as of the date hereof and is limited to the laws of the State of New York and the General Corporation Law of the
State of Delaware as in effect on the date hereof. In addition, this opinion is subject to customary assumptions about the trustee's
authorization, execution and delivery of the indenture and the genuineness of signatures and certain factual matters, all as stated in
the letter of such counsel dated January 19, 2017, which has been filed as an exhibit to a Current Report on Form 8-K filed with
the Securities and Exchange Commission on January 19, 2017.

PS-8
Table of Contents

We have not authorized anyone to provide any information
or to make any representations other than those contained or

incorporated by reference in this pricing supplement, the
accompanying prospectus supplement or the accompanying
prospectus. We take no responsibility for, and can provide no
assurance as to the reliability of, any other information that

others may give you. This pricing supplement, the
accompanying prospectus supplement and the accompanying
prospectus is an offer to sell only the notes offered hereby, but
$2,500,000
only under circumstances and in jurisdictions where it is lawful

to do so. The information contained in this pricing supplement,
the accompanying prospectus supplement and the

accompanying prospectus is current only as of the respective
dates of such documents.
T he Goldm a n Sa c hs Group, I nc .

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Pricing Supplement No. 3 dated January 27, 2017

TABLE OF CONTENTS
Callable Step-Up Fixed Rate
Notes due 2032
Pricing Supplement

Pa ge
Specific Terms of the Notes

PS-2
Additional Information About the Notes
PS-4
Supplemental Plan of Distribution
PS-6
Conflicts of Interest
PS-7
Validity of the Notes
PS-8

Prospectus Supplement dated January 19, 2017

Use of Proceeds
S-2
Description of Notes We May Offer
S-3

Considerations Relating to Indexed Notes
S-19
United States Taxation
S-22

Employee Retirement Income Security Act
S-23
Supplemental Plan of Distribution
S-24
Validity of the Notes
S-26
Prospectus dated January 6, 2017

Available Information

2
Prospectus Summary

4
Risks Relating to Regulatory Resolution Strategies and Long-Term
Debt Requirements

8
Use of Proceeds

12
Description of Debt Securities We May Offer

13

Description of Warrants We May Offer

45
Description of Purchase Contracts We May Offer

62

Description of Units We May Offer

67
Description of Preferred Stock We May Offer

73
Description of Capital Stock of The Goldman Sachs Group, Inc.

81

Legal Ownership and Book-Entry Issuance

86
Considerations Relating to Floating Rate Securities

91
Considerations Relating to Indexed Securities

93
Considerations Relating to Securities Denominated or Payable in or
Linked to a Non-U.S. Dollar Currency

94
United States Taxation

97
Plan of Distribution
121
Conflicts of Interest
124
Goldm a n, Sa c hs & Co.
Employee Retirement Income Security Act
125
Validity of the Securities
126
Experts
126
I nc a pit a l LLC
Review of Unaudited Condensed Consolidated Financial Statements
by Independent Registered Public Accounting Firm
127
Cautionary Statement Pursuant to the Private Securities Litigation
Reform Act of 1995
127

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Document Outline

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