New Issue: Goldman prices $4.17 million 0% notes exchangeable for Yahoo! at premium

New York, Dec. 15 - The Goldman Sachs Group Inc. priced $4.17 million principal amount of five-year zero-coupon notes exchangeable for Yahoo! Inc. stock, according to a 424B3 filing with the Securities and Exchange Commission.

The notes priced at a premium of 120, giving a yield to call of negative 8.91% and a yield to maturity of negative 3.61%.

Yahoo! stock has to rise 11.15% above its initial price of $37.269 for holders to receive more than the 120% of par they paid.

Terms of the deal are as follows:

Issuer:	The Goldman Sachs Group Inc.
Issue:	Exchangeable medium-term notes
Underlying stock:	Yahoo! Inc.
Amount:	$4.17 million principal amount ($5 million proceeds)
Maturity:	Dec. 15, 2009
Coupon:	0%
Price:	120
Yield:	-8.91% to call, -3.61% to maturity
Exchange ratio:	28.968, in cash or stock at Goldman's option
Payout at maturity:	Par in cash, automatic exchange if more valuable
Call:	Dec. 15, 2006 onwards at par, automatic exchange if more valuable
Pricing date:	Dec. 8
Settlement date:	Dec. 15
Underwriter:	Goldman, Sachs & Co.
Distribution:	Off shelf

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