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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (G) OF THE
SECURITIES EXCHANGE ACT OF 1934
THE GOLDMAN SACHS GROUP, INC.
(Exact name of registrant as specified in its charter)
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<S> <C>
DELAWARE 13-4019460
(State of incorporation or organization) (I.R.S. Employer Identification No.)
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85 BROAD STREET, NEW YORK, NEW YORK 10004
(Address of Principal Executive Offices) (Zip Code)
If this form relates to the registration of a class of securities pursuant to
Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box./X/
If this form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box./ /
Securities Act registration statement file number to which this form relates:
333-36178 (If applicable)
Securities to be registered pursuant to Section 12(b) of the Act:
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Title of each class Name of each exchange on which
to be so registered each class is to be registered
8% RESET YES NOTES DUE 2002 AMERICAN STOCK EXCHANGE
(YIELD-ENHANCED SECURITIES SUBJECT TO
MANDATORY EXCHANGE FOR COMMON STOCK OF
BROCADE COMMUNICATIONS SYSTEMS, INC.)
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Securities to be registered pursuant to Section 12(g) of the Act:
NONE
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The material set forth in (i) the section captioned "Description
of Notes We May Offer" and "Description of Debt Securities We May Offer" in the
registrant's registration statement on Form S-3 (No. 333-36178) and (ii) the
section "Specific Terms of Your Note" in the Prospectus Supplement No. 136,
dated October 5, 2000 to the registrant's Prospectus, dated May 8, 2000, and
Prospectus Supplement, dated May 10, 2000, is incorporated herein by reference.
ITEM 2. EXHIBITS.
1. Indenture, dated as of May 19, 1999, between The Goldman Sachs
Group, Inc. and The Bank of New York, as trustee, incorporated
herein by reference to Exhibit 6 to the registrant's registration
statement on Form 8-A (No. 001-14965).
2. Form of The Goldman Sachs Group, Inc.'s 8% Reset YES Notes due
2002 (Yield-Enhanced Securities Subject to Mandatory Exchange for
Common Stock of Brocade Communications Systems, Inc.).
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, the registrant has duly caused this registration statement to be signed on
its behalf by the undersigned, thereto duly authorized.
Date: October 12, 2000 THE GOLDMAN SACHS GROUP, INC.
By: /s/ Dan H. Jester
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Name: Dan H. Jester
Title: Vice President and Treasurer
