UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):
December 18, 2007

THE GOLDMAN SACHS GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware	No. 001-14965	No. 13-4019460
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

85 Broad Street New York, New York	10004
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (212) 902-1000

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

EX-99.1: Press Release

Item 2.02 Results of Operations and Financial Condition.

On December 18, 2007, The Goldman Sachs Group, Inc. (the Registrant) reported its earnings for its fiscal fourth quarter and fiscal year ended November 30, 2007. A copy of the Registrant’s press release containing this information is being furnished as Exhibit 99.1 to this Report on Form 8-K and is incorporated herein by reference.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the Exchange Act) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Registrant under the Securities Act of 1933 or the Exchange Act.

Item 8.01 Other Events.

On December 18, 2007, the Registrant reported net revenues of $45.99 billion and net earnings of $11.60 billion for the year ended November 30, 2007. Diluted earnings per common share were $24.73, an increase of 26% compared with $19.69 for the year ended November 24, 2006. Return on average tangible common shareholders’ equity ⁽¹⁾ (ROTE) was 38.2% and return on average common shareholders’ equity (ROE) was 32.7% for 2007.

Fourth quarter net revenues were $10.74 billion and net earnings were $3.22 billion. Diluted earnings per common share were $7.01 compared with $6.59 for the same 2006 quarter and $6.13 for the third quarter of 2007. Annualized ROTE ⁽¹⁾ was 40.1% and annualized ROE was 34.6% for the fourth quarter of 2007.

Net Revenues

Investment Banking

Full Year
Net revenues in Investment Banking were $7.56 billion for the year, 34% higher than 2006. Net revenues in Financial Advisory were $4.22 billion, 64% higher than 2006, primarily reflecting growth in industry-wide completed mergers and acquisitions. Net revenues in the firm’s Underwriting business were $3.33 billion, 9% higher than 2006, due to higher net revenues in debt underwriting, primarily reflecting strength in leveraged finance during the first half of the year. Net revenues in equity underwriting were also strong, but essentially unchanged from 2006.

Fourth Quarter
Net revenues in Investment Banking were $1.97 billion, 47% higher than the fourth quarter of 2006 and 8% lower than a particularly strong third quarter of 2007. Net revenues in Financial Advisory were $1.24 billion, 98% higher than the fourth quarter of 2006, reflecting increased

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client activity. Net revenues in the firm’s Underwriting business were $733 million, essentially unchanged from the fourth quarter of 2006. Net revenues in equity underwriting were higher, primarily reflecting an increase in initial public offerings. Results in debt underwriting were lower, primarily due to a decrease in leveraged finance and mortgage-related activity, reflecting challenging market conditions, partially offset by an increase in investment-grade activity.

The firm’s investment banking transaction backlog decreased during the quarter, but was higher than at the end of 2006. ⁽²⁾

Trading and Principal Investments

Full Year
Net revenues in Trading and Principal Investments were $31.23 billion for the year, 22% higher than 2006.

Net revenues in Fixed Income, Currency and Commodities (FICC) were $16.17 billion for the year, 13% higher than 2006, reflecting significantly higher net revenues in currencies and interest rate products. In addition, net revenues in mortgages were higher despite a significant deterioration in the mortgage market throughout the year, while net revenues in credit products were strong, but slightly lower compared with the prior year. Credit products included substantial gains from equity investments, including a gain of approximately $900 million related to the disposition of Horizon Wind Energy L.L.C., as well as a loss of approximately $1 billion, net of hedges, related to non-investment-grade credit origination activities. Net revenues in commodities were also strong but lower compared with 2006. During 2007, FICC operated in an environment generally characterized by strong customer-driven activity and favorable market opportunities. However, during the year, the mortgage market experienced significant deterioration and, in the second half of the year, the broader credit markets were characterized by wider spreads and reduced levels of liquidity.

Net revenues in Equities were $11.30 billion for the year, 33% higher than 2006, reflecting significantly higher net revenues in both the firm’s customer franchise businesses and principal strategies. The customer franchise businesses benefited from significantly higher commission volumes. During 2007, Equities operated in an environment characterized by strong customer-driven activity, generally higher equity prices and higher levels of volatility, particularly during the second half of the year.

Principal Investments recorded net revenues of $3.76 billion for the year, reflecting gains and overrides from corporate and real estate principal investments. Results in Principal Investments included a $495 million gain related to the firm’s investment in the ordinary shares of Industrial and Commercial Bank of China Limited (ICBC) and a $129 million loss related to the firm’s investment in the convertible preferred stock of Sumitomo Mitsui Financial Group, Inc. (SMFG).

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Fourth Quarter
Net revenues in Trading and Principal Investments were $6.93 billion, 4% higher than the fourth quarter of 2006 and 16% lower than the third quarter of 2007.

Net revenues in FICC were $3.30 billion, 6% higher than the fourth quarter of 2006, reflecting significantly higher net revenues in currencies and commodities. The increase in commodities reflected a gain of approximately $800 million from the sale of a majority interest in 14 power generation facilities held by Cogentrix Energy, Inc. In addition, net revenues in mortgages and interest rate products were higher. Net revenues in credit products declined significantly, reflecting lower results from equity investments, partially offset by a gain of approximately
$500 million, net of hedges, related to non-investment-grade credit origination activities. Results from equity investments declined in part due to a gain of approximately $500 million on Accordia Golf Co., Ltd. during the fourth quarter of 2006. During the quarter, while customer-driven activity was generally solid, FICC operated in a challenging environment characterized by continued deterioration in the mortgage market and weakness in the corporate credit market.

Net revenues in Equities were $2.59 billion, 22% higher than the fourth quarter of 2006, primarily reflecting significantly higher net revenues in the firm’s customer franchise businesses. The customer franchise businesses benefited from significantly higher commission volumes. During the quarter, Equities operated in an environment characterized by strong customer-driven activity and volatile markets.

Principal Investments recorded net revenues of $1.04 billion for the fourth quarter of 2007, reflecting gains and overrides from corporate and real estate principal investments. Results in Principal Investments included a $163 million gain related to the firm’s investment in the ordinary shares of ICBC.

Asset Management and Securities Services

Full Year
Net revenues in Asset Management and Securities Services were $7.21 billion for the year, 11% higher than 2006.

Asset Management net revenues were $4.49 billion for the year, 5% higher than 2006, reflecting a 29% increase in management and other fees, partially offset by significantly lower incentive fees. Incentive fees were $187 million for 2007 compared with $962 million for 2006. During the year, assets under management increased $192 billion, or 28%, to $868 billion, reflecting non-money market net inflows of $73 billion ⁽³⁾, primarily in fixed income and equity assets, money market net inflows of $88 billion, and net market appreciation of $31 billion, reflecting appreciation in fixed income and equity assets, partially offset by depreciation in alternative investment assets.

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Securities Services net revenues were $2.72 billion for the year, 25% higher than 2006, as the firm’s prime brokerage business continued to generate strong results, primarily reflecting significantly higher customer balances in securities lending and margin lending.

Fourth Quarter
Net revenues in Asset Management and Securities Services were $1.84 billion, 29% higher than the fourth quarter of 2006 and 6% lower than the third quarter of 2007.

Asset Management net revenues were $1.17 billion, 25% higher than the fourth quarter of 2006, reflecting higher management and other fees. During the quarter, assets under management increased $72 billion, or 9%, to $868 billion, reflecting non-money market net inflows of
$16 billion ⁽³⁾, primarily in fixed income assets, money market net inflows of $42 billion and market appreciation of $14 billion in fixed income and equity assets.

Securities Services net revenues were $672 million, 35% higher than the fourth quarter of 2006, reflecting significantly higher customer balances in securities lending and margin lending.

Expenses

Operating expenses were $28.38 billion for 2007, 23% higher than 2006.

Compensation and Benefits

Compensation and benefits expenses were $20.19 billion for 2007, 23% higher than 2006, reflecting increased discretionary compensation and growth in employment levels. The ratio of compensation and benefits to net revenues for 2007 was 43.9% compared with 43.7% for 2006. Employment levels increased 15% compared with the end of 2006, including a 2% increase during the fourth quarter.

Non-Compensation Expenses

Full Year
Non-compensation expenses were $8.19 billion for 2007, 23% higher than 2006, primarily attributable to higher levels of business activity and continued geographic expansion. One-half of this increase was attributable to brokerage, clearing, exchange and distribution fees, principally reflecting higher transaction volumes in Equities. Other expenses, professional fees, and communications and technology expenses also increased, primarily due to higher levels of business activity. Occupancy and depreciation and amortization expenses included exit costs of $128 million related to the firm’s office space.

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Fourth Quarter
Non-compensation expenses were $2.41 billion, 26% higher than the fourth quarter of 2006 and 12% higher than the third quarter of 2007. The increase compared with the fourth quarter of 2006 was primarily attributable to higher brokerage, clearing, exchange and distribution fees, principally due to higher transaction volumes in Equities, and an increase in occupancy and depreciation and amortization expenses, including exit costs of $128 million related to the firm’s office space.

Provision For Taxes

The effective income tax rate was 34.1% for 2007, up from 33.2% for the first nine months of 2007 and down from 34.5% for 2006. The increase in the effective income tax rate for 2007 compared with the first nine months of 2007 was primarily due to changes in the geographic earnings mix and a decrease in tax credits.

Capital

As of November 30, 2007, total capital was $206.97 billion, consisting of $42.80 billion in total shareholders’ equity (common shareholders’ equity of $39.70 billion and preferred stock of $3.10 billion) and $164.17 billion in unsecured long-term borrowings. Book value per common share was $90.43, an increase of 25% compared with the end of 2006 and an increase of 7% compared with the end of the third quarter of 2007. Tangible book value per common share was $78.88 ⁽¹⁾, an increase of 28% compared with the end of 2006 and an increase of 8% compared with the end of the third quarter of 2007. Book value and tangible book value per common share are based on common shares outstanding, including restricted stock units granted to employees with no future service requirements, of 439.0 million at period end.

The firm repurchased 41.2 million shares of its common stock during 2007 at an average cost per share of $217.29, for a total cost of $8.96 billion, including 11.6 million shares during the fourth quarter at an average cost per share of $230.65, for a total cost of $2.68 billion. On December 17, 2007, the Board of Directors of The Goldman Sachs Group, Inc. (the Board) authorized the repurchase of an additional 60.0 million shares of common stock pursuant to the firm’s existing share repurchase program. The remaining share authorization under the firm’s existing share repurchase program, including the newly authorized amount, is 71.4 million shares.

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Dividends

The Board declared a dividend of $0.35 per common share to be paid on February 28, 2008 to common shareholders of record on January 29, 2008. The Board also declared dividends of $351.84, $387.50, $351.84 and $346.84 per share of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock, respectively (represented by depositary shares, each representing a 1/1,000th interest in a share of preferred stock), to be paid on February 11, 2008 to preferred shareholders of record on January 27, 2008.

Cautionary Note Regarding Forward-Looking Statements

This Report on Form 8-K contains “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are not historical facts but instead represent only the Registrant’s beliefs regarding future events, many of which, by their nature, are inherently uncertain and outside of the Registrant’s control. It is possible that the Registrant’s actual results and financial condition may differ, possibly materially, from the anticipated results and financial condition indicated in these forward-looking statements. For a discussion of some of the risks and important factors that could affect the Registrant’s future results and financial condition, see “Risk Factors” in Part I, Item 1A of the Registrant’s Annual Report on Form 10-K for the fiscal year ended November 24, 2006 and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of the Registrant’s Annual Report on Form 10-K for the fiscal year ended November 24, 2006.

Statements about the Registrant’s investment banking transaction backlog also may constitute forward-looking statements. Such statements are subject to the risk that the terms of these transactions may be modified or that they may not be completed at all; therefore, the net revenues, if any, that the Registrant actually earns from these transactions may differ, possibly materially, from those currently expected. Important factors that could result in a modification of the terms of a transaction or a transaction not being completed include, in the case of underwriting transactions, a decline in general economic conditions, outbreak of hostilities, volatility in the securities markets generally or an adverse development with respect to the issuer of the securities and, in the case of financial advisory transactions, a decline in the securities markets, an inability to obtain adequate financing, an adverse development with respect to a party to the transaction or a failure to obtain a required regulatory approval. For a discussion of other important factors that could adversely affect the Registrant’s investment banking transactions, see “Risk Factors” in Part I, Item 1A of the Registrant’s Annual Report on Form 10-K for the fiscal year ended November 24, 2006.

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THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
SEGMENT NET REVENUES
(UNAUDITED)
$ in millions

	Year Ended					% Change From
	Nov. 30,			Nov. 24,		Nov. 24,
	2007			2006		2006
Investment Banking
Financial Advisory	$	4,222		$	2,580		64	%
Equity underwriting		1,382			1,365		1
Debt underwriting		1,951			1,684		16
Total Underwriting		3,333			3,049		9
Total Investment Banking		7,555			5,629		34
Trading and Principal Investments
FICC		16,165			14,262		13
Equities trading		6,725			4,965		35
Equities commissions		4,579			3,518		30
Total Equities		11,304			8,483		33
SMFG		(129	)		527		N.M.
ICBC		495			937		(47	)
Other corporate and real estate gains and losses		2,914			949		207
Overrides		477			404		18
Total Principal Investments		3,757			2,817		33
Total Trading and Principal Investments		31,226			25,562		22
Asset Management and Securities Services
Management and other fees		4,303			3,332		29
Incentive fees		187			962		(81	)
Total Asset Management		4,490			4,294		5
Securities Services		2,716			2,180		25
Total Asset Management and Securities Services		7,206			6,474		11
Total net revenues	$	45,987		$	37,665		22

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THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
SEGMENT NET REVENUES
(UNAUDITED)
$ in millions

	Three Months Ended								% Change From
	Nov. 30,		Aug. 31,			Nov. 24,			Aug. 31,			Nov. 24,
	2007		2007			2006			2007			2006
Investment Banking
Financial Advisory	$	1,240	$	1,412		$	627			(12	)%		98	%
Equity underwriting		403		355			330			14			22
Debt underwriting		330		378			387			(13	)		(15	)
Total Underwriting		733		733			717			—			2
Total Investment Banking		1,973		2,145			1,344			(8	)		47
Trading and Principal Investments
FICC		3,304		4,889			3,104			(32	)		6
Equities trading		1,348		1,799			1,235			(25	)		9
Equities commissions		1,243		1,330			896			(7	)		39
Total Equities		2,591		3,129			2,131			(17	)		22
SMFG		35		(261	)		(78	)		N.M.			N.M.
ICBC		163		230			949			(29	)		(83	)
Other corporate and real estate gains and losses		734		148			323			N.M.			127
Overrides		104		94			205			11			(49	)
Total Principal Investments		1,036		211			1,399			N.M.			(26	)
Total Trading and Principal Investments		6,931		8,229			6,634			(16	)		4
Asset Management and Securities Services
Management and other fees		1,134		1,152			910			(2	)		25
Incentive fees		31		46			23			(33	)		35
Total Asset Management		1,165		1,198			933			(3	)		25
Securities Services		672		762			496			(12	)		35
Total Asset Management and Securities Services		1,837		1,960			1,429			(6	)		29
Total net revenues	$	10,741	$	12,334		$	9,407			(13	)		14

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THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(UNAUDITED)
In millions, except per share amounts

	Year Ended						% Change From
	Nov. 30,			Nov. 24,			Nov. 24,
	2007			2006			2006
Revenues
Investment banking	$	7,555		$	5,613			35	%
Trading and principal investments		29,714			24,027			24
Asset management and securities services		4,731			4,527			5
Interest income		45,968			35,186			31
Total revenues		87,968			69,353			27
Interest expense		41,981			31,688			32
Revenues, net of interest expense		45,987			37,665			22
Operating expenses
Compensation and benefits		20,190			16,457			23
Brokerage, clearing, exchange and distribution fees		2,758			1,985			39
Market development		601			492			22
Communications and technology		665			544			22
Depreciation and amortization		624			521			20
Amortization of identifiable intangible assets		195			173			13
Occupancy		975			850			15
Professional fees		714			545			31
Cost of power generation		335			406			(17	)
Other expenses		1,326			1,132			17
Total non-compensation expenses		8,193			6,648			23
Total operating expenses		28,383			23,105			23
Pre-tax earnings		17,604			14,560			21
Provision for taxes		6,005			5,023			20
Net earnings		11,599			9,537			22
Preferred stock dividends		192			139			38
Net earnings applicable to common shareholders	$	11,407		$	9,398			21
Earnings per common share
Basic	$	26.34		$	20.93			26	%
Diluted		24.73			19.69			26
Average common shares outstanding
Basic		433.0			449.0			(4	)
Diluted		461.2			477.4			(3	)
Selected Data
Ratio of compensation and benefits to net revenues		43.9	%		43.7	%

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THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(UNAUDITED)
In millions, except per share amounts and employees

	Three Months Ended									% Change From
	Nov. 30,			Aug. 31,			Nov. 24,			Aug. 31,			Nov. 24,
	2007			2007			2006			2007			2006
Revenues
Investment banking	$	1,974		$	2,145		$	1,337			(8	)%		48	%
Trading and principal investments		6,823			7,576			6,051			(10	)		13
Asset management and securities services		1,219			1,272			982			(4	)		24
Interest income		11,518			12,810			9,756			(10	)		18
Total revenues		21,534			23,803			18,126			(10	)		19
Interest expense		10,793			11,469			8,719			(6	)		24
Revenues, net of interest expense		10,741			12,334			9,407			(13	)		14
Operating expenses
Compensation and benefits		3,272			5,920			2,505			(45	)		31
Brokerage, clearing, exchange and distribution fees		774			795			571			(3	)		36
Market development		177			148			154			20			15
Communications and technology		184			169			148			9			24
Depreciation and amortization		207			145			143			43			45
Amortization of identifiable intangible assets		41			53			45			(23	)		(9	)
Occupancy		343			218			237			57			45
Professional fees		204			188			178			9			15
Cost of power generation		82			88			98			(7	)		(16	)
Other expenses		402			351			343			15			17
Total non-compensation expenses		2,414			2,155			1,917			12			26
Total operating expenses		5,686			8,075			4,422			(30	)		29
Pre-tax earnings		5,055			4,259			4,985			19			1
Provision for taxes		1,840			1,405			1,833			31			—
Net earnings		3,215			2,854			3,152			13			2
Preferred stock dividends		49			48			48			2			2
Net earnings applicable to common shareholders	$	3,166		$	2,806		$	3,104			13			2
Earnings per common share
Basic	$	7.49		$	6.54		$	7.06			15	%		6	%
Diluted		7.01			6.13			6.59			14			6
Average common shares outstanding
Basic		422.9			429.0			439.8			(1	)		(4	)
Diluted		451.7			457.4			470.7			(1	)		(4	)
Selected Data
Employees at period end (4)		30,522			29,905			26,467			2			15
Ratio of compensation and benefits to net revenues		30.5	%		48.0	%		26.6	%

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NON-COMPENSATION EXPENSES
(UNAUDITED)
$ in millions

	Year Ended				% Change From
	Nov. 30,		Nov. 24,		Nov. 24,
	2007		2006		2006
Non-compensation expenses of consolidated investments (5)	$	446	$	501		(11	)%
Non-compensation expenses excluding consolidated investments
Brokerage, clearing, exchange and distribution fees		2,758		1,985		39
Market development		593		461		29
Communications and technology		661		537		23
Depreciation and amortization		509		444		15
Amortization of identifiable intangible assets		189		169		12
Occupancy		892		738		21
Professional fees		711		534		33
Cost of power generation		335		406		(17	)
Other expenses		1,099		873		26
Subtotal		7,747		6,147		26
Total non-compensation expenses, as reported	$	8,193	$	6,648		23
	Three Months Ended							% Change From
	Nov. 30,		Aug. 31,		Nov. 24,			Aug. 31,			Nov. 24,
	2007		2007		2006			2007			2006
Non-compensation expenses of consolidated investments (5)	$	157	$	101	$	130			55	%		21	%
Non-compensation expenses excluding consolidated investments
Brokerage, clearing, exchange and distribution fees		774		795		571			(3	)		36
Market development		175		146		148			20			18
Communications and technology		182		168		146			8			25
Depreciation and amortization		142		128		119			11			19
Amortization of identifiable intangible assets		39		52		43			(25	)		(9	)
Occupancy		311		200		210			56			48
Professional fees		203		188		176			8			15
Cost of power generation		82		88		98			(7	)		(16	)
Other expenses		349		289		276			21			26
Subtotal		2,257		2,054		1,787			10			26
Total non-compensation expenses, as reported	$	2,414	$	2,155	$	1,917			12			26

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THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
SELECTED FINANCIAL DATA
(UNAUDITED)

Average Daily VaR ⁽⁶⁾
$ in millions

	Three Months Ended									Twelve Months Ended
	Nov. 30,			Aug. 31,			Nov. 24,			Nov. 30,			Nov. 24,
	2007			2007			2006			2007			2006
Risk Categories
Interest rates	$	106		$	96		$	51		$	85		$	49
Equity prices		107			97			75			100			72
Currency rates		30			23			14			23			21
Commodity prices		26			24			29			26			30
Diversification effect (7)		(118	)		(101	)		(63	)		(96	)		(71	)
Total	$	151		$	139		$	106		$	138		$	101
Assets Under Management (8) $ in billions
	As of									% Change From
	Nov. 30,			Aug. 31,			Nov. 30,			Aug. 31,			Nov. 30,
	2007			2007			2006			2007			2006
Asset Class
Alternative investments	$	151		$	151		$	145			—	%		4	%
Equity		255			251			215			2			19
Fixed income		256			230			198			11			29
Total non-money market assets		662			632			558			5			19
Money markets		206			164			118			26			75
Total assets under management	$	868		$	796		$	676			9			28
	Three Months Ended									Year Ended
	Nov. 30,			Aug. 31,			Nov. 30,			Nov. 30,			Nov. 30,
	2007			2007			2006			2007			2006
Balance, beginning of period	$	796		$	758		$	629		$	676		$	532
Net inflows / (outflows)
Alternative investments		—			7			6			9			32
Equity		1			7			4			26			16
Fixed income		15			5			7			38			29
Total non-money market net inflows / (outflows)		16	(3)		19			17			73	(3)		77
Money markets		42			31			7			88			17	(9)
Total net inflows / (outflows)		58			50			24			161			94	(10)
Net market appreciation / (depreciation)		14			(12	)		23			31			50
Balance, end of period	$	868		$	796		$	676		$	868		$	676
Principal Investments (11) $ in millions
	As of November 30, 2007
	Corporate			Real Estate			Total
Private	$	7,297		$	2,361		$	9,658
Public		2,208			67			2,275
Subtotal		9,505			2,428			11,933
SMFG convertible preferred stock (12)		4,060			—			4,060
ICBC ordinary shares (13)		6,807			—			6,807
Total	$	20,372		$	2,428		$	22,800

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Footnotes

(1)

Tangible common shareholders’ equity equals total shareholders’ equity less preferred stock, goodwill and identifiable intangible assets, excluding power contracts. Identifiable intangible assets associated with power contracts are not deducted from total shareholders’ equity because, unlike other intangible assets, less than 50% of these assets are supported by common shareholders’ equity. Management believes that return on average tangible common shareholders’ equity (ROTE) is meaningful because it measures the performance of businesses consistently, whether they were acquired or developed internally. ROTE is computed by dividing net earnings (or annualized net earnings for annualized ROTE) applicable to common shareholders by average monthly tangible common shareholders’ equity. Tangible book value per common share is computed by dividing tangible common shareholders’ equity by the number of common shares outstanding, including restricted stock units granted to employees with no future service requirements.

The following table sets forth a reconciliation of total shareholders’ equity to tangible common shareholders’ equity:

	Average for the						As of
	Year Ended			Three Months Ended
	November 30, 2007			November 30, 2007			November 30, 2007
	(unaudited, $ in millions)
Total shareholders’ equity	$	37,959		$	39,687		$	42,800
Preferred stock		(3,100	)		(3,100	)		(3,100	)
Common shareholders’ equity		34,859			36,587			39,700
Goodwill and identifiable intangible assets, excluding power contracts		(4,971	)		(4,996	)		(5,072	)
Tangible common shareholders’ equity	$	29,888		$	31,591		$	34,628

(2)	The firm’s investment banking transaction backlog represents an estimate of the firm’s future net revenues from investment banking transactions where management believes that future revenue realization is more likely than not.
(3)	Includes $7 billion of net asset inflows in connection with the firm’s acquisition of Macquarie — IMM Investment Management.
(4)	Excludes 4,572, 4,904 and 3,868 employees as of November 2007, August 2007 and November 2006, respectively, of consolidated entities held for investment purposes. Compensation and benefits includes $43 million, $40 million and $64 million for the three months ended November 30, 2007, August 31, 2007 and November 24, 2006, respectively, attributable to these consolidated entities.
(5)	Consolidated entities held for investment purposes are entities that are held strictly for capital appreciation, have a defined exit strategy and are engaged in activities that are not closely related to the firm’s principal businesses. For example, these investments include consolidated entities that hold real estate assets, such as hotels, but exclude investments in entities that primarily hold financial assets. Management believes that it is meaningful to review non-compensation expenses excluding expenses related to these consolidated entities in order to evaluate trends in non-compensation expenses related to the firm’s principal business activities.
(6)	VaR is the potential loss in value of Goldman Sachs’ trading positions due to adverse market movements over a one-day time horizon with a 95% confidence level. The modeling of the risk characteristics of the firm’s trading positions involves a number of assumptions and approximations. While management believes that these assumptions and approximations are reasonable, there is no standard methodology for estimating VaR, and different assumptions and/or approximations could produce materially different VaR estimates. For a further discussion of the calculation of VaR, see Part II, Item 7A “Quantitative and Qualitative Disclosures About Market Risk” in the firm’s Annual Report on Form 10-K for the year ended November 24, 2006.
(7)	Equals the difference between total VaR and the sum of the VaRs for the four risk categories. This effect arises because the four market risk categories are not perfectly correlated.
(8)	Substantially all assets under management are valued as of calendar month end. Assets under management do not include the firm’s investments in funds that it manages.
(9)	Includes the transfer of $8 billion of money market assets under management to interest-bearing deposits at Goldman Sachs Bank USA, a wholly owned subsidiary of The Goldman Sachs Group, Inc. These deposits are not included in assets under management.
(10)	Includes $3 billion of net asset inflows in connection with the firm’s acquisition of its variable annuity and life insurance business.
(11)	Represents investments included within the Principal Investments component of our Trading and Principal Investments segment.
(12)	Excludes an economic hedge on the shares of common stock underlying the investment. As of November 2007, the fair value of this hedge was $3.63 billion. Includes the effect of foreign exchange revaluation on the investment, for which Goldman Sachs also maintains an economic currency hedge.
(13)	Includes interests of $4.30 billion as of November 2007 held by investment funds managed by Goldman Sachs. The fair value of the investment in the ordinary shares of ICBC, which trade on The Stock Exchange of Hong Kong, includes the effect of foreign exchange revaluation, for which Goldman Sachs maintains an economic currency hedge.

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Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The following exhibit is being furnished as part of this Report on Form 8-K:

99.1 Press release of the Registrant dated December 18, 2007 containing financial information for its fiscal fourth quarter and fiscal year ended November 30, 2007.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	THE GOLDMAN SACHS GROUP, INC.                        (Registrant)
Date: December 18, 2007	By:	/s/ David A. Viniar
		Name:	David A. Viniar
		Title:	Chief Financial Officer

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