Item 8.01 Other Events.
On June 17, 2009, The Goldman Sachs Group, Inc. (Company) repurchased from the United States Department of the Treasury (Treasury) the 10,000,000 shares of the Company's Fixed Rate Cumulative Perpetual Preferred Stock, Series H (Preferred Stock), that were issued to the Treasury pursuant to the Treasury's TARP Capital Purchase Program. The aggregate purchase price paid by the Company to the Treasury for the Preferred Stock (including accrued dividends) was approximately $10.04 billion. The repurchase includes a one-time preferred dividend of approximately $425 million which will be reflected in the Company's second quarter results. This is expected to reduce reported diluted earnings per common share for the quarter by approximately $0.77 per share.

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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. In particular, the statement relating to the expected impact on the Company's diluted earnings per common share for the second quarter is a forward-looking statement and is subject to change based on, among other things, the Company's future results and financial condition. For a discussion of some of the risks and important factors that could affect the Company's future results and financial condition, see "Risk Factors" in Part I, Item 1A of the Company's Annual Report on Form 10-K for the fiscal year ended November 28, 2008 and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of the Company's Annual Report on Form 10-K for the fiscal year ended November 28, 2008.

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