Goldman Sachs Capital I, et al. – ‘S-3’ on 1/30/04 – EX-4.10

On:  Friday, 1/30/04, at 5:05pm ET   ·   Accession #:  950123-4-1074   ·   File #s:  333-105242, 333-112367, -01, -02, -03, -04

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Registration Statement for Securities Offered Pursuant to a Transaction   —   Form S-3
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-3         Registration Statement for Securities Offered        165    753K 
                          Pursuant to a Transaction                              
 2: EX-1.8      Form of Underwriting Agreement Capital Securities     21     98K 
 9: EX-4.10     Certificate of Trust of Goldman Sachs Capital I        1     15K 
10: EX-4.11     Trust Agreement of Goldman Sachs Capital I             4     25K 
11: EX-4.12     Certificate of Trust of Goldman Sachs Capital Ii       1     15K 
12: EX-4.13     Trust Agreement of Goldman Sachs Capital Ii            4     25K 
13: EX-4.14     Certificate of Trust of Goldman Sachs Capital Iii      1     15K 
14: EX-4.15     Trust Agreement of Goldman Sachs Capital Iii           4     25K 
15: EX-4.16     Certificate of Trust of Goldman Sachs Capital Iv       1     15K 
16: EX-4.17     Trust Agreement of Goldman Sachs Capital Iv            4     25K 
17: EX-4.18     Form of Agmt as to Expenses & Liabilities-Gs Cap I     5     23K 
18: EX-4.19     Form of Agmt Expenses/Liabilities-Gs Cap Ii            5     23K 
19: EX-4.20     Form of Agmt Expenses/Liabilities-Gs Cap Iii           5     23K 
20: EX-4.21     Form of Agmt Expenses/Liabilities-Gs Cap Iv            5     23K 
21: EX-4.22     Form of Guarantee Agreement for Gs Capital I          22     80K 
22: EX-4.23     Form of Guarantee Agreement for Gs Capital Ii         22     80K 
23: EX-4.24     Form of Guarantee Agreement for Gs Capital Iii        22     80K 
24: EX-4.25     Form of Guarantee Agreement for Gs Capital Iv         22     80K 
 3: EX-4.4      Form of Subordinated Indenture                        82    294K 
 4: EX-4.5      Form of Supplemental Indenture                        27    101K 
 5: EX-4.6      Form of Amended & Restated Trust Agmt-Gs Cap I        76    276K 
 6: EX-4.7      Form of Amended & Restated Trust Agmt-Gs Cap Ii       76    276K 
 7: EX-4.8      Form of Amended & Restated Trust Agmt-Gs Cap Iii      76    276K 
 8: EX-4.9      Form of Amended & Restated Trust Agmt-Gs Cap Iv       76    276K 
25: EX-5.1      Opinion of Richards, Layton & Finger, Pa-Gs Cap I      3     23K 
26: EX-5.2      Opinion of Richards, Layton & Finger, Pa-Gs Cap Ii     3     23K 
27: EX-5.3      Opinion of Richards, Layton Finger, Pa-Gs Cap Iii      3     23K 
28: EX-5.4      Opinion of Richards, Layton & Finger, Pa-Gs Cap Iv     3     23K 
29: EX-5.5      Opinion of Sullivan & Cromwell LLP                     8     41K 
30: EX-8.1      Tax Opinion of Sullivan & Cromwell LLP                 1     16K 
31: EX-15.1     Letter Re Unaudited Interim Financial Information      2±    20K 
32: EX-23.1     Consent of Pricewaterhousecoopers LLP                  1     15K 
33: EX-25.1     Statement of Eligibility                               6     29K 
42: EX-25.10    Statement of Eligibility                               6     30K 
43: EX-25.11    Statement of Eligibility                               6     30K 
34: EX-25.2     Statement of Eligibility                               6     30K 
35: EX-25.3     Statement of Eligibility                               6     30K 
36: EX-25.4     Statement of Eligibility                               6     30K 
37: EX-25.5     Statement of Eligibility                               6     30K 
38: EX-25.6     Statement of Eligibility                               6     30K 
39: EX-25.7     Statement of Eligibility                               6     29K 
40: EX-25.8     Statement of Eligibility                               6     29K 
41: EX-25.9     Statement of Eligibility                               6     29K 

EX-4.10   —   Certificate of Trust of Goldman Sachs Capital I

EX-4.10
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                                                                    Exhibit 4.10

CERTIFICATE OF TRUST
OF
 GOLDMAN SACHS CAPITAL I

     This Certificate of Trust of Goldman Sachs Capital I (the "Trust"),
dated as of January 20, 2004, is being duly executed and filed by the           
undersigned, as trustees, to form a statutory trust under the Delaware Statutory
Trust Act (12 Del. C. Section 3801, et seq.)(the "Act").                        

         1. Name. The name of the statutory trust being formed hereby is Goldman
Sachs Capital I.                                                                

      2. Delaware Trustee. The name and business address of the trustee of
the Trust, with a principal place of business in the State of Delaware, are The 
Bank of New York (Delaware), White Clay Center, Route 273, Newark, Delaware     
19711.                                                                          

       3. Effective Date. This Certificate of Trust shall be effective as of
its filing with the Secretary of State of the State of Delaware.                

        IN WITNESS WHEREOF, the undersigned has duly executed this Certificate
of Trust in accordance with Section 3811(a)(1) of the Act as of the date first  
above written.                                                                  

                                 THE BANK OF NEW YORK (DELAWARE), not in its
                                individual capacity, but solely as trustee

              By: /s/ William T. Lewis
                                   _______________________________________
                     Name:  William T. Lewis
                       Title: Sr. Vice President

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘S-3’ Filing		Date		Other Filings
Filed on:		1/30/04		424B3
		1/20/04		4
				List all Filings

5 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/09/23  Goldman Sachs Group Inc.          S-3/A                  5:4.2M                                   Donnelley … Solutions/FA
 1/19/23  Goldman Sachs Group Inc.          S-3                   34:5.8M                                   Donnelley … Solutions/FA
 3/18/21  Goldman Sachs Group Inc.          S-3/A                  3:3.6M                                   Donnelley … Solutions/FA
 2/24/21  Goldman Sachs Group Inc.          S-3         2/23/21   33:5.9M                                   Donnelley … Solutions/FA
 2/18/21  Goldman Sachs Group Inc.          POSASR      2/18/21    3:1M                                     Donnelley … Solutions/FA