FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person *   SCHWARTZ HARVEY M 2. Date of Event Requiring Statement (Month/Day/Year) 01/31-05:00/2013 3. Issuer Name and Ticker or Trading Symbol GOLDMAN SACHS GROUP INC [GS] (Last) (First) (Middle) C/O GOLDMAN, SACHS & CO., 200 WEST STREET 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) Executive Vice President - CFO 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) NEW YORK, NY 10282 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5) Common Stock, par value $0.01 per share 175,493 (1) D   Common Stock, par value $0.01 per share 30,000 I See footnote (2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	  (3)	  (3)	Common Stock, par value $0.01 per share	171,419	$ (3)	D	Â
Nonqualified Stock Options (right to buy)	  (4)	  (4)	Common Stock, par value $0.01 per share	302,888	$ (4)	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
SCHWARTZ HARVEY M C/O GOLDMAN, SACHS & CO. 200 WEST STREET NEW YORK, NY 10282	Â	Â	  Executive Vice President - CFO	Â

Signatures

/s/ Beverly L. O'Toole, Attorney-in-fact		02/01-05:00/2013
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	These shares cannot be transferred before dates ranging from January 2014 to January 2017.
(2)	Held through a trust, the sole trustee of which is an immediate family member of the Reporting Person and the sole beneficiary of which is an immediate family member of the Reporting Person. The Reporting Person disclaims beneficial ownership of these shares.
(3)	These Restricted Stock Units ("RSUs") were granted on dates ranging from January 2011 to January 2013 and are fully vested. The shares of the Issuer's common stock underlying these RSUs will be delivered on dates ranging from on or about the first anniversary of the grant date to on or about the third anniversary of the grant date, subject to other terms and conditions of the applicable award agreement. The shares of common stock delivered pursuant to these RSUs generally cannot be sold or transferred before dates ranging from January 2016 to January 2018.
(4)	The exercise price for the stock options is $78.78, and their expiration date is December 31, 2018. All of these stock options are vested and exercisable. If the stock options are exercised, the underlying shares of common stock generally cannot be sold or transferred before January 2014.

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