FILED PURSUANT TO RULE 424(b)(3)
REGISTRATION STATEMENT NO. 333-112367
PRICING SUPPLEMENT TO THE PROSPECTUS SUPPLEMENT NO. 372 DATED FEBRUARY 6,
2004 -- NO. 420
[GOLDMAN SACHS LOGO]
THE GOLDMAN SACHS GROUP, INC.
Medium-Term Notes, Series B
------------------
$10,000,000
6.75% Aggregate Mandatory Exchangeable Notes due August 2006
(Exchangeable for Common Stock of a Basket of Nine Stocks)
------------------
This pricing supplement and the accompanying prospectus supplement no.
372, relating to the aggregate mandatory exchangeable notes, should be read
together. Because the aggregate mandatory exchangeable notes are part of a
series of our debt securities called Medium-Term Notes, Series B, this pricing
supplement and the accompanying prospectus supplement no. 372 should also be
read with the accompanying prospectus dated February 6, 2004, as supplemented by
the accompanying prospectus supplement dated February 6, 2004. Terms used here
have the meanings given them in the accompanying prospectus supplement no. 372,
unless the context requires otherwise.
The aggregate mandatory exchangeable notes offered by this pricing
supplement, which we call the "offered notes", have the terms described in the
accompanying prospectus supplement no. 372, as supplemented or modified by the
following:
ISSUER: The Goldman Sachs Group, Inc. TRADE DATE: August 11, 2004
BASKET STOCKS: the common stock of Applied SETTLEMENT DATE (ORIGINAL ISSUE DATE): August 18,
Materials, Inc., Novellus Systems, Inc., Xilinx, Inc., 2004
Broadcom Corporation, Advanced Micro Devices,
Inc., Micron Technology, Inc., Altera Corporation, STATED MATURITY DATE: August 18, 2006, unless
Intel Corporation and Texas Instruments extended for up to six business days
Incorporated with each stock having a relative
weight on the trade date of 11.1111% INTEREST RATE (COUPON): 6.75% per year
INTEREST PAYMENT DATES: the 18th day of each
FACE AMOUNT: each offered note will have a face month, commencing on September 18, 2004 and
amount equal to $100; the aggregate face amount ending on the stated maturity date
for all the offered notes is $10,000,000
REGULAR RECORD DATES: for the interest payment
ORIGINAL ISSUE PRICE: 100% of the face amount dates specified above, five business days before the
18th day of each month
NET PROCEEDS TO THE ISSUER: 99.825% of the face amount CUSIP NO.: 38143U259
Your investment in the notes involves certain risks. In particular,
assuming no changes in market conditions or any other relevant factors, the
value of your note on the date of this pricing supplement (as determined by
reference to pricing models used by Goldman, Sachs & Co.) is significantly less
than the original issue price. We encourage you to read "Additional Risk Factors
Specific to Your Note" beginning on page S-3 of this pricing supplement and on
page S-3 of the accompanying prospectus supplement no. 372 so that you may
better understand those risks. The offered notes are not principal-protected and
the payment amount is capped.
------------------
NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY OTHER REGULATORY
BODY HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR PASSED UPON THE ACCURACY
OR ADEQUACY OF THIS PRICING SUPPLEMENT. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
------------------
Goldman Sachs may use this pricing supplement in the initial sale of the
offered notes. In addition, Goldman, Sachs & Co. or any other affiliate of
Goldman Sachs may use this pricing supplement in a market-making transaction in
an offered note after its initial sale. UNLESS GOLDMAN SACHS OR ITS AGENT
INFORMS THE PURCHASER OTHERWISE IN THE CONFIRMATION OF SALE, THIS PRICING
SUPPLEMENT IS BEING USED IN A MARKET-MAKING TRANSACTION.
GOLDMAN, SACHS & CO.
------------------
PRICING SUPPLEMENT DATED AUGUST 11, 2004.
PRINCIPAL AMOUNT: On the stated maturity date, each offered note will
be exchanged for, with respect to each basket stock,
a number of shares of that basket stock equal to the
exchange rate for that basket stock or, at the option
of Goldman Sachs, for the cash value of that basket
stock based on the relevant final basket stock price.
EXCHANGE RATE FOR EACH If the final basket stock price equals or exceeds the
BASKET STOCK: relevant threshold appreciation price, then the
exchange rate will equal a number of shares of that
basket stock equal to the relevant threshold fraction
multiplied by the weighting amount for that basket
stock for each offered note outstanding. The face
amount for one offered note equals $100. Otherwise,
the exchange rate for the relevant basket stock will
equal a number of shares of that basket stock equal
to the weighting amount for that basket stock for
each offered note outstanding. The exchange rate is
subject, in certain circumstances, to anti-dilution
adjustment as described in the accompanying
prospectus supplement no. 372.
Please note that the amount you receive for each $100
of outstanding face amount on the stated maturity
date could be substantially less than $100 and will
not in any event exceed $135, which represents the
sum of the products, with respect to each basket
stock, of the relevant threshold appreciation price
multiplied by the relevant weighting amount. You
could lose your entire investment in the offered
notes.
INITIAL BASKET STOCK The initial stock price for each of the basket stocks
PRICE: is as follows:
1. Applied Materials, Inc. $16.2413 per share
2. Novellus Systems, Inc. $24.2953 per share
3. Xilinx, Inc. $27.1474 per share
4. Broadcom Corporation $29.4791 per share
5. Advanced Micro Devices, Inc. $10.9110 per share
6. Micron Technology, Inc. $11.7766 per share
7. Altera Corporation $19.5051 per share
8. Intel Corporation $22.2024 per share
9. Texas Instruments Incorporated $18.6470 per share
FINAL BASKET STOCK PRICE: The closing price of one share of the relevant basket
stock on the determination date, subject to
anti-dilution adjustment.
DETERMINATION DATE: The fifth business day prior to August 18, 2006
unless extended for up to five business days.
S-2
THRESHOLD APPRECIATION For each basket stock, the initial basket stock price
PRICE: times 1.35. The threshold appreciation price for each
of the basket stocks is as follows:
1. Applied Materials, Inc. $21.9258 per share
2. Novellus Systems, Inc. $32.7987 per share
3. Xilinx, Inc. $36.6490 per share
4. Broadcom Corporation $39.7968 per share
5. Advanced Micro Devices, Inc. $14.7299 per share
6. Micron Technology, Inc. $15.8984 per share
7. Altera Corporation $26.3319 per share
8. Intel Corporation $29.9732 per share
9. Texas Instruments Incorporated $25.1735 per share
WEIGHTING AMOUNT: The weighting amount for each of the basket stocks is
as follows:
1. Applied Materials, Inc. 0.6841 per note
2. Novellus Systems, Inc. 0.4573 per note
3. Xilinx, Inc. 0.4093 per note
4. Broadcom Corporation 0.3769 per note
5. Advanced Micro Devices, Inc. 1.0183 per note
6. Micron Technology, Inc. 0.9435 per note
7. Altera Corporation 0.5697 per note
8. Intel Corporation 0.5004 per note
9. Texas Instruments Incorporated 0.5959 per note
THRESHOLD FRACTION: For each basket stock, the threshold appreciation
price divided by the final basket stock price for
that basket stock.
NO LISTING: The offered notes will not be listed on any
securities exchange or interdealer market quotation
system.
ADDITIONAL RISK FACTORS ASSUMING NO CHANGES IN MARKET CONDITIONS OR ANY OTHER
SPECIFIC TO YOUR NOTE: RELEVANT FACTORS, THE VALUE OF YOUR NOTE ON THE DATE
OF THIS PRICING SUPPLEMENT (AS DETERMINED BY
REFERENCE TO PRICING MODELS USED BY GOLDMAN, SACHS &
CO.) IS SIGNIFICANTLY LESS THAN THE ORIGINAL ISSUE
PRICE
The value or quoted price of your note at any time,
however, will reflect many factors and cannot be
predicted. If Goldman, Sachs & Co. makes a market in
the offered notes, the price quoted by Goldman, Sachs
& Co. would reflect any changes in market conditions
and other relevant factors, and the quoted price
could be higher or lower than the original issue
price, and may be higher or lower than the value of
your note as determined by reference to pricing
models used by Goldman, Sachs & Co.
If at any time a third party dealer quotes a price to
purchase your note or otherwise values your note,
that price may be significantly different (higher or
lower) than any price quoted by Goldman, Sachs & Co.
You should read "Additional Risk Factors Specific to
Your Note -- The Market Price of Your Note May Be
Influenced by Many
S-3
Unpredictable Factors" in the accompanying prospectus
supplement no. 372.
Furthermore, if you sell your note, you will likely
be charged a commission for secondary market
transactions, or the price will likely reflect a
dealer discount.
There is no assurance that Goldman, Sachs & Co. or
any other party will be willing to purchase your
note; and, in this regard, Goldman, Sachs & Co. is
not obligated to make a market in the notes. See
"Additional Risk Factors Specific to Your Note --
Your Note May Not Have an Active Trading Market" in
the accompanying prospectus supplement no. 372.
HYPOTHETICAL PAYMENT The tables below show several examples of
AMOUNT: hypothetical payment amounts that we would deliver
on the stated maturity date in exchange for each $100
of the outstanding face amount of your note, if the
final basket stock prices were any of the
hypothetical prices shown in the final basket stock
price columns. For this purpose, we have assumed that
there will be no anti-dilution adjustments to the
exchange rates for the basket stocks and no market
disruption events.
The prices in the final basket stock price column
represent hypothetical closing prices for one share
of the relevant basket stock on the determination
date. The amounts in the exchange amount at maturity
column represent the hypothetical cash value of each
basket stock to be exchanged for each outstanding
note, based on the hypothetical final basket stock
price for that basket stock.
EXAMPLE 1: ALL BASKET STOCK PRICES INCREASE BY 10%.
INITIAL THRESHOLD FINAL EXCHANGE
BASKET STOCK APPRECIATION WEIGHTING BASKET STOCK AMOUNT AT
STOCK WEIGHT (%) PRICE PRICE AMOUNT PRICE MATURITY
- ------------------------------------------ ---------- ------------ ------------ --------- ------------ ---------
Applied Materials, Inc. 11.1111 $16.2413 $21.9258 0.6841 $17.8654 $ 12.22
Novellus Systems, Inc. 11.1111 $24.2953 $32.7987 0.4573 $26.7248 $ 12.22
Xilinx, Inc. 11.1111 $27.1474 $36.6490 0.4093 $29.8621 $ 12.22
Broadcom Corporation 11.1111 $29.4791 $39.7968 0.3769 $32.4270 $ 12.22
Advanced Micro Devices, Inc. 11.1111 $10.9110 $14.7299 1.0183 $12.0021 $ 12.22
Micron Technology, Inc. 11.1111 $11.7766 $15.8984 0.9435 $12.9543 $ 12.22
Altera Corporation 11.1111 $19.5051 $26.3319 0.5697 $21.4556 $ 12.22
Intel Corporation 11.1111 $22.2024 $29.9732 0.5004 $24.4226 $ 12.22
Texas Instruments Incorporated 11.1111 $18.6470 $25.1735 0.5959 $20.5117 $ 12.22
Exchange amount at maturity for each note: $110.00
S-4
EXAMPLE 2: ALL BASKET STOCK PRICES INCREASE BY 30%.
INITIAL THRESHOLD FINAL EXCHANGE
BASKET STOCK APPRECIATION WEIGHTING BASKET STOCK AMOUNT AT
STOCK WEIGHT (%) PRICE PRICE AMOUNT PRICE MATURITY
- ------------------------------------------ ---------- ------------ ------------ --------- ------------ ---------
Applied Materials, Inc. 11.1111 $16.2413 $21.9258 0.6841 $21.1137 $ 14.44
Novellus Systems, Inc. 11.1111 $24.2953 $32.7987 0.4573 $31.5839 $ 14.44
Xilinx, Inc. 11.1111 $27.1474 $36.6490 0.4093 $35.2916 $ 14.44
Broadcom Corporation 11.1111 $29.4791 $39.7968 0.3769 $38.3228 $ 14.44
Advanced Micro Devices, Inc. 11.1111 $10.9110 $14.7299 1.0183 $14.1843 $ 14.44
Micron Technology, Inc. 11.1111 $11.7766 $15.8984 0.9435 $15.3096 $ 14.44
Altera Corporation 11.1111 $19.5051 $26.3319 0.5697 $25.3566 $ 14.45
Intel Corporation 11.1111 $22.2024 $29.9732 0.5004 $28.8631 $ 14.44
Texas Instruments Incorporated 11.1111 $18.6470 $25.1735 0.5959 $24.2411 $ 14.45
Exchange amount at maturity for each note: $130.00
EXAMPLE 3: ALL BASKET STOCK PRICES DECREASE BY 10%.
INITIAL THRESHOLD FINAL EXCHANGE
BASKET STOCK APPRECIATION WEIGHTING BASKET STOCK AMOUNT AT
STOCK WEIGHT (%) PRICE PRICE AMOUNT PRICE MATURITY
- ------------------------------------------ ---------- ------------ ------------ --------- ------------ ---------
Applied Materials, Inc. 11.1111 $16.2413 $21.9258 0.6841 $14.6172 $ 10.00
Novellus Systems, Inc. 11.1111 $24.2953 $32.7987 0.4573 $21.8658 $ 10.00
Xilinx, Inc. 11.1111 $27.1474 $36.6490 0.4093 $24.4327 $ 10.00
Broadcom Corporation 11.1111 $29.4791 $39.7968 0.3769 $26.5312 $ 10.00
Advanced Micro Devices, Inc. 11.1111 $10.9110 $14.7299 1.0183 $ 9.8199 $ 10.00
Micron Technology, Inc. 11.1111 $11.7766 $15.8984 0.9435 $10.5989 $ 10.00
Altera Corporation 11.1111 $19.5051 $26.3319 0.5697 $17.5546 $ 10.00
Intel Corporation 11.1111 $22.2024 $29.9732 0.5004 $19.9822 $ 10.00
Texas Instruments Incorporated 11.1111 $18.6470 $25.1735 0.5959 $16.7823 $ 10.00
Exchange amount at maturity for each note: $ 90.00
EXAMPLE 4: THE BASKET STOCK PRICES OF APPLIED MATERIALS, INC., NOVELLUS
SYSTEMS, INC. AND XILINX, INC. ALL DECREASE BY 10% AND THE BASKET
STOCK PRICES OF INTEL CORPORATION AND TEXAS INSTRUMENTS INCORPORATED
BOTH INCREASE BY 5%.
INITIAL THRESHOLD FINAL EXCHANGE
BASKET STOCK APPRECIATION WEIGHTING BASKET STOCK AMOUNT AT
STOCK WEIGHT (%) PRICE PRICE AMOUNT PRICE MATURITY
- ------------------------------------------ ---------- ------------ ------------ --------- ------------ ---------
Applied Materials, Inc. 11.1111 $16.2413 $21.9258 0.6841 $14.6172 $ 10.00
Novellus Systems, Inc. 11.1111 $24.2953 $32.7987 0.4573 $21.8658 $ 10.00
Xilinx, Inc. 11.1111 $27.1474 $36.6490 0.4093 $24.4327 $ 10.00
Broadcom Corporation 11.1111 $29.4791 $39.7968 0.3769 $29.4791 $ 11.11
Advanced Micro Devices, Inc. 11.1111 $10.9110 $14.7299 1.0183 $10.9110 $ 11.11
Micron Technology, Inc. 11.1111 $11.7766 $15.8984 0.9435 $11.7766 $ 11.11
Altera Corporation 11.1111 $19.5051 $26.3319 0.5697 $19.5051 $ 11.11
Intel Corporation 11.1111 $22.2024 $29.9732 0.5004 $23.3125 $ 11.67
Texas Instruments Incorporated 11.1111 $18.6470 $25.1735 0.5959 $19.5794 $ 11.67
Exchange amount at maturity for each note: $ 97.78
S-5
EXAMPLE 5: THE BASKET STOCK PRICE OF NOVELLUS SYSTEMS, INC. DECREASES BY 80%
AND THE BASKET STOCK PRICES OF MICRON TECHNOLOGY, INC. AND ALTERA
CORPORATION BOTH INCREASE BY 60%.
INITIAL THRESHOLD FINAL EXCHANGE
BASKET STOCK APPRECIATION WEIGHTING BASKET STOCK AMOUNT AT
STOCK WEIGHT (%) PRICE PRICE AMOUNT PRICE MATURITY
- ------------------------------------------ ---------- ------------ ------------ --------- ------------ ---------
Applied Materials, Inc. 11.1111 $16.2413 $21.9258 0.6841 $16.2413 $ 11.11
Novellus Systems, Inc. 11.1111 $24.2953 $32.7987 0.4573 $ 4.8591 $ 2.22
Xilinx, Inc. 11.1111 $27.1474 $36.6490 0.4093 $27.1474 $ 11.11
Broadcom Corporation 11.1111 $29.4791 $39.7968 0.3769 $29.4791 $ 11.11
Advanced Micro Devices, Inc. 11.1111 $10.9110 $14.7299 1.0183 $10.9110 $ 11.11
Micron Technology, Inc. 11.1111 $11.7766 $15.8984 0.9435 $18.8426 $ 17.78
Altera Corporation 11.1111 $19.5051 $26.3319 0.5697 $31.2082 $ 17.78
Intel Corporation 11.1111 $22.2024 $29.9732 0.5004 $22.2024 $ 11.11
Texas Instruments Incorporated 11.1111 $18.6470 $25.1735 0.5959 $18.6470 $ 11.11
Exchange amount at maturity for each note: $104.44
The payment amounts shown above in examples one to
five are entirely hypothetical; they are based on
market prices for the basket stocks that may not be
achieved on the determination date and on assumptions
that may prove to be erroneous. The actual market
value of your note on the stated maturity date or at
any other time, including any time you may wish to
sell your note, may bear little relation to the
hypothetical exchange amounts shown above, and those
amounts should not be viewed as an indication of the
financial return on an investment in the offered
notes or on an investment in any of the basket
stocks. Please read "Additional Risk Factors Specific
to Your Note" and "Hypothetical Payment Amounts on
Your Note" in the accompanying prospectus supplement
no. 372.
Payments on your note are economically equivalent to
the amounts that would be paid on a combination of
other instruments. For example, payments on your note
are economically equivalent to the amounts that would
be paid on a combination of an interest bearing bond
bought, and an option sold, by the holder (with an
implicit option premium paid over time to the
holder). The discussion in this paragraph does not
modify or affect the terms of the offered notes or
the United States income tax treatment of the offered
notes as described under "Supplemental Discussion of
Federal Income Tax Consequences" in the accompanying
prospectus supplement no. 372.
HEDGING: In anticipation of the sale of the offered notes, we
and/or our affiliates have entered into hedging
transactions involving purchases of all of the basket
stocks on the trade date. For a description of how
our hedging and other trading activities may affect
the value of your note, see "Additional Risk Factors
Specific to Your Note -- Our Business Activities May
Create Conflicts of Interest Between You and Us" and
"Use of Proceeds and Hedging" in the accompanying
prospectus supplement no. 372.
S-6
DESCRIPTION OF THE BASKET According to its publicly available documents,
STOCK ISSUERS: Applied Materials, Inc. develops, manufactures,
markets and services integrated circuit fabrication
equipment for the worldwide semiconductor industry.
Information filed with the SEC by Applied Materials,
Inc. under the Exchange Act can be located by
referencing its SEC file number: 000-06920.
According to its publicly available documents,
Novellus Systems, Inc. develops, manufactures, sells
and supports systems used in the fabrication of
integrated circuits. Information filed with the SEC
by Novellus Systems, Inc. under the Exchange Act can
be located by referencing its SEC file number:
000-17157.
According to its publicly available documents,
Xilinx, Inc. designs, develops and markets complete
programmable logic solutions. Information filed with
the SEC by Xilinx, Inc. under the Exchange Act can be
located by referencing its SEC file number:
000-18548.
According to its publicly available documents,
Broadcom Corporation is a provider of integrated
semiconductor solutions that enable broadband
communications and networking of voice, video and
data services. Information filed with the SEC by
Broadcom Corporation under the Exchange Act can be
located by referencing its SEC file number:
000-23993.
According to its publicly available documents,
Advanced Micro Devices, Inc. designs, manufactures
and markets industry-standard digital integrated
circuits. Information filed with the SEC by Advanced
Micro Devices, Inc. under the Exchange Act can be
located by referencing its SEC file number:
001-07882.
According to its publicly available documents, Micron
Technology, Inc. is a global manufacturer and
marketer of DRAM, CMOS image sensors, Flash memory
and other semiconductor components. Information filed
with the SEC by Micron Technology, Inc. under the
Exchange Act can be located by referencing its SEC
file number: 001-10658.
According to its publicly available documents, Altera
Corporation designs, manufactures and markets
programmable logic devices, HardCopy(TM) Structural
ASIC devices, defined design building blocks known as
intellectual property cores and associated
development tools. Information filed with the SEC by
Altera Corporation under the Exchange Act can be
located by referencing its SEC file number:
000-16617.
According to its publicly available documents, Intel
Corporation is a semiconductor chip maker and
supplier of advanced technology solutions for the
computing and communications industries. Information
filed with the SEC by Intel Corporation under the
Exchange Act can be located by referencing its SEC
file number: 000-06217.
S-7
According to its publicly available documents, Texas
Instruments Incorporated is a global semiconductor
company and a designer and supplier of digital signal
processors and analog integrated circuits. In
addition to semiconductors, it has two other
principal segments in sensors and controls, and
educational and productivity solutions. Information
filed with the SEC by Texas Instruments Incorporated
under the Exchange Act can be located by referencing
its SEC file number: 001-03761.
HISTORICAL TRADING PRICE Intel Corporation, Broadcom Corporation, Altera
INFORMATION: Corporation, Xilinx, Inc., Novellus Systems, Inc. and
Applied Materials, Inc. are traded on the Nasdaq
National Market System, under the symbols "INTC",
"BRCM ", "ALTR", "XLNX", "NVLS" and "AMAT",
respectively. Texas Instruments Incorporated,
Advanced Micro Devices, Inc. and Micron Technology,
Inc. are traded on the New York Stock Exchange, under
the symbols "TXN", "AMD" and "MU", respectively. The
following tables show the quarterly high, low and
closing prices on the Nasdaq National Market System
for Intel Corporation, Broadcom Corporation, Altera
Corporation, Xilinx, Inc., Novellus Systems, Inc. and
Applied Materials, Inc., and on the New York Stock
Exchange for Texas Instruments Incorporated, Advanced
Micro Devices, Inc. and Micron Technology, Inc., in
each case for the four calendar quarters in each of
2002 and 2003 and for the three calendar quarters in
2004, through August 11, 2004. We obtained the
trading price information shown below from Bloomberg
Financial Services, without independent verification.
APPLIED MATERIALS, INC.
HIGH LOW CLOSE
------ ------ ------
2002
Quarter ended March 31.................. 27.135 19.745 27.135
Quarter ended June 30................... 27.76 18.76 19.02
Quarter ended September 30.............. 19.93 11.20 11.55
Quarter ended December 31............... 17.49 10.35 13.03
2003
Quarter ended March 31.................. 15.70 11.60 12.58
Quarter ended June 30................... 16.87 12.76 15.84
Quarter ended September 30.............. 22.22 16.01 18.13
Quarter ended December 31............... 25.61 18.55 22.44
2004
Quarter ended March 31.................. 24.63 20.20 21.33
Quarter ended June 30................... 22.84 18.03 19.62
Quarter ending September 30
(through August 11, 2004).............. 19.00 15.86 16.26
Closing price on August 11, 2004........ 16.26
S-8
NOVELLUS SYSTEMS, INC.
HIGH LOW CLOSE
------ ------ ------
2002
Quarter ended March 31.................. 54.14 36.23 54.14
Quarter ended June 30................... 53.78 31.75 34.00
Quarter ended September 30.............. 33.43 20.77 20.81
Quarter ended December 31............... 37.43 20.00 28.08
2003
Quarter ended March 31.................. 38.74 25.27 27.27
Quarter ended June 30................... 38.70 26.28 36.65
Quarter ended September 30.............. 40.85 33.32 33.60
Quarter ended December 31............... 45.03 34.13 42.05
2004
Quarter ended March 31.................. 44.44 29.15 31.67
Quarter ended June 30................... 34.64 28.48 31.44
Quarter ending September 30
(through August 11, 2004).............. 31.05 24.14 24.14
Closing price on August 11, 2004........ 24.14
XILINX, INC.
HIGH LOW CLOSE
------ ------ ------
2002
Quarter ended March 31.................. 45.80 34.01 39.86
Quarter ended June 30................... 43.84 22.43 22.43
Quarter ended September 30.............. 23.60 14.15 15.838
Quarter ended December 31............... 24.96 13.75 20.60
2003
Quarter ended March 31.................. 27.09 18.70 23.41
Quarter ended June 30................... 30.51 23.49 25.30
Quarter ended September 30.............. 32.29 24.78 28.43
Quarter ended December 31............... 39.05 27.98 38.63
2004
Quarter ended March 31.................. 42.90 35.25 37.76
Quarter ended June 30................... 40.22 32.03 33.31
Quarter ending September 30
(through August 11, 2004).............. 31.80 27.10 27.10
Closing price on August 11, 2004........ 27.10
S-9
BROADCOM CORPORATION
HIGH LOW CLOSE
------ ------ ------
2002
Quarter ended March 31.................. 51.43 30.65 35.90
Quarter ended June 30................... 38.76 17.54 17.54
Quarter ended September 30.............. 22.29 10.68 10.68
Quarter ended December 31............... 20.64 9.70 15.06
2003
Quarter ended March 31.................. 19.88 12.35 12.35
Quarter ended June 30................... 26.77 12.40 24.91
Quarter ended September 30.............. 29.52 20.01 26.66
Quarter ended December 31............... 37.32 26.78 34.02
2004
Quarter ended March 31.................. 42.46 34.41 39.01
Quarter ended June 30................... 46.60 37.00 46.60
Quarter ending September 30
(through August 11, 2004).............. 44.82 29.21 29.21
Closing price on August 11, 2004........ 29.21
ADVANCED MICRO DEVICES, INC.
HIGH LOW CLOSE
------ ------ ------
2002
Quarter ended March 31.................. 20.00 12.85 14.71
Quarter ended June 30................... 14.82 8.04 9.72
Quarter ended September 30.............. 10.70 5.34 5.34
Quarter ended December 31............... 9.00 3.20 6.46
2003
Quarter ended March 31.................. 7.45 4.94 6.18
Quarter ended June 30................... 8.44 6.31 6.41
Quarter ended September 30.............. 12.79 6.54 11.11
Quarter ended December 31............... 18.29 11.17 14.90
2004
Quarter ended March 31.................. 17.38 13.99 16.23
Quarter ended June 30................... 17.45 13.87 15.90
Quarter ending September 30
through (August 11, 2004).............. 15.50 10.93 10.93
Closing price on August 11, 2004........ 10.93
S-10
MICRON TECHNOLOGY, INC.
HIGH LOW CLOSE
------ ------ ------
2002
Quarter ended March 31.................. 39.50 30.49 32.90
Quarter ended June 30................... 33.51 18.40 20.22
Quarter ended September 30.............. 25.45 12.37 12.37
Quarter ended December 31............... 17.80 9.74 9.74
2003
Quarter ended March 31.................. 11.00 6.76 8.14
Quarter ended June 30................... 13.53 8.03 11.63
Quarter ended September 30.............. 15.38 12.33 13.42
Quarter ended December 31............... 14.75 11.50 13.47
2004
Quarter ended March 31.................. 16.71 13.74 16.71
Quarter ended June 30................... 17.96 13.50 15.31
Quarter ending September 30
(through August 11, 2004).............. 14.97 11.75 11.75
Closing price on August 11, 2004........ 11.75
ALTERA CORPORATION
HIGH LOW CLOSE
------ ------ ------
2002
Quarter ended March 31.................. 25.48 19.07 21.87
Quarter ended June 30................... 24.46 13.6 13.6
Quarter ended September 30.............. 14.8 8.67 8.67
Quarter ended December 31............... 14.98 8.82 12.33
2003
Quarter ended March 31.................. 15.2 10.84 13.54
Quarter ended June 30................... 19.32 13.67 16.43
Quarter ended September 30.............. 23.11 16.91 18.93
Quarter ended December 31............... 25.36 17.44 22.65
2004
Quarter ended March 31.................. 26.82 19.32 20.48
Quarter ended June 30................... 25.5 19.75 22.16
Quarter ending September 30
(through August 11, 2004).............. 21.39 18.78 19.49
Closing price on August 11, 2004........ 19.99
S-11
INTEL CORPORATION
HIGH LOW CLOSE
------ ------ ------
2002
Quarter ended March 31.................. 35.79 28.55 30.41
Quarter ended June 30................... 31.20 18.27 18.27
Quarter ended September 30.............. 19.59 13.89 13.89
Quarter ended December 31............... 21.05 13.22 15.57
2003
Quarter ended March 31.................. 18.90 15.05 16.28
Quarter ended June 30................... 22.14 16.42 20.81
Quarter ended September 30.............. 29.18 21.41 27.52
Quarter ended December 31............... 34.12 28.62 32.05
2004
Quarter ended March 31.................. 34.24 26.16 27.20
Quarter ended June 30................... 28.99 25.73 27.60
Quarter ending September 30
(through August 11, 2004).............. 27.02 22.16 22.16
Closing price on August 11, 2004........ 22.16
TEXAS INSTRUMENTS INCORPORATED
HIGH LOW CLOSE
------ ------ ------
2002
Quarter ended March 31.................. 35.71 25.75 33.10
Quarter ended June 30................... 34.09 22.93 23.70
Quarter ended September 30.............. 25.78 14.77 14.77
Quarter ended December 31............... 20.27 13.23 15.01
2003
Quarter ended March 31.................. 18.67 14.15 16.37
Quarter ended June 30................... 21.10 16.23 17.60
Quarter ended September 30.............. 26.03 17.62 22.80
Quarter ended December 31............... 30.92 23.25 29.38
2004
Quarter ended March 31.................. 33.65 27.15 29.22
Quarter ended June 30................... 30.94 23.00 24.18
Quarter ending September 30
(through August 11, 2004).............. 23.54 18.54 18.54
Closing price on August 11, 2004........ 18.54
As indicated above, the market prices of basket
stocks have been highly volatile during recent
periods. It is impossible to predict whether the
price of any of the basket stocks will rise or fall,
and you should not view the historical prices of the
basket stocks as an indication of future performance.
See "Additional Risk Factors Specific to Your Note --
The Market Price of Your Note May Be Influenced by
Many Unpredictable Factors" in the accompanying
prospectus supplement no. 372.
S-12