**UNITED STATES SECURITIES AND EXCHANGE COMMISSION****WASHINGTON, D.C. 20549** **Form 10-Q/A****(AmendmentNo. 1)**   þ **QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934***For The Quarterly Period Ended June 30, 2005***OR**   o **TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**           **Forthe transition period from            to     .****Commission file number 1-892** **GOODRICH CORPORATION***(Exact name of registrant as specified in its charter)*   **New York** **34-0252680***(State of incorporation)* *(I.R.S. Employer Identification No.)*   **Four Coliseum Centre** **28217****2730 West Tyvola Road** *(Zip Code)***Charlotte, North Carolina**  *(Address of principal executive offices)*  **Registrant’s telephone number, including area code: (704) 423-7000**Indicate by check mark whether the registrant (1) has filed all reports required to be filed bySection 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or forsuch shorter period that the registrant was required to file such reports) and (2) has been subjectto such filing requirements for the past 90 days. Yes þ No oIndicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 ofthe Exchange Act). Yes þ No oAs ofJune 30, 2005, there were 121,563,956 shares of common stock outstanding (excluding14,000,000 shares held by a wholly owned subsidiary). There is only one class of common stock.  
 

 
**EXPLANATORY NOTE**This Amendment No. 1 on Form 10-Q/A is being filed with respect to the Company’s Quarterly Reporton Form 10-Q for the quarter ended June 30, 2005 filed with the Securities and Exchange Commission(“SEC”) on August 8, 2005 (the “Form 10-Q”). The Form 10-Q, as amended hereby, continues to speakas of the date of the original Form 10-Q and other disclosures have not been updated to speak toany later date.This amendment is being filed to correct an error in the last paragraph of the cover page of theForm 10-Q with respect to the number of shares of common stockoutstanding as of June 30, 2005 and to refile Exhibits 31 and 32previously filed with the Form 10-Q.

 
**TABLE OF CONTENTS**
PART II. OTHER INFORMATIONItem 6. Exhibits SIGNATURE EXHIBIT INDEXEX-31EX-32

 
**PARTII. OTHER INFORMATION****Item 6. Exhibits**   Exhibit 3.1 Restated Certificate of Incorporation of GoodrichCorporation, filed as Exhibit 3.1 to Goodrich Corporation’sQuarterly Report on Form 10-Q for the quarter ended September30, 2003 (File No. 1-892), is incorporated herein byreference.   Exhibit 3.2 By-Laws of Goodrich Corporation, as amended, filed as Exhibit4(B) to Goodrich Corporation’s Registration Statement on FormS-3 (File No. 333-98165), is incorporated herein byreference.   Exhibit 10.1 Goodrich Corporation 2001 Equity Compensation Plan, filed asAppendix B to Goodrich Corporation’s 2005 proxy statementdated March 7, 2005, is incorporated herein by reference.   Exhibit 10.2 Goodrich Corporation Senior Executive Management IncentivePlan, filed as Appendix C to Goodrich Corporation’s 2005proxy statement dated March 7, 2005, is incorporated hereinby reference.   Exhibit 10.3 Five Year Credit Agreement dated as of May 25, 2005 amongGoodrich Corporation, the lenders parties thereto andCitibank, N.A., as agent for such lenders, filed as Exhibit10.1 to Goodrich Corporation’s Current Report on Form 8-Kfiled June 1, 2005, is incorporated herein by reference.   Exhibit 15 Letter Re: Unaudited InterimFinancial Information.*   Exhibit 31 Rule 13a-14(a)/15d-14(a) Certifications.   Exhibit 32 Section 1350 Certifications.   Exhibit 99.1 Compensation Arrangements for ScottE. Kuechle.*
*Previously filed.

 
**SIGNATURE**Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly causedthis report to be signed on its behalf by the undersigned thereunto duly authorized.   August 9, 2005 GOODRICH CORPORATION