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                      FORM OF PUBLICLY OFFERED CERTIFICATE

                              CLASS [ ] CERTIFICATE

                     GS MORTGAGE SECURITIES CORP., DEPOSITOR
                MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2004-7
                              CLASS [ ] CERTIFICATE

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE
DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), TO THE TRUSTEE OR ITS
AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE
ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT MADE TO CEDE &
CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF
DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO
ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.

[THIS CLASS [  ] CERTIFICATE IS SUBORDINATED TO THE EXTENT DESCRIBED HEREIN AND
IN THE TRUST AGREEMENT REFERENCED HEREIN.]

THIS CLASS [  ] CERTIFICATE REPRESENTS A REMIC REGULAR INTEREST FOR FEDERAL
INCOME TAX PURPOSES.

THE PRINCIPAL OF THIS CLASS [    ] CERTIFICATE IS SUBJECT TO PREPAYMENT FROM
TIME TO TIME WITHOUT SURRENDER OF OR NOTATION ON THIS CERTIFICATE. ACCORDINGLY,
THE CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE MAY BE LESS THAN THAT SET
FORTH BELOW. ANYONE ACQUIRING THIS CERTIFICATE MAY ASCERTAIN ITS CURRENT
CERTIFICATE PRINCIPAL BALANCE BY INQUIRY OF THE TRUSTEE.

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                     GS MORTGAGE SECURITIES CORP., DEPOSITOR
                MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2004-7
                              CLASS [ ] CERTIFICATE

INITIAL CERTIFICATE RATE                     APPROXIMATE AGGREGATE INITIAL
PER ANNUM: [ ]%(1)                           CERTIFICATE PRINCIPAL BALANCE OF
                                             THE CLASS [ ] CERTIFICATES AS OF
                                             THE CLOSING DATE: $[    ]

PERCENTAGE INTEREST: [ ]%

MINIMUM DENOMINATION:                        $[ ] AND $[ ] IN EXCESS OF $[  ]

DATE OF THE TRUST                            APPROXIMATE AGGREGATE SCHEDULED
AGREEMENT:                                   PRINCIPAL BALANCE AS OF THE CUT-OFF
JUNE 1, 2004                                 DATE OF THE MORTGAGE LOANS HELD BY
                                             THE TRUST: $699,836,637

CLOSING DATE:                                SERVICERS:
JUNE 30, 2004                                COUNTRYWIDE HOME LOANS SERVICING LP
                                             NATIONAL CITY MORTGAGE CO.

FIRST DISTRIBUTION DATE:
JULY 26, 2004

FINAL SCHEDULED                              TRUSTEE: JPMORGAN CHASE BANK
DISTRIBUTION DATE:                           CUSTODIAN: JPMORGAN CHASE BANK
JUNE 25, 2034

NO. [ ]                                      CUSIP NUMBER: [    ]
                                             ISIN NUMBER: [    ]



------------------------
(1) For each Distribution Date, the Certificate Rate for the Class [ ]
Certificates will equal a variable rate determined in accordance with the Trust
Agreement.

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                     GS MORTGAGE SECURITIES CORP., DEPOSITOR
                MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2004-7
                              CLASS [ ] CERTIFICATE

      evidencing a beneficial ownership interest in a Trust consisting of the
      entire beneficial ownership of a pool of certain hybrid adjustable-rate
      single family, fully amortizing, first lien Mortgage Loans formed and sold
      by

                          GS MORTGAGE SECURITIES CORP.

THIS CERTIFICATE DOES NOT REPRESENT AN OBLIGATION OF, OR INTEREST IN, AND IS NOT
GUARANTEED BY, GS MORTGAGE SECURITIES CORP., THE SERVICERS, THE TRUSTEE, THE
CUSTODIAN OR ANY OF THEIR AFFILIATES. NEITHER THIS CERTIFICATE NOR THE
UNDERLYING MORTGAGE LOANS ARE GUARANTEED BY ANY AGENCY OR INSTRUMENTALITY OF THE
UNITED STATES.

THIS CERTIFIES THAT:

                                   CEDE & CO.

is the registered owner of the Percentage Interest evidenced by this Certificate
in the Class [ ] Certificates (the "Class [ ] Certificates") issued by the trust
(the "Trust") created pursuant to a Trust Agreement, dated as specified above
(the "Trust Agreement"), between GS Mortgage Certificates Corp., as depositor
(hereinafter the "Depositor," which term includes any successor entity under the
Trust Agreement) and JPMorgan Chase Bank, as trustee (in such capacity, the
"Trustee") and custodian (in such capacity, the "Custodian"), a summary of
certain of the pertinent provisions of which is set forth hereafter. The Trust
consists primarily of a pool of Mortgage Loans. This Certificate is issued under
and is subject to the terms, provisions and conditions of the Trust Agreement
and also is subject to certain terms and conditions set forth in the Sale
Agreements and the Servicing Agreements, to which the Sale Agreements and the
Servicing Agreements the Holder of this Certificate, by virtue of the acceptance
hereof assents and by which such Certificateholder is bound.

            Distributions on this Certificate (including the final distribution
on this Certificate) will be made out of the related Available Distribution
Amount, to the extent and subject to the limitations set forth in the Trust
Agreement, on the 25th day of each month, or if such day is not a Business Day,
the next succeeding Business Day, beginning in June 2004 (each, a "Distribution
Date"), commencing on the first Distribution Date specified above, to the Person
in whose name this Certificate is registered at the close of business on the
last Business Day of the Interest Accrual Period related to such Distribution
Date (the "Record Date"). Distributions on this Certificate will generally be
made from collections on Mortgage Loans. All sums distributable on this
Certificate are payable in the coin or currency of the United States of America
as at the time of payment is legal tender for the payment of public and private
debts.

            Distributions on this Certificate will be paid in accordance with
the terms of the Trust Agreement, the Sale Agreements and the Servicing
Agreements. Distributions allocated to

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this Certificate on any Distribution Date will be an amount equal to this
Certificate's Percentage Interest of the related Available Distribution Amount
to be distributed on this Class of Certificates as of such Distribution Date,
with a final distribution to be made upon retirement of this Certificate as set
forth in the Trust Agreement.

            This Certificate is one of a duly authorized issue of Certificates
designated as Mortgage Pass-Through Certificates, Series 2004-7 (herein called
the "Certificates"), and representing a Percentage Interest in the Class of
Certificates specified on the face hereof equal to the quotient, expressed as a
percentage, obtained by dividing the denomination of this Certificate specified
on the face hereof by the aggregate [Certificate Balance] [Notional Amount] of
all the Class [ ] Certificates. The Certificates are issued in multiple Classes
designated as specifically set forth in the Trust Agreement. The Certificates
will evidence in the aggregate 100% of the beneficial ownership of the Trust.

            Realized Losses and interest shortfalls on the Mortgage Loans shall
be allocated among the Classes of Certificates on the applicable Distribution
Date in the manner set forth in the Trust Agreement. To the extent provided in
the Trust Agreement, with respect to Realized Losses and interest shortfalls,
the Subordinate Certificates will be subordinated to the Senior Certificates and
each of the Subordinate Certificates will be subordinated to each of the other
Subordinate Certificates with a lower numerical class designation, if any. All
Realized Losses and interest shortfalls on the Mortgage Loans allocated to any
Class of Certificates will be allocated pro rata among the outstanding
Certificates of such Class, as described in the Trust Agreement.

            The Certificates are limited in right of payment to certain
collections and recoveries respecting the Mortgage Loans, all as more
specifically set forth in the Trust Agreement. As provided in the Trust
Agreement, withdrawals from the Collection Accounts, the Certificate Account and
related accounts shall be made from time to time for purposes other than
distributions to Holders, such purposes including reimbursement of Advances
made, or certain expenses incurred, with respect to the Mortgage Loans and
administration of the Trust.

            All distributions or allocations made with respect to each Class on
any Distribution Date shall be allocated in accordance with the Trust Agreement.
Payment shall be made either (1) by check mailed to the address of each
Certificateholder as it appears in the Certificate Register on the Record Date
immediately prior to such Distribution Date or (2) with respect to the
Certificates other than the Residual Certificates, by wire transfer of
immediately available funds to the account of a Certificateholder at a bank or
other entity having appropriate facilities therefor, if such Certificateholder
shall have so notified the Trustee in writing by the Record Date immediately
prior to such Distribution Date and such Certificateholder is the registered
owner of an initial Certificate Principal Balance or Notional Amount of at least
$1,000,000. The Trustee may charge the Certificateholder a fee for any payment
made by wire transfer. Final distribution on the Certificates will be made only
upon surrender of the Certificates at the offices of the Certificate Registrar
set forth in the notice of such final distribution.

            The Trust Agreement permits, with certain exceptions therein
provided, the amendment thereof and the modification of the rights and
obligations of the Depositor, the

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Trustee and the Custodian and the rights of the Certificateholders under the
Trust Agreement at any time by the Depositor, the Trustee and the Custodian with
the consent of the Certificateholders entitled to at least 51% of the Voting
Rights. Any such consent by the Holder of this Certificate shall be conclusive
and binding on such Certificateholder and upon all future Holders of this
Certificate and of any Certificate issued upon the transfer hereof or in
exchange herefor or in lieu hereof whether or not notation of such consent is
made upon this Certificate. The Trust Agreement also permits the amendment
thereof, in certain limited circumstances, without the consent of the
Certificateholders.

            The Certificates are issuable in fully registered form only, without
coupons, in denominations specified in the Trust Agreement. As provided in the
Trust Agreement and subject to any limitations on transfer of this Certificate
by a Depository or its nominee and certain limitations set forth in the Trust
Agreement, the transfer of this Certificate is registrable in the Certificate
Register upon surrender of this Certificate for registration of transfer at the
principal Corporate Trust Office of the Trustee or such other offices or
agencies appointed by the Trustee for that purpose and such other locations
provided in the Trust Agreement, duly endorsed by or accompanied by an
assignment in the form below or other written instrument of transfer in form
satisfactory to, the Trustee and the Certificate Registrar duly executed by the
Certificateholder hereof, or such Certificateholder's attorney duly authorized
in writing, and thereupon one or more new Certificates of the same Class in the
same aggregate Certificate Principal Balance will be issued to the designated
transferee or transferees.

            As provided in the Trust Agreement and subject to certain
limitations therein set forth, this Certificate is exchangeable for a new
Certificate of the same Class in the same denomination. No service charge will
be made for any such registration of transfer or exchange, but the Trustee may
require payment of a sum sufficient to cover any tax or other governmental
charge that may be imposed in connection with any transfer or exchange of
Certificates.

            The Depositor, the Trustee, the Custodian and the Certificate
Registrar and any agent of the Depositor, the Trustee, the Custodian or the
Certificate Registrar may treat the Person in whose name this Certificate is
registered as the owner hereof for all purposes, and none of the Depositor, the
Trustee, the Custodian, the Certificate Registrar or any such agent shall be
affected by notice to the contrary.

            The obligations created by the Trust Agreement will terminate upon
payment to the Certificateholders of all amounts held in the Collection Accounts
and the Certificate Account required to be paid to the Certificateholders
pursuant to the Trust Agreement, following the earlier of: (i) the final payment
or other liquidation (or any advance with respect thereto) of the last Mortgage
Loan remaining in the Trust or the disposition of all property acquired upon
foreclosure of any such Mortgage Loan and (ii) the repurchase of all the assets
of the Trust by Countrywide Home Loans Servicing LP or the Depositor, in
accordance with the Trust Agreement when the aggregate Scheduled Principal
Balance of the Mortgage Loans equals 10% or less of the aggregate Scheduled
Principal Balance of the Mortgage Loans as of the Cut-Off Date. Written notice
of termination will be given to each Certificateholder, and the final
distribution will be made only upon surrender and cancellation of the
Certificates at an office or agency appointed by the Trustee which will be
specified in the notice of termination.

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            Any such repurchase of Mortgage Loans and property acquired in
respect of the Mortgage Loans shall be made at the Termination Price.

            Unless the certificate of authentication hereon has been executed by
the Certificate Registrar, by manual signature, this Certificate shall not be
entitled to any benefit under the Trust Agreement or be valid for any purpose.

            THIS CERTIFICATE AND THE TRUST AGREEMENT SHALL BE CONSTRUED IN
ACCORDANCE WITH, AND GOVERNED BY, THE LAWS OF THE STATE OF NEW YORK.

            The Trustee has executed this Certificate on behalf of the Trust as
Trustee under the Trust Agreement, and the Trustee shall be liable hereunder
only in respect of the assets of the Trust.

            Capitalized terms used herein and not defined herein shall have the
meaning assigned to them in the Trust Agreement.

            In the event that the terms of this Certificate conflict with the
terms of the Trust Agreement, the terms of the Trust Agreement shall control.

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            IN WITNESS WHEREOF, the Trustee has caused this Certificate to be
duly executed.

Dated: June 30, 2004     JPMORGAN CHASE BANK,
                            not in its individual capacity but solely as Trustee

                         By:____________________________________________________
                            AUTHORIZED OFFICER

                          CERTIFICATE OF AUTHENTICATION

THIS IS ONE OF THE CLASS [ ] CERTIFICATES REFERRED TO IN THE WITHIN-MENTIONED
TRUST AGREEMENT.

                         JPMORGAN CHASE BANK,
                           as Certificate Registrar

                         By:____________________________________________________
                            AUTHORIZED OFFICER

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                                  ABBREVIATIONS

The following abbreviations, when used in the inscription on the face of this
Certificate, shall be construed as though they were written out in full
according to applicable laws or regulations:

TEN COM -- as tenants in common      UNIF GIFT MIN ACT --  ____Custodian________
TEN ENT -- as tenants by the                                (Cust)       (Minor)
   entireties

JT TEN -- as joint tenants with      Under Uniform Gifts to Minors Act__________
rights of survivorship and not as                                       (State)
   Tenants in Common

                    Additional abbreviations may also be used
                          though not in the above list.

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                                FORM OF TRANSFER

FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto

________________________________________________________________________________

PLEASE INSERT SOCIAL SECURITY OR
OTHER IDENTIFYING NUMBER OF
ASSIGNEE________________________________________________________________________

________________________________________________________________________________

            (Please print or typewrite name and address of assignee)

the within Certificate and does hereby irrevocably constitute and, appoint _____
(Attorney) to transfer the said Certificate in the Certificate Register of the
within-named Trust, with full power of substitution in the premises.

Dated: ______________________           ________________________________________

                                        NOTICE: The signature to this assignment
                                        must correspond with the name as written
                                        upon the face of this certificate in
                                        every particular without alteration or
                                        enlargement or any change whatever.

______________________________

SIGNATURE GUARANTEED: The
signature must be guaranteed by
a commercial bank or trust
company or by a member firm of
the New York Stock Exchange or
another national certificates
exchange. Notarized or witnessed
signatures are not acceptable.

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                            DISTRIBUTION INSTRUCTIONS

The assignee should include the following for purposes of distribution:

Distribution shall be made, by wire transfer or otherwise, in immediately
available funds, to ___________________________, for the account of
_____________________, account number _________________, or if mailed by check
to ______________________________. Applicable reports and statements should be
mailed to __________________________. This information is provided by
____________________________, the assignee named above, or _______________, as
agent.