UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-KSB/A
                                (Amendment No. 1)

                                   (Mark One)
[X] ANNUAL REPORT UNDER SECTION l3 OR l5(d) OF THE SECURITIES EXCHANGE ACT OF
    l934

                                     For the fiscal year ended December 31, 2006

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
    OF 1934

                               For the transition period from         to
                                                              -------    -------

                        Commission file number 000-23901

                                    GSV, INC.
                 (Name of small business issuer in its charter)

<TABLE>
<S>                                                                    <C>
                         Delaware                                                   13-3979226
     (State or other jurisdiction of incorporation or                  (I.R.S. Employer Identification No.)
                       organization)

                    191 Post Road West
                   Westport, Connecticut                                              06880
         (Address of principal executive offices)                                   (Zip Code)
</TABLE>

                    Issuer's telephone number: (203) 221-2690

           Securities registered under Section 12(b) of the Act: None

             Securities registered under Section 12(g) of the Act:

                     Common Stock, par value $.001 per share
                                (Title of Class)
                                ----------------

Check whether the issuer is not required to file reports  pursuant to Section 13
or 15(d) of the Exchange Act. | |
                               -

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Securities  Exchange  Act  during the past 12 months (or for
such shorter period that the registrant was required to file such reports),  and
(2) has been subject to such filing  requirements for the past 90 days.
 X   Yes        No
---        ---

Check if there is no  disclosure of  delinquent  filers  pursuant to Item 405 of
Regulation S-B contained in this form, and no disclosure  will be contained,  to
the  best  of  registrant's   knowledge,  in  definitive  proxy  or  information
statements  incorporated  by  reference  in Part III of this Form  10-KSB or any
amendment to this Form 10-KSB.  X
                               ---

Indicate by check mark whether the  registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).        Yes   X  No
                                    ---      ---

The issuer's revenues for the year ended December 31, 2006 were $263,867.

As of March 16,  2007,  the  aggregate  market value of the voting stock held by
non-affiliates,  based on the  average  of the  high  and the low bid and  asked
prices reported on such date, was $409,013.57.

As of March 16, 2007,  there were 7,502,703  shares of the issuer's common stock
outstanding, excluding 168,592 shares held in treasury.

Transitional Small Business Disclosure Format (check one):     Yes   X  No
                                                           ---      ---
<PAGE>
The registrant hereby amends its Annual Report on Form 10-KSB for the year ended
December 31, 2006 to include  Exhibit 31.1, the  certification  required by Rule
13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, which was
inadvertently omitted from the report as initially filed.

No other  information in the Form 10-KSB as initially  filed is amended  hereby.
This Form 10-KSB/A does not reflect events occurring after the date of filing of
the Form  10-KSB or update  disclosures  in that report  affected by  subsequent
events.


                                      -2-
<PAGE>
                                   SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934, GSV, Inc. has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.


                                        GSV, INC.


                                        By: /s/ Gilad Gat
                                            -------------
                                            Gilad Gat
                                            Chief Executive Officer, President
                                            and Chief Financial Officer

                                        Date: April 12, 2007


                                      -3-
<PAGE>
Exhibit Index

Exhibit No.     Description
31.1            Section 302 Certification