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



                                          FORM 10-K/A
                                        Amendment No. 2


  (Mark one)

  /X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934
      For the fiscal year ended December 31, 2006

      OR



  / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934


       Commission file number:  333-132809-40

       GSR Mortgage Loan Trust 2006-10F
       (exact name of issuing entity as specified in its charter)

       GS Mortgage Securities Corp.
       (exact name of the depositor as specified in its charter)

       Goldman Sachs Mortgage Company
       (exact name of the sponsor as specified in its charter)


  New York                                          54-2198517
  (State or other jurisdiction of                   54-2198518
  incorporation or organization of)                 54-2198519
  issuing entity)                                  (I.R.S. Employer
                                                    Identification No.
                                                    of issuing entity)



   c/o Wells Fargo Bank, N.A.
   9062 Old Annapolis Road
   Columbia, MD                                                  21045
  (Address of principal executive offices of issuing entity)    (Zip Code of
                                                                issuing entity)



  Telephone number, including area code of issuing entity: (410) 884-2000


  Securities registered pursuant to Section 12(b) of the Act:

        NONE.


  Securities registered pursuant to Section 12(g) of the Act:

        NONE.


  Indicate by check mark if the registrant is a well-known seasoned issuer,
  as defined in Rule 405 of the Securities Act.

        Yes  ___     No  X


  Indicate by check mark if the registrant is not required to file reports
  pursuant to Section 13 or Section 15(d) of the Act.

        Yes  ___     No  X


  Indicate by check mark whether the registrant (1) has filed all reports
  required to be filed by Section 13 or 15(d) of the Securities Exchange
  Act of 1934 during the preceding 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.

        Yes  X       No  ___


  Indicate by check mark if disclosure of delinquent filers pursuant to
  Item 405 of Regulation S-K ( 229.405 of this chapter) is not contained
  herein, and will not 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-K/A or any amendment to this Form 10-K/A.

        Not applicable.


  Indicate by check mark whether the registrant is a large accelerated filer,
  an accelerated filer, or a non-accelerated filer. See definition of
  "accelerated filer and large accelerated filer" in Rule 12b-2 of the
  Exchange Act. (Check one):


  Large accelerated filer ___  Accelerated filer ___  Non-accelerated filer X


  Indicate by check mark whether the registrant is a shell company (as
  defined in Rule 12b-2 of the Act).

        Yes  ___     No  X


  State the aggregate market value of the voting and non-voting common
  equity held by non-affiliates computed by reference to the price at which
  the common equity was last sold, or the average bid and asked price of
  such common equity, as of the last business day of the registrant's most
  recently completed second fiscal quarter.

        Not applicable.


     Documents Incorporated by Reference.

  List hereunder the following documents if incorporated by reference and
  the Part of the Form 10-K/A (e.g., Part I, Part II, etc.) into which the
  document is incorporated: (1) Any annual report to security holders; (2)
  Any proxy or information statement; and (3) Any prospectus filed pursuant
  to Rule 424(b); or (c) under the Securities Act of 1933. The listed
  documents should be clearly described for identification purposes (e.g., the
  annual report to security holders for fiscal year ended December 24, 1980).

        Not applicable.


                                   PART I
  Item 1.  Business.

            Not applicable.


  Item 1A.  Risk Factors.

            Not applicable.


  Item 1B.  Unresolved Staff Comments.

            None.


  Item 2.  Properties.

            Not applicable.


  Item 3.  Legal Proceedings.

            Not applicable.


  Item 4.  Submission of Matters to a Vote of Security Holders.

            Not applicable.


                                PART II

  Item 5. Market for Registrant's Common Equity, Related Stockholder
          Matters and Issuer Purchases of Equity.

            Not applicable.


  Item 6.  Selected Financial Data.

            Not applicable.


  Item 7.  Management's Discussion and Analysis of Financial Condition and
           Results of Operation.

            Not applicable.


  Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

            Not applicable.


  Item 8.  Financial Statements and Supplementary Data.

            Not applicable.


  Item 9.  Changes in and Disagreements With Accountants on Accounting and
           Financial Disclosure.

            Not applicable.


  Item 9A. Controls and Procedures.

            Not applicable.


  Item 9A(T). Controls and Procedures.

            Not applicable.


  Item 9B. Other Information.

        Pursuant to a Form 8-K filed on March 28, 2007 (the "March 28th
Announcement"), on March 26, 2007 New Century, the parent of Home123
Corporation ("Home123"), one of the original loan sellers, notified the
Federal Home Loan Mortgage Corp. ("Freddie Mac"), that it was voluntarily
terminating its eligibility with Freddie Mac. As a result of this
termination, New Century and its subsidiaries are no longer able to sell
mortgage loans directly to Freddie Mac or act as the primary servicer of
any mortgage loans for Freddie Mac.

        According to the March 28th Announcement several of New Century's
lenders have notified New Century of their intent to sell the outstanding
mortgage loans that have been financed by the respective lender and offset
the proceeds from such sale against the New Century's obligations to the
lender, while reserving their rights to seek recovery of any remaining
deficiency from New Century. New Century has notified these lenders of its
concerns that any such sale be conducted in an appropriate manner, in
accordance with applicable law and in accordance with the terms of the
applicable financing agreement between the parties.

        Pursuant to a Form 8-K filed on March 22, 2007 (the "March 22nd
Announcement"), New Century stated that it had previously announced that
it had received notices from Barclays Bank PLC ("Barclays"), in which
Barclays alleged that certain events of default had occurred, as defined
in that certain Master Repurchase Agreement, dated as of March 31, 2006
(as amended to date), by and among New Century, certain of New Century's
subsidiaries, Barclays and Sheffield Receivables Corporation (the
"Barclays Agreement"), and purported to accelerate to March 14, 2007 the
obligation of New Century's subsidiaries to repurchase all outstanding
mortgage loans financed under the Barclays Agreement and to terminate
the Barclays Agreement as of that same date. New Century estimated that
the aggregate repurchase obligation (the outstanding mortgage loans
financed) of its subsidiaries under the Barclays Agreement was
approximately $0.9 billion as of March 12, 2007.

        According to the March 22nd Announcement, on March 16, 2007,
the parties to the Barclays Agreement entered into a letter agreement
(the "Barclays Letter Agreement") pursuant to which Barclays and
Sheffield Receivables Corporation agreed to release New Century and
its subsidiaries from its aggregate repurchase obligation under the
Barclays Agreement and New Century and its subsidiaries agreed to release
their rights to outstanding mortgage loans that had been financed under
 the Barclays Agreement. The effectiveness of the releases in the Barclays
Letter Agreement is subject to the satisfaction of certain preconditions,
including that (i) New Century and its subsidiaries shall have made certain
payments to Barclays, including forwarding to Barclays all amounts
received by New Century and its subsidiaries after March 1, 2007 with
respect to the mortgage loans under the Barclays Agreement, and (ii) New
Century and its subsidiaries shall have taken certain actions to facilitate
the transfer of the servicing function with respect to the mortgage loans
 under the Barclays Agreement to a third party appointed by Barclays. As of
March 22, 2007, New Century was still in the process of satisfying these
preconditions.

        According to the March 22nd Announcement, the Barclays Letter
Agreement provides that the outstanding mortgage loans financed under
the Barclays Agreement are being transferred to Barclays "as is", without
any representations or warranties by New Century or its subsidiaries,
and without any holdback by Barclays. New Century and its subsidiaries
have agreed, however, that if they enter into a settlement or release with
any of New Century's other lenders and any such release contains materially
more favorable terms for the benefit of any such lender than those in the
Barclays Letter Agreement, then Barclays will be entitled to such more
favorable terms. For purposes of this provision, the Barclays Letter
Agreement provides that a release with another lender will not be deemed
to have terms that are materially more favorable to that lender from an
economic standpoint if the terms of such release do not provide for more
to such lender than the amount of the outstanding mortgage loans financed
by such lender, plus accrued price differential or interest and the
transmittal of the principal portion of any loan payments received. The
continuing effectiveness of the release by Barclays under the Barclays
Letter Agreement is subject to New Century's compliance with this
provision. Upon the effectiveness of the releases contemplated by the
Barclays Letter Agreement, the aggregate repurchase obligation (the
outstanding mortgage loans financed) of New Century under its credit
facilities will be reduced by approximately $0.9 billion and New Century
will have realized a loss from this transaction of approximately $46 million.

        Pursuant to a Form 8-K filed on March 20, 2007 (the "March 20th
Announcement"), New Century stated that it received a Notice of Breach
and Termination of Mortgage Selling and Servicing Contract, dated March
14, 2007, from the Federal National Mortgage Association ("Fannie Mae").
In its notice, Fannie Mae purports to terminate its mortgage selling and
servicing contract (the "Fannie Mae Contract") with New Century Mortgage
Corporation ("NCMC"), a subsidiary of New Century, for cause, based on
alleged breaches of the Fannie Mae Contract as well as alleged breaches
by NCMC under other contracts with Fannie Mae. As a result of the
purported termination, New Century and its subsidiaries are no longer
able to sell mortgage loans directly to Fannie Mae or act as the primary
servicer of any mortgage loans for Fannie Mae.

Pursuant to a Form 8-K filed on March 14, 2007 (the "March 14th Announcement"),
New Century stated that the staff of the New York Stock Exchange ("NYSE")
issued a press release, dated March 13, 2007, announcing its determination
that New Century's common stock is no longer suitable for continued listing
on the NYSE and will be suspended immediately. New Century announced
that the NYSE's press release cited New Century's recent disclosures
regarding its liquidity position, as well as New Century's prior
announcement regarding the need to restate certain of its historical
financial statements, in support of its determination that New
Century's common stock and preferred stock are no longer suitable for
continued listing on the NYSE.

In addition, according to the March 14th Announcement, New Century
announced that the NYSE's press release also stated that an application
to the SEC to delist New Century's stock from the NYSE is pending the
completion of the applicable procedures, including any appeal by New
Century of the NYSE staff's decision.  New Century stated that it is
reviewing the NYSE staff's decision and accordingly has not yet
determined whether it will appeal the staff's decision to delist New
Century's stock.

Pursuant to a Form 8-K/A filed on March 13, 2007 (the "March 13th
Form 8-K/A Announcement") by New Century, New Century stated that as
of March 9, 2007, all of New Century's lenders under its short-term
repurchase agreements and aggregation credit facilities had discontinued
their financing with New Century or had notified New Century of their
intent to do so.  It further stated in the March 13th Form 8-K/A
Announcement that New Century has received notices from certain of its
lenders asserting that New Century and/or its subsidiaries have violated
their respective obligations under certain of these financing arrangements
and that such violations amount to events of default.  According to the
March 13th Form 8-K/A Announcement, certain of these lenders have further
advised New Century that they are accelerating New Century's obligation
to repurchase all outstanding mortgage loans financed under the
applicable agreements.

Pursuant to a Form 8-K filed on March 8, 2007 by New Century, New Century
stated that as a result of its current constrained funding capacity, New
Century has elected to cease accepting loan applications from prospective
borrowers effective immediately while New Century seeks to obtain
additional funding capacity.

New Century also announced that it was delaying the filing of its Annual
Report on Form 10-K for the fiscal year ended December 31, 2006.

New Century announced that, although a full review is ongoing, it
expects that the modifications to the allowance for loan repurchase
losses will result in restated net income for the first three quarters
of 2006 that is significantly lower than previously reported in New
Century's 2006 interim financial statements.

In addition, New Century announced that although New Century's mortgage
loan origination volume increased in 2006 when compared to 2005, New
Century's results of operations for the quarter and year ended December
31, 2006 will reflect declines in earnings and profitability when
compared to the same periods in 2005.  New Century currently expects
that it will report a pretax loss for both the fourth quarter and the
full year ended December 31, 2006.

According to the March 2nd Announcement, New Century relies on its 15
short-term repurchase agreements and aggregation credit facilities and
an asset-backed commercial paper facility that collectively provide
New Century with an aggregate of approximately $13.0 billion of
committed and $4.4 billion of uncommitted borrowing capacity to fund
mortgage loan originations and purchases pending the pooling and sale
of such mortgage loans.

According to the March 2nd Announcement, in the event New Century is
unable to obtain satisfactory amendments to and/or waivers of the
covenants in its financing arrangements from a sufficient number of
its lenders, or obtain alternative funding sources, New Century's
auditor, KPMG, has informed New Century's Audit Committee that its
report on New Century's financial statements will include an
explanatory paragraph indicating that substantial doubt exists as
to New Century's ability to continue as a going concern.


                                PART III

  Item 10. Directors, Executive Officers and Corporate Governance.

            Not applicable.


  Item 11. Executive Compensation.

            Not applicable.

  Item 12. Security Ownership of Certain Beneficial Owners and
           Management and Related Stockholder Matters.

            Not applicable.


  Item 13. Certain Relationships and Related Transactions, and Director
           Independence.

            Not applicable.


  Item 14. Principal Accounting Fees and Services.

            Not applicable.



                ADDITIONAL DISCLOSURE ITEMS FOR REGULATION AB

  Item 1112(b) of Regulation AB, Significant Obligor Financial Information.

            No single obligor represents more than 10% of the pool assets held
            by this transaction.


  Item 1114(b)(2) and 1115(b) of Regulation AB, Significant Enhancement
             Provider Financial Information.

            None.

  Item 1117 of Regulation AB, Legal Proceedings.

On April 2, 2007, New Century Financial Corporation filed for Chapter 11
bankruptcy in U.S. Bankruptcy Court for the District of Delaware.


Pursuant to a Form 8-K filed on March 28, 2007 (the "March 28th
Announcement"), on March 27, 2007, New Century, the parent of
Home123, one of the original loan sellers, announced
that it had signed consent agreements with the State of
Idaho's Department of Finance, the State of Iowa's Superintendent
of Banking, the State of Michigan's Office of Financial and
Insurance Services and the State of Wyoming's Banking Commissioner
(the "March 27th Consent Agreements"). Although New Century has
signed the March 27th Consent Agreements and expects to comply
with their terms, New Century has not yet received counterpart
signatures from the respective states and accordingly such March
27th Consent Agreements may not be binding on the respective states.
The March 27th Consent Agreements contain allegations that certain
of New Century's subsidiaries have engaged in violations of state
law, including, among other things, failure to fund mortgage loans
after closing.  The March 27th Consent Agreements restrain New
Century's subsidiaries from taking certain actions, including,
among other things, engaging in alleged violations of state law
and taking new applications for mortgage loans in the relevant
jurisdiction.

        In addition, according to the March 28th Announcement, the
March 27th Consent Agreements also compel New Century's subsidiaries
to affirmatively take certain actions, including the creation of
escrow accounts to hold any up front fees collected in connection
with pending mortgage applications, the transfer to other lenders
of the outstanding mortgage applications and unfunded mortgage loans
held by the subsidiaries, and the provision of regular information
to the state regulators regarding the subsidiaries' activities in
the applicable state, including the status of all outstanding
mortgage applications and unfunded mortgage loans in that state.

        According to the March 28th Announcement, New Century
anticipates that cease and desist orders will continue to be
received by New Century and its subsidiaries from additional states
in the future and that New Century and its subsidiaries may enter
into additional consent agreements similar to the consent agreements
already entered into by New Century.  New Century stated that it
intends to continue to cooperate with its regulators in order to
mitigate the impact on consumers resulting from New Century's
funding constraints.

        Pursuant to a Form 8-K filed on March 22, 2007 (the "March
22nd Announcement"), New Century has received cease and desist
orders from several states and entered into consent agreements with
several states (the "Previous Orders and Consent Agreements"). On
March 20, 2007, certain of New Century's subsidiaries entered into
a consent agreement with the State of Maine's Office of Consumer
Credit Regulation, respectively (the "March 20 Consent Agreement").

        According to the March 22nd Announcement, consistent with
the Previous Orders and Consent Agreements, the March 20 Consent
Agreement contains allegations that certain of New Century's
subsidiaries have engaged in violations of state law, including,
among other things, failure to fund mortgage loans after closing.
Consistent with the Previous Orders and Consent Agreements, the
March 20 Consent Agreement seeks to restrain New Century's
subsidiaries from taking certain actions, including, among others,
engaging in alleged violations of state law and taking new
applications for mortgage loans in the relevant jurisdiction. The
March 20 Consent Agreement also seeks to cause the subsidiaries
to affirmatively take certain actions, including the creation of
escrow accounts to hold fees relating to pending mortgage
applications, the transfer to other lenders of the outstanding
mortgage applications and unfunded mortgage loans held by the
subsidiaries, and the provision of regular information to the state
regulators regarding the subsidiaries' activities in the applicable
state, including the status of all outstanding mortgage
applications and unfunded mortgage loans in that state.

        Pursuant to a Form 8-K filed on March 20, 2007 (the "March
20th Announcement"), on March 16, 2007, New Century received
additional cease and desist orders from the State of California
(the "California Orders") and certain of New Century's
subsidiaries entered into consent agreements with the State of
 Florida's Office of Financial Regulation and the State of
Washington's Department of Financial Institutions, respectively,
each dated March 16, 2007 (the "March 16 Agreements") and
together with the California Orders, the "March 16 Orders and
Consent Agreements").

        According to the March 20th Announcement, consistent with
certain other previous consent agreements, the March 16 Orders and
Consent Agreements contain allegations that certain of New Century's
subsidiaries have engaged in violations of state law, including, among
other things, failure to fund mortgage loans after closing. Consistent
with certain other previous consent agreements, the March 16 Orders
and Consent Agreements seek to restrain New Century's subsidiaries
from taking certain actions, including, among other things, engaging
in alleged violations of state law and taking new applications for
mortgage loans in the relevant jurisdiction. New Century announced
that the March 16 Orders and Consent Agreements also seek to cause
the subsidiaries to affirmatively take certain actions, including the
creation of escrow accounts to hold fees relating to pending mortgage
applications, the transfer to other lenders of the outstanding
mortgage applications and unfunded mortgage loans held by the
subsidiaries, and the provision of regular information to the state
regulators regarding the subsidiaries' activities in the applicable
state, including the status of all outstanding mortgage applications
and unfunded mortgage loans in that state.  The California Orders
become permanent if not promptly appealed by the applicable
subsidiaries. New Century and its subsidiaries are reviewing the
California Orders and accordingly have not yet determined whether
they will appeal all or any portion of the California Orders.

Pursuant to a Form 8-K filed on March 19, 2007 (the "March 19th
Announcement"), New Century stated that on March 14, 2007 and March
15, 2007, it received additional cease and desist orders from the
States of Connecticut, Maryland, Rhode Island and Tennessee
(collectively, the "March 14-15 Orders").  New Century stated that
the cease and desist orders contain allegations that certain of New
Century's subsidiaries have engaged in violations of applicable
state law, including, among other things and failure to fund mortgage
loans after a mortgage closing.  Additionally, on March 14, 2007,
certain of New Century's subsidiaries, entered into a Consent Agreement
and Order, dated March 14, 2007, with the Commonwealth of Pennsylvania
Department of Banking, Bureau of Supervision and Enforcement (the
"Consent Agreement").

The March 14-15 Orders and the Consent Agreement seek to restrain New
Century's subsidiaries from taking certain actions, including, among
others, engaging in alleged violations of applicable state law and
taking new applications for mortgage loans in the relevant jurisdiction.
The March 14-15 Orders and the Consent Agreement also seek to cause
the subsidiaries to affirmatively take certain actions, including the
creation of escrow accounts to hold fees relating to pending mortgage
applications, the transfer to other lenders of the outstanding mortgage
applications and unfunded mortgage loans held by the subsidiaries, and
the provision of regular information to the state regulators regarding
the subsidiaries' activities in the applicable state, including the
status of all outstanding mortgage applications and unfunded mortgage
loans in that state. Certain of the March 14-15 Orders also seek to
revoke the licenses of one or more of New Century's subsidiaries or
assess administrative penalties.

The March 14-15 Orders generally become permanent if not promptly
appealed by the applicable subsidiaries. New Century and its subsidiaries
are reviewing the March 14-15 Orders and accordingly have not yet
determined whether they will appeal all or any portion of the March 14-15
Orders.

According to the March 19th Announcement, on March 14, 2007, in
connection with a civil action filed against New Century and certain of
its subsidiaries in an Ohio state court (the "Ohio Complaint") by the
Attorney General of Ohio and the Ohio Division of Commerce, Division of
Financial Institutions, such Ohio state court issued a temporary
restraining order, which was subsequently modified by the court on March
16, 2007, against New Century (as modified, the "Ohio TRO").  New
Century stated that the Ohio Complaint and the Ohio TRO contain
allegations that New Century has engaged in violations of applicable
Ohio state law, including, among other things, failure to fund
mortgage loans after closing.  New Century stated that the Ohio TRO
restrains New Century from taking certain actions, including, among
other things, (i) engaging in violations of Ohio state law, (ii)
soliciting applicants and taking new applications for mortgage loans
in Ohio and (iii) initiating, prosecuting or enforcing foreclosure
actions in Ohio.  New Century announced that the Ohio TRO also requires
New Century to confer with the Ohio Attorney General and Division of
Commerce by March 22, 2007 regarding the treatment of Ohio loans that
are more than 60 days delinquent and are held for sale.  New Century
stated that the restraints imposed by the Ohio TRO could further harm
New Century's business.  In addition, New Century announced that it
is reviewing the Ohio Complaint and the Ohio TRO and accordingly has
not yet determined whether it will appeal all or any portion of the
Ohio TRO.  Subject to its funding limitations, New Century stated that
it intends to comply with the Ohio TRO pending any appeal.

According to the March 19th Announcement, New Century announced that
it anticipates that orders similar to those described above will be
received by New Century or its subsidiaries from additional states and
that it intends to continue to cooperate with its regulators in order
to mitigate the impact on consumers resulting from New Century's
funding constraints.
Pursuant to a Form 8-K filed on March 14, 2007 (the "March 14th
Announcement"), New Century has been engaged in recent ongoing
discussions with its state regulators regarding New Century's funding
constraints and the impact on consumers who are in various stages of
the loan origination process with New Century.  New Century stated
that it has advised these regulators that it has ceased accepting loan
applications and that as of March 14, 2007, New Century and its
subsidiaries are unable to fund any mortgage loans, including mortgage
loans for those consumers who were already in the loan origination
process with New Century.

According to the March 14th Announcement, on March 13, 2007, New Century
and certain of its subsidiaries received cease and desist orders from
regulators in the States of Massachusetts, New Hampshire, New Jersey and
New York.  New Century stated that the cease and desist orders contain
allegations that certain of New Century's subsidiaries have engaged in
violations of applicable state law, including, among others, failure to
fund mortgage loans after a mortgage closing, failure to meet certain
financial requirements, including net worth and available liquidity, and
failure to timely notify the state regulators of defaults and terminations
under certain of its financing arrangements.

According to the March 14th Announcement, the cease and desist orders
seek to restrain the subsidiaries from taking certain actions, including,
among others, engaging in further violations of state law, taking new
applications for mortgage loans in the relevant jurisdiction, and paying
dividends or bonuses to officers, directors or shareholders of the
applicable subsidiaries.  In addition, the cease and desist orders also
seek to cause the subsidiaries to affirmatively take certain actions,
including the creation of escrow accounts to hold fees relating to
pending mortgage applications, the transfer to other lenders of the
outstanding mortgage applications and unfunded mortgage loans held by
the subsidiaries, and the provision of regular information to the state
regulators regarding the subsidiaries' activities in the applicable
state, including the status of all outstanding mortgage applications
and unfunded mortgage loans in that state.  Furthermore, certain of
the cease and desist orders also require one or more of the
subsidiaries to show cause why their license should not be revoked or
why administrative penalties should not be assessed.

According to the March 14th Announcement, the cease and desist orders
generally become permanent if not promptly appealed by the applicable
subsidiaries.  New Century stated that it is reviewing these orders
and accordingly has not yet determined whether it will appeal all or
any portion of any of the orders.  New Century announced that, subject
to its funding limitations, it intends to comply with the orders
pending any such appeal.

According to the March 14th Announcement, New Century announced that
it anticipates that orders similar to those described above will be
received by New Century or its subsidiaries from additional states
and that it intends to continue to cooperate with its regulators in
order to mitigate the impact on consumers resulting from New Century's
funding constraints.

Pursuant to a Form 8-K filed on March 13, 2007 (the "March 13th
Announcement"), by New Century, New Century received a letter from
the staff of the Pacific Regional Office of the Securities Exchange
Commission ("SEC") on March 12, 2007, stating that the staff was
conducting a preliminary investigation involving New Century and
requesting production of certain documents.  In addition, New Century
stated that the staff of the SEC had also previously requested a
meeting with New Century to discuss the events leading up to the
announcement of the restatements and New Century intends to comply
with the SEC's request.

In addition, New Century stated in the March 13th Announcement that,
on February 28, 2007, New Century received a letter from the United
States Attorney's Office for the Central District of California
("U.S. Attorney's Office") indicating that it was conducting a
criminal inquiry under the federal securities laws in connection
with trading in New Century's securities, as well as accounting
errors regarding New Century's allowance for repurchase losses.
New Century also stated that it has subsequently received a grand
jury subpoena requesting production of certain documents.  New
Century stated that it intends to cooperate with the requests of
the U.S. Attorney's Office.

Pursuant to a Form 12b-25 filed on March 2, 2007 (the "March 2nd
Announcement") by New Century, New Century stated that it had
previously reported that it had been served with a complaint for
a purported securities class action and was aware of nine additional
purported class action lawsuits that had been filed against it and
certain of its officers and directors alleging certain violations
of federal securities laws.

New Century also stated that since that time, it has become aware
of four related derivative complaints against certain of its
directors and officers, making essentially the same allegations
as the federal securities cases relating to New Century's
restatements. New Century stated that it believes that the
derivative cases have been or will be filed in Orange County
Superior Court, and that it anticipates that similar actions
may be filed in the future.



  Item 1119 of Regulation AB, Affiliations and Certain Relationships and
             Related Transactions.

             Provided previously in the prospectus supplement of the Registrant
             relating to the issuing entity and filed pursuant to Rule 424 of
             the Securities Act of 1933, as amended.


  Item 1122 of Regulation AB, Compliance with Applicable Servicing Criteria.

            a) See Exhibit 33 and Exhibit 34.

            b) Material instances of noncompliance:

            On or about March 11, 2008, Assurant, Inc. provided the
            Registrant with a management's assessment of compliance with
            servicing criteria set forth in Item 1122(d) of Regulation AB and a
            registered public accounting firm assessment as set forth in
            Item 1122(b) of Regulation AB (the "Assurant Reports"). The Assurant
            Reports are attached as Exhibit 33(a) and Exhibit 34 a),
            respectively, to this report.

            Assurant, Inc. previously excluded the applicable servicing
            criteria set forth in Item 1122 (d)(4)(xii) from the scope of
            its assessment of compliance. Assurant, Inc. has now assessed
            its compliance with the Applicable Servicing Criteria for the
            Reporting Period and has identified a material instance of
            noncompliance with that servicing criterion. Specifically, Assurant,
            Inc. did not have, during the Reporting Period, sufficient policies
            and procedures to capture the information with respect to the
            Platform Transactions necessary to determine compliance with
            Item 1122(d)(4)(xii). Accordingly, Assurant, Inc. has restated
            its previous assessment for the Reporting Period, which excluded
            evaluation of the criterion, to include the criterion and reflect
            the material noncompliance as a result of its assessment.


            On or about March 11, 2008, Avelo provided the Registrant with a
            revised management's assessment of compliance with servicing
            criteria set forth in Item 1122(d) of Regulation AB and a
            registered public accounting firm assessment as set forth in Item
            1122(b) of Regulation AB (the "Avelo Reports"). The Avelo
            Reports are attached as Exhibit 33(b) and Exhibit 34(b)
            respectively, to this report.

            Avelo  Mortgage, L.L.C. has complied, in all material respects,
            with the applicable servicing criteria as of and for the
            Reporting Period except as follows:

            Avelo Mortgage, L.L.C. assessed its compliance with the
            Applicable Servicing Criteria for the Reporting Period and has
            identified a material instance of non-compliance with  servicing
            criterion set forth in Item 1122(d)(2)(vii) of Regulation AB
            with respect to the Platform.  Specifically, Avelo Mortgage,
            L.L.C. did not prepare reconciliations for all asset-backed
            securities related bank accounts within 30 calendar days after
            the bank statement cut-off date, or as such other number of days
            as specified in the transaction agreements and reconciling items
            were not resolved within 90 days of their original
            identification or such other number of days as specified in the
            transaction agreements.

               Material instances of noncompliance by Wells Fargo Bank,
               National Association:

               1122(d)(3)(i) Delinquency Reporting: During the reporting
               period, certain monthly investor or remittance reports included
               errors in the calculation and/or the reporting of delinquencies
               for the pool assets, which errors may or may not have been
               material.  All such errors were the result of data processing
               errors and/or the mistaken interpretation of data provided by
               other parties participating in the servicing function.  All
               necessary adjustments to data processing systems and/or
               interpretive clarifications have been made to correct those
               errors and to remedy related procedures.


  Item 1123 of Regulation AB, Servicer Compliance Statement.


            See Exhibit 35.





                                PART IV




  Item 15. Exhibits, Financial Statement Schedules.

   (a) Exhibits

   (4) and (10) Master Servicing and Trust Agreement, dated as of December
                1, 2006, among GS Mortgage Securities Corp., as depositor,
                Wells Fargo Bank, N.A. as securities administrator and master
                servicer, Deutsche Bank National Trust Company, as a custodian,
                and U.S. Bank National Association, as Trustee and a custodian
                (filed as Exhibit 4.5.1 to Form 8-K on January 12, 2007 and
                incorporated by reference herein)

                Standard Terms to Master Servicing and Trust Agreement
                (December 2006 Edition) (filed as Exhibit 4.5.2 to Form 8-K on
                January 12, 2007 and incorporated by reference herein)

                Amended and Restated Flow Mortgage Loan Sale and Servicing
                Agreement dated as of July 1, 2005, between Goldman Sachs
                Mortgage Company ("GSMC"), as purchaser, and Bank of America,
                National Association ("Bank of America"), as servicer (filed as
                Exhibit 99.1 to Form 8-K on January 12, 2007 and incorporated
                by reference herein)

                Amendment No. 1, dated August 1, 2006, to the Amended and
                Restated Flow Mortgage Loan Sale and Servicing Agreement dated
                as of July 1, 2005 between GSMC, as purchaser, and Bank of
                America, as servicer  (filed as Exhibit 99.2 to Form 8-K on
                January 12, 2007 and incorporated by reference herein)

                Regulation AB Compliance Addendum, dated March 15, 2006, to the
                Amended and Restated Flow Mortgage Loan Sale and Servicing
                Agreement dated as of July 1, 2005 between GSMC, as purchaser,
                and Bank of America, as servicer (filed as Exhibit 99.3 to Form
                8-K on January 12, 2007 and incorporated by reference herein)

                Master Mortgage Loan Purchase Agreement dated as of July 1,
                2004 between GSMC, as purchaser, and Countrywide Home Loans,
                Inc. ("Countrywide"), as seller (filed as Exhibit 99.4 to Form
                8-K on January 12, 2007 and incorporated by reference herein)

                Servicing Agreement dated as of July 1, 2004, between GSMC, as
                purchaser, and Countrywide Home Loans Servicing LP
                ("Countrywide Servicing"), as servicer (filed as Exhibit 99.5
                to Form 8-K on January 12, 2007 and incorporated by reference
                herein)

                Amendment Reg AB, dated as of January 1, 2006, to the Master
                Mortgage Loan Purchase Agreement and the Servicing Agreement
                each dated as of July 1, 2004 between GSMC, as purchaser, and
                Countrywide (filed as Exhibit 99.6 to Form 8-K on January 12,
                2007 and incorporated by reference herein)

                Flow Servicing Agreement dated as of January 1, 2006 between
                GSMC, as owner, and Avelo Mortgage, L.L.C. ("Avelo"), as
                servicer (filed as Exhibit 99.7 to Form 8-K on January 12, 2007
                and incorporated by reference herein)

                Second Amended and Restated Mortgage Loan Purchase Agreement,
                dated as of March 1, 2006 between, GSMC, as purchaser, and
                IndyMac Bank, F.S.B. ("IndyMac"), as seller (filed as Exhibit
                99.8 to Form 8-K on January 12, 2007 and incorporated by
                reference herein)

                Amendment No. 1, dated as of June 1, 2006 to the Second Amended
                and Restated Mortgage Loan Purchase Agreement, dated as of
                March 1, 2006 between, GSMC, as purchaser, and IndyMac as
                seller (filed as Exhibit 99.9 to Form 8-K on January 12, 2007
                and incorporated by reference herein)

                Amended and Restated Servicing Agreement, dated as of November
                1, 2005 between GSMC, as purchaser, and IndyMac, as servicer
                (filed as Exhibit 99.10 to Form 8-K on January 12, 2007 and
                incorporated by reference herein)

                Assignment, Assumption and Recognition Agreement, dated as of
                December 1, 2006, among the Depositor, GSMC and Bank of
                America, as seller and servicer (filed as Exhibit 99.11 to Form
                8-K on January 12, 2007 and incorporated by reference herein)

                99.12 Assignment, Assumption and Recognition Agreement, dated
                as of December 1, 2006, among the Depositor, the Trustee, and
                Bank of America, as seller and servicer, and as acknowledged by
                Wells Fargo Bank, N.A. (filed as Exhibit 99.12 to Form 8-K on
                January 12, 2007 and incorporated by reference herein)

                Assignment, Assumption and Recognition Agreement, dated as of
                December 1, 2006, by and among GSMC, the Depositor and
                Countrywide Servicing, as servicer (filed as Exhibit 99.13 to
                Form 8-K on January 12, 2007 and incorporated by reference
                herein)

                Assignment, Assumption and Recognition Agreement, dated as of
                December 1, 2006, by and among GSMC, the Depositor and
                Countrywide, as seller (filed as Exhibit 99.14 to Form 8-K on
                January 12, 2007 and incorporated by reference herein)

                Assignment, Assumption and Recognition Agreement dated as of
                December 1, 2006, by and among the Depositor, the Trustee,
                Countrywide Home Loans, Inc., as seller, and Countrywide
                Servicing, as servicer, and as acknowledged by Wells Fargo Bank,
                N.A. (filed as Exhibit 99.15 to Form 8-K on January 12, 2007
                and incorporated by reference herein)

                Assignment, Assumption and Recognition Agreement, dated as of
                December 1, 2006, among the Depositor, GSMC and Avelo, as
                servicer (filed as Exhibit 99.16 to Form 8-K on January 12,
                2007 and incorporated by reference herein)

                Assignment, Assumption and Recognition Agreement, dated as of
                December 1, 2006, among the Depositor and the Trustee, and as
                acknowledged by Wells Fargo Bank, N.A. (filed as Exhibit 99.17
                to Form 8-K on January 12, 2007 and incorporated by reference
                herein)

                Assignment, Assumption and Recognition Agreement, dated as of
                December 1, 2006, among the Depositor, GSMC and IndyMac, as
                seller and servicer. (filed as Exhibit 99.18 to Form 8-K on
                January 12, 2007 and incorporated by reference herein)

                Assignment, Assumption and Recognition Agreement, dated as of
                December 1, 2006, among the Depositor, the Trustee and IndyMac,
                as seller and servicer and as acknowledged by Wells Fargo Bank,
                N.A. (filed as Exhibit 99.1 to Form 8-K on January 12, 2007 and
                incorporated by reference herein)





  (31) Rule 13a-14(d)/15d-14(d) Certifications.

    (33) Reports on assessment of compliance with servicing criteria for
         asset-backed securities.



      <TABLE>

      
         <c>
      a) Assurant, Inc. as Sub-Contractor for Avelo Mortgage, L.L.C. <F1>
      b) Avelo Mortgage, L.L.C., as Servicer <F1>
      c) Bank of America, National Association, as Servicer <F1>
      d) Countrywide Home Loans Servicing LP, as Servicer <F1>
      e) Deutsche Bank National Trust Company, as Custodian <F1>
      f) IndyMac Bank, F.S.B., as Servicer <F1>
      g) Newport Management Corporation as Sub-Contractor for IndyMac Bank, F.S.B. <F1>
      h) U.S. Bank, National Association, as Custodian <F1>
      i) Wells Fargo Bank, N.A., as Master Servicer <F1>
      j) Wells Fargo Bank, N.A., as Securities Administrator <F1>

      </TABLE>

     (34) Attestation reports on assessment of compliance with servicing
          criteria for asset-backed securities.

      <TABLE>

      
        <c>
      a) Assurant, Inc. as Sub-Contractor for Avelo Mortgage, L.L.C. <F1>
      b) Avelo Mortgage, L.L.C., as Servicer <F1>
      c) Bank of America, National Association, as Servicer <F1>
      d) Countrywide Home Loans Servicing LP, as Servicer <F1>
      e) Deutsche Bank National Trust Company, as Custodian <F1>
      f) IndyMac Bank, F.S.B., as Servicer <F1>
      g) Newport Management Corporation as Sub-Contractor for IndyMac Bank, F.S.B. <F1>
      h) U.S. Bank, National Association, as Custodian <F1>
      i) Wells Fargo Bank, N.A., as Master Servicer <F1>
      j) Wells Fargo Bank, N.A., as Securities Administrator <F1>
      </TABLE>

     (35) Servicer compliance statement.

      <TABLE>

      
         <c>
      b) Avelo Mortgage, L.L.C., as Servicer <F1>
      c) Bank of America, National Association, as Servicer <F1>
      d) Countrywide Home Loans Servicing LP, as Servicer <F1>
      f) IndyMac Bank, F.S.B., as Servicer <F1>
      i) Wells Fargo Bank, N.A., as Master Servicer <F1>

      </TABLE>

   (b) See (a) above.

   (c) Not applicable.


  <F1> Filed herewith.


                                SIGNATURES

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



    GS Mortgage Securities Corp.
    (Depositor)

    /s/ Michelle Gill
    Michelle Gill, Vice President
    (senior officer in charge of securitization of the depositor)

    Date: June 30, 2008


  Exhibit Index

  Exhibit No.

  (4) and (10) Master Servicing and Trust Agreement, dated as of December
                1, 2006, among GS Mortgage Securities Corp., as depositor,
                Wells Fargo Bank, N.A. as securities administrator and master
                servicer, Deutsche Bank National Trust Company, as a custodian,
                and U.S. Bank National Association, as Trustee and a custodian
                (filed as Exhibit 4.5.1 to Form 8-K on January 12, 2007 and
                incorporated by reference herein)

                Standard Terms to Master Servicing and Trust Agreement
                (December 2006 Edition) (filed as Exhibit 4.5.2 to Form 8-K on
                January 12, 2007 and incorporated by reference herein)

                Amended and Restated Flow Mortgage Loan Sale and Servicing
                Agreement dated as of July 1, 2005, between Goldman Sachs
                Mortgage Company ("GSMC"), as purchaser, and Bank of America,
                National Association ("Bank of America"), as servicer (filed as
                Exhibit 99.1 to Form 8-K on January 12, 2007 and incorporated
                by reference herein)

                Amendment No. 1, dated August 1, 2006, to the Amended and
                Restated Flow Mortgage Loan Sale and Servicing Agreement dated
                as of July 1, 2005 between GSMC, as purchaser, and Bank of
                America, as servicer  (filed as Exhibit 99.2 to Form 8-K on
                January 12, 2007 and incorporated by reference herein)

                Regulation AB Compliance Addendum, dated March 15, 2006, to the
                Amended and Restated Flow Mortgage Loan Sale and Servicing
                Agreement dated as of July 1, 2005 between GSMC, as purchaser,
                and Bank of America, as servicer (filed as Exhibit 99.3 to Form
                8-K on January 12, 2007 and incorporated by reference herein)

                Master Mortgage Loan Purchase Agreement dated as of July 1,
                2004 between GSMC, as purchaser, and Countrywide Home Loans,
                Inc. ("Countrywide"), as seller (filed as Exhibit 99.4 to Form
                8-K on January 12, 2007 and incorporated by reference herein)

                Servicing Agreement dated as of July 1, 2004, between GSMC, as
                purchaser, and Countrywide Home Loans Servicing LP
                ("Countrywide Servicing"), as servicer (filed as Exhibit 99.5
                to Form 8-K on January 12, 2007 and incorporated by reference
                herein)

                Amendment Reg AB, dated as of January 1, 2006, to the Master
                Mortgage Loan Purchase Agreement and the Servicing Agreement
                each dated as of July 1, 2004 between GSMC, as purchaser, and
                Countrywide (filed as Exhibit 99.6 to Form 8-K on January 12,
                2007 and incorporated by reference herein)

                Flow Servicing Agreement dated as of January 1, 2006 between
                GSMC, as owner, and Avelo Mortgage, L.L.C. ("Avelo"), as
                servicer (filed as Exhibit 99.7 to Form 8-K on January 12, 2007
                and incorporated by reference herein)

                Second Amended and Restated Mortgage Loan Purchase Agreement,
                dated as of March 1, 2006 between, GSMC, as purchaser, and
                IndyMac Bank, F.S.B. ("IndyMac"), as seller (filed as Exhibit
                99.8 to Form 8-K on January 12, 2007 and incorporated by
                reference herein)

                Amendment No. 1, dated as of June 1, 2006 to the Second Amended
                and Restated Mortgage Loan Purchase Agreement, dated as of
                March 1, 2006 between, GSMC, as purchaser, and IndyMac as
                seller (filed as Exhibit 99.9 to Form 8-K on January 12, 2007
                and incorporated by reference herein)

                Amended and Restated Servicing Agreement, dated as of November
                1, 2005 between GSMC, as purchaser, and IndyMac, as servicer
                (filed as Exhibit 99.10 to Form 8-K on January 12, 2007 and
                incorporated by reference herein)

                Assignment, Assumption and Recognition Agreement, dated as of
                December 1, 2006, among the Depositor, GSMC and Bank of
                America, as seller and servicer (filed as Exhibit 99.11 to Form
                8-K on January 12, 2007 and incorporated by reference herein)

                99.12 Assignment, Assumption and Recognition Agreement, dated
                as of December 1, 2006, among the Depositor, the Trustee, and
                Bank of America, as seller and servicer, and as acknowledged by
                Wells Fargo Bank, N.A. (filed as Exhibit 99.12 to Form 8-K on
                January 12, 2007 and incorporated by reference herein)

                Assignment, Assumption and Recognition Agreement, dated as of
                December 1, 2006, by and among GSMC, the Depositor and
                Countrywide Servicing, as servicer (filed as Exhibit 99.13 to
                Form 8-K on January 12, 2007 and incorporated by reference
                herein)

                Assignment, Assumption and Recognition Agreement, dated as of
                December 1, 2006, by and among GSMC, the Depositor and
                Countrywide, as seller (filed as Exhibit 99.14 to Form 8-K on
                January 12, 2007 and incorporated by reference herein)

                Assignment, Assumption and Recognition Agreement dated as of
                December 1, 2006, by and among the Depositor, the Trustee,
                Countrywide Home Loans, Inc., as seller, and Countrywide
                Servicing, as servicer, and as acknowledged by Wells Fargo Bank,
                N.A. (filed as Exhibit 99.15 to Form 8-K on January 12, 2007
                and incorporated by reference herein)

                Assignment, Assumption and Recognition Agreement, dated as of
                December 1, 2006, among the Depositor, GSMC and Avelo, as
                servicer (filed as Exhibit 99.16 to Form 8-K on January 12,
                2007 and incorporated by reference herein)

                Assignment, Assumption and Recognition Agreement, dated as of
                December 1, 2006, among the Depositor and the Trustee, and as
                acknowledged by Wells Fargo Bank, N.A. (filed as Exhibit 99.17
                to Form 8-K on January 12, 2007 and incorporated by reference
                herein)

                Assignment, Assumption and Recognition Agreement, dated as of
                December 1, 2006, among the Depositor, GSMC and IndyMac, as
                seller and servicer. (filed as Exhibit 99.18 to Form 8-K on
                January 12, 2007 and incorporated by reference herein)

                Assignment, Assumption and Recognition Agreement, dated as of
                December 1, 2006, among the Depositor, the Trustee and IndyMac,
                as seller and servicer and as acknowledged by Wells Fargo Bank,
                N.A. (filed as Exhibit 99.1 to Form 8-K on January 12, 2007 and
                incorporated by reference herein)


     (31) Rule 13a-14(d)/15d-14(d) Certifications.

    (33) Reports on assessment of compliance with servicing criteria for
         asset-backed securities.



      <TABLE>

      
         <c>
      a) Assurant, Inc. as Sub-Contractor for Avelo Mortgage, L.L.C. <F1>
      b) Avelo Mortgage, L.L.C., as Servicer <F1>
      c) Bank of America, National Association, as Servicer <F1>
      d) Countrywide Home Loans Servicing LP, as Servicer <F1>
      e) Deutsche Bank National Trust Company, as Custodian <F1>
      f) IndyMac Bank, F.S.B., as Servicer <F1>
      g) Newport Management Corporation as Sub-Contractor for IndyMac Bank, F.S.B. <F1>
      h) U.S. Bank, National Association, as Custodian <F1>
      i) Wells Fargo Bank, N.A., as Master Servicer <F1>
      j) Wells Fargo Bank, N.A., as Securities Administrator <F1>

      </TABLE>

     (34) Attestation reports on assessment of compliance with servicing
          criteria for asset-backed securities.

      <TABLE>

      
        <c>
      a) Assurant, Inc. as Sub-Contractor for Avelo Mortgage, L.L.C. <F1>
      b) Avelo Mortgage, L.L.C., as Servicer <F1>
      c) Bank of America, National Association, as Servicer <F1>
      d) Countrywide Home Loans Servicing LP, as Servicer <F1>
      e) Deutsche Bank National Trust Company, as Custodian <F1>
      f) IndyMac Bank, F.S.B., as Servicer <F1>
      g) Newport Management Corporation as Sub-Contractor for IndyMac Bank, F.S.B. <F1>
      h) U.S. Bank, National Association, as Custodian <F1>
      i) Wells Fargo Bank, N.A., as Master Servicer <F1>
      j) Wells Fargo Bank, N.A., as Securities Administrator <F1>

      </TABLE>

     (35) Servicer compliance statement.

      <TABLE>

      
         <c>
      b) Avelo Mortgage, L.L.C., as Servicer
      c) Bank of America, National Association, as Servicer
      d) Countrywide Home Loans Servicing LP, as Servicer
      f) IndyMac Bank, F.S.B., as Servicer
      i) Wells Fargo Bank, N.A., as Master Servicer

      </TABLE>