6-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

July 16, 2007

GRAVITY Co., Ltd.

(Translation of registrant’s name into English)

14F Meritz Tower, 825-2 Yeoksam-Dong, Gangnam-Gu, Seoul, 135-934, Korea
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: þ Form 20-F o Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934: o Yes þ No

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):  n/a 

GRAVITY REPORTS FIRST QUARTER OF 2007 RESULTS

Seoul, South Korea — July 16, 2007 — GRAVITY Co., Ltd. (NasdaqGM: GRVY), an online game developer and publisher based in South Korea, today announced its unaudited financial results for the first quarter ended March 31, 2007, prepared in accordance with generally accepted accounting principles in the United States.

Revenues for the first quarter ended March 31, 2007 was KRW 10,513 million (US$11,395 thousand), representing an 8.6% increase from KRW 9,683 million (US$10,495 thousand) for the fourth quarter ended December 31, 2006 (“QoQ”) and a 3.7% increase from KRW 10,140 million (US$10,990 thousand) for the first quarter ended March 31, 2006 (“YoY”).

Mr. Il Young Ryu, Chairman and Chief Executive Officer of Gravity, commented, “We are currently conducting the open beta testing of Ragnarok Online^TM and Emil Chronicle Online and the closed beta testing of Requiem Online and our casual game line-up, which includes Pucca Racing, W Baseball and Bodycheck Online. We anticipate increased revenues upon commercialization of these games beginning in the third quarter of 2007.”

REVIEW OF FINANCIAL RESULTS

Revenues

Royalty and licensing fee revenues for the first quarter ended March 31, 2007 were KRW 7,285 million (US$7,896 thousand), representing a 21.2% increase QoQ from KRW 6,010 million (US$6,514 thousand) and a 7.0% increase YoY from KRW 6,811 million (US$7,382 thousand). The increase was primarily driven by: (1) higher Japan revenues resulting from the micro-transaction model which had been implemented in the Japan market since December 2006; and (2) the introduction of micro-transactions in China and Taiwan beginning in January and February of 2007, respectively.

Subscription revenues for the first quarter of 2007 was KRW 2,062 million (US$2,235 thousand), representing a 2.3% decrease QoQ and a 10.3% decrease YoY compared to KRW 2,111 million (US$2,288 thousand) and KRW 2,300 million (US$2,493 thousand), respectively. The decline resulted mainly from decreased Ragnarok Online™ revenues which has faced increased competition in Korea.

Mobile game revenues was KRW 787 million (US$853 thousand) for the first quarter of 2007, representing a 31.7% decrease QoQ from KRW 1,153 million (US$1,250 thousand) but a 26.1% increase YoY from KRW 624 million (US$676 thousand).

Character merchandising, animation and other revenue was KRW 379 million (US$411 thousand) for the first quarter of 2007, representing a 7.3% decrease QoQ from KRW 409 million (US$443 thousand) and a 6.4% decrease YoY from KRW 405 million (US$439 thousand).

Cost of Revenues and Operating Expenses

Cost of revenues were KRW 3,964 million (US$4,297 thousand) for the first quarter of 2007, representing a 4.5% decrease QoQ from KRW 4,150 million (US$4,498 thousand) and a 4.8% decrease YoY from KRW 4,162 million (US$4,511 thousand). Gravity’s cost of revenues decreased QoQ primarily as a result of decreased outsourcing expenses related to the mobile game business and the amortization of intangible assets due to the impairment of certain intangible assets in 2006.

Operating expenses were KRW 7,612 million (US$8,250 thousand) for the first quarter of 2007, representing a 56.3% decrease QoQ from KRW 17,408 million (US$18,868 thousand) and a 7.5% increase YoY from KRW 7,080 million (US$7,674 thousand). The decrease in operating expenses QoQ is attributed to decreased commissions paid in the first quarter of 2007, impairment losses on intangible assets in the fourth quarter of 2006 and a litigation charge in the fourth quarter of 2006 for the upcoming settlement of an outstanding securities class action lawsuit. The increase in operating expenses YoY resulted primarily from increased research and development expenses for developing Ragnarok Online II^TM.

Losses before income tax expenses and others was KRW 30 million (US$33 thousand) for the first quarter of 2007, which represents a 99.7% decrease QoQ compared with KRW 11,480 million (US$12,443 thousand) and a 94.4% decrease YoY compared with KRW 538 million (US$583 thousand). The income tax expenses for the fourth quarter of 2006 which totaled KRW 12,485 million (US$13,532 thousand) was unusually high because Gravity’s management determined it more likely than not that Gravity and certain of its subsidiaries would not realize the benefits of the deferred income tax assets of KRW 16,337 million (US$17,708 thousand) and thereby recognized the full allowance.

As a result of the foregoing factors, Gravity recorded a net loss of KRW 973 million (US$1,055 thousand) for the first quarter of 2007 compared with a net loss of KRW 24,096 million (US$26,117 thousand) for the fourth quarter of 2006 and a net loss of KRW 440 million (US$477 thousand) for the first quarter of 2006.

The balance of cash and cash equivalents and short-term financial instruments was KRW 75,588 million (US$81,929 thousand) as of March 31, 2007.

Note: For convenience purposes only, the KRW amounts have been expressed in U.S. dollars at the rate of KRW 922.60 to US$1.00, the noon buying rate in effect on June 30, 2007 as quoted by the Federal Reserve Bank of New York.

About GRAVITY Co., Ltd. ---------------------------------------------------
Based in Korea, Gravity is a developer and publisher of online games. Gravity’s principal product, Ragnarok Online™, is a popular online game in many markets, including Japan, Taiwan and Thailand, and is currently commercially offered in 22 markets. For more information about Gravity, please visit http://www.gravity.co.kr.

Forward-Looking Statements:

Certain statements in this press release may include, in addition to historical information, “forward-looking statements” within the meaning of the “safe-harbor” provisions of the U.S. Private Securities Litigation Reform Act 1995. Forward-looking statements can generally be identified by the use of forward-looking terminology, such as “may,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “believe” “project,” or “continue” or the negative thereof or other similar words, although not all forward-looking statements contain these words. Investors should consider the information contained in our submissions and filings with the United States Securities and Exchange Commission (the “SEC”), including our registration statement on Form F-1, as amended, and our annual reports on Form 20-F, together with such other documents and we may submit to or file with the SEC from time to time, on Form 6-K. The forward-looking statements speak only as of this press release and we assume no duty to update them to reflect new, changing or unanticipated events or circumstances.

Contact:

Mr. Jonathan J. Lee
Chief Financial Officer / Investor Relations Officer
Gravity Co., Ltd.
Email: jlee@gravity.co.kr
Telephone: +822-2019-6021

#       #       #

GRAVITY Co., Ltd.
Consolidated Balance Sheet

(In millions of KRW and in thousands of US$)

	As of
	31-Dec-06						31-Mar-06						31-Mar-07
	KRW			US$			KRW			US$			KRW			US$
Assets	(audited)			(unaudited)			(unaudited)			(unaudited)			(unaudited)			(unaudited)
Current assets
Cash and cash equivalents		35,314			38,277			26,346			28,556			10,674			11,569
Short-term financial instruments		45,835			49,680			54,998			59,612			64,914			70,360
Accounts receivable, net		2,163			2,344			4,567			4,950			5,045			5,468
Assets held for sale		—			—			8,099			8,778			—			—
Other current assets		4,891			5,301			6,167			6,684			4,391			4,759
Total current assets		88,203			95,602			100,177			108,580			85,024			92,156
Property and equipment, net		8,472			9,183			11,295			12,243			7,544			8,177
Leasehold and other deposits		2,719			2,947			3,388			3,672			2,704			2,931
Intangible assets		10,393			11,265			12,467			13,513			9,886			10,715
Goodwill		1,451			1,573			1,451			1,573			1,451			1,573
Investment		9,776			10,596			889			964			9,605			10,411
Other non-current assets		1,547			1,676			6,745			7,311			1,042			1,129
Total assets		122,561			132,842			136,412			147,856			117,256			127,092
Liabilities and shareholders’ equity
Current liabilities
Accounts payable		4,552			4,934			5,672			6,148			1,824			1,977
Accrued litigation		4,648			5,038			—			—			4,648			5,038
Deferred income		6,046			6,553			4,754			5,153			3,103			3,363
Other current liabilities		946			1,025			1,766			1,914			557			604
Total current liabilities		16,192			17,550			12,192			13,215			10,132			10,982
Long-term deferred income		5,863			6,355			2,538			2,751			7,472			8,099
Accrued severance benefits		649			704			564			611			682			739
Deferred income tax liabilities		1,077			1,167			—			—			934			1,012
Other non-current liabilities		638			694			700			759			680			737
Total liabilities		24,419			26,469			15,994			17,336			19,900			21,569
Minority interest		29			31			20			22			35			38
Common stock		3,474			3,765			3,474			3,765			3,474			3,765
Additional paid-in capital		74,694			80,960			75,001			81,293			74,818			81,095
Retained earnings		20,322			22,027			42,146			45,682			19,349			20,972
Accumulated other comprehensive income (loss)		(377	)		(409	)		(223	)		(242	)		(320	)		(347	)
Total shareholders’ equity		98,113			106,343			120,398			130,498			97,321			105,485
Total liabilities and shareholders’ equity		122,561			132,842			136,412			147,856			117,256			127,092

* For convenience, the KRW amounts are expressed in U.S. dollars at the rate of KRW922.60 to US$1.00, the noon buying rate in effect on June 30, 2007 as quoted by the Federal Reserve Bank of New York.

GRAVITY Co., Ltd.
Consolidated Statements of Operations

(In millions of KRW and in thousands of US$)

	Three months ended
	31-Dec-06						31-Mar-06						31-Mar-07
	(KRW)			(US$)			(KRW)			(US$)			(KRW)			(US$)
	(unaudited)			(unaudited)			(unaudited)			(unaudited)			(unaudited)			(unaudited)
Revenues
Online games-subscription revenue		2,111			2,288			2,300			2,493			2,062			2,235
Online games-royalties and license fees		6,010			6,514			6,811			7,382			7,285			7,896
Mobile games		1,153			1,250			624			676			787			853
Character merchandising, animation and other revenue		409			443			405			439			379			411
Total net revenues		9,683			10,495			10,140			10,990			10,513			11,395
Cost of revenues		4,150			4,498			4,162			4,511			3,964			4,297
Gross profit		5,533			5,997			5,978			6,479			6,549			7,098
Operating expenses
Selling, general and administrative		10,262			11,123			5,307			5,752			5,032			5,454
Litigation Charges		4,648			5,038			—			—			—			—
Research and development		2,498			2,707			1,773			1,922			2,580			2,796
Operating income (loss)		(11,875	)		(12,871	)		(1,102	)		(1,195	)		(1,063	)		(1,152	)
Other income (expenses)
Interest income		720			780			799			866			754			817
Interest expense		(42	)		(45	)		(38	)		(41	)		(9	)		(10	)
Foreign currency gains (losses), net		(331	)		(359	)		(155	)		(168	)		288			312
Foreign currency forward transaction, net		15			16			(28	)		(30	)		—			—
Others, net		33			36			(14	)		(15	)		—			—
Income (loss) before income tax expense, minority interest and equity in losses of related joint venture		(11,480	)		(12,443	)		(538	)		(583	)		(30	)		(33	)
Income tax expenses (benefit)		12,485			13,532			(215	)		(233	)		766			830
Income (loss) before minority interest and equity in loss of related joint venture		(23,965	)		(25,975	)		(323	)		(350	)		(796	)		(863	)
Minority interest		7			8			(1	)		(1	)		6			7
Cumulative effect of change in accounting principle		849			920			—			—			—			—
Equity in loss of related joint venture		973			1,054			118			128			171			185
Net income (loss)		(24,096	)		(26,117	)		(440	)		(477	)		(973	)		(1,055	)

* For convenience, the KRW amounts are expressed in U.S. dollars at the rate of KRW922.60 to US$1.00, the noon buying rate in effect on June 30, 2007 as quoted by the Federal Reserve Bank of New York.

SIGNATURES

Pursuant to the requirements 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.

	GRAVITY Co., Ltd.
Date: 7/16/2007	By:	/s/ Jonathan J. Lee
		Name:	Jonathan J. Lee
		Title:	Chief Financial Officer and Investor Relations Officer

Exhibit Index

Exhibit No.	Description
99.1	Gravity’s 2007 Q1 Earnings Release

EX-99.1

Exhibit 99.1

Gravity Co., Ltd. NASDAQ: GRVY 2007 Q1 Earnings Release

Disclaimer These materials have been prepared by GRAVITY Co., Ltd. ("Gravity" or the "Company"), solely for use at the Company's the first quarter of 2007 earnings release conference call. No representations or warranties, express or implied, are made as to, and no reliance should be placed on, the accuracy, fairness or completeness of the information presented or contained in these materials. Neither the Company nor any of its affiliates, advisers or representatives accepts any responsibility whatsoever for any loss or damage arising from any information presented or contained in these materials. The presentations do not constitute an offer or invitation to purchase or subscribe for any shares or other securities of the Company and neither any part of the materials nor any information or statement contained therein shall form the basis of or be relied upon in connection with any contract or commitment whatsoever. Certain statements or other disclosure content in these presentation materials may include, in addition to historical information, "forward- looking statements" within the meaning of the "safe-harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can generally be identified by the use of forward-looking terminology, such as "may," "will," "expect," "intend," "estimate," "anticipate," "believe," "project," or "continue" or the negative thereof or other similar words, although not all forward-looking statements will contain these words. These forward-looking statements are based on our current assumptions, expectations and projections about future events. All forward-looking statements involve risks and uncertainties that may cause our actual performance, financial condition or results of operations to be materially different from those suggested by the forward-looking statements, including, but not limited to, our ability to diversify revenue; our ability to collect, and in a timely manner, license fees and royalty payments from overseas licensees; our ability to acquire, develop, license, launch, market or operate commercially successful online games; our ability to compete effectively in a highly competitive industry; our ability to anticipate and access technological developments in our industry; our ability to recruit and retain quality employees as we grow; our ability to implement our growth strategies; and economic and political conditions globally. Investors should consider the information contained in our submissions and filings with the United States Securities and Exchange Commission (the "SEC"), including our registration statement on Form F-1, as amended, and our annual reports on Form 20-F, together with such other documents and we may submit to or file with the SEC from time to time, including on Form 6-K. The forward-looking statements speak only as of this press release and we assume no duty to update them to reflect new, changing or unanticipated events or circumstances.

Agenda 01. Results Summary 02. Revenue Breakdown 03. Consolidated Cost Structure 04. Consolidated Balance Sheet 05. Consolidated Company

(In millions of KRW) 1Q 07 4Q 06 QoQ(%) 1Q 06 YoY (%) Revenues 10,513 9,683 8.6% 10,140 3.7% Cost of Revenues 3,964 4,150 -4.5% 4,162 -4.8% Gross profit 6,549 5,533 18.4% 5,978 9.6% (%) 62.3% 57.1% 59.0% Operating expenses 7,612 17,408 -56.3% 7,080 7.5% Operating losses (1,063) (11,875) -91.0% (1,102) -3.5% (%) -10.1% -122.6% -10.9% Other income 1,033 395 161.5% 564 83.2% Loss before income tax expense, minority interest and equity in losses of related joint venture (30) (11,480) - -99.7% (538) - -94.4% Income tax expenses (benefit) 766 12,485 -93.9% (215) 456.3% Minority interest 6 7 -14.3% (1) -700.0% Cumulative effect of change in accounting principle 0 849 - -100.0% 0 N/A Equity in loss of related joint venture 171 973 -82.4% 118 44.9% Net loss (973) (24,096) -96.0% (440) 121.1% (%) -9.3% -248.8% -4.3% Results Summary Consolidated Sales & Profit

(In millions of KRW) 1Q 07 4Q 06 QoQ(%) 1Q 06 YoY (%) Subscription revenue 2,062 2,111 -2.3% 2,300 -10.3% Korea 1,365 1,480 -7.8% 1,606 -15.0% U.S. 600 625 -4.0% 694 -13.5% Russia 97 6 1516.7% 0 N/A Royalties and license fees 7,285 6,010 21.2% 6,811 7.0% Japan 5,335 4,138 28.9% 3,328 60.3% Taiwan / Hong Kong 729 521 39.9% 1,389 -47.5% Thailand 369 490 -24.7% 761 -51.5% China 163 99 64.6% 160 1.9% Philippines 222 243 -8.6% 475 -53.3% Indonesia 91 126 -27.8% 189 -51.9% Singapore / Malaysia 30 33 -9.1% 102 -70.6% Brazil 139 155 -10.3% 212 -34.4% Others 207 205 1.0% 195 6.2% Mobile games 787 1,153 -31.7% 624 26.1% Character merchandising, animation and other revenue 379 409 -7.3% 405 -6.4% Total net revenues 10,513 9,683 8.6% 10,140 3.7% Revenue Breakdown Breakdown by Category and Geography

(In millions of KRW) 1Q 07 4Q 06 QoQ(%) 1Q 06 YoY (%) Salaries 1,558 1,545 0.8% 1,784 -12.7% Severance benefits 110 101 8.9% 95 15.8% Employee benefits 127 94 35.1% 92 38.0% Rent 126 127 -0.8% 167 -24.6% Depreciation 543 468 16.0% 665 -18.3% Transportation expenses 110 92 19.6% 81 35.8% Commission paid 486 579 -16.1% 400 21.5% Outsourcing fee 108 345 -68.7% 54 100.0% Amortization on intangible assets 544 649 -16.2% 580 -6.2% Stock option plan compensation 81 130 -37.7% 92 -12,0% Others 171 20 755.0% 152 12.5% Total cost of revenues 3,964 4,150 -4.5% 4,162 -4.8% Consolidated Cost Structure Cost of Revenues

(In millions of KRW) 1Q 07 4Q 06 QoQ(%) 1Q 06 YoY (%) Salaries 1,822 2,160 -15.6% 1,767 3.1% Severance benefits 149 88 69.3% 184 -19.0% Employee benefits 619 300 106.3% 670 -7.6% Transportation expenses 127 101 25.7% 98 29.6% Taxes and dues 121 454 -73.3% 205 -41.0% Depreciation 399 421 -5.2% 317 25.9% Rent 696 707 -1.6% 581 19.8% Commission paid 599 2,966 -79.8% 576 4.0% Advertising expenses 239 576 -58.5% 572 -58.2% R&D expenses 2,580 2,498 3.3% 1,773 45.5% Litigation Charges - 4,648 -100.0% - N/A Stock option plan compensation 37 137 -73.0% 5 640.0% Impairment losses on PP&E - 675 -100.0% - N/A Impairment losses on Intangible asset - 1,238 -100.0% - N/A Others 224 439 -49.0% 332 -32.5% Total operating expenses 7,612 17,408 -56.3% 7,080 7.5% Consolidated Cost Structure Operating expenses

(In millions of KRW) March 31, 2007 December 31, 2006 Change Assets 117,256 122,561 (5,305) Current assets 85,024 88,203 (3,179) Cash and cash equivalents 10,674 35,314 (24,640) Short-term financial instruments 64,914 45,835 19,079 Accounts receivable, net 5,045 2,163 2,882 Other current assets 4,391 4,891 (500) Fixed assets 32,232 34,358 (2,126) Property and equipment, net 7,544 8,472 (928) Intangible assets 9,886 10,393 (507) Goodwill 1,451 1,451 0 Investment 9,605 9,776 (171) Leasehold deposits 2,704 2,719 (15) Others 1,042 1,547 (505) Liabilities 19,900 24,419 (4,519) Current liabilities 10,132 16,192 (6,060) Account payable 1,824 4,552 (2,728) Accrued litigation 4,648 4,648 0 Deferred income 3,103 6,046 (2,943) Others 557 946 (389) Non-current liabilities 9,768 8,227 1,541 Minority interest 35 29 6 Shareholders' equity 97,321 98,113 (792) Common stock 3,474 3,474 0 Capital surplus 74,818 74,694 124 Retained earnings 19,349 20,322 (973) Others (320) (377) 57 Total liabilities and shareholders' equity 117,256 122,561 (5,305) Consolidated Balance Sheet

Consolidated Company Gravity Co., Ltd. Gravity Interactive, Inc. (100% Subsidiary in the USA) Gravity Entertainment Corp. (100% Subsidiary in Japan) Gravity EU SASU (100% Subsidiary in France) Gravity CIS, Inc. (100% Subsidiary in Russia) Gravity Middle East & Africa FZ-LLC (100% Subsidiary in Dubai) NEOCYON, Inc. (96.11% Subsidiary in Korea) TriggerSoft Corporation (88.15% Subsidiary in Korea)

(In millions of KRW) Gravity Gravity Interactive Gravity Entertainment Gravity EU Gravity CIS Neocyon TriggerSoft Total Revenues 8,972 604 1 - 97 839 - 10,513 Cost of Revenues 3,140 256 - - 95 287 186 3,964 Gross profit 5,832 348 1 0 2 552 (186) 6,549 (%) 65.0% 57.6% 100.0% N/A 2.1% 65.8% N/A 62.3% Operating expenses 6,900 222 3 210 32 182 63 7,612 Operating income (loss) (1,068) 126 (2) (210) (30) 370 (249) (1,063) (%) -11.9% 20.9% -200.0% N/A -30.9% 44.1% N/A -10.1% Consolidated Company Consolidated Sales & Profit of 2007 Q1 * Gravity Middle East & Africa FZ-LLC (in Dubai) is not included as it was established in the second quarter of 2007, Contact: Jonathan Lee Chief Financial Officer and Investor Relations Officer of Gravity Co., Ltd. Meritz Tower 14F, 825-2 Yeoksam-Dong, Gangnam-Gu, Seoul 135-934, Korea TEL: 82-2-2019-6021 Email: jlee@gravity.co.kr