8-K 1 form8k.htm FORM 8-K Form 8K



                                                                                                   


United States

SECURITIES AND EXCHANGE COMMISSION


Washington, D.C.  20549


FORM 8-K


CURRENT REPORT


PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934



Date of Report (Date of earliest event reported)

November 16, 2004



          GS Mortgage Securities Corp.          

(Exact Name of Registrant as Specified in its Charter)




              Delaware              

333-117485

  13-6357101  

(State or Other Jurisdiction

Of Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)



85 Broad Street

New York, New York

 


       10004       

(Address of Principal Executive Offices)

 

(Zip Code)


Registrant’s telephone number, including area code:  (212) 902-1000


                                                 None                                                         

(Former Name or Former Address, if Changed Since Last Report)








Item 8.01  Other Events.(1)


Filed concurrently herewith under Form SE as Exhibits 99.1 is a preliminary Structural and Collateral Term Sheet  (as defined in the no-action letter issued by the staff of the Securities and Exchange Commission (the “Commission”) on February 17, 1995, to the Public Securities Association) and as Exhibit 99.2 are certain Computational Materials (as defined in the no-action letter issued by the staff of the Commission on May 20, 1994, regarding Kidder, Peabody Acceptance Corporation I, Kidder, Peabody & Co. and Kidder Structured Asset Corporation and as further modified by a no-action letter issued by the staff of the Commission on May 27, 1994, to the Public Securities Association) furnished to GS Mortgage Securities Corp. (the “Company”) by Goldman, Sachs & Co. (the “Underwriter”) in respect of the Company’s proposed offering of certain classes of the GSR Mortgage Loan Trust 2004-14, Mortgage Pass-Through Certificates, Series 2004-14 (such classes, the “Certificates”).


The Certificates will be offered pursuant to a Prospectus and related Prospectus Supplement (together, the “Prospectus”), which will be filed with the Commission pursuant to Rule 424 under the Securities Act of 1933, as amended (the “Act”).  The Certificates will be registered pursuant to the Act under the Company’s Registration Statement on Form S-3 (No. 333-117485).  The Company hereby incorporates the attached preliminary Structural and Collateral Term Sheet by reference in the Registration Statement.


Any statement or information contained in the attached preliminary Structural and Collateral Term Sheet and Computational Materials shall be deemed to be modified or superseded for purposes of the Prospectus and the Registration Statement by statements or information contained in the Prospectus.


















(1) Capitalized terms used but not otherwise defined herein shall have the same meanings ascribed to them in the Prospectus.

  







Item 9.01  Financial Statements and Exhibits.


(a)

Not applicable.


(b)

Not applicable.


(c)

Exhibits:


99.1

Preliminary Structural and Collateral Term Sheet prepared by Goldman, Sachs & Co. in connection with certain classes of the GSR Mortgage Loan Trust 2004-14, Mortgage Pass-Through Certificates, Series 2004-14. (P)


99.2

Computational Materials prepared by Goldman, Sachs & Co. in connection with certain classes of the GSR Mortgage Loan Trust 2004-14, Mortgage Pass-Through Certificates, Series 2004-14. (P)







SIGNATURES



Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



GS MORTGAGE SECURITIES CORP.




By: /s/ Howard Altarescu      

      Name: Howard Altarescu

      Title:   Treasurer




Dated:  November 17, 2004








EXHIBIT INDEX




Exhibit No.


Description


99.1

Preliminary Structural and Collateral Term Sheet prepared by Goldman, Sachs & Co. in connection with certain classes of the GSR Mortgage Loan Trust 2004-14, Mortgage Pass-Through Certificates, Series 2004-14. (P)


99.2

Computational Materials prepared by Goldman, Sachs & Co. in connection with certain classes of the GSR Mortgage Loan Trust 2004-14, Mortgage Pass-Through Certificates, Series 2004-14. (P)










Exhibit 99.1     Preliminary Structural and Collateral Term Sheet (P)


[To be filed on Form SE.]







Exhibit 99.2     Computational Materials (P)


[To be filed on Form SE.]