Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  ROSEN MICHAEL N
2. Date of Event Requiring Statement (Month/Day/Year)
10/08/2005
3. Issuer Name and Ticker or Trading Symbol
GSC Holdings Corp. [GME]
(Last)
(First)
(Middle)
C/O BRYAN CAVE LLP, 1290 AVENUE OF THE AMERICAS
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Secretary
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NEW YORK, NY 10104
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Class A Common Stock, par value $.001 per share (1) 10,000 (2)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) (1)   (3) 03/25/2013 Class A Common Stock 15,000 $ 11.8 D  
Stock Option (Right to Buy) (1)   (4) 06/28/2014 Class A Common Stock 21,000 $ 15.1 D  
Stock Option (Right to Buy) (1)   (5) 09/07/2015 Class A Common Stock 24,000 $ 35.88 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ROSEN MICHAEL N
C/O BRYAN CAVE LLP
1290 AVENUE OF THE AMERICAS
NEW YORK, NY 10104
  X     Secretary  

Signatures

/s/ Michael N. Rosen 10/11/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) As a result of, and pursuant to, the consummation on October 8, 2005 of the business combination transaction (the "Transaction") between GameStop Corp., now known as GameStop Holdings Corp. (the "Company"), and Electronics Boutique Holdings Corp. pursuant to which the Company became a wholly owned subsidiary of GSC Holdings Corp., now known as GameStop Corp. ("GameStop"), (a) each of the Reporting Person's shares of Restricted Company Class A Common Stock, whether or not vested immediately prior to the effective time of the transaction, was converted into shares of restricted GameStop Class A Common Stock and (b) each of the Reporting Person's options to acquire shares of Company Class A Common Stock, whether or not vested immediately prior to the effective time of the Transaction, was converted into the right to receive an option to acquire an equal number of shares of GameStop Class A Common Stock at the same exercise price.
(2) Represents 10,000 shares of restricted GameStop Class A Common Stock which vest in two equal annual installments on September 8, 2006 and September 8, 2007.
(3) Two thirds of these options are immediately exercisable and the remaining one third become exercisable on March 26, 2006.
(4) One third of these options are immediately exercisable and the remaining two thirds become exercisable on June 29 of each of the years 2006 and 2007.
(5) One third of these options become exercisable on September 8 of each of the years 2006 through 2008.

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