FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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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1. Name and Address of Reporting Person * GRISIK JOHN J   2. Issuer Name and Ticker or Trading Symbol GOODRICH CORP [GR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Executive Vice President (Last) (First) (Middle) C/O GOODRICH CORPORATION, 2730 WEST TYVOLA ROAD 3. Date of Earliest Transaction (Month/Day/Year) 10/31/2006 (Street) CHARLOTTE, NC 28217 4. If Amendment, Date Original Filed(Month/Day/Year) 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 Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 10/31/2006   M   4,347 A $ 25.488 81,143.7535 D   Common Stock 10/31/2006   M   1,000 A $ 34.653 82,143.7535 D   Common Stock 10/31/2006   M   2,520 A $ 39.6846 84,663.7535 D   Common Stock 10/31/2006   M   2,600 A $ 38.4566 87,263.7535 D   Common Stock 10/31/2006   M   9,792 A $ 39.6846 97,055.7535 D   Common Stock 10/31/2006   M   8,249 A $ 38.4566 105,304.7535 D   Common Stock 10/31/2006   S   149 D $ 43.99 105,155.7535 D   Common Stock 10/31/2006   S   8,100 D $ 43.89 97,055.7535 D   Common Stock 10/31/2006   S   9,792 D $ 43.89 87,263.7535 D   Common Stock 10/31/2006   S   800 D $ 43.79 86,463.7535 D   Common Stock 10/31/2006   S   1,200 D $ 43.8 85,263.7535 D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Employee Stock Option (right to buy)

$ 25.488

10/31/2006

M

4,347

(1)

01/02/2010

Common Stock

4,347

$ 0

0

D

Employee Stock Option (right to buy)

$ 34.653

10/31/2006

M

1,000

01/04/2002

01/03/2009

Common Stock

1,000

$ 0

0

D

Employee Stock Option (right to buy)

$ 39.6846

10/31/2006

M

2,520

01/02/2001

01/01/2008

Common Stock

2,520

$ 0

0

D

Employee Stock Option (right to buy)

$ 38.4566

10/31/2006

M

2,600

01/02/2000

01/01/2007

Common Stock

2,600

$ 0

0

D

Employee Stock Option (right to buy)

$ 39.6846

10/31/2006

M

9,792

(2)

01/01/2008

Common Stock

9,792

$ 0

0

D

Employee Stock Option (right to buy)

$ 38.4566

10/31/2006

M

8,249

(3)

01/01/2007

Common Stock

8,249

$ 0

0

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
GRISIK JOHN J C/O GOODRICH CORPORATION 2730 WEST TYVOLA ROAD CHARLOTTE, NC 28217			Executive Vice President

Signatures

Joan M. Taffi, by power of attoney		11/02/2006
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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)	The option vested as follows: 50% on 1/3/01 and 50% on 1/3/03.
(2)	The option vested as follows: 35% on 1/2/99, 35% on 1/2/00 and 30% on 1/2/01.
(3)	The option vested as follows: 35% on 1/2/98, 35% on 1/2/99 and 30% on 1/2/00.

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