Ownership Submission
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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(Print or Type Responses)
1. Name and Address of Reporting Person *
EISEN HARVEY P
  2. Issuer Name and Ticker or Trading Symbol
GP STRATEGIES CORP [GPX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
100 SOUTH BEDFORD ROAD
3. Date of Earliest Transaction (Month/Day/Year)
03/31/2005
(Street)

MT KISCO, NY 10549
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ 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 03/31/2005   A   175 A $ 7.17 2,200 D (1)  
Common Stock 06/30/2005   A   154 A $ 8.14 2,354 D (1)  
Common Stock 09/30/2005   A   145 A $ 8.64 2,499 D (1)  
Common Stock 12/31/2005   A   154 A $ 8.16 2,653 D (1)  
Common Stock 01/19/2006   S   750,000 D $ 6.8 1,381,500 I See footnote (2)
Common Stock 01/19/2006   S   1,031,500 D $ 6.8 350,000 I See footnote (2)
Class B Capital Stock 01/19/2006   S   300,000 D $ 8.3 0 I See footnote (2)

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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
EISEN HARVEY P
100 SOUTH BEDFORD ROAD
MT KISCO, NY 10549
  X   X    
BEDFORD OAK ADVISORS LLC
100 SOUTH BEDFORD ROAD
MT. KISCO, NY 10549
    X    
BEDFORD OAK PARTNERS LP
100 SOUTH BEDFORD ROAD
MT. KISCO, NY 10549
    X    

Signatures

 Harvey P. Eisen, for himself and on behalf of the following entities: BEDFORD OAK PARTNERS, L.P., BEDFORD OAK MANAGEMENT LLC, for itself and on behalf of the Partnership as its General Partner, BEDFORD OAK ADVISORS LLC, /s/ Harvey P. Eisen   01/23/2006
**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 reported shares are held directly by Harvey P. Eisen, a director of the issuer.
(2) 350,000 shares of common stock are owned directly by Bedford Oak Partners, L.P. (the "Partnership"). A portion of these securities may also be deemed to be beneficially owned by Bedford Oak Management, LLC, the general partner of the Partnership (the "General Partner") and by Mr. Eisen, the Managing Member of the General Partner, in accordance with the respective "pecuniary interests" of such persons (within the meaning of Exchange Act Rule 16a-1(a)(2)). Bedford Oak Advisors, LLC ("Advisors"), an affiliated entity owned and controlled by Mr. Eisen, acts as investment manager of the Partnership and has the power to vote and dispose of such shares but has no pecuniary interest therein. The General Partner and Mr. Eisen disclaim any beneficial interest in such securities in excess of their respective pecuniary interests. As a result of the transactions reported herein, the Partnership will cease to be a 10% beneficial owner with respect to the issuer.
 
Remarks:
* This filing is made by Harvey P. Eisen, Bedford Oak Partners, L.P., Bedford Oak Management, LLC and Bedford Oak Advisors,
 LLC, each having an address at 100 South Bedford Road, Mt. Kisco, New York, 10549.

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