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 *
  SELECT CONTRARIAN VALUE PARTNERS L P
2. Date of Event Requiring Statement (Month/Day/Year)
02/28/2006
3. Issuer Name and Ticker or Trading Symbol
GSE SYSTEMS INC [GVP]
(Last)
(First)
(Middle)
4200 MONTROSE BLVD., SUITE 510
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

HOUSTON, TX 77006
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 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)

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
Series A Cumulative Convertible Preferred Stock 02/28/2006   (2) Common Stock, par value $0.01 1,129,944 $ 1.77 (1) D  
Warrant 02/28/2006 02/28/2011 Common Stock, par value $0.01 225,989 $ 1.77 (3) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SELECT CONTRARIAN VALUE PARTNERS L P
4200 MONTROSE BLVD.
SUITE 510
HOUSTON, TX 77006
    X    
KAIZEN MANAGEMENT, L.P.
4200 MONTROSE BLVD.
SUITE 510
HOUSTON, TX 77006
    X    
Kaizen Capital, L.L.C.
4200 MONTROSE BLVD.
SUITE 510
HOUSTON, TX 77006
    X    
BERRY DAVID W
4200 MONTROSE BLVD.
SUITE 510
HOUSTON, TX 77006
    X    

Signatures

Select Contrarian Value Partners, L.P., by Kaizen Management, L.P., its General Partner, by Kaizen Capital, L.L.C., its General Partner, by /s/ David W. Berry, Manager 03/22/2006
**Signature of Reporting Person Date

Kaizen Management, L.P., by Kaizen Capital, L.L.C., its General Partner, by /s/ David W. Berry, Manager 03/22/2006
**Signature of Reporting Person Date

Kaizen Capital, L.L.C., by /s/ David W. Berry, Manager 03/22/2006
**Signature of Reporting Person Date

/s/ David W. Berry 03/22/2006
**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) Conversion price may be adjusted pursuant to the terms of the Certificate of Designations (the "Certificate of Designations") of the Series A Cumulative Convertible Preferred Stock (the "Preferred Stock") of GSE Systems, Inc. ("GSE").
(2) Preferred Stock does not expire, but pursuant to the terms of the Certicate of Designations of GSE the Preferred Stock may automatically be converted upon certain events or converted at GSE's option upon certain events.
(3) Conversion price may be adjusted pursuant to the terms of the Warrant to Purchase Shares of Common Stock issued to Select Contrarian Value Partners, L.P.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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