8-K

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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 30, 2004
                                                       -----------------

                            GP Strategies Corporation
- --------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)

                                    Delaware
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                 (State or Other Jurisdiction of Incorporation)

            1-7234                                       13-1926739
- --------------------------------------------------------------------------------
   (Commission File Number)                   (IRS Employer Identification No.)


         777 Westchester Avenue, White Plains, NY                10604
- --------------------------------------------------------------------------------
         (Address of Principal Executive Offices)             (Zip Code)

                                 (914) 249-9700
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              (Registrant's Telephone Number, Including Area Code)


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

     Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

     |_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)

     |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)

     |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))

     |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))





Item 8.01         Other Events.
                  ------------

On November 30, 2004 GP Strategies Corporation issued press releases announcing
that its wholly owned subsidiary, General Physics Corporation, has received a
final award of approximately $18 million in its arbitration against Electronic
Data Systems Corporation relating to General Physics' 1998 acquisition of
Learning Technologies. A copy of the press release is filed as Exhibit 99.1 to
this Current Report on Form 8-K and incorporated herein by reference.


Item 9.01         Financial Statements and Exhibits.

     (c) Exhibits.

         99.1 Press release of GP Strategies Corporation dated November 30, 2004

                                   SIGNATURES

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

                                            GP STRATEGIES CORPORATION



Date: November 30, 2004                     BY:   Scott N. Greenberg
                                                  President and Chief
                                                  Financial Officer








                                  EXHIBIT INDEX

Exhibit No.                            Description

99.1        Press release of GP Strategies Corporation dated November 30, 2004

EX-99

                                                                Exhibit 99.1
Contacts:

Jerome I. Feldman                                       Scott N. Greenberg
Chairman & CEO                                          President & CFO
(914) 249-9750                                          (914) 249-9729


           GP STRATEGIES ANNOUNCES $18 MILLION FINAL ARBITRATION AWARD

NEW YORK - November 30, 2004 -- GP Strategies Corporation (NYSE:GPX), a global
provider of training, e-Learning solutions, management consulting, engineering,
and simulation services, today announced that its wholly owned subsidiary,
General Physic Corporation, has received a final award of approximately $18
million in its arbitration against Electronic Data Systems Corporation relating
to General Physics' 1998 acquisition of Learning Technologies. As previously
announced, the arbitrator had found that the sellers of Learning Technologies
breached certain representations and warranties contained in the acquisition
agreement, and had made an interim award to General Physics of $12 million. The
final award was increased to approximately $18 million primarily as a result of
the arbitrator's finding that General Physics is entitled to pre-award interest.
General Physics intends to promptly file in New York state court an application
for an order confirming the award and Electronic Data Systems will then have the
right to seek to vacate the award.

The Company also has a litigation pending in New York state court against MCI
Communications Corporation and Electronic Data Systems Corporation alleging
fraud in connection with the Learning Technologies acquisition. In the fraud
action, GP Strategies seeks actual damages in the amount of $117.9 million plus
interest, punitive damages in an amount to be determined at trial, and costs.
Such damages would be subject to reduction by any amounts recovered in the
arbitration. GP Strategies will now proceed with the fraud claim against EDS,
which had been stayed until the related arbitration was concluded. The fraud
action against MCI had been stayed as a result of the bankruptcy of MCI. In
February 2004, the bankruptcy court lifted the stay so that the state court
could rule on the merits of MCI's summary judgment motion, which is currently
before the court.

In connection with the spin-off of National Patent Development Corporation by GP
Strategies, which occurred on November 24, 2004, GP Strategies agreed to make an
additional capital contribution to National Patent Development in an amount
equal to the first $5 million of any proceeds (net of litigation expenses and
taxes incurred, if any), and 50% of any proceeds (net of litigation expenses and
taxes incurred, if any) in excess of $15 million, received with respect to the
foregoing arbitration and litigation claims.



GP Strategies, whose principal operating subsidiaries are General Physics
Corporation and GSE Systems Inc., is a NYSE listed company (GPX). General
Physics and GSE Systems are global providers of training, e-Learning solutions,
management consulting, engineering and simulation services, improving the
effectiveness of organizations by customizing solutions to meet the specific
needs of clients. Clients include Fortune 500 companies, manufacturing, process
and energy industries, and other commercial and government customers. Additional
information about GP Strategies may be found at www.gpstrategies.com and about
General Physics at www.gpworldwide.com.

The forward-looking statements contained herein reflect GP Strategies'
management's current views with respect to future events and financial
performance. These forward-looking statements are subject to certain risks and
uncertainties that could cause actual results to differ materially from those in
the forward-looking statements, all of which are difficult to predict and many
of which are beyond the control of GP Strategies, including, but not limited to
the risks and uncertainties detailed in GP Strategies' periodic reports and
registration statements filed with the Securities and Exchange Commission.




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