Microsoft Word 11.0.6502;                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 24F-2
                        Annual Notice of Securities Sold
                             Pursuant to Rule 24f-2


1.       Name and address of issuer: Goldman Sachs Trust 71 S. Wacker Dr., Suite
         500 Chicago, IL 60606

2.       The name of each series or class of securities for which this Form is
         filed (If the Form is being filed for all series and classes of
         securities of the issuer, check the box but do not list series or
         classes):
                  Goldman Sachs Short Duration Government Fund Goldman Sachs
                  Ultra-Short Duration Government Fund Goldman Sachs Global
                  Income Fund Goldman Sachs Short Duration Tax-Free Fund Goldman
                  Sachs Government Income Fund Goldman Sachs Municipal Income
                  Fund Goldman Sachs Core Fixed Income Fund Goldman Sachs High
                  Yield Fund Goldman Sachs High Yield Municipal Fund Goldman
                  Sachs Enhanced Income Fund
                           Goldman Sachs Emerging Markets Debt Fund
                           Goldman Sachs Investment Grade Credit Fund
                           Goldman Sachs U.S. Mortgages Fund


3. Investment Company Act File Number: 811-5349

         Securities Act File Number:  33-17619

4(a)     Last day of fiscal year for which this Form is filed: October 31, 2005



4(b)     [ ] Check box if this Form is being filed late (i.e., more than 90
         calendar days after the end of the issuer's fiscal year). (See
         Instruction A.2)


          Note: If the Form is being filed late, interest must be paid on the
          registration fee due.

4(c)     [ ] Check box if this is the last time the issuer will be filing this
         Form.






5.       Calculation of registration fee:

         (i)      Aggregate sale price of securities sold during the fiscal year
                  pursuant
                  to section 24(f):                       $8,138,288,977

                                                         ---------------

         (ii)     Aggregate price of securities redeemed or repurchased during
                  the
                  fiscal year:                           $6,129,583,865
                                                         ---------------

         (iii)Aggregate price of securities redeemed or repurchased during any
              prior fiscal year ending no earlier than October 11, 1995 that
              were not previously used to reduce registration
              fees payable to the Commission:            $22,925,891,089
                                                         ---------------

         (iv) Total available redemption credits
              [add Items 5(ii) and 5(iii)]:              $29,055,474,954
                                                         ---------------

         (v)  Net sales - if Item 5(i) is greater
              than Item 5(iv) [subtract Item 5(iv)
              from Item 5(i)]:                           $      0
                                                         ---------------


         (vi) Redemption credits available for use in future years - if Item
              5(i) is less than Item 5(iv) [subtract
              Item 5(iv) from Item 5(i)]                 $20,917,185,977
                                                         ---------------
         (vii) Multiplier for determining registration fee (See Instruction
               C.9):                                     x      .0001070
                                                         ---------------

         (viii) Registration fee due [multiply Item 5(v) by Item 5(vii)]
                (enter "0" if no fee is due):            =$     0
                                                         ---------------

6.       Prepaid Shares

         If the response to item 5(i) was  determined  by deducting an amount of
         securities  that  were  registered  under  the  Securities  Act of 1933
         pursuant  to  rule  24e-2  as  in  effect  before  [effective  date  of
         rescission of rule 24e-2], then report the amount of securities (number
         of  shares or other  units)  deducted  here: ______0___.  If there is a
         number of shares or other  units  that were  registered  pursuant  to
         rule 24e-2 remaining  unsold at the end of the fiscal  year for which
         this form is filed that are  available for use by the issuer in future
         fiscal years, then state that number here:_____0___.




7.       Interest due -- if this Form is being filed more than 90 days after the
         end of the issuer's fiscal year (see Instruction D):

                                                        +$     0
                                                          -----------

8.       Total of the amount of the registration fee due plus any interest due
         [line 5(viii) plus line 7]:

                                                        =$     0
                                                          -----------

9.       Date the registration fee and any interest payment was sent to the
         Commission's lockbox depository:

         Method of Delivery:

                                [ ] Wire Transfer
                             [ ] Mail or other means


                                   SIGNATURES

This report has been signed below by the following persons on behalf of the
issuer and in the capacities and on the dates indicated.


By (Signature and Title)*

                                             -------------------------------
                                             Peter W. Fortner
                                             Assistant Treasurer
Date:  January 20, 2006


*Please print the name and title of the signing officer below the signature.