Item 2.02 Results of Operations and Financial Condition.

On November 1, 2012, GSE Holding, Inc. issued a press release providing information regarding earnings for the fiscal quarter ended September 30, 2012. A copy of the press release is attached hereto as Exhibit 99.1.

The information, including Exhibit 99.1, in this Form 8-K is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section. The information in this Form 8-K shall not be incorporated by reference into any filing under the Securities Act of 1933, except as shall otherwise be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

Exhibit Number Description 99.1 Press Release of GSE Holding, Inc., dated November 1, 2012