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 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 *
ENGLISH MICHELA A
  2. Issuer Name and Ticker or Trading Symbol
GLADSTONE COMMERCIAL CORP [GOOD]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
1521 WESTBRANCH DRIVE, SUITE 200
3. Date of Earliest Transaction (Month/Day/Year)
12/28/2006
(Street)

MCLEAN, VA 22102
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ 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 12/28/2006   M   5,000 A $ 15 6,166.827 D  
Common Stock 12/26/2006   S   5,000 D $ 19.918 1,166.827 D  
Common Stock 12/28/2006   M   10,000 A $ 15.99 11,166.827 D  
Common Stock 12/28/2006   S   9,000 D $ 19.918 2,166.827 D  
Common Stock 12/28/2006   M   10,000 A $ 15.44 12,166.827 D  
Common Stock 12/28/2006   S   10,000 D $ 19.918 2,166.827 D  

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
Stock Option $ 15 12/28/2006   M     5,000   (1) 12/31/2006 Common Stock 5,000 $ 0 0 D  
Stock Option $ 15.99 12/28/2006   M     10,000   (2) 12/31/2006 Common Stock 10,000 $ 0 0 D  
Common Stock $ 15.44 12/28/2006   M     10,000   (3) 12/31/2006 Common Stock 10,000 $ 0 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
ENGLISH MICHELA A
1521 WESTBRANCH DRIVE
SUITE 200
MCLEAN, VA 22102
  X      

Signatures

 Paula Novara, Attorney-in-fact   12/29/2006
**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 option vested in two equal installments of 5,000 shares each on August 12, 2004 and August 12, 2005.
(2) The option vested in two equal installments of 5,000 shares each on May 26, 2005 and May 26, 2006.
(3) The option vested in two equal installments of 5,000 shares each on May 25, 2006 and July 11, 2006.

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