Speckle imposes obvious limitations on resolving capabilities of optical coherence tomography (OCT), while speckle-modulating OCT can efficiently reduce speckle arbitrarily. However, speckle-modulating OCT seriously reduces the imaging sensitivity and temporal resolution of the OCT system when reducing speckle. Here, we proposed a deep-learning-based speckle-modulating OCT, termed Sm-Net OCT, by deeply integrating conventional OCT setup and generative adversarial network trained with a customized large speckle-modulating OCT dataset containing massive speckle patterns. The customized large speckle-modulating OCT dataset was obtained from the aforementioned conventional OCT setup rebuilt into a speckle-modulating OCT and performed imaging using different scanning parameters. Experimental results demonstrated that the proposed Sm-Net OCT can effectively obtain high-quality OCT images without the electronic noise and speckle, and conquer the limitations of reducing the imaging sensitivity and temporal resolution which conventional speckle-modulating OCT has. The proposed Sm-Net OCT can significantly improve the adaptability and practicality capabilities of OCT imaging, and expand its application fields.