ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

                                                                  EXHIBIT 99.4

                                                                EXECUTION COPY
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             NEW CENTURY ALTERNATIVE MORTGAGE LOAN TRUST 2006-ALT2

                           ASSET-BACKED CERTIFICATES

                               SERIES 2006-ALT2

               ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

                                     among

                        GOLDMAN SACHS MORTGAGE COMPANY,
                                  as Assignor

                         GS MORTGAGE SECURITIES CORP.,
                                  as Assignee

                                      and

                       NEW CENTURY MORTGAGE CORPORATION,
                           as the Responsible Party

                                  Dated as of

                               October 30, 2006

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               ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

            ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (this "Assignment
Agreement") made this 30th day of October, 2006, among New Century Mortgage
Corporation, (the "Responsible Party"), GS Mortgage Securities Corp., as
assignee (the "Assignee") and Goldman Sachs Mortgage Company, as assignor (the
"Assignor").

            WHEREAS, the Assignor and the Responsible Party have entered into
(i) the Flow Interim Servicing Agreement, dated as of March 1, 2006 (the
"Servicing Agreement"), and (ii) the Flow Mortgage Loan Purchase and
Warranties Agreement, dated as of March 1, 2006 (the "Sale Agreement") and the
related purchase price and terms letter ("PPTL"), dated as of each of August
3, 2006 and August 23, 2006, pursuant to which the Responsible Party sold to
the Assignor certain mortgage loans listed on the mortgage loan schedule
attached as an exhibit to the related PPTL;

            WHEREAS, the Assignee has agreed on certain terms and conditions
to purchase from the Assignor certain of the mortgage loans (the "Mortgage
Loans"), which are subject to the provisions of the PPTL, the Servicing
Agreement and Sale Agreement and are listed on the mortgage loan schedule
attached as Exhibit 1 hereto (the "Mortgage Loan Schedule"); and

            WHEREAS, pursuant to a Trust Agreement, dated as of October 1,
2006 (the "Trust Agreement"), among GS Mortgage Securities Corp., as
depositor, U.S. Bank National Association, as trustee (in such capacity, the
"Trustee"), and Deutsche Bank National Trust Company, as custodian (in such
capacity, the "Custodian"), the Assignee will transfer the Mortgage Loans to
the Trustee, together with the Assignee's rights under each of the Sale
Agreement and the Servicing Agreement, to the extent relating to the Mortgage
Loans (other than the rights of the Assignor (and if applicable its
affiliates, officers, directors and agents) to indemnification thereunder).

            NOW THEREFORE, in consideration of the mutual promises contained
herein and other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, the parties agree as follows:

            1. Assignment and Assumption.

            (a) The Assignor hereby assigns to the Assignee, as of the date
hereof, all of its right, title and interest in and to the Mortgage Loans, the
Servicing Agreement and the Sale Agreement, to the extent relating to the
Mortgage Loans (other than the rights of the Assignor (and if applicable its
affiliates, officers, directors and agents) to indemnification thereunder),
and the Assignee hereby assumes all of the Assignor's obligations under the
Servicing Agreement and the Sale Agreement, to the extent relating to the
Mortgage Loans, from and after the date hereof, and the Responsible Party
hereby acknowledges such assignment and assumption and hereby agrees to the
release of the Assignor from any obligations under the Servicing Agreement and
the Sale Agreement from and after the date hereof, to the extent relating to
the Mortgage Loans.

            (b) The Assignor represents and warrants to the Assignee that the
Assignor has not taken any action which would serve to impair or encumber the
Assignor's ownership

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interest in the Mortgage Loans since the respective dates of the Servicing
Agreement and the Sale Agreement.

            (c) The Responsible Party and the Assignor shall have the right to
amend, modify or terminate the Sale Agreement and the Servicing Agreement
without the joinder of the Assignee with respect to mortgage loans not
conveyed to the Assignee hereunder; provided, however, that such amendment,
modification or termination shall not affect or be binding on the Assignee.

            2. Modification of the Servicing Agreement. Only in so far as it
relates to the Mortgage Loans, the Servicer and the Assignor hereby amend the
Servicing Agreement as follows:

            (a) The definition of "Remittance Date" in Section 1.01 shall be
deleted in its entirety and replaced it with the following:

            "With respect to each Mortgage Loan: the eighteenth (18th) day of
any month, beginning with the eighteenth (18th) day of the month next
following the month in which the related Cut-off Date occurs, or if such
eighteenth (18th) day is not a Business Day, the immediately preceding
Business Day."

            (b) Exhibit 8 shall be deleted in its entirety and be replaced
with a new "Exhibit 8" which shall be as set forth in Exhibit 4 attached to
this Assignment Agreement.

            3. Accuracy of the Servicing Agreement and the Sale Agreement. The
Responsible Party and the Assignor represent and warrant to the Assignee that
(i) attached hereto as Exhibit 2 is a true, accurate and complete copy of the
Servicing Agreement, (ii) attached hereto as Exhibit 3 is a true, accurate and
complete copy of the Sale Agreement, (iii) each of the Servicing Agreement and
the Sale Agreement is in full force and effect as of the date hereof, (iv)
except as amended herein, each of the Servicing Agreement and the Sale
Agreement has not been amended or modified in any respect and (v) no notice of
termination has been given to the Responsible Party under the Sale Agreement.
The Responsible Party, in its capacity as seller and/or servicer under each of
the Servicing Agreement and the Sale Agreement, further represents and
warrants that (i) the representations and warranties contained in Article 9
and Section 12.02(a) of the Servicing Agreement are true and correct as of the
date hereof, (ii) the representations and warranties regarding the Mortgage
Loans contained in Sections 9.01, 9.02 (other than 9.02(b) and (q)) and
33.02(a) of the Sale Agreement are true and correct as of the date hereof;
provided, however, that with respect to the representation and warranty set
forth in Section 9.02(hh) of the Sale Agreement, the Responsible Party's
restatement of such representation and warranty as of the date hereof shall be
qualified "to the best of the Responsible Party's knowledge") and (iii) the
representations and warranties regarding the Mortgage Loans contained in
Sections 9.02(b) and (q) of the Sale Agreement are true and correct as of the
related Closing Date (as such term is defined in the Sale Agreement).

            4. Recognition of Assignee. From and after the date hereof, the
Responsible Party shall note the transfer of the Mortgage Loans to the
Assignee in its books and records, shall recognize the Assignee as the owner
of the Mortgage Loans and, notwithstanding anything


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herein to the contrary, shall service all of the Mortgage Loans for the
benefit of the Assignee pursuant to the Servicing Agreement the terms of which
are incorporated herein by reference. It is the intention of the Assignor,
Responsible Party and Assignee that the Servicing Agreement shall be binding
upon and inure to the benefit of the Responsible Party and the Assignee and
their successors and assigns.

            5. Representations and Warranties of the Assignee. The Assignee
hereby represents and warrants to the Assignor as follows:

            (a) Decision to Purchase. The Assignee represents and warrants
that it is a sophisticated investor able to evaluate the risks and merits of
the transactions contemplated hereby, and that it has not relied in connection
therewith upon any statements or representations of the Assignor or the
Responsible Party other than those contained in the Servicing Agreement, the
Sale Agreement or this Assignment Agreement.

            (b) Authority. The Assignee hereto represents and warrants that it
is duly and legally authorized to enter into this Assignment Agreement and to
perform its obligations hereunder and under the Servicing Agreement and the
Sale Agreement.

            (c) Enforceability. The Assignee hereto represents and warrants
that this Assignment Agreement has been duly authorized, executed and
delivered by it and (assuming due authorization, execution and delivery
thereof by each of the other parties hereto) constitutes its legal, valid and
binding obligation, enforceable in accordance with its terms, except as such
enforcement may be limited by bankruptcy, insolvency, reorganization or other
similar laws affecting the enforcement of creditors' rights generally and by
general equitable principles (regardless of whether such enforcement is
considered in a proceeding in equity or at law).

            6. Representations and Warranties of the Assignor. The Assignor
hereby represents and warrants to the Assignee as follows:

            (a) Organization. The Assignor has been duly organized and is
validly existing as a limited partnership in good standing under the laws of
the State of New York with full power and authority (corporate and other) to
enter into and perform its obligations under the Servicing Agreement, the Sale
Agreement and this Assignment Agreement.

            (b) Enforceability. This Assignment Agreement has been duly
executed and delivered by the Assignor, and, assuming due authorization,
execution and delivery by each of the other parties hereto, constitutes a
legal, valid, and binding agreement of the Assignor, enforceable against it in
accordance with its terms, subject to bankruptcy, insolvency, reorganization,
moratorium, or other similar laws affecting creditors' rights generally and to
general principles of equity regardless of whether enforcement is sought in a
proceeding in equity or at law.

            (c) No Consent. The execution, delivery and performance by the
Assignor of this Assignment Agreement and the consummation of the transactions
contemplated hereby do not require the consent or approval of, the giving of
notice to, the registration with, or the taking of any other action in respect
of, any state, federal or other governmental authority or agency, except such
as has been obtained, given, effected or taken prior to the date hereof.


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            (d) Authorization; No Breach. The execution and delivery of this
Assignment Agreement have been duly authorized by all necessary corporate
action on the part of the Assignor; neither the execution and delivery by the
Assignor of this Assignment Agreement, nor the consummation by the Assignor of
the transactions herein contemplated, nor compliance by the Assignor with the
provisions hereof, will conflict with or result in a breach of, or constitute
a default under, any of the provisions of the governing documents of the
Assignor or any law, governmental rule or regulation or any material judgment,
decree or order binding on the Assignor or any of its properties, or any of
the provisions of any material indenture, mortgage, deed of trust, contract or
other instrument to which the Assignor is a party or by which it is bound.

            (e) Actions; Proceedings. There are no actions, suits or
proceedings pending or, to the knowledge of the Assignor, threatened, before
or by any court, administrative agency, arbitrator or governmental body (A)
with respect to any of the transactions contemplated by this Assignment
Agreement or (B) with respect to any other matter that in the judgment of the
Assignor will be determined adversely to the Assignor and will, if determined
adversely to the Assignor, materially adversely affect its ability to perform
its obligations under this Assignment Agreement.

            7. Additional Representations and Warranties of the Assignor With
Respect to the Mortgage Loans. The Assignor hereby represents and warrants to
the Assignee as follows:

            (a) Prior Assignments; Pledges. Except for the sale to the
Assignee, the Assignor has not assigned or pledged any Mortgage Note or the
related Mortgage or any interest or participation therein.

            (b) Releases. The Assignor has not satisfied, canceled or
subordinated in whole or in part, or rescinded any Mortgage, and the Assignor
has not released the related Mortgaged Property from the lien of any Mortgage,
in whole or in part, nor has the Assignor executed an instrument that would
effect any such release, cancellation, subordination, or rescission. The
Assignor has not released any Mortgagor, in whole or in part, except in
connection with an assumption agreement or other agreement approved by the
related federal insurer, to the extent such approval was required.

            (c) Compliance with Applicable Laws. With respect to each Mortgage
Loan, any and all requirements of any federal, state or local law including,
without limitation, usury, truth-in-lending, real estate settlement
procedures, consumer credit protection, equal credit opportunity, predatory
and abusive lending or disclosure laws applicable to such Mortgage Loan,
including without limitation, any provisions relating to prepayment charges,
have been complied with.

            (d) High Cost. No Mortgage Loan is categorized as "High Cost"
pursuant to the then-current Standard & Poor's Glossary for File Format for
LEVELS(R) Version 5.7, Appendix E, as revised from time to time and in effect
as of the Original Purchase Date. Furthermore, none of the Mortgage Loans sold
by the Seller are classified as (a) a "high cost mortgage" loan under the Home
Ownership and Equity Protection Act of 1994 or (b) a "high


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cost home," "covered," "high-cost," "high-risk home," or "predatory" loan
under any other applicable state, federal or local law.

            (e) Georgia Fair Lending Act. No Mortgage Loan is secured by a
property in the state of Georgia and originated between October 1, 2002 and
March 7, 2003.

            (f) Credit Reporting. The Assignor will cause to be fully
furnished, in accordance with the Fair Credit Reporting Act and its
implementing regulations, accurate and complete information (i.e., favorable
and unfavorable) on Mortgagor credit files to Equifax, Experian and Trans
Union Credit Information Company (three of the credit repositories), on a
monthly basis.

            (g) Bring Down. To the Assignor's knowledge, with respect to each
Mortgage Loan, no event has occurred from and after the closing date set forth
in such Sale Agreement to the date hereof that would cause any of the
representations and warranties relating to such Mortgage Loan set forth in
Section 9.02 of the Sale Agreement to be untrue in any material respect as of
the date hereof as if made on the date hereof. With respect to those
representations and warranties which are made to the best of the Assignor's
knowledge, if it is discovered by the Assignor that the substance of such
representation and warranty is inaccurate, notwithstanding the Assignor's lack
of knowledge with respect to the substance of such representation and
warranty, such inaccuracy shall be deemed a breach of the applicable
representation and warranty.

            It is understood and agreed that the representations and
warranties set forth in Sections 6 and 7 shall survive delivery of the
respective mortgage loan documents to the Assignee or its designee and shall
inure to the benefit of the Assignee and its assigns notwithstanding any
restrictive or qualified endorsement or assignment. Upon the discovery by the
Assignor or the Assignee and its assigns of a breach of the foregoing
representations and warranties, the party discovering such breach shall give
prompt written notice to the other parties to this Assignment Agreement, and
in no event later than two (2) Business Days from the date of such discovery.
It is understood and agreed that the obligations of the Assignor set forth in
Section 9 to repurchase or, in limited circumstances, substitute a Mortgage
Loan constitute the sole remedies available to the Assignee and its assigns on
their behalf respecting a breach of the representations and warranties
contained in Sections 6 and 7. It is further understood and agreed that,
except as specifically set forth in Sections 6 and 7, the Assignor shall be
deemed not to have made the representations and warranties in Section 7(g)
with respect to, and to the extent of, representations and warranties made, as
to the matters covered in Section 7(g), by the Responsible Party in the Sale
Agreement (or any officer's certificate delivered pursuant thereto).

            It is understood and agreed that, with respect to the Mortgage
Loans, the Assignor has made no representations or warranties to the Assignee
other than those contained in Sections 6 and 7, and no other affiliate of the
Assignor has made any representations or warranties of any kind to the
Assignee.

            8. Representations and Warranties of the Responsible Party. The
Responsible Party, in its capacity as interim servicer until November 1, 2006,
hereby represents and warrants to the Assignee that, to the extent the
Mortgage Loans will be part of a REMIC, the


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Responsible Party shall service the Mortgage Loans and any real property
acquired upon default thereof (including, without limitation, making or
permitting any modification, waiver or amendment of any term of any Mortgage
Loan) in accordance with the Servicing Agreement, but in no event in a manner
that would (a) cause the REMIC to fail or qualify as a REMIC or (b) result in
the imposition of a tax upon the REMIC (including, but not limited to, the tax
on prohibited transactions as defined in Section 860F(a)(2) of the Code, the
tax on contributions to a REMIC set forth in Section 860G(d) of the Code and
the tax on "net income from foreclosure property" as set forth in Section
860G(c) of the Code).

            9. Repurchase of Mortgage Loans. Upon discovery or notice of any
breach by the Assignor of any representation, warranty or covenant under this
Assignment Agreement that materially and adversely affects the value of any
Mortgage Loan or the interest of the Assignee therein (it being understood
that any such defect or breach shall be deemed to have materially and
adversely affected the value of the related Mortgage Loan or the interest of
the Assignee therein if the Assignee incurs a loss as a result of such defect
or breach), the Assignee promptly shall request that the Assignor cure such
breach and, if the Assignor does not cure such breach in all material respects
within sixty (60) days from the date on which it is notified of the breach,
the Assignee may enforce the Assignor's obligation hereunder to purchase such
Mortgage Loan from the Assignee at the Repurchase Price as defined in the Sale
Agreement or, in limited circumstances (as set forth below), substitute such
mortgage loan for a Substitute Mortgage Loan (as defined below).

            The Assignor shall have the option, but is not obligated, to
substitute a Substitute Mortgage Loan for a Mortgage Loan, rather than
repurchase the Mortgage Loan as provided above, by removing such Mortgage Loan
and substituting in its place a Substitute Mortgage Loan or Loans and
providing the Substitution Adjustment Amount, if any, provided that any such
substitution shall be effected not later than ninety (90) days from the date
on which it is notified of the breach.

            In the event the Responsible Party has breached a representation
or warranty under the Sale Agreement that is substantially identical to, or
covers the same matters as, a representation or warranty breached by the
Assignor hereunder, the Assignee shall first proceed against the Responsible
Party to cure such breach, purchase such mortgage loan from the Trust or
provide a Qualified Substitute Mortgage Loan (as such term is defined in the
Sale Agreement). If the Responsible Party does not within sixty (60) days
after notification of the breach, take steps to cure such breach (which may
include certifying to progress made and requesting an extension of the time to
cure such breach, as permitted under the Sale Agreement) or purchase the
Mortgage Loan, the Trustee shall be entitled to enforce the obligations of the
Assignor hereunder to cure such breach or to purchase or substitute for the
Mortgage Loan from the Trust.

            In addition, the Assignor shall have the option, but is not
obligated, to substitute a Substitute Mortgage Loan for a Mortgage Loan with
respect to which the Responsible Party has breached a representation and
warranty and is obligated to repurchase such Mortgage Loan under the Sale
Agreement, by removing such Mortgage Loan and substituting in its place a
Substitute Mortgage Loan or Loans, provided that any such substitution shall
be effected not later than ninety (90) days from the date on which it is
notified of the breach.


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            In the event of any repurchase or substitution of any Mortgage
Loan by the Assignor hereunder, the Assignor shall succeed to the rights of
the Assignee to enforce the obligations of the Responsible Party to cure any
breach or repurchase such Mortgage Loan under the terms of the Sale Agreement
with respect to such Mortgag