SECURITIES AND EXCHANGE COMMISSION
                  Washington, D. C.  20549
                              
                          FORM 10-K
                              
        Annual Report Pursuant to Section 13 or 15(d)
           of the Securities Exchange Act of 1934
                              
         For the Fiscal Year Ended December 31, 1995
                              
                 Commission File No. 1-3660
                              
                        Owens Corning
            Fiberglas Tower, Toledo, Ohio  43659
                  Area Code (419) 248-8000
                              
                   A Delaware Corporation
                              
        I.R.S. Employer Identification No. 34-4323452

Securities registered pursuant to Section 12(b) of the Act:

  Title of Each Class                Name of Each Exchange on
                                     Which Registered

  Common Stock - $.10 Par Value      New York Stock Exchange
  Rights to Purchase Series A        New York Stock Exchange
   Participating Preferred
   Stock, no par value, of the
   Registrant

Securities registered pursuant to Section 12(g) of the Act:
None

Indicate  by check mark whether the Registrant (1) has  filed
all  reports required to be filed by Section 13 or  15(d)  of
the  Securities Exchange Act of 1934 during the preceding  12
months  (or  for such shorter period that the Registrant  was
required  to file such reports), and (2) has been subject  to
such  filing requirements for the past 90 days.  Yes  /  X  /
No /   /

Indicate  by  check  mark if disclosure of delinquent  filers
pursuant  to  Item  405 of Regulation S-K  is  not  contained
herein,   and  will  not  be  contained,  to  the   best   of
Registrant's  knowledge, in definitive proxy  or  information
statements incorporated by reference in Part III of this Form
10-K or any amendment to this Form 10-K. [   ]

At   December  31,  1995,  the  aggregate  market  value   of
Registrant's $.10 par value common stock (Registrant's voting
stock)  held  by non-affiliates was $2,289,208,060,  assuming
for  purposes of this computation only that all directors and
executive officers are considered affiliates.

At  December  31,  1995,  there were  outstanding  51,389,618
shares of Registrant's $.10 par value common stock.

Parts  of Registrant's definitive 1996 proxy statement  filed
or  to  be filed pursuant to Regulation 14A (the "1996  Proxy
Statement")  are incorporated by reference into Part  III  of
this Form 10-K.
                             -2-
                              
                           PART I


ITEM 1. BUSINESS

Owens  Corning  (formerly  known as Owens-Corning  Fiberglas
Corporation), a global company incorporated in  Delaware  in
1938,  serves consumers and industrial customers  with  high
performance glass composites and building materials systems.
These   products  are  used  in  industries  such  as   home
improvement,   new  construction,  transportation,   marine,
aerospace,  energy,  appliance, packaging  and  electronics.
Many  of  these  products are marketed under  the  trademark
FIBERGLAS(R).

Approximately eighty-two percent of the Company's sales  are
related  to  home improvement, sales of composite  materials
and  sales  outside  U.S.  markets.  Approximately  eighteen
percent  of  the  Company's sales are related  to  new  U.S.
residential construction.

Owens  Corning's  executive offices are at Fiberglas  Tower,
Toledo,  Ohio  43659; telephone (419) 248-8000.  Unless  the
context  requires otherwise, the terms "Owens  Corning"  and
"Company"  in  this report refer to Owens  Corning  and  its
subsidiaries.

The  Company  operates in two industry segments  -  Building
Materials  and  Composite Materials -  divided  into  eleven
businesses.   As  a general rule, there is a commonality  of
process  equipment  and/or  products  within  each  industry
segment.

The  Company  also has affiliate companies in  a  number  of
countries.  Affiliated companies' sales, earnings and assets
are  not  included  in either industry  segment  unless  the
Company owns more than 50% of the affiliate.

Revenue,   operating   profit,   and   identifiable   assets
attributable   to  each  of  the  Company's   industry   and
geographic  segments, as well as information concerning  the
dependence  of  the Company's industry segments  on  foreign
operations, for each of the years 1995, 1994 and  1993,  are
contained   in   Note  1  to  Owens  Corning's  Consolidated
Financial Statements, entitled "Segment Data", on  pages  34
through 39 hereof.


BUILDING MATERIALS

Principal Products And Methods Of Distribution

Building  Materials operates primarily in North America  and
Europe.  It also has a growing presence in Latin America and
Asia  Pacific.   Building  Materials  sells  a  variety   of
building  and  home  improvement  products  in  three  major
categories:   glass  fiber  and  foam  insulation,   roofing
materials,  and other specialty products for the home,  such
as  housewrap,  vinyl  windows and patio  doors,  and  vinyl
siding.   The businesses responsible for these products  and
markets  include:   Insulation  -  North  America,  Building
Materials  Sales and Distribution - North America,  Building
Materials  -  Europe, Roofing/Asphalt,  Specialty  and  Foam
Products,  Western Fiberglass Group, Miraflex(TM)  Products,
Latin America, and Asia Pacific.
                             -3-

The  Company's  Building Materials Sales and Distribution  -
North  America  business  is a  major  source  of  sales  of
building  insulation  products  to  lumber  yards  and  home
centers,  and  roofing shingles,  housewrap,   windows/patio
doors,     and    vinyl    siding    to    retailers     and
distributors. These products are used primarily in the  home
improvement  and new residential construction  markets.   In
1995,  the  retail channel accounted for 40% of all  of  the
Company's  building material sales and  over  25%  of  total
overall  corporate  sales, including glass  fiber  and  foam
insulation  products,  asphalt  roofing  shingles,   shingle
underlayment,  windows and patio doors,  vinyl  siding,  and
housewrap.   More than 75% of the Company's  retail  channel
sales  are related to repair and remodeling activity  within
the home improvement industry.

Other  channels for the Company's building materials include
sales  of insulation products in North America to insulation
contractors,    metal   building   insulation    laminators,
mechanical    insulation   distributors   and   fabricators,
manufactured   housing  producers,  and  appliance,   office
products and automotive manufacturers.  Foam insulation  and
related products are sold to distributors and retailers  who
resell   to  residential  builders,  remodelers  and  do-it-
yourself   customers;  commercial  and  industrial   markets
through  specialty distributors; and, in some  cases,  large
contractors,  particularly  in  the  agricultural  and  cold
storage markets.

In  Europe, the Company sells building insulation  to  large
insulation  wholesalers,  builders, merchants,  contractors,
distributors,  and retailers.  The Company sells  mechanical
insulation   products  to  distributors,  fabricators,   and
manufacturers  in  the  heating,  ventilation,   power   and
process, appliance and fire protection industries.

In  Latin  America, the Company produces and sells  building
and mechanical insulation through joint venture and licensee
relationships. In Asia Pacific, the Company sells  primarily
mechanical  insulation  through  joint  venture  businesses,
including a new insulation plant in China, and licensees.

The  Company has licensed others for the manufacture of foam
products at locations in Canada, Europe, the Middle East and
Asia.   The  Company sells foam products through traditional
agents and distributors where licensing does not exist.

The  Company  sells  roofing shingles  to  distributors  and
retailers,  who  resell  them  to  residential  roofing  and
remodeling   contractors,  as  well  as  to   do-it-yourself
customers.   Approximately 80% of roofing shingles  sold  in
North  America are used for reroofing, with new  residential
construction accounting for the remainder.

The  Company sells industrial asphalt under the Trumbull(TM)
brand  name.  There are three principal kinds of  industrial
asphalt:    Built-Up  Roofing  Asphalt   (BURA),   used   in
commercial  roofing  systems to  provide  waterproofing  and
adhesion;  saturants or coating asphalt, used to manufacture
roofing  mats, felts and shingles; and industrial  specialty
asphalt, used by manufacturers in a variety of products such
as  waterproofing systems, adhesives, coatings, and  product
extenders, as well as in various automotive applications.

There are various channels of distribution for the Company's
asphalt  products.  The Company's asphalt products are  used
internally  in the manufacture of the Company's  residential
roofing   products  and  are  also  sold  to  other  shingle
manufacturers.   In  addition, asphalt is  sold  to  roofing
contractors  and  distributors  for  BURA  systems  and   to
manufacturers  in  a variety of other industries,  including
automotive, chemical, rubber and construction.


                             -4-
                              
Seasonality

Sales  in  the  Building Materials segment  tend  to  follow
seasonal  home  improvement, remodeling and renovation,  and
new  construction industry patterns.  Sales levels  for  the
segment,  therefore,  are  typically  lower  in  the  winter
months.

Major Customers

No  customer in the Building Materials segment accounts  for
more than three percent of the segment's sales.


COMPOSITE MATERIALS

Principal Products and Methods of Distribution

Composite  Materials operates in North America,  Europe  and
Latin  America,  with  affiliates and licensees  around  the
world,  including a growing presence in Asia  Pacific.   The
businesses   responsible   for   these   products   include:
Composites, Latin America, Pipe, and Asia Pacific.

The  Company is the world's leading producer of glass  fiber
materials  used  in  composites. Composites  are  fabricated
material  systems  made up of two or more components  (e.g.,
plastic  resin and glass fiber) used in various applications
to  replace  traditional materials, such as aluminum,  wood,
and  steel.  The global composites industry has expanded  to
include  more than 40,000 end-use applications.   Worldwide,
the  composites  industry has relatively  few  raw  material
component  suppliers  (glass  fiber,  resin  and  additives)
delivering  to  thousands  of industrial  customers  through
various  channels.   Depending on the  end-use  application,
these  raw  materials  move through different  manufacturing
process  chains, ultimately finding their way  to  consumers
through  myriad  markets worldwide.   The  primary  end  use
markets   that   the   Company  serves   are   construction,
transportation, and electrical/electronics.

Within   the   construction  market,   the   major   end-use
application  for glass fiber is asphaltic roofing  shingles,
where  glass  fiber  is  used to  provide  fire  and  mildew
resistance in 95% of all shingles produced in North America.
The Company sells glass fiber and/or mat directly to a small
number   of  major  shingle  manufacturers  (including   the
Company's own roofing business).

Tubs, showers and other related internal building components
used for both remodeling and new construction are also major
applications  of  glass fiber materials in the  construction
market.  These  end-use  products  are  some  of  the  first
successful   material   substitution  conversions   normally
encountered in developing countries.  Glass fiber for  these
markets is sold to direct accounts, and also to distributors
around   the  world,  who  in  turn  service  thousands   of
customers.

The   most  significant  use  of  glass  fibers  within  the
transportation  market  is  the automotive  industry,  which
continues to grow as the amount of composite materials  used
per  vehicle  increases.  There are hundreds  of  composites
applications, including exterior and interior  body  panels,
instrument   panels,  bumpers,  lamp  housings,  headliners,
packaging  for  electronics, valve  covers,  luggage  racks,
distributor  caps,  timing belts,  mufflers  and  tanks  for
alternative fuel vehicles.  These composite parts are either
produced by original equipment manufacturers (OEMs), or  are
purchased by OEMs from first-tier suppliers.  Glass   fibers
for  these parts are


                             -5-
                              
sold  mostly  to  first-tier and second-tier OEM  suppliers.
Non-automotive transportation applications include railcars,
shipping  containers,  intermodal  refrigerated  containers,
trailers and commercial ships.

Within  the electrical/electronics markets, glass  fiber  is
used  extensively  in printed circuit boards  made  for  the
consumer electronics, transportation, and telecommunications
industries. The Company sells glass fiber to a small  number
of  large fabric weavers, who, in turn, supply the  rest  of
the circuit board production value chain.  Applications also
include   fiber   optics  and  copper  cable   reinforcement
connectors,   circuit  breaker  boxes,  computer   housings,
electricians'  safety  ladders,  and  hundreds  of   various
electro/mechanical components.

The  Company  manufactures  large diameter  glass-reinforced
plastic  (GRP) pipe designed for use in underground pressure
and gravity fluid handling systems.  The pipe is a filament-
wound  structural  composite  made  with  glass  fiber   and
polyester  resins.  The Company has pipe joint  ventures  in
Thailand, Saudi Arabia, Germany, Spain, Botswana, Argentina,
and  Colombia (1996 start up), and wholly-owned pipe  plants
in  Norway and China.  The Company, directly and with  joint
venture  partners around the world, manufactures  and  sells
GRP  pipe  directly to governments and private industry  for
major  infrastructure projects primarily for  the  safe  and
efficient transport of water and waste.

Major Customers

No  customer in the Composite Materials segment accounts for
more than four percent of the segment's sales.


GENERAL

Raw Materials And Patents

Owens Corning considers the sources and availability of  raw
materials, supplies, equipment and energy necessary for  the
conduct  of  its  business in each industry  segment  to  be
adequate.

The Company has numerous U.S. and foreign patents issued and
applied  for relating to its products and processes in  each
industry  segment  resulting from research  and  development
efforts.   The  Company  has issued  royalty-bearing  patent
licenses  to  companies in several foreign  countries.   The
licenses   cover  technology  relating  to   both   industry
segments.

Including  the registered trademark Fiberglas,  the  Company
has  approximately 95 trademarks registered  in  the  United
States and approximately 400 trademarks registered in  other
countries.

The Company considers its patent and trademark positions  to
be  adequate for the present conduct of its business in each
of its industry segments.

Working Capital

Owens  Corning's manufacturing operations  in  each  of  its
industry segments are generally continuous in nature and  it
warehouses  much of its production prior to  sale  since  it
operates  primarily with short delivery cycles.  Inventories
of  finished  goods,  materials  and  supplies  were  within
historical  ranges  at year-end 1995, when  expressed  as  a
percentage of fourth quarter annualized sales.
                             -6-
                              
Research And Development

During  1995, 1994 and 1993, the Company spent approximately
$69 million, $64 million, and $61 million, respectively, for
research  and  development activities.   Customer  sponsored
research and development was not material in any of the last
three years.

Environmental Control

Owens  Corning's capital expenditures relating to compliance
with  environmental control requirements were  approximately
$14  million in 1995.  The Company currently estimates  that
such  capital expenditures will be approximately $19 million
in 1996 and $25 million in 1997.

The  Company  does  not consider that it has  experienced  a
material  adverse  effect upon its capital  expenditures  or
competitive  position  as a result of environmental  control
legislation   and   regulations.    Operating    costs    of
environmental control equipment, however, were approximately
$55  million in 1995.  Owens Corning continues to invest  in
equipment  and process modifications to remain in compliance
with applicable environmental laws and regulations.

The  1990  Clean Air Act Amendments (Act) provide  that  the
United  States  Environmental Protection Agency  (EPA)  will
issue  regulations  on  a number of air  pollutants  over  a
period of years.  Until these regulations are developed, the
Company cannot determine the extent the Act will affect  it.
The  Company  anticipates that its sources to  be  regulated
will   include   glass  fiber  manufacturing   and   asphalt
processing activities.  The EPA's announced schedule  is  to
issue regulations covering glass fiber manufacturing by late
1997  and  asphalt processing activities by late 2000,  with
implementation  as  to existing sources up  to  three  years
thereafter.  Based on information now known to the  Company,
including   the  nature  and  limited  number  of  regulated
materials it emits, the Company does not expect the  Act  to
have  a material adverse effect on the Company's results  of
operations, financial condition, or long-term liquidity.

Number Of Employees

Owens Corning averaged approximately 17,300 employees during
1995 and had approximately 17,300 employees at December  31,
1995.

Competition

Owens  Corning's  products compete with  a  broad  range  of
products  made  from  numerous  basic,  as  well  as   high-
performance, materials.

The  Company competes with a number of manufacturers in  the
United  States of glass fibers in primary forms, not all  of
which   produce  a  broad  line  of  glass  fiber  products.
Approximately one-half of these producers compete  with  the
Company's Building Materials industry segment in the sale of
glass fibers in primary form.  A similar number compete with
the   Company's   Composite  Materials   industry   segment.
Companies in other countries, primarily Japan, export  glass
fiber  products  to  the United States.   The  Company  also
competes  outside  the United States  against  a  number  of
manufacturers of glass fibers in primary forms.

Owens   Corning   also  competes  with  many  manufacturers,
fabricators  and distributors in the sale of  products  made
from  glass fibers.  In addition, the Company competes  with
many  other manufacturers in the sale of industrial asphalts
and other products.

Methods  of competition include product performance,  price,
terms, service and warranty.

                             -7-

ITEM 2. PROPERTIES

PLANTS

Owens  Corning's  plants as of February 1, 1996  are  listed
below  by  industry  segment and primary products,  and  are
owned  except  as noted.  The Company considers  that  these
properties  are  in good condition and well maintained,  and
are   suitable  and  adequate  to  carry  on  the  Company's
business.  The capacity of each plant varies depending  upon
product mix.

BUILDING MATERIALS SEGMENT

Thermal And Acoustical Insulation

     Delmar, New York                Newark, Ohio
     Eloy, Arizona                   Palestine, Texas*
     Fairburn, Georgia               Salt Lake City, Utah
     Kansas City, Kansas             Santa Clara, California
     Mount Vernon, Ohio              Waxahachie, Texas

     Candiac,  Canada                Ravenhead, United
                                       Kingdom
     Edmonton, Canada                Scarborough, Canada
     Guangzhou, China                Shanghai, China*
     Pontyfelin, United Kingdom      Vise, Belgium
     Queensferry, United Kingdom

*Under construction.

Roofing  And  Asphalt  Processing  (one  of  each  at  every
location, except as noted)

     Atlanta, Georgia                Kearney, New Jersey
     Brookville, Indiana (1)         Medina, Ohio
     Channelview, Texas (2)          Memphis, Tennessee
     Compton, California             Minneapolis, Minnesota
     Denver, Colorado                Morehead City, North
     Detroit, Michigan (2)             Carolina (2) (3)
     Houston, Texas                  Oklahoma City, 
                                       Oklahoma (2)
     Irving, Texas                   Portland, Oregon (4)
     Jacksonville, Florida (3)       Savannah, Georgia
     Jessup, Maryland                Summit, Illinois (3)

(1)  Roofing plant only.
(2)  Asphalt processing plant only.
(3)  Facility is partially leased.
(4)  Two asphalt processing plants, as well as one roofing
     plant.
                             -8-
                              
Specialty and Foam Products

     Byron Center, Michigan          Rockford, Illinois
     Hazleton, Pennsylvania          St. Louis, Missouri
     Martinsville, Virginia*         Tallmadge, Ohio

*Facility is leased.

Fabrication Centers

     Angola, Indiana                 Los Angeles,
                                       California*
     Athens, Alabama                 Memphis, Tennessee*
     Atlanta, Georgia*               Montgomery, Alabama*
     Cleveland, Tennessee*           Newark, New Jersey*
     Columbus, Ohio*                 Orlando, Florida*
     Dallas, Texas*                  Sacramento, California*
     Grand Rapids, Michigan*         Shelbyville, Kentucky*
     Hebron, Ohio                    Springfield, Tennessee*
     Johnson City, Tennessee*        Tiffin, Ohio*
     Laredo, Texas*

     Brantford, Canada

*Facility is leased.


COMPOSITE MATERIALS SEGMENT

Textiles And Reinforcements

     Aiken, South Carolina           Fort Smith, Arkansas
     Amarillo, Texas                 Huntingdon,
                                       Pennsylvania
     Anderson, South Carolina        Jackson, Tennessee*
     Apeldoorn, The Netherlands      Liversedge,  United
                                       Kingdom
     Battice, Belgium                Rio Claro, Brazil
     Birkeland, Norway               San Vincente deCastellet/
     Guelph, Canada                    Barcelona, Spain
     L'Ardoise, France               Wrexham, United Kingdom

*Facility is leased.


Pipe

     Changchun, China                Sandefjord, Norway*

*Facility is leased.

                             -9-
                              
OTHER PROPERTIES

Owens  Corning's  general offices of  approximately  300,000
square  feet  are  located in the Fiberglas  Tower,  Toledo,
Ohio.   The lease for these offices terminates December  31,
1996. The Company has entered into lease arrangements for  a
new  world  headquarters facility of  approximately  400,000
square   feet,  currently  under  construction  in  downtown
Toledo.   The  lease  for this facility terminates  May  31,
2015,  with  options to extend through May 31,  2030.  Under
separate  leases, the Company has additional general  office
space  of  approximately 145,000 square feet, and  warehouse
space of approximately 100,000 square feet, located in other
buildings in Toledo.

The Company's research and development function is conducted
at   its   Science   and  Technology  Center,   located   on
approximately 500 acres of land outside Granville, Ohio.  It
consists  of  twenty-three structures totaling approximately
635,000  square  feet,  of  which 25,000  square  feet  were
mothballed at the end of 1995.


ITEM 3. LEGAL PROCEEDINGS

The  paragraphs  in  Note  21 to the Company's  Consolidated
Financial Statements, entitled "Contingent Liabilities",  on
pages  63  through  67  hereof,  are  incorporated  here  by
reference.

Securities and Exchange Commission rules require the Company
to  describe certain governmental proceedings arising  under
federal, state or local environmental provisions unless  the
Company reasonably believes that the proceeding will  result
in  monetary sanctions of less than $100,000.  The following
proceedings  are  reported in response to this  requirement.
Based on the information presently available to it, however,
the  Company believes that the costs which may be associated
with these matters will not have a materially adverse effect
on   the   Company's  financial  position  or   results   of
operations.

As  previously reported, the Company and more than 100 other
companies have signed individual agreements with the  United
States  Environmental Protection Agency (EPA) to  conduct  a
Toxic   Substance  Control  Act  (TSCA)  Audit  Program   to
determine  compliance status under TSCA section  8(e).   The
agreement  provides that the Company will audit its  records
and  report to the EPA any reportable matters which were not
reported  or which were reported late. The Company will  pay
stipulated  penalties of up to $15,000 for each  matter  not
timely reported, with a maximum penalty of $1 million in the
aggregate.   The  Company has completed the portion  of  the
audit dealing with substantial risk of injury to health.  It
has  not been notified as to the amount of penalties it will
be required to pay but estimates that the penalty for health
related  filings  will  be less than  $150,000.   The  final
report  to the EPA, regarding environmental issues,  is  due
six months after the EPA publishes final refined guidance on
such reporting.

During  the  first  quarter of 1995, the  Company  signed  a
consent  order with the Tennessee Department of  Environment
and Conservation, providing for a remedial investigation and
feasibility  study  for  two  state  Superfund  sites.   The
Company is the primary generator in both sites.

                            -10-
                              
ITEM  4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

Owens Corning has nothing to report under this Item.

                            -11-
                              
              Executive Officers of the Company
                  (as of February 1, 1996)

The term of office for elected officers is one year from the
annual  election  of  officers by  the  Board  of  Directors
following  the Annual Meeting of Stockholders on  the  third
Thursday of April.  All those listed have been employees  of
Owens   Corning  during  the  past  five  years  except   as
indicated.

Name and Age                              Position*

Glen H. Hiner (61)     Chairman  of  the  Board  and   Chief
                       Executive   Officer   since   January
                       1992;  formerly Senior Vice President
                       -  G.E.  Plastics at General Electric
                       Company   (1983).    Director   since
                       1992.

Alan D. Booth (52)     Vice    President   and    President,
                       Insulation  -  North  America   since
                       January    1994;    formerly     Vice
                       President,    Insulation    Division,
                       Construction  Products  Group  (1993)
                       and    Vice   President,   Mechanical
                       Products Division (1986).

David T. Brown (47)    Vice    President   and    President,
                       Building    Materials    Sales    and
                       Distribution-North   America    since
                       January    1996;    formerly     Vice
                       President        and       President,
                       Roofing/Asphalt     (1994),      Vice
                       President,  Roofing/Asphalt  Division
                       (1993)  and  Vice President,  Atlanta
                       Regional  Sales,  Building  Materials
                       (1986).

Christian L.           Senior Vice President,
Campbell (45)          General  Counsel and Secretary  since
                       January    1995;    formerly     Vice
                       President,   General   Counsel    and
                       Secretary at Nalco Chemical (1990).

Domenico Cecere (46)   Vice    President   and    President,
                       Roofing/Asphalt since  January  1996;
                       formerly    Vice    President     and
                       Controller    (1993);    and     Vice
                       President,        Finance         and
                       Administration, Europe  (1992),  Vice
                       President  and  Assistant  Controller
                       (1991)  and Vice President,  Finance,
                       Industrial   Business    (1990)    at
                       Honeywell, Inc.

Charles H. Dana (56)   Executive   Vice   President    since
                       January  1994; formerly  Senior  Vice
                       President,     and    President     -
                       Industrial Materials Group (1989).

David W.               Senior  Vice  President
Devonshire (50)        and  Chief  Financial  Officer  since
                       July  1993;  formerly Corporate  Vice
                       President,    Finance   (1992)    and
                       Corporate    Vice    President    and
                       Controller (1990) at Honeywell, Inc.
                            -12-

Name and Age           Position*

Carl B. Hedlund (48)   Vice  President  and President,  Asia
                       Pacific    since    December    1995;
                       formerly    Vice    President     and
                       President,        Retail/Distribution
                       (1994),  Vice President,  Retail  and
                       Distribution,  Construction  Products
                       Group   (1993)  and  Vice  President,
                       Roofing  Products Operating  Division
                       (1989).

Robert C.              Vice    President   and    President,
Lonergan (52)          Science  &  Technology since  January
                       1995;   formerly  President,  Windows
                       (1993);   and   President   of    Reb
                       Plastics, Inc. (1984).

Bradford C.            Vice  President - Corporate Relations
Oelman (58)            since November 1986.

Gregory M.             Senior    Vice    President,    Human
Thomson (48)           Resources    since   October    1994;
                       formerly   Vice   President,    Human
                       Resources, Public Service Electric  &
                       Gas (1988).

Efthimios O.           Vice  President  and
Vidalis (41)           President,  Composites since  January
                       1994;    formerly   Vice   President,
                       Reinforcements    Division,    Europe
                       (1986).


*Information in parentheses indicates year in which  service
in position began.

                            -13-
                              
                           Part II

<TABLE>
ITEM   5. MARKET  FOR  OWENS  CORNING'S COMMON EQUITY AND RELATED
          STOCKHOLDER MATTERS

The  principal market on which Owens Corning's common  stock
is  traded is the New York Stock Exchange.  The high and low
sales prices in dollars per share for Owens Corning's common
stock  as reported in the consolidated transaction reporting
system  for each quarter during 1995 and 1994 are set  forth
in the following tables.
<S>            <C>     <C>      <C>           <C>      <C>
 1995          High    Low        1994        High     Low


First Quarter   36-1/4  30-1/4   First Quarter   46       33-1/2

Second  Quarter 40      34-5/8   Second Quarter  36-1/8   30-1/2

Third  Quarter  47-1/8  36-1/2   Third Quarter   36-1/4   30-1/8

Fourth  Quarter 46-3/4  40-3/8   Fourth Quarter  33-1/2   27-3/4

</TABLE>
The number of stockholders of record of the Company's common
stock on December 31, 1995 was 6,936.

No  dividends  have been declared by the Company  since  the
Company's  November 5, 1986 recapitalization.  In connection
with  certain  of  its current bank credit  facilities,  the
Company has agreed to restrictions affecting the payment  of
cash  dividends.  As of January 1, 1996, these  restrictions
limited funds available for the payment of cash dividends by
the Company to approximately $77 million.  While the Company
periodically evaluates the advisability of paying dividends,
it  currently  does not anticipate paying  dividends  during
1996.
                            -14-
<TABLE>
ITEM 6.  SELECTED FINANCIAL DATA

The  following is a summary of certain financial information  of  the
Company.

                       1995(a) 1994(b)1993(c) 1992(d)1991(e)
          (In millions of dollars, except per share data and where noted)
<S>                      <C>    <C>     <C>    <C>     <C>
Net sales              $ 3,612$ 3,351 $ 2,944$ 2,878 $ 2,783
Cost of sales            2,670  2,536   2,266  2,234   2,186
Marketing, administrative
  and other expenses       454    429     350    350   1,171
Science and technology 
  expenses                  76     71      69     65      54
Restructure costs            -     89      23     16       -
Income (loss) from
  operations               412    226     236    213    (628)
Cost of borrowed funds      87     94      89    110     131
Income (loss) before 
  provision for 
  income taxes             325    132     147    103    (759)
Provision (credit)
 for income taxes          106     58      47     33    (238)
Net income (loss)          231    159     131     73    (742)
Net income (loss) per share
  Primary                 4.64   3.61    3.00   1.70  (18.13)
  Fully diluted           4.40   3.35    2.81   1.67  (18.13)
Dividends per share on common
  stock
    Declared                 -      -       -      -       -
    Paid                     -      -       -      -       -
Weighted average number of shares
  outstanding (in thousands)
    Primary             49,711 44,209  43,593 43,013  40,924
    Fully diluted       54,106 50,025  49,410 48,844  42,924
Net cash flow from 
  operations               342    361     312    184     264
Capital spending           276    258     178    144     114
Total assets (f)         3,261  3,274   3,013  3,162   3,511
Long-term debt             794  1,037     898  1,018   1,148
Average number of employees
  (in thousands)            17     17      17     17      17

(a)  During 1995, the Company recorded a one time $8 million
     tax credit as a result of a tax loss carryback.

(b)  During 1994, the Company recorded a $117 million charge
     ($85  million  after-tax) for productivity  initiatives
     and  other  actions.  The Company also recorded  a  $10
     million  after-tax charge for the adoption of Statement
     of  Financial  Accounting  Standards  (SFAS)  No.  106,
     "Employers'  Accounting  for  Postretirement   Benefits
     Other  Than  Pensions" for its non-U.S.  plans,  a  $28
     million  after-tax charge for the adoption of SFAS  No.
     112,    "Employers'   Accounting   for   Postemployment
     Benefits," and a $123 million after-tax credit for  the
     change in accounting method for rebuilding furnaces.
                            -15-
                              
(c)  During  1993, the Company recorded a $23 million charge
     for the restructuring of its European operations, an $8
     million charge ($5 million after-tax) for the writedown
     of  its  hydrocarbon ventures to their  net  realizable
     value,  a $26 million credit for the adoption  of  SFAS
     No.  109,  "Accounting for Income  Taxes,"  and  a  $14
     million credit for the revaluation of deferred taxes.

(d)  During  1992, the Company recorded a $16 million charge
     ($11  million  after-tax) to reorganize  the  Company's
     Building  Materials  segment  and  to  centralize   the
     Company's  accounting  and  information  systems.   The
     Company  also recorded a net extraordinary gain  of  $1
     million  resulting  from the utilization  of  tax  loss
     carryforwards, partially offset by a loss on the  early
     retirement of debt.

(e)  During 1991, the Company recorded a non-recurring  $800
     million   charge  for  unasserted  asbestos  litigation
     claims  and a $227 million after-tax charge,  or  $5.55
     per   share,  for  the  adoption  of  SFAS   No.   106,
     "Employers'  Accounting  for  Postretirement   Benefits
     Other Than Pensions" for its U.S. plans.

 (f) During 1993, the Company adopted the provisions of  FIN
     39  which require the Company to present separately  in
     its  balance sheet its estimated contingent liabilities
     and  related  insurance assets.  1992 and  1991  assets
     have been restated to conform with the 1995, 1994,  and
     1993 presentations.
</TABLE>
                            -16-

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
        CONDITION AND RESULTS OF OPERATIONS

(All  per share information in Item 7 is on a fully  diluted
basis.)

RESULTS OF OPERATIONS

Net  income  for the year ended December 31, 1995  was  $231
million, or $4.40 per share, compared to net income of  $159
million, or $3.35 per share, and net income of $131 million,
or  $2.81  per share, for the years ended December 31,  1994
and  1993, respectively.  The 1995 earnings growth  reflects
pricing gains and the benefits of acquisitions, as well as a
one  time gain of $8 million or $.15 per share which was the
result of a tax loss carryback.  Excluding the impact of the
tax  benefit,  net  income for the year ended  December  31,
1995, was $223 million, or $4.25 per share.  Please see Note
8 to the Consolidated Financial Statements.

Net  income of $159 million for the year ended December  31,
1994,  included the following offsetting special items:   an
after-tax  gain  of  $123  million,  or  $2.45  per   share,
reflecting a change to the capital method of accounting  for
the  rebuilding  of glass melting facilities;  an  after-tax
charge  of $85 million, or $1.69 per share, for productivity
initiatives and other actions; a non-cash, after-tax  charge
of  $10  million, or $.20 per share, to reflect adoption  of
Statement of Financial Accounting Standards (SFAS) No.  106,
"Employers'  Accounting  for Postretirement  Benefits  Other
Than  Pensions," for plans outside the United States; and  a
non-cash,  after-tax  charge of $28  million,  or  $.56  per
share,  to  reflect  adoption of SFAS No.  112,  "Employers'
Accounting for Postemployment Benefits."  Please  see  Notes
6, 16 and 17 to the Consolidated Financial Statements.

Excluding  special  items, net income  for  the  year  ended
December 31, 1993 was $118 million, or $2.56 per share.  The
1993 special items included a credit of $26 million, or $.53
per  share,  for  the  cumulative  effect  of  adopting  the
accounting standard for income taxes (SFAS No. 109);  a  one
time  gain  of $14 million, or $.29 per share, reflecting  a
tax  benefit resulting from a revaluation of deferred taxes,
offset in part by an increase in the Company's corporate tax
liability,  necessitated  by the  increase  in  the  federal
statutory  tax rate; an after-tax charge of $5  million,  or
$.10   per  share,  for  the  write-down  of  the  Company's
hydrocarbon  ventures to their net realizable value;  and  a
charge   of  $23  million,  or  $.47  per  share,  for   the
restructuring of the Company's European operations.   Please
see Notes 8 and 16 to the Consolidated Financial Statements.

Net  sales  were $3.612 billion for the year ended  December
31,  1995, reflecting an 8% increase from the 1994 level  of
$3.351  billion.   Net  sales in 1993 were  $2.944  billion.
Most  of  the  1995 growth is attributable to pricing  gains
achieved  worldwide, with incremental growth resulting  from
acquisitions,  which occurred mid year 1994  and  throughout
1995.   Please  see  Note  5 to the  Consolidated  Financial
Statements.  Sales outside the U.S. represented 27%  of  the
total sales for the year ended December 31, 1995 compared to
24%  for the years 1994 and 1993.  Gross margin for the year
ended  December 31, 1995 increased to 26%, compared  to  24%
and 23% in 1994 and 1993, respectively, reflecting primarily
pricing gains worldwide.  Earnings before interest and taxes
(EBIT) from ongoing operations increased to $412 million  in
1995, from $343 million in 1994 and $267 million in 1993.
                            -17-
                              
In  the  Building Materials segment, sales increased 6%  for
the  year  ended December 31, 1995 compared to  1994.   This
growth  reflects pricing gains, and incremental  sales  from
the  1995  acquisitions partially offset  by  a  decline  in
volume,  particularly in the Canadian markets.  Income  from
operations  for Building Materials decreased  9%  from  1994
levels, after excluding the 1994 charge for restructure  and
other  initiatives,  primarily  due  to  the  weak  economic
conditions in Canada and start up costs associated with  the
Company's new insulation plant in Guangzhou, China.

Building  Materials sales in Europe increased 45%  over  the
1994  level, primarily resulting from a full year  of  sales
from  the June 1994 acquisition of the United Kingdom  based
insulation  and industrial supply businesses  of  Pilkington
plc  (the "U.K. Acquisition"), and the addition of a  second
production line at the Company's insulation plant  in  Vise,
Belgium.   Late  in the third quarter of 1995,  the  Company
began  shipping  product  from its insulation  manufacturing
facility  in  Guangzhou, China and announced plans  for  the
construction of its second insulation plant in China, to  be
built in Shanghai.  Roofing margins improved in 1995, driven
primarily  by improved pricing, and volume growth, including
the   successful   introduction  of  Prominence(R)   roofing
shingles.   The  window business achieved significant  sales
growth  and productivity improvements during the  year,  but
has  not yet reached break-even.  In the foam insulation and
related  product  markets,  the  Company  has  expanded  its
position  with  the acquisition of Falcon  Manufacturing  of
Michigan,  Inc.   The  Company  also  completed  four  other
acquisitions in 1995 which are expected to contribute to the
Company's   overall  growth  strategy.   These  acquisitions
increased  the Company's small furnace technology  base,  as
well as expanded its position in fabricated systems for  the
original  equipment  manufacturing market  and  its  product
offering  for  the  window  market.   The  Company   further
expanded  its Building Materials multi-product  offering  in
1995   with   the  introduction  of  two  branded  products,
Transitions(TM) vinyl siding and PinkWrap(TM) housewrap.

In  1995  Miraflex(TM), the revolutionary new form of  glass
fiber   developed  by  Owens  Corning  which  combines   two
different   glass   compositions   into   one   fiber,   was
successfully  introduced to North American  markets  in  its
first   commercial   application,   PinkPlus(R)   insulation
featuring Miraflex fiber.  The Miraflex fibers are flexible,
soft  to the touch, virtually itch-free, resilient and form-
filling, characteristics not normally associated with  glass
or inorganic fibers, which is driving the success of the new
fiber.

In  the Composite Materials segment, sales increased 12% for
the  year  ended  December 31, 1995,  or  approximately  20%
excluding  the  Company's previously consolidated  polyester
resins  business, discussed below.  The Composite  Materials
sales increase, driven by strong worldwide market demand, is
attributable  to  volume  and pricing  gains,  coupled  with
favorable  currency impact from European  markets.   In  the
U.S.,  sales  increased  slightly,  while  in  Europe,   the
Company's  composites  operations  benefited  from  European
economic  improvement  which resulted in  increased  demand,
coupled   with   the   positive  effects   of   productivity
initiatives.

In  1995  the  Company  announced  plans  to  expand  global
composites capacity by 135,000 metric tons by 1997,  with  a
significant  portion  of the new capacity  coming  from  the
refiring  of  the  second furnace at the Company's  Jackson,
Tennessee  facility.   The remaining expansion  will  be  at
other  existing  facilities in the U.S.,  Europe,  Asia  and
Latin  America.   The  Company in 1995  began  a  new  large
diameter  glass  reinforced plastic (GRP) pipe  facility  in
China,  pipe joint ventures in Spain and Argentina, as  well
as  a composite materials service center in Colombia.  Early
in  1996 the Company announced the formation of a pipe joint
venture   in  Colombia,  increasing  the  Company's   global
presence.
                            -18-
                              
During the third quarter of 1994, the Company entered into a
joint  venture with Alpha Corporation of Tennessee,  whereby
the  two  companies combined their existing resin businesses
for  fifty percent interests in Alpha/Owens-Corning, L.L.C.,
the  largest  manufacturer  of  polyester  resins  in  North
America.    Please see Note 5 to the Consolidated  Financial
Statements.

The  Company's  cost of borrowed funds for  the  year  ended
December 31, 1995 was $7 million lower than 1994, reflecting
decreased  borrowings resulting from the conversion  of  the
Company's 8% convertible junior subordinated debentures into
shares of common stock.  Additionally, the proceeds from the
issuance of $200 million of convertible preferred securities
were  partially  used  to pay off the  Company's  short-term
credit  facility, established during the second  quarter  of
1994 to finance the U.K. Acquisition.  Please see Notes 2, 3
and 4 to the Consolidated Financial Statements.

At  December  31,  1995,  certain of the  Company's  foreign
subsidiaries  have tax net operating loss  carryforwards  of
approximately $27 million.  The Company has $322 million  in
net  deferred tax assets at December 31, 1995, all of  which
management  expects will be realized through  future  income
from  operations.   Please see Note 8  to  the  Consolidated
Financial Statements.

Early  in  the first quarter of 1996, the Company  completed
the  sale of its share in a Japanese affiliate, Asahi  Fiber
Glass  Co.  Ltd.,  to its partner Asahi  Glass  Company  for
approximately  $50 million and realized  a  pretax  gain  in
excess   of  $25  million.   Please  see  Note  12  to   the
Consolidated Financial Statements.


LIQUIDITY, CAPITAL RESOURCES AND OTHER RELATED MATTERS

Cash   flow   from  operations,  excluding  asbestos-related
activities,  was  $342 million for 1995,  compared  to  $361
million   for  1994.     The  decline  in  cash  flow   from
operations from 1994 to 1995 was due in part to funding of a
Voluntary Employee's Beneficiary Association trust  for  tax
planning  purposes.  Total receivables at December 31,  1995
were $15 million lower than the December 31, 1994 level  due
to  the  sale of $50 million in receivables early  in  1995,
resulting  in  a  total of $100 million of receivables  sold
under  the 1994 sales agreement.  The receivables sold  were
largely offset by increased sales in 1995.  Please see Notes
6 and 10 to the Consolidated Financial Statements.

At  December 31, 1995, the Company's net working capital was
negative  $9 million and its current ratio was .99, compared
to  negative $143 million and .87 at December 31, 1994,  and
negative   $49  million  and  .94  at  December  31,   1993,
respectively.   The  increase in 1995 was  due  in  part  to
decreased  short-term  borrowings  as  a   result   of   the
repayment    of   the   financing   used   for    the   U.K.
Acquisition.    Excluding  the  impact  of  the   short-term
borrowings  used  to  finance  the  U.K.  Acquisition,   the
Company's  net working capital was negative $33 million  and
its current ratio was .97 at December 31, 1994.

During  1995,  virtually all of the Company's  $173  million
issue  of  8%  convertible  junior subordinated   debentures
were  converted.  Debentures  not  converted  were  redeemed
for  cash.  The conversion resulted in the issuance  of  5.8
million  new  shares of common stock. Also in  1995,  Owens-
Corning   Capital,  L.L.C.,  a  Delaware  limited  liability
company,  of  which  all  of  the  common  limited   company
interests  are indirectly owned by the Company, issued  $200
million of 6.5% cumulative convertible preferred securities.
The  proceeds from the issuance were loaned to  the  Company
and  partially used to repay its short-term credit facility.
Please  see  Notes  2  and  4 to the Consolidated  Financial
Statements.
                            -19-
                              
The  Company's  total borrowings at December 31,  1995  were
$893  million,  $319 million lower than  at  year-end  1994,
primarily due to the conversion of its 8% convertible junior
subordinated  debentures, and the repayment of debt  through
the issuance of the above mentioned preferred securities.

As  of  December 31, 1995, the Company had unused  lines  of
credit  of $358 million available under long-term bank  loan
facilities  and an additional $239 million under  short-term
facilities,  compared  to  $293  million  and  $91  million,
respectively,  at  year-end 1994.  The  increase  in  unused
available  lines of credit reflects increased  availability,
primarily  in  foreign  credit  facilities,  a  decrease  in
borrowings and a decrease in outstanding letters  of  credit
supporting  appeals from asbestos trials.  Such  letters  of
credit reduce credit availability under the Company's  long-
term U.S. loan facility.

Capital   spending  for  property,  plant   and   equipment,
excluding  acquisitions, was $276 million during  1995.   At
the  end  of  1995,  approved  capital  projects  were  $134
million.   The  Company  expects  that  funding  for   these
expenditures  will  be  from the  Company's  operations  and
external sources as required.

Gross  payments for asbestos litigation claims during  1995,
including  $54 million in defense costs, were $308  million.
Proceeds  from insurance were $251 million, $100 million  of
which  was received as a prepayment of a third quarter  1995
settlement  with  a  major  insurer,  which  confirmed   the
Company's access to $330 million of insurance for payment of
asbestos litigation claims. Excluding the impact of the $100
million  prepayment by the carrier, cash flow from  asbestos
related  activities was a net pretax cash  outflow  of  $157
million, or $94 million after-tax.  During 1995, the Company
received  approximately   55,900   new   asbestos   personal
injury   cases   and  closed  approximately   21,900  cases.
Over  the  next  twelve months total payments  for  asbestos
litigation claims, including defense costs, are expected  to
be  approximately $250 million.  Proceeds from insurance  of
$100  million  are expected to be available to  cover  these
costs,  resulting  in  a net pretax  cash  outflow  of  $150
million,  or $90 million after-tax.  Please see Note  21  to
the Consolidated Financial Statements.

The   Company   expects  funds  generated  from  operations,
together with funds available under long and short term bank
loan  facilities,  to  be sufficient  to  satisfy  its  debt
service obligations under its existing indebtedness, as well
as   its   contingent  liabilities  for  uninsured  asbestos
personal injury claims.

The  Company has been deemed by the Environmental Protection
Agency  (EPA)  to be a potentially responsible  party  (PRP)
with  respect  to  certain  sites  under  the  Comprehensive
Environmental  Response,  Compensation  and  Liability   Act
(Superfund).  The Company has also been deemed a  PRP  under
similar  state or local laws, including two state  Superfund
sites  where the Company is the primary generator.  In other
instances,  other PRPs have brought suits or claims  against
the  Company  as a PRP for contribution under such  federal,
state   or  local  laws.   During  1995,  the  Company   was
designated as a PRP in such federal, state, local or private
proceedings  for  nine additional sites.   At  December  31,
1995,   a   total  of  42  such  PRP  designations  remained
unresolved  by  the Company, some of which designations  the
Company  believes  to  be erroneous.  The  Company  is  also
involved with environmental investigation or remediation  at
a  number of other sites at which it has not been designated
a  PRP.   The Company has established a $20 million  reserve
for  its  Superfund  (and similar state, local  and  private
action)  contingent  liabilities.  In addition,  based  upon
information presently available to the Company, and  without
regard to the application of insurance, the Company believes
that,  considered  in  the aggregate, the  additional  costs
associated  with such contingent liabilities, including  any
related litigation costs, will not have a materially adverse
effect  on  the Company's financial position or  results  of
operations.
                            -20-
                              
The 1990 Clean Air Act Amendments (Act) provide that the EPA
will issue regulations on a number of air pollutants over  a
period of years.  Until these regulations are developed, the
Company  cannot determine the extent to which the  Act  will
affect it.  The Company anticipates that its sources  to  be
regulated will include glass fiber manufacturing and asphalt
processing activities.  The EPA's announced schedule  is  to
issue regulations covering glass fiber manufacturing by late
1997  and  asphalt processing activities by late 2000,  with
implementation  as  to existing sources up  to  three  years
thereafter.  Based on information now known to the  Company,
including   the  nature  and  limited  number  of  regulated
materials it emits, the Company does not expect the  Act  to
have a materially adverse effect on the Company's results of
operations, financial condition or long-term liquidity.


ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Pages  23  through  68  hereof  are  incorporated  here   by
reference.


ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
        ACCOUNTING AND FINANCIAL DISCLOSURE

Owens Corning has nothing to report under this Item.
                              
                              
                          PART III

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF OWENS CORNING

The  information  required by this Item is  incorporated  by
reference  from  the Company's 1996 Proxy  Statement  except
that   certain   information  concerning   Owens   Corning's
executive  officers  is  included on  pages  11  through  12
hereof.


ITEM 11. EXECUTIVE COMPENSATION

The  information  required by this Item is  incorporated  by
reference from the Company's 1996 Proxy Statement.


ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
          MANAGEMENT

The  information  required by this Item is  incorporated  by
reference from the Company's 1996 Proxy Statement.


ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

The  information  required by this Item is  incorporated  by
reference from the Company's 1996 Proxy Statement.
                            -21-
                              
                           PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS
         ON FORM 8-K

(a)  DOCUMENTS FILED AS PART OF THIS REPORT

  1.  See Index to Financial Statements on page 23 hereof

  2.  See  Index to Financial Statement Schedules on  page  69
      hereof

  3.  See Exhibit Index beginning on page 71 hereof

   Management   contracts   and   compensatory   plans   and
   arrangements required to be filed as an exhibit  pursuant
   to  Item  14(c) of Form 10-K are denoted in  the  Exhibit
   Index by an asterisk ("*").

(b)   REPORTS ON FORM 8-K

No  report  on  Form 8-K was filed during  the  fourth
quarter of 1995.



                            -22-
<TABLE>
                         Signatures

Pursuant to the requirements of Section 13 or 15(d)  of  the
Securities  Exchange Act of 1934, the Registrant has  caused
this  report  to be signed on its behalf by the undersigned,
thereunto duly authorized.
<S>                                 <C>
OWENS CORNING

By    /s/ G. H. Hiner              Date  February 14, 1996
     Glen H. Hiner, Chairman of the Board
     and Chief Executive Officer

Pursuant to the requirements of the Securities Exchange  Act
of  1934, this report has been signed below by the following
persons  on  behalf of the Registrant and in the  capacities
and on the dates indicated.

      /s/ G. H. Hiner              Date  February 14, 1996
     Glen H. Hiner, Chairman of the Board,
     Chief Executive Officer and Director

      /s/ David W. Devonshire      Date  February 14, 1996
      David W. Devonshire, Senior Vice
     President and Chief Financial Officer

     /s/ Domenico Cecere           Date  February 14, 1996
     Domenico Cecere, Vice President and
     President, Roofing/Asphalt, and Controller
     (Interim)

     /s/ Norman P. Blake           Date  February 20, 1996
     Norman P. Blake, Jr., Director

     /s/ William Colville          Date  February 15, 1996
     William W. Colville, Director

     /s/ Landon Hilliard           Date  February 15, 1996
     Landon Hilliard, Director

     /s/ Trevor Holdsworth         Date  February 19, 1996
     Trevor Holdsworth, Director

     /s/ Jon M. Huntsman, Jr.      Date  February 16, 1996
     Jon M. Huntsman, Jr., Director

                                   
     W. Walker Lewis, Director     Date

     /s/ David T. McGovern         Date  February 20, 1996
     David T. McGovern, Director

    /s/ Furman C. Moseley          Date  February 19, 1996
    Furman C. Moseley, Jr., Director

    /s/ W. Ann Reynolds            Date  February 15, 1996
    W. Ann Reynolds, Director
</TABLE>
                            -23-
                              
                INDEX TO FINANCIAL STATEMENTS


Item                                                    Page

Report of Independent Public Accountants                  24

Summary of Significant Accounting Policies             25-26

Consolidated Statement of Income - for the
 years ended December 31, 1995, 1994 and 1993          27-28

Consolidated Balance Sheet -  December 31, 1995 
  and 1994                                             29-30

Consolidated Statement of Stockholders' Equity -         
 for the years ended December 31, 1995, 1994 and 1993     31

Consolidated Statement of Cash Flows - for the years
 ended December 31, 1995, 1994 and 1993                32-33

Notes to Consolidated Financial Statements
 Notes 1 through 22                                    34-68
                            -24-
                              
          REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS


To the Stockholders of Owens Corning:

We  have audited the accompanying consolidated balance sheet
of  OWENS  CORNING (a Delaware corporation) and subsidiaries
as   of   December  31,  1995  and  1994,  and  the  related
consolidated statements of income, stockholders' equity  and
cash  flows for each of the three years in the period  ended
December  31,  1995.   These financial  statements  are  the
responsibility    of   the   Company's   management.     Our
responsibility  is to express an opinion on these  financial
statements based on our audits.

We   conducted  our  audits  in  accordance  with  generally
accepted auditing standards. Those standards require that we
plan  and  perform the audit to obtain reasonable  assurance
about  whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis,
evidence  supporting  the amounts  and  disclosures  in  the
financial  statements. An audit also includes assessing  the
accounting principles used and significant estimates made by
management,  as  well  as evaluating the  overall  financial
statement presentation.  We believe that our audits  provide
a reasonable basis for our opinion.

In  our opinion, the financial statements referred to  above
present  fairly,  in  all material respects,  the  financial
position  of  Owens Corning and subsidiaries as of  December
31,  1995 and 1994, and the results of their operations  and
their  cash flows for each of the three years in the  period
ended  December  31,  1995,  in  conformity  with  generally
accepted accounting principles.

As  discussed  in  Notes  6, 8 and 17  to  the  consolidated
financial statements, effective January 1, 1994, the Company
changed  its  methods  of accounting for  furnace  rebuilds,
postretirement benefits other than pensions for its non-U.S.
plans, and postemployment benefits, and effective January 1,
1993,  the  Company  changed its method  of  accounting  for
income taxes.

Our audit was made for the purpose of forming an opinion  on
the  basic  financial  statements taken  as  a  whole.   The
schedule   listed  in  the  Index  to  Financial   Statement
Schedules is presented for the purpose of complying with the
Securities and Exchange Commission's rules and is  not  part
of  the basic financial statements.  This schedule has  been
subjected to the auditing procedures applied in the audit of
the  basic financial statements and, in our opinion,  fairly
states  in all material respects the financial data required
to  be  set forth therein in relation to the basic financial
statements taken as a whole.




                              ARTHUR ANDERSEN LLP



January 20, 1996
Toledo, Ohio
                              
                              
                              


                            -25-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES


Principles of Consolidation

The  consolidated financial statements include the  accounts
of  majority  owned subsidiaries.  Significant  intercompany
accounts and transactions are eliminated.


Net Income per Share

Primary  net income per share is computed using the weighted
average  number  of  common shares  outstanding  and  common
equivalent  shares  during the period.   Fully  diluted  net
income  per share reflects the dilutive effect of  increased
shares  that  would result from the conversion of  debt  and
equity  securities  which are not treated  as  common  stock
equivalents.   Unless  otherwise indicated,  all  per  share
information  included in the notes to the Owens Corning  and
subsidiaries'   (the   "Company")   consolidated   financial
statements is presented on a fully diluted basis.


Inventory Valuation

Inventories  are stated at cost, which is less  than  market
value,   and  include  material,  labor,  and  manufacturing
overhead.  The majority of U.S. inventories are valued using
the  last-in,  first-out (LIFO) method and  the  balance  of
inventories are generally valued using the first-in,  first-
out (FIFO) method.


Intangible Assets

Intangible  assets  consist primarily of goodwill,  patents,
and  covenants not to compete and are carried at  cost  less
accumulated  amortization.   Goodwill  is  amortized  on   a
straight-line  basis over a period of  forty  years.   Other
intangible assets are amortized over their estimated  useful
lives  or actual contractual lives.  The Company continually
evaluates  whether  events and circumstances  have  occurred
that  indicate  the  remaining  estimated  useful  lives  of
intangible assets may warrant revision or that the remaining
balance  of  these intangible assets may not be recoverable.
When  factors  indicate  that intangible  assets  should  be
evaluated  for  possible impairment,  the  Company  uses  an
estimate of the related business segment's undiscounted  net
income  over the remaining life of the intangible  asset  in
measuring whether the intangible asset is recoverable.


Investments in Affiliates

Investments in affiliates are accounted for using the equity
method, under which the Company's share of earnings of these
affiliates  is  reflected in income as earned and  dividends
are  credited  against  the investment  in  affiliates  when
received.


                              
                            -26-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
                         (Continued)
                              

Depreciation

For  assets placed in service prior to January 1, 1992,  the
Company's plant and equipment is depreciated primarily using
the double-declining balance method for the first half of an
asset's  estimated useful life and the straight-line  method
is  used  thereafter.  For assets placed  in  service  after
December  31,  1991, the Company's plant  and  equipment  is
depreciated using the straight-line method.


Use of Estimates

The  preparation of financial statements in conformity  with
generally accepted accounting principles requires management
to  make  estimates and assumptions that affect the reported
amounts   of  assets  and  liabilities  and  disclosure   of
contingent  assets  and  liabilities  at  the  date  of  the
financial  statements and the reported amounts  of  revenues
and  expenses  during the reporting period.  Actual  results
could differ from those estimates.


Rebuilding of Glass Melting Furnaces

The  Company's  glass melting furnaces periodically  require
substantial  rebuilding.  As discussed in  Note  17  to  the
consolidated  financial  statements,  effective  January  1,
1994,  the  Company adopted the capital method of accounting
for  the  cost of rebuilding glass melting furnaces.   Under
this  method,  costs  are  capitalized  when  incurred   and
depreciated  over the estimated useful lives of the  rebuilt
furnaces.


Derivative Financial Instruments

Gains and losses on hedges of existing assets or liabilities
are  included  in  the carrying amount of  those  assets  or
liabilities and are ultimately recognized in income as  part
of  those  carrying amounts.  Gains and losses on hedges  of
net  investments  in foreign subsidiaries  are  included  in
stockholders'   equity.   Gains  and   losses   related   to
qualifying   hedges  of  firm  commitments  or   anticipated
transactions also are deferred and are recognized in  income
or  as  adjustments  of  carrying amounts  when  the  hedged
transaction  occurs.  Gains and losses on  forward  currency
exchange  contracts  that  do  not  qualify  as  hedges  are
recognized as other income or expense.


Reclassifications

Certain reclassifications have been made to 1994 and 1993 to
conform with the classifications used in 1995.
                            -27-
<TABLE>
               OWENS CORNING AND SUBSIDIARIES
                              
              CONSOLIDATED STATEMENT OF INCOME
                              
    FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993

<S>                           <C>       <C>       <C>
                             1995      1994     1993
                  (In millions of dollars, except share data)

NET SALES                  $  3,612  $  3,351  $  2,944

COST OF SALES                 2,670     2,536     2,266
 Gross margin                   942       815       678

OPERATING EXPENSES
 Marketing and administrative 
  expenses                      444       391       327
 Science and technology 
  expenses (Note 9)              76        71        69
 Restructure costs (Note 16)      -        89        23
 Other (Notes 2, 4, 10 and 16)   10        38        23

Total operating expenses         530       589      442

INCOME FROM OPERATIONS           412       226       236

Cost of borrowed funds 
 (Notes 2 and 3)                  87        94        89

INCOME BEFORE PROVISION FOR
 INCOME TAXES                    325       132       147

Provision for income taxes  
 (Note  8)                       106        58        47

INCOME BEFORE EQUITY IN NET
 INCOME OF AFFILIATES            219        74       100

Equity in net income of affiliates
 (Notes 5 and 12)                 12         -         5

INCOME BEFORE CUMULATIVE EFFECT
 OF ACCOUNTING CHANGES           231        74       105

Cumulative effect of accounting changes
 (Notes 6, 8 and 17)               -        85        26

NET INCOME                  $    231  $    159  $    131
</TABLE>
                              
                              
                              
The accompanying summary of significant accounting policies and
                            notes
           are an integral part of this statement.
                            -28-
<TABLE>
               OWENS CORNING AND SUBSIDIARIES
                              
              CONSOLIDATED STATEMENT OF INCOME
                              
    FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
                         (Continued)

<S>                            <C>       <C>       <C>
                             1995      1994     1993
                  (In millions of dollars, except share data)

NET INCOME PER COMMON SHARE:

Primary:

 Income before cumulative effect of
    accounting changes     $   4.64  $   1.70  $   2.40

  Cumulative effect of 
    accounting changes            -      1.91       .60

 Net income per share      $   4.64  $   3.61  $   3.00


Assuming full dilution:

 Income before cumulative effect of
  accounting changes       $   4.40  $   1.66  $   2.28

 Cumulative effect of accounting 
  changes                         -      1.69       .53

 Net income per share      $   4.40  $   3.35  $   2.81


Weighted average number of common shares
 outstanding and common equivalent shares
 during the period (in millions)

  Primary                      49.7      44.2      43.6

  Assuming full dilution       54.1      50.0      49.4
</TABLE>







The accompanying summary of significant accounting policies and
                            notes
           are an integral part of this statement.
                            -29-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
   CONSOLIDATED BALANCE SHEET - DECEMBER 31, 1995 AND 1994
<TABLE>
<S>                              <C>           <C>
ASSETS                         1995         1994
                              (In millions of dollars)
CURRENT

Cash and cash equivalents    $     18      $     59
Receivables, less allowances of 
 $19 million in 1995 and $16 
 million in 1994 (Note 10)        314           329
Inventories (Note 11)             253           223
Insurance for asbestos 
  litigation claims - current
  portion (Note 21)               100           125
Deferred income taxes (Note 8)     70           156
VEBA trust (Note 6)                51             -
Income tax receivable              50            12
Investment in affiliate held 
  for sale (Note 12)               36             -
Other current assets               35            26

     Total current                927           930

OTHER

Insurance for asbestos 
  litigation claims (Note 21)     330           556
Deferred income taxes (Note 8)    252           308
Goodwill, less accumulated 
  amortization of $19 million 
  in 1995 and $14 million in 1994
  (Note 5)                        249           151
Investments in affiliates 
  (Notes 5 and 12)                 50            74
Other noncurrent assets (Note 6)  147           122

     Total other                1,028         1,211

PLANT AND EQUIPMENT, at cost

Land                               52            51
Buildings and leasehold 
  improvements                    581           553
Machinery and equipment         2,266         2,172
Construction in progress          168           125

                                3,067         2,901
Less:  Accumulated 
  depreciation                 (1,761)       (1,768)

     Net plant and equipment    1,306         1,133

TOTAL ASSETS                 $  3,261      $  3,274
</TABLE>
The accompanying summary of significant accounting policies and
                            notes
           are an integral part of this statement.
                            -30-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
   CONSOLIDATED BALANCE SHEET - DECEMBER 31, 1995 AND 1994
                         (Continued)
<TABLE>
<S>                              <C>           <C>
LIABILITIES AND STOCKHOLDERS' EQUITY  1995    1994
                              (In millions of dollars)
CURRENT

Accounts payable and accrued 
 liabilities (Note 13)       $    587      $    598
Reserve for asbestos 
 litigation claims -
 current portion (Note 21)        250           300
Short-term debt (Note 3)           64           155
Long-term debt - current  
  portion (Note 2)                 35            20

     Total current                936         1,073

LONG-TERM DEBT (Note 2)           794         1,037

OTHER

Reserve for asbestos litigation 
  claims (Note 21)                887         1,145
Other employee benefits liability 
  (Note 6)                        367           390
Pension plan liability (Note 7)    75            77
Other                             220           232

     Total other                1,549         1,844

COMMITMENTS AND CONTINGENCIES
 (Notes 15, 20 and 21)

COMPANY OBLIGATED CONVERTIBLE
   SECURITY OF SUBSIDIARY HOLDING
   SOLELY PARENT DEBENTURES
   (MIPS, Note 4)                 194             -

STOCKHOLDERS' EQUITY

Preferred stock, no par value; 
 authorized 8 million shares, 
 none outstanding (Note 19)

Common stock, par value $.10 
 per share; authorized 100 
 million shares; issued 
 1995--51.4 million and 
 1994--44.2 million shares 
 (Notes 2, 5 and 18)             579            348
Deficit                         (781)        (1,012)
Foreign currency translation 
  adjustments                      9             (1)
Other (Note 7)                   (19)           (15)

     Total stockholders' equity (212)          (680)

TOTAL LIABILITIES AND 
 STOCKHOLDERS' EQUITY       $  3,261       $  3,274
</TABLE>
The accompanying summary of significant accounting policies and
                            notes
           are an integral part of this statement.
                            -31-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
       CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
                              
    FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
<TABLE>                              
<S>                            <C>       <C>       <C>
                             1995      1994     1993
                            (In millions of dollars)

COMMON STOCK

Balance beginning of year  $    348  $    315  $    299
Issuance of stock for:
  Conversion of debt
    (Note  2)                   173         -         -
Acquisitions (Note 5)            42        27         -
 Awards under stock 
 compensation plans (Note 18)    16         6        16

Balance end of year             579       348       315

DEFICIT

Balance beginning of year    (1,012)   (1,171)   (1,302)
Net income                      231       159       131

Balance end of year            (781)   (1,012)   (1,171)

FOREIGN CURRENCY TRANSLATION
 ADJUSTMENTS

Balance beginning of year       (1)         5         4
Translation adjustments         10         (6)        1

Balance end of year              9         (1)        5

OTHER

Balance beginning of year      (15)       (18)       (9)
Net increase (decrease)         (4)         3        (9)

Balance end of year            (19)       (15)       (18)

STOCKHOLDERS' EQUITY      $   (212)  $   (680)  $   (869)
</TABLE>





The accompanying summary of significant accounting policies and
                            notes
           are an integral part of this statement.
                            -32-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
            CONSOLIDATED STATEMENT OF CASH FLOWS
                              
    FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
<TABLE>                              
<S>                            <C>       <C>       <C>
                             1995      1994     1993
                            (In millions of dollars)

NET CASH FLOW FROM OPERATIONS

 Net income                $    231  $    159  $    131

 Reconciliation of net cash provided
   by operating activities:

  Noncash items:
   Cumulative effect of 
     accounting changes
     (Notes 6, 8 and 17)          -      (85)      (26)
   Provision for depreciation, 
     amortization, and 
     rebuilding furnaces 
     (Note 17)                  125      118       121
   Provision for deferred 
     income taxes
     (Note 8)                   142       59        10
   Other                          5        9        10

 (Increase) decrease in
   receivables (Note 10)         36       21       (22)
 (Increase) decrease in 
   inventories                  (15)      17         4
 Increase (decrease) in 
   accounts payable
   and accrued liabilities      (50)      53       114
 Funding of VEBA trust (Note 6) (64)       -         -
 Other                          (68)      10       (30)

   Net cash flow from 
     operations                 342      361       312


NET CASH FLOW FROM INVESTING

 Additions to plant and 
  equipment                   (276)    (258)      (178)
 Investment in subsidiaries, 
   net of cash acquired 
   (Note 5)                    (81)    (120)         -
 Other                          (4)      23          -

   Net cash flow from 
     investing                (361)    (355)      (178)
</TABLE>





The accompanying summary of significant accounting policies and
                            notes
           are an integral part of this statement.
                            -33-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
            CONSOLIDATED STATEMENT OF CASH FLOWS
                              
    FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
                         (Continued)
<TABLE>
<S>                            <C>       <C>       <C>
                             1995      1994     1993
                            (In millions of dollars)

NET CASH FLOW FROM FINANCING
 (Notes 2, 3 and 4)

 Net additions (reductions) 
   to long-term credit 
   facilities             $     55  $    10   $    (90)
 Other additions to 
   long-term debt                9      145          -
 Other reductions to 
  long-term  debt             (128)     (51)       (21)
 Net increase (decrease) 
  in short-term debt           (94)      69         26
 Issuance of preferred 
   stock of subsidiary,
   net of fees                 194        -          -
 Other                           -        5         11

   Net cash flow from 
     financing                  36      178        (74)

NET CASH FLOW FROM ASBESTOS-
 RELATED ACTIVITIES (Note 21)

 Proceeds from insurance for 
   asbestos litigation claims  251       87        224
 Payments for asbestos 
   litigation claims          (308)    (215)      (283)

     Net cash flow from 
       asbestos-related
       activities              (57)    (128)       (59)

Effect of exchange rate 
  changes on cash               (1)       -          -

Net increase (decrease) in 
  cash and cash equivalents    (41)      56          1

Cash and cash equivalents 
  at beginning of year          59        3          2

Cash and cash equivalents 
  at end of year          $     18 $     59     $    3
</TABLE>





The accompanying summary of significant accounting policies and
                            notes
           are an integral part of this statement.
                            -34-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1. Segment Data

The  Company  operates  in two industry  segments,  Building
Materials  and Composite Materials, and reports its  results
in two ways:  by industry segment and by geographic segment.
See  Note  5  for  detail of 1995 and 1994 acquisitions  and
divestitures of businesses.

The industry segments are defined as follows:

    Building Materials

    Production  and  sale of glass wool  fibers  formed
    into  thermal  and  acoustical insulation  and  air
    ducts;    extruded    and   expanded    polystyrene
    insulation; roofing shingles and asphalt materials;
    underground   storage  tanks;  windows;   and   the
    rebranded  sale  of patio doors; vinyl  siding  and
    housewrap.

    Composite Materials

    Production and sale of glass fiber yarns;  rovings,
    mats  and veils; strand and reinforcement products;
    fiber  reinforced plastic pipe; and  polyester  and
    vinyl ester resins.

The  geographic segment reporting combines the two  industry
segments  within  the major regions: United States,  Europe,
and Canada and other.

Intersegment  sales  are generally  recorded  at  market  or
equivalent value.  Income (loss) from operations by industry
and  geographic segment consists of net sales  less  related
costs  and  expenses.   In  computing  income  (loss)   from
operations  by  segment, cost of borrowed  funds  and  other
general  corporate income and expenses have  been  excluded.
Certain  corporate operating expenses directly traceable  to
industry  and  geographic segments have  been  allocated  to
those segments.

During  the  first quarter of 1994, the Company  recorded  a
$117 million pretax charge for productivity initiatives  and
other  actions (Note 16).  The impact of this charge was  to
reduce  income  from operations for Building  Materials  and
Composite   Materials  by  $70  million  and  $22   million,
respectively, and to increase general corporate  expense  by
$25  million.  Geographically, income  from  operations  for
Building Materials in the United States and Canada and other
was  reduced  by $50 million and $20 million,  respectively.
Income from operations for Composite Materials in the United
States,  Europe,  and Canada and other  was  reduced  by  $6
million, $13 million, and $3 million, respectively.   During
the  first  quarter  of  1993, the Company  recorded  a  $23
million  charge  to reorganize its European operations,  the
full  impact of which was reflected as a reduction to income
from  operations for the Composite Materials  segment  (Note
16).
                            -35-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)
<TABLE>
1. Segment Data (Continued)

Identifiable assets by industry and geographic  segment  are
those  assets  that are used in the Company's operations  in
each  industry  and geographic segment and  do  not  include
general  corporate assets.  General corporate assets consist
primarily of cash and cash equivalents, VEBA trust, deferred
taxes,  asbestos  insurance,  and  corporate  property   and
equipment.
<S>                            <C>       <C>       <C>
NET SALES                    1995      1994     1993
                            (In millions of dollars)
Industry Segments

 Building Materials
  United States            $  2,033  $  1,952  $  1,699
  Europe                        264       182        97
  Canada and other              107       139       150

   Total Building Materials   2,404     2,273     1,946

 Composite Materials
  United States                 610       595       528
  Europe                        459       355       346
  Canada and other              139       128       124

   Total Composite Materials  1,208     1,078       998

Intersegment sales
 Building Materials               -         -         -
 Composite Materials             96        99        85
 Eliminations                   (96)      (99)      (85)

   Net sales               $  3,612 $   3,351  $  2,944

Geographic Segments

 United States             $  2,643  $  2,547  $  2,227
 Europe                         723       537       443
 Canada and other               246       267       274

                              3,612     3,351     2,944
Intersegment sales
 United States                   54        43        42
 Europe                          21        22        15
 Canada and other                88        91        66
 Eliminations                  (163)     (156)     (123)

   Net sales               $  3,612  $  3,351  $  2,944
</TABLE>
                            -36-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

1. Segment Data (Continued)
<TABLE>
<S>                           <C>        <C>       <C>
INCOME (LOSS) FROM OPERATIONS   1995    1994    1993
                            (In millions of dollars)
Industry Segments

 Building Materials
  United States            $    195  $    145  $    153
  Europe                         29        26        16
  Canada and other               13        18         6

   Total Building Materials     237       189       175

 Composite Materials
  United States                 135       108       101
  Europe                         64        (8)      (15)
  Canada and other               26         9        12

   Total Composite Materials    225       109        98

  General corporate expense     (50)      (72)      (37)

   Income from operations       412       226       236

  Cost of borrowed funds        (87)      (94)      (89)

   Income before provision 
     for income taxes      $    325 $     132  $    147

Geographic Segments

 United States             $    330 $     253  $    254
 Europe                          93        18         1
 Canada and other                39        27        18
 General corporate expense      (50)      (72)      (37)

   Income from operations       412       226       236

 Cost of borrowed funds         (87)      (94)      (89)

   Income before provision 
     for income taxes      $    325  $    132  $    147
</TABLE>
                            -37-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

1.  Segment Data (Continued)
<TABLE>
<S>                           <C>         <C>      <C>
IDENTIFIABLE ASSETS AT       1995      1994     1993
 DECEMBER 31,                  (In millions of dollars)

Industry Segments

 Building Materials
  United States            $    893  $    718  $    596
  Europe                        170       162        46
  Canada and other              194       136       155
   Total Building Materials    1,257    1,016       797

 Composite Materials
  United States                 361       326       302
  Europe                        388       335       256
  Canada and other              145       160       157

   Total Composite Materials    894       821       715

 General corporate            1,024     1,363     1,438

                              3,175     3,200     2,950
 Investments in affiliates 
  accounted for under the 
  equity method                  86        74        63

   Total assets            $  3,261  $  3,274  $  3,013

Geographic Segments

 United States             $  1,254  $  1,044 $     898
 Europe                         558       497       302
 Canada and other               339       296       312
 General corporate            1,024     1,363     1,438

                              3,175     3,200     2,950
 Investments in affiliates 
  accounted for under the 
  equity method                  86        74        63

   Total assets            $  3,261  $  3,274  $  3,013
</TABLE>
                            -38-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

1.           Segment Data (Continued)
<TABLE>
<S>                            <C>       <C>       <C>
PROVISION FOR DEPRECIATION,   1995     1994     1993
 AMORTIZATION, AND REBUILDING  (In millions of dollars)
 FURNACES

Industry Segments

 Building Materials
  United States            $     49  $     48  $     47
  Europe                         11         6         2
  Canada and other                8         8        11

   Total Building Materials      68        62        60

 Composite Materials
  United States                  22        22        24
  Europe                         18        17        16
  Canada and other                7         8        10

   Total Composite Materials     47        47        50

 General corporate               10         9        11

   Total provision for 
     depreciation, amortization, 
     and rebuilding furnaces $  125  $    118  $    121

Geographic Segments

 United States             $     71 $      70 $      71
 Europe                          29        23        18
 Canada and other                15        16        21
 General corporate               10         9        11

   Total provision for 
    depreciation, amortization, 
    and rebuilding furnaces $   125  $    118   $   121
</TABLE>
                            -39-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

1. Segment Data (Continued)
<TABLE>
<S>                           <C>        <C>       <C>
ADDITIONS TO PLANT AND EQUIPMENT   1995    1994    1993
                               (In millions of dollars)
Industry Segments

 Building Materials
  United States            $     60  $     85  $     82
  Europe                         36        41         2
  Canada and other               33         7         5

   Total Building Materials      129      133        89

 Composite Materials
  United States                  37        41        31
  Europe                         39        35        32
  Canada and other               18        26         7

   Total Composite Materials     94       102        70

 General corporate               53        23        19

   Total additions         $    276  $    258  $    178

Geographic Segments

 United States            $      97  $    126  $    113
 Europe                          75        76        34
 Canada and other                51        33        12
 General corporate               53        23        19

   Total additions         $    276  $    258  $    178
</TABLE>
                            -40-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)
<TABLE>
2. Long-Term Debt
<S>                              <C>           <C>
                               1995          1994
                              (In millions of dollars)
Unsecured U.S. credit facility 
  due in 1997, variable     $     55      $     35
Unsecured European credit 
 facilities due through 
 2002, variable                   40             -
Unsecured Canadian credit 
  facility due in 1997, 
  variable                         -             4
Guaranteed debentures due 
  in 2001, 10%                   150           150
Debentures due in 2002, 8.875%   150           150
Debentures due in 2012, 9.375%   150           149
Guaranteed  debentures due in 
  1998, 9.8%                     100           100
Eurobonds due through 2001, 
  9.814% (Note 20)                63           140
Bonds due in 2000, 7.25%, 
  payable in Deutsche marks 
  (Note 20)                       50            50
Convertible junior subordinated 
  debentures due in 2005, 8%, 
  convertible at $29.75 per
  share                            -           173
Notes due through 2002, 6.06% 
  to 8.50%, payable in 
  foreign currencies              26            38
Other long-term debt due 
  through 2012, at rates from 
  5.375% to 12.47%                45            68

                                 829         1,057
   Less:  Current portion        (35)          (20)

      Total long-term debt   $   794      $  1,037
 </TABLE>

The  U.S. credit facility has a maximum commitment  of  $475
million at December 31, 1995, of which $176 million was used
for  standby letters of credit and $244 million was  unused.
The  rate  of  interest is either the bank's base  rate,  or
13/16% over the certificate of deposit rate, or 11/16%  over
the  London  Interbank Offered Rate (LIBOR).   The  weighted
average  rate  of  interest paid on  borrowings  under  this
facility during 1995 was 6.9%, (8.5% at December 31,  1995).
A  commitment  fee  of 1/4 of 1% is charged  on  the  unused
portions of this facility.

The  Canadian credit facility is payable in Canadian dollars
and has a maximum commitment of 135 million Canadian dollars
($99  million  U.S.  dollars), all of which  was  unused  at
December  31,  1995.  The rate of interest is either  11/16%
over  the Canadian cost of funds rate, or 11/16% over  LIBOR
on  U.S.  deposits,  or  .7875% over the  Canadian  bankers'
acceptance rate. A commitment fee of 1/4 of 1% is charged on
the unused portions of this facility.

                            -41-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

2. Long-Term Debt (Continued)

The  European credit facilities, payable in Belgian  francs,
have  an aggregate commitment of 1.6 billion Belgian  francs
($55  million  U.S.  dollars) of which 400  million  Belgian
francs ($15 million U.S. dollars) was unused at December 31,
1995.   The  rate of interest on the facilities ranges  from
4.28% to 4.51% at December 31, 1995.  The commitment fee  on
the unused portions of the facilities range from 3/20 to 1/4
of 1%.

As  is  typical  for bank credit facilities, the  agreements
relating   to   the  facilities  described   above   contain
restrictive  covenants,  including  requirements   for   the
maintenance  of  working  capital,  interest  coverage,  and
minimum  coverage of fixed charges; and limitations  on  the
early    retirement   of   subordinated   debt,   additional
borrowings,  certain investments, payment of dividends,  and
purchase  of  Company  stock.   The  agreements  include   a
provision  which would result in all of the unpaid principal
and   accrued  interest  of  the  facilities  becoming   due
immediately  upon  a change of control in ownership  of  the
Company.    A  material  adverse  change  in  the  Company's
business,   assets,  liabilities,  financial  condition   or
results  of  operations  constitutes  a  default  under  the
agreements.

During  1995,  the  Company's  $173  million  issue  of   8%
convertible  junior subordinated debentures were  converted.
The  conversion resulted in the issuance of 5.8 million  new
shares  of common stock.  In conjunction with the conversion
of the debentures, the Company paid fees of approximately $3
million  which  are  reflected  as  other  expenses  on  the
Company's  consolidated statement of  income  for  the  year
ended December 31, 1995.

In November 1994, Owens-Corning Finance (U.K.) PLC, a wholly-
owned  subsidiary  of the Company, issued  $140  million  of
Eurobonds.   These  bonds are convertible  into  fixed  rate
preference  shares of Owens-Corning Finance  (U.K.)  PLC  in
November 2004 and may be redeemed at any time, at a premium,
at  the option of the Company.  The bonds are guaranteed  by
the  Company  as to payments of principal and  interest  and
rank  similarly with all other senior unsecured debt of  the
Company.   Subsequently,  in  a  separate  transaction,  the
Company  sold  a  put  option to the  holder  of  the  bonds
allowing  the  option  holder  to  require  the  Company  to
purchase  a  portion  of the bonds.   As  a  result  of  the
holder's  exercise  of  the put option,  in  May  1995,  the
Company  repurchased a portion of the $140 million issue  of
Eurobonds for $77 million.
                            -42-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)
                              
2.  Long-Term Debt (Continued)

The  aggregate maturities and sinking fund requirements  for
all  long-term  debt  issues for  each  of  the  five  years
following December 31, 1995 are:
<TABLE>
<S>         <C>               <C>     <C>
                              Credit    Other Long-
            Year            Facilities  Term Debt
                             (In millions of dollars)

            1996             $       -     $     35
            1997                    63           19
            1998                     8          112
            1999                     8           12
            2000                     6           75
</TABLE>
<TABLE>
3.Short-Term Debt
<S>                              <C>           <C>
                               1995          1994
                              (In millions of dollars)

  Balance outstanding at 
   December 31               $     64        $   155

  Weighted average 
    short-term borrowings   $     184        $   165

  Weighted average interest 
   rates on short-term debt 
   outstanding at December 31     7.5%           6.6%
</TABLE>

In May 1995 the Company repaid its unsecured, variable rate,
short-term bank credit facility that was used to finance the
1994 U.K. acquisition (Note 5).  This facility had a maximum
commitment  of  $110 million at December 31,  1994,  all  of
which  was  used.  The rate of interest on borrowings  under
this  facility  was  1/2 of 1% over  LIBOR,  or  6.6875%  at
December 31, 1994.

In  December  1995  the Company entered into  two  revolving
credit  agreements.  Each quarter during 1996,  the  Company
may borrow up to a predetermined amount from $13 million  to
$16  million.   The amount borrowed may be  repaid  in  U.S.
dollars  at  less  than or equal to the original  borrowing,
based  upon  predetermined British pound  or  Belgian  franc
currency  exchange  rates.   The agreements  are  in  effect
through 1996 and bear interest at market rates in effect  at
the time of each borrowing.

The  Company had unused short-term lines of credit totalling
$239  million and $91 million at December 31, 1995 and 1994,
respectively.

                            -43-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)
                              
4. Convertible Monthly Income Preferred Securities (MIPS)

In May 1995, Owens-Corning Capital, L.L.C. ("OC Capital"), a
Delaware  limited  liability  company,  all  of  the  common
limited  liability  company interests  in  which  are  owned
indirectly by the Company, completed a private offering of 4
million  shares  of  Convertible  Monthly  Income  Preferred
Securities ("preferred securities").  The aggregate purchase
price  for  the  offering was $200 million.  In  conjunction
with  the  offering,  the  Company incurred  $6  million  in
issuance costs.

The  preferred securities are guaranteed in certain respects
by  the  Company and are convertible, at the option  of  the
holders,  into  Company common stock at the rate  of  1.1416
shares  of Company common stock for each preferred  security
(equivalent  to  a  conversion price of  $43.80  per  common
share).   OC Capital cannot initiate any action relating  to
conversion until after June 1, 1998.  Distributions  on  the
preferred securities are cumulative and are payable  at  the
annual  rate of 6-1/2 percent of the liquidation  preference
of  $50  per preferred security. Distributions of $8 million
have  been  recorded  as  other expenses  on  the  Company's
consolidated statement of income for the year ended December
31, 1995.

The Company issued $200 million of 6-1/2 percent Convertible
Subordinated  Debentures  due  2025  to  OC  Capital,  which
represents the sole asset of OC Capital, in exchange for the
proceeds of the offering.  The Company used the proceeds  to
repay  the  $110  million short-term  bank  credit  facility
utilized  for the 1994 U.K. acquisition (Note 5),  with  the
balance  used  to  reduce  borrowings  under  the  Company's
revolving credit facilities.


5. Acquisitions and Divestitures of Businesses

During  1995 and 1994, the Company made several acquisitions
in  the Building Materials segment in the United States  and
Europe,  which  were  consummated through  the  exchange  of
various   combinations  of  common  stock  and  cash.    The
aggregate   purchase  price  including  possible  subsequent
contingent  consideration was $126 million and $155  million
for  1995  and  1994, respectively.  The  1995  acquisitions
exchanged  946,922 shares of the Company's common stock  and
$82 million in cash which includes $1 million to be paid  in
the   first  quarter  of  1996  and  the  1994  acquisitions
exchanged  855,556 shares of the Company's common stock  and
$120  million in cash, net of cash acquired, for all of  the
assets  and  liabilities  of the  companies  acquired.   The
incremental  sales from the acquisitions,  in  the  year  of
acquisition, were $41 million and $134 million for the years
ended December 31, 1995 and 1994, respectively.

The  largest  of  these acquisitions  was  the  1994  second
quarter  acquisition  of Pilkington Insulation  Limited  and
Kitsons Insulation Products Limited (collectively, "the U.K.
acquisition"),   the   United   Kingdom   based   insulation
manufacturing and industrial supply businesses of Pilkington
PLC.   Acquiring  two  glass fiber insulation  manufacturing
facilities,  one  rock wool manufacturing  facility  and  14
distribution centers, the Company now represents the  United
Kingdom's largest manufacturer of  glass fiber and rock wool
insulation is a  major


                            -44-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)
                              
5. Acquisitions and Divestitures of Businesses (Continued)

supplier  of  thermal and acoustical insulation products  to
the  United  Kingdom  construction industry.   The  purchase
price  of  the  U.K. acquisition was $110  million  and  was
financed with borrowings from the Company's short-term  bank
credit facility (Note 3).

All  acquisitions  were  accounted for  under  the  purchase
method  of  accounting,  whereby  the  assets  acquired  and
liabilities assumed have been recorded at their fair  values
and the results of operations for the acquisitions have been
included  in the Company's consolidated financial statements
subsequent to the acquisition dates.

The  purchase  price allocations were based  on  preliminary
estimates  of fair market value and are subject to revision.
The  1995 acquisitions included goodwill of $97 million  and
non-competition   agreements  of  $3  million.    The   1994
acquisitions  included  goodwill of  $78  million  and  non-
competition agreements of $6 million.

The   goodwill  and  non-competition  agreements  are  being
amortized  on  a  straight-line basis over 40  years  and  7
years,   respectively.   The  pro  forma   effect   of   the
acquisitions  was not material to net income for  the  years
ended December 31, 1995, 1994 or 1993.

On  September  30, 1994, the Company entered  into  a  joint
venture with Alpha Corporation of Tennessee, whereby the two
companies combined their existing resin businesses  to  form
Alpha/Owens-Corning,  L.L.C., the  largest  manufacturer  of
polyester  resins in North America. The Company  contributed
two  manufacturing plants (Valparaiso, Indiana  and  Guelph,
Ontario)  and  owns  a  50 percent  interest  in  the  joint
venture.   This joint venture is being accounted  for  under
the  equity method.  For the nine months ended September 30,
1994  and  the  year  ended December 31, 1993,  resin  sales
totaled $58 million and $63 million, respectively, and  were
included in the Composite Materials segment.

Late  in  the fourth quarter of 1994, the Company  completed
the  sale  of  its  underground storage  tank  manufacturing
business.   Sales for this business totaled $41 million  and
$43  million  in  1994  and  1993,  respectively,  and  were
included in the Building Materials segment.


6. Postemployment  and  Postretirement  Benefits  Other  Than
   Pensions

The  Company and its subsidiaries maintain health  care  and
life  insurance benefit plans for certain retired  employees
and their dependents.  The health care plans in the U.S. are
unfunded  and  pay either 1) stated percentages  of  covered
medically necessary expenses, after subtracting payments  by
Medicare  or  other  providers and after stated  deductibles
have  been  met  or,  2) fixed amounts  of  medical  expense
reimbursement. Employees become  eligible to participate  in
the  health care plans  upon  retirement under  one of   the
Company's  pension  plans if they   have   accumulated    10
years   of   service after  age  45.   Some  of  the   plans
are

                            -45-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)
                              
6. Postemployment  and  Postretirement  Benefits  Other  Than
   Pensions (Continued)
                              
contributory,  with  some  retiree  contributions   adjusted
annually.  The Company has reserved the right to  change  or
eliminate  these  benefit  plans subject  to  the  terms  of
collective bargaining agreements during their term.

Effective January 1, 1994, the Company adopted Statement  of
Financial   Accounting   Standards  No.   106,   "Employers'
Accounting for Postretirement Benefits Other Than  Pensions"
for its non-U.S. plans.  Accordingly, the projected cost  of
postretirement  benefits is charged to  expense  during  the
years  in  which  eligible employees  render  service.   The
cumulative  effect of the adoption of this  standard  was  a
charge  of  $10  million, or $.20 per share.   (The  Company
adopted  Statement  No.  106 for its  U.S.  plans  effective
January 1, 1991.)

During   1993,   the  Company  approved   changes   in   its
postretirement  health care plans for  retirees  and  active
employees.   These  changes, which reduced  the  accumulated
benefit obligation by $120 million and 1993 expense  by  $18
million, resulted in an unrecognized net reduction in  prior
service cost which will be amortized through 1999.

The  following  table reconciles the status of  the  accrued
postretirement benefits cost liability at October  31,  1995
and  1994, as reflected on the balance sheet as of  December
31, 1995 and 1994:
<TABLE>
<S>                              <C>           <C>
                               1995          1994
                               (In millions of dollars)
Accumulated Postretirement 
  Benefits Obligation:
    Retirees                $   (194)     $   (176)
    Fully eligible active 
      plan participants          (21)          (24)
    Other active plan 
      participants               (54)          (46)

Funded status                   (269)         (246)

Unrecognized net gain            (11)          (39)
Unrecognized net reduction 
  in prior service cost          (72)          (88)

Benefit payments subsequent to 
  the valuation date 
  (October 31)                     3             3

Accrued postretirement benefits 
  cost liability (includes 
  current liabilities of 
  $19 million in 1995 and 
  1994)                     $   (349)     $   (370)
</TABLE>
                            -46-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

6. Postemployment  and  Postretirement  Benefits  Other  Than
   Pensions (Continued)

For measurement purposes, a 10.5% annual rate of increase in
the  per  capita  cost  of covered health  care  claims  was
assumed for 1996.  The rate was assumed to decrease  to  10%
for  1997,  then decrease gradually to 6.0%  by  2005.   The
health  care  cost trend rate assumption has  a  significant
effect  on  the amounts reported.  To illustrate, increasing
the  assumed  health care cost trend rate by one  percentage
point   in   each   year  would  increase  the   accumulated
postretirement benefits obligation as of October  31,  1995,
by $14 million and the aggregate of the service and interest
cost components of net postretirement benefits cost for  the
year  then  ended by $2 million. The discount rate  used  in
determining   the   accumulated   postretirement    benefits
obligation was 7.5% in 1995, 8.5% in 1994, and 7.5% in 1993.

Effective January 1, 1994, the Company adopted Statement  of
Financial   Accounting   Standards  No.   112,   "Employers'
Accounting  for  Postemployment  Benefits."   This  standard
requires the Company to recognize the obligation to  provide
benefits  to  former or inactive employees after  employment
but  before  retirement  under  certain  conditions.   These
benefits   include,   but  are  not   limited   to,   salary
continuation, supplemental unemployment benefits,  severance
benefits,  disability-related benefits  (including  workers'
compensation), job training and counseling, and continuation
of benefits such as health care and life insurance coverage.
The  cumulative  effect of the adoption  of  this  standard,
recorded in 1994, was an undiscounted charge of $28 million,
or  $.56  per  share,  net of related income  taxes  of  $18
million.

The  following  table reconciles the status of  the  accrued
postemployment benefits cost liability at October  31,  1995
and  1994, as reflected on the balance sheet as of  December
31, 1995 and 1994:
<TABLE>
<S>                              <C>           <C>
                               1995         1994
                              (In millions of dollars)

  Funded status             $    (40)     $    (45)

  Unrecognized net gain           (2)            -

  Benefit payments subsequent 
   to the valuation date 
   (October 31)                    1             1

  Accrued postemployment benefit 
   cost liability (includes 
   current liabilities of $4 
   million in 1995 and $5 
   million in 1994)         $    (41)     $    (44)
</TABLE>

The  net postemployment benefits expense was $2 million  and
$3  million  for  1995  and  1994,  the  year  of  adoption,
respectively.


                            -47-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)
                              
6. Postemployment  and  Postretirement  Benefits  Other  Than
   Pensions (Continued)

The net postretirement benefits cost for 1995, 1994 and 1993
included the following components:
<TABLE>
<S>                            <C>       <C>       <C>
                             1995      1994      1993
                             (In millions of dollars)

 Service cost              $      7  $      8  $      7
 Interest cost on accumulated 
   post-retirement benefits 
   obligation                    19        19        23
 Net amortization and deferral  (24)      (20)      (13)

 Net postretirement benefits 
  cost                     $      2  $      7  $     17
</TABLE>

In  December  1995,  the Company established  and  funded  a
Voluntary Employees' Beneficiary Association (VEBA) trust to
cover  certain employee welfare and postretirement  benefits
in  the amount of $64 million, of which $13 million has been
classified as long-term.


7. Pension Plans

The  Company  has  several  defined  benefit  pension  plans
covering  most employees.  Under the plans, pension benefits
are  generally  based on an employee's number  of  years  of
service.  Company contributions to these pension  plans  are
based on the calculations of independent actuaries using the
projected unit credit method.  Plan assets consist primarily
of  equity  securities  with the  balance  in  fixed  income
investments  or insurance contracts.  The unrecognized  cost
of retroactive amendments and actuarial gains and losses are
amortized  over  the average future service period  of  plan
participants expected to receive benefits.

In  August of 1995, the Company amended the pension plan for
U.S.  salaried employees to change from a final average  pay
formula  to a cash balance formula.  The new plan provisions
become effective on January 1, 1996.  The change resulted in
a  reduction  in  the projected benefit  obligation  of  $20
million.   The change is expected to reduce pension  expense
in  the future through the amortization of the reduction  in
the  projected benefit obligation, reduced service cost  and
reduced  interest cost on the projected benefit  obligation.
The reduction in pension expense for 1996 is expected to  be
$11  million.  The impact on pension expense for 1995 was  a
reduction of $4 million.

                            -48-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)
                              
7. Pension Plans (Continued)

Pension  expense  for the Company's defined benefit  pension
plans includes the following:
<TABLE>
<S>                           <C>        <C>       <C>
                             1995      1994      1993
                             (In millions of dollars)

 Service cost              $     20  $     22  $     23
 Interest cost on projected 
   benefit obligation            64        58        62
 Actual return on plan assets  (114)      (13)     (124)
 Net amortization and deferral   30       (64)       50

 Net pension expense      $       -  $      3  $     11
</TABLE>
<TABLE>
The  funded  status  at October 31,  1995  and  1994  is  as
follows:
<S>                           <C>      <C>    <C>    <C>
                                 1995                  1994
                                  (In millions of dollars)
                                Over   Under   Over   Under
                               Funded  Funded Funded Funded

Vested benefit obligation      $  359  $  312  $ 310 $  273

Accumulated benefit 
  obligation                   $  395  $  355  $ 341 $  343

Plan assets at fair value      $  500  $  316  $ 466 $  306

Projected benefit obligation      447     365    430    352

Plan assets in excess of 
  (less than) projected 
  benefit obligation               53     (49)    36    (46)

Unrecognized loss                  15      59      8     55
Unrecognized prior service 
  cost                            (30)    (31)   (12)   (24)
Unrecognized transition amount    (35)    (11)   (39)   (13)
Adjustment to minimum liability     -      (7)     -    (12)

Net pension liability (includes
 current liabilities of $2 million
 in 1995 and $8 million in 1994
 and noncurrent assets of $41 
 million in 1995 and $38 million 
 in 1994)                        $  3  $ (39)   $ (7) $(40)
</TABLE>

                            -49-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)
                              
7. Pension Plans (Continued)
                              
The  1995, 1994 and 1993 primary actuarial assumptions  used
for pension plans were:
<TABLE>
<S>                            <C>       <C>       <C>
                             1995      1994     1993

 Discount rate                 7.5%      8.5%      7.5%
 Expected long-term rate of 
  return on plan assets        9.0%      9.5%     10.0%
 Rate of compensation 
  increase                     5.1%      5.1%      4.1%
</TABLE>

The   Company  also  sponsors  defined  contribution   plans
available  to  substantially all  U.S.  employees.   Company
contributions  for  the  plans  are  based  on  matching   a
percentage  of  employee savings up  to  a  maximum  savings
level.   The  Company's contributions were  $12  million  in
1995, $10 million in 1994, and $9 million in 1993.


8. Income Taxes

Effective January 1, 1993, the Company adopted Statement  of
Financial  Accounting  Standards No.  109,  "Accounting  for
Income  Taxes."  Statement No. 109 changed the criteria  for
measuring  the  provision for income taxes  and  recognizing
deferred tax assets and liabilities. Deferred tax assets and
liabilities  are determined based on the difference  between
the  financial  statement  and tax  bases  of  corresponding
liabilities and assets using enacted tax rates in effect for
the  year  in which the differences are expected to reverse.
The  cumulative  effect of the adoption  of  this  standard,
recorded  in  1993,  was  an increase  to  earnings  of  $26
million, or $.53 per share.
                            -50-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)
<TABLE>
8. Income Taxes
<S>                            <C>       <C>       <C>
                             1995      1994      1993
                             (In millions of dollars)
Income (loss) before provision
 (credit) for income taxes:

  U.S.                     $    226  $    119  $    163
  Foreign                        99        13       (16)

   Total                   $    325  $    132  $    147

Provision (credit) for income taxes:

 Current
  U.S.                    $    (45) $     (2)  $     24
  State and local               (4)       (7)         7
  Foreign                       13         5          6

   Total current               (36)       (4)        37

 Deferred
  U.S.                          113        51        27
  State and local                15        13         1
  Foreign                        14        (2)       (4)

   Total deferred               142        62        24

 Adjustment to deferred tax assets and
  liabilities for an increase in the U.S.
  federal statutory rate          -         -      (14)

    Total provision for income 
      taxes               $     106   $    58 $     47
</TABLE>
The  reconciliation between the U.S. federal statutory  rate
and the Company's effective income tax rate is:
<TABLE>
<S>                           <C>       <C>       <C>
                             1995      1994      1993

U.S. federal statutory rate   35%       35%       35%
Operating losses of foreign 
  subsidiaries                 -         7        10
Utilization of research and 
  development credits         (3)        -         -
Utilization of operating loss 
  carryforwards                -        (7)       (2)
Utilization of tax loss 
  carryback                   (2)        -         -
Enacted federal tax rate 
  change                       -         -       (10)
State and local income taxes   2         3         3
Other                          1         6        (4)

Effective tax rate            33%       44%       32%
</TABLE>
                              
                            -51-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

8. Income Taxes (Continued)

As  of  December 31, 1995, the Company has not provided  for
withholding  or  U.S. federal income taxes on  approximately
$196  million of accumulated undistributed earnings  of  its
foreign subsidiaries as they are considered by management to
be  permanently reinvested.  If these undistributed earnings
were   not   considered   to   be  permanently   reinvested,
approximately  $25  million of deferred income  taxes  would
have been provided.

During 1995 and 1994, the Company utilized tax net operating
loss  carryforwards for certain of its foreign  subsidiaries
of  approximately  $2 million and $9 million,  respectively.
At  December  31,  1995 and 1994, the Company  had  tax  net
operating  loss  carryforwards for certain  of  its  foreign
subsidiaries of approximately $27 million, certain of  which
expire through 1999.

The  cumulative  temporary differences giving  rise  to  the
deferred tax assets and liabilities at December 31, 1995 and
1994 are as follows:
<TABLE>
<S>                     <C>    <C>      <C>    <C>
                     1995                    1994
                           Deferred                 Deferred
               Deferred      Tax       Deferred       Tax
               Tax  Assets Liabilities Tax  Assets  Liabilities
                           (In millions of dollars)
                              
Asbestos litigation
 claims            $  244       $   -      $   306   $    -
Other employee 
 benefits             160           -          171        -
Depreciation            -         116            -      138
Warranty and product 
 liability reserves    27           -           29        -
Operating loss 
 carryforwards         27           -           27        -
State and local 
 taxes                  -          21            -       20
Other                  60          39          122        6

  Subtotal            518         176          655      164

Valuation allowances  (20)          -          (27)       -
  
Total deferred   $    498    $    176     $    628 $    164
</TABLE>

Management  fully  expects to realize its net  deferred  tax
assets through income from future operations.


9.  Science and Technology Expenses

Science   and  technology  expenses  include  research   and
development  costs of $69 million in 1995,  $64  million  in
1994, and $61 million in 1993.  In addition to research  and
development  costs, science and technology expenses  include
continuing  commercial activities such  as  engineering  and
product modifications for special applications and testing.

                            -52-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)
                              
10.  Accounts Receivable Securitization

In   1994  and  1995,  the  Company  sold  certain  accounts
receivable of its Building Materials operations  to  a  100%
owned  subsidiary,  Owens-Corning Funding  Corporation  ("OC
Funding").   In  December 1994, OC Funding  entered  into  a
three-year  agreement whereby it can sell,  on  a  revolving
basis,  an  undivided  percentage ownership  interest  in  a
designated  pool of accounts receivable up to a  maximum  of
$100  million.  At December 31, 1995 and 1994, $100  million
and  $50  million, respectively, have been sold  under  this
agreement and the sale has been reflected as a reduction  of
accounts  receivable  in the Company's consolidated  balance
sheet.   The discount of $6 million on the receivables  sold
has  been  recorded  as  other  expenses  on  the  Company's
consolidated statement of income for the year ended December
31, 1995.

The  Company  maintains an allowance for  doubtful  accounts
based  upon  the expected collectibility of all consolidated
trade accounts receivable, including receivables sold by  OC
Funding.


11. Inventories

Inventories are summarized as follows:
<TABLE>
<S>                             <C>          <C>
                               1995          1994
                              (In millions of dollars)

Finished goods              $     210     $   192

Materials and supplies            127         118

FIFO inventory                    337         310

Less:  Reduction to LIFO basis    (84)        (87)

                            $     253      $  223
</TABLE>

Approximately $175 million of FIFO inventories  were  valued
using the LIFO method at December 31, 1995 and 1994.

During  1995,  1994,  and  1993,  certain  inventories  were
reduced,  resulting  in the liquidation  of  LIFO  inventory
layers  carried  at lower costs in prior years  as  compared
with  the  current cost of inventory.  The effect  of  these
inventory reductions was to reduce 1995, 1994, and 1993 cost
of  sales  by  $7  million,  $3  million,  and  $1  million,
respectively.

                            -53-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

12.  Investments in Affiliates

At  December  31,  1995 and 1994, the Company's  affiliates,
which  generally are engaged in the manufacture  of  fibrous
glass and related products for the insulation, construction,
reinforcements, and textile markets, include:
<TABLE>
<S>                                   <C>      <C>
                                    Percent Ownership
                                      1995      1994
      COMPOSITES:

    Alpha/Owens-Corning, L.L.C. (USA) 50%       50%
    Knytex Company, L.L.C. (USA)      50%       50%
    Vitro-Fibras, S.A. (Mexico)       40%       40%

   GLOBAL PIPE:

     Amiantit  Fiberglass Industries,  
       Ltd.  (Saudi  Arabia)          30%       30%
    Owens-Corning Eternit Rohre GmbH 
      (Germany)                       50%       50%
    Owens-Corning Pipe Botswana 
      (Pty.), Ltd. (Botswana)         46%       49%
    Owens-Corning Tubs S.A. (Spain)   50%       50%
    Owens-Corning Canos, S.A. 
      (Argentina)                     50%        -

   BUILDING MATERIALS - EUROPE:

    Arabian Fiberglass Insulation 
      Company, Ltd. (Saudi Arabia)    49%      49%

   ASIA PACIFIC:

    Asahi Fiber Glass Company, Ltd. 
      (Japan)                         28%      28%
    LG Owens-Corning Corp. (Korea)    31%      30%
    Siam Fiberglass Co., Ltd. 
      (Thailand)                      20%      20%
</TABLE>


                            -54-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

12. Investments in Affiliates  (Continued)

The    following   table   provides   summarized   financial
information  on  a  combined 100% basis  for  the  Company's
affiliates accounted for under the equity method:
<TABLE>
<S>                           <S>       <C>        <C>
                                 1995      1994      1993
                              (In millions of dollars)

At December 31:
 Current assets             $    338   $    328  $    214
 Noncurrent assets               472        513       387
 Current liabilities             403        331       240
 Noncurrent liabilities          253        250       147
For the year:
   Net sales                     962        630       486
   Gross margin                  178         96        81
   Net income                     47          7        16
</TABLE>
The   Company's  equity  in  undistributed  net  income   of
affiliates was $36 million at  December 31, 1995.

Subsequent to year end, the Company sold all of its interest
in  Asahi  Fiber  Glass Company, Ltd. for approximately  $50
million,  and  realized  a pretax  gain  in  excess  of  $25
million.


13.  Accounts Payable and Accrued Liabilities
<TABLE>
<S>                             <C>           <C>
                               1995          1994
                              (In millions of dollars)

  Accounts payable           $    309      $    298
  Payroll and vacation pay         87           117
  Payroll, property, and 
    miscellaneous taxes            39            30
  Other employee benefits 
    liability (Note 6)             23            24
  Other                           129           129

                             $    587      $    598
</TABLE>
                            -55-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

14. Consolidated Statement of Cash Flows

Cash payments, net of refunds, for income taxes and cost  of
borrowed funds are summarized as follows:
<TABLE>
<S>                            <C>       <C>       <C>
                             1995      1994      1993
                               (In millions of dollars)

     Income taxes         $    (34) $     (4)  $     43
     Cost of borrowed funds     94        97         95
</TABLE>

The  Company  considers all highly liquid  debt  instruments
purchased with a maturity of three months or less to be cash
equivalents.

See  Notes  2 and 5 for supplemental disclosure of  Non-cash
Investing and Financing Activities.


15. Leases

The  Company  leases  certain  manufacturing  equipment  and
office and warehouse facilities under operating leases, some
of  which  include  cost  escalation  clauses,  expiring  on
various dates through 2015.  Total rental expense charged to
operations was $63 million in 1995, $54 million in 1994, and
$42  million  in  1993.  At December 31, 1995,  the  minimum
future   rental  commitments  under  noncancellable   leases
payable over the remaining lives of the leases are:
<TABLE>
<S>             <C>         <C>
                            Minimum Future
             Period       Rental Commitments
                          (In millions of dollars)

                1996         $      52
                1997                52
                1998                40
                1999                20
                2000                18
                2001 through 2015  134

                              $    316
</TABLE>


                            -56-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

16.  Restructuring  of  Operations  and   Other Initiatives

During  the  first quarter of 1994, the Company  recorded  a
$117 million pretax charge for productivity initiatives  and
other  actions  aimed at reducing costs  and  enhancing  the
Company's  speed, focus, and efficiency.  This $117  million
pretax   charge  is  comprised  of  an  $89  million  charge
associated with the restructuring of the Company's  business
segments,  as  well  as  a  $28  million  charge,  primarily
composed  of  final costs associated with the administration
of  the  Company's former commercial roofing business.   The
components  of  the  $89 million restructure  include:   $44
million   for   personnel  reductions,   $20   million   for
divestiture of non-strategic businesses and facilities,  $22
million for business realignments, and $3 million for  other
actions.   The  $44  million cost for  personnel  reductions
primarily  represents severance costs  associated  with  the
elimination of nearly 400 positions worldwide.  The  primary
employee  groups  affected include  science  and  technology
personnel,  field sales personnel, corporate  administrative
personnel,   and  commercial  roofing  and  resin   business
personnel.

As   of   December  31,  1995,  the  Company  has   recorded
approximately  $82  million  in  costs  against   its   1994
restructure reserve, of which $67 million represents  actual
cash  expenditures and $15 million represents  the  non-cash
effects  of asset write-offs and business realignments.  The
$67 million cash expenditure includes severance costs of $42
million,  divestiture  or  realignment  of  businesses   and
facilities  costs of $22 million, and $3 million  for  other
actions.

During the first quarter of 1993, the Company recorded a $23
million charge to reorganize its European operations.   This
charge included $17 million for personnel reductions and  $6
million for the writedown of fixed assets.


17.  Glass Melting Furnace Rebuilds

Effective  January 1, 1994, the Company adopted the  capital
method  of  accounting  for  the cost  of  rebuilding  glass
melting  furnaces.  Under this method, costs are capitalized
when  incurred  and  depreciated over the  estimated  useful
lives  of  the  rebuilt  furnaces. Previously,  the  Company
established a reserve for the future rebuilding costs of its
glass  melting furnaces through a charge to earnings between
dates  of  rebuilds.   The  change  to  the  capital  method
provides a more appropriate measure of the Company's capital
investment  and is consistent with industry  practice.   The
cumulative effect of this change in accounting method was an
increase  to earnings of $123 million, or $2.45  per  share,
net  of related income taxes of $54 million.  The effect  of
this   change   in   accounting  method  was   to   increase
depreciation   expense   and   eliminate   furnace   rebuild
provision.   The  pro forma effect of this  change  was  not
material to net income for the year ended December 31, 1993.
                            -57-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

18.  Stock Compensation Plans

The  Company's Stock Performance Incentive Plan  (SPIP)  and
the   Owens-Corning  1995  Stock  Plan,  (collectively,  the
"Plans"),  permit  up  to  two  percent  and  one   percent,
respectively, of common shares outstanding at the  beginning
of  each  calendar year to be awarded as stock  options  and
restricted  stock (with 25% of this amount  as  the  maximum
permitted  number of restricted stock awards).  The  Company
may  carry  forward,  independently for  each  plan,  unused
shares   from  prior  years  and  may  increase  the  shares
available for awards in any calendar year through an advance
of up to 25% of the subsequent year's allocation (determined
by  using  25%  of  the current year's  allocation).   These
shares  are  also  subject to the 25% limit  for  restricted
stock  awards.   During  1995, the total  number  of  shares
available  under  the Plans for stock awards  was  1,565,004
shares, 1,006,950 of which were awarded as stock options and
232,224  as  restricted stock, which includes an advance  of
54,355  shares  from the 1996 allocation for SPIP.   599,840
shares are also available to be awarded under a prior  plan;
however, the Company does not expect any awards to  be  made
under that plan.

Additionally, the Company has a plan to award stock  options
and deferred stock awards to nonemployee directors, of which
95,500 shares were available for this purpose as of December
31,  1995.   In 1995, 10,000 options and 4,000 stock  awards
were granted, of which 2,000 were issued in conjunction with
the plan for nonemployee directors.

During 1994, the total number of shares available for  stock
awards for SPIP was 1,075,752 shares, 894,000 of which  were
awarded  as  stock  options and 59,450 as restricted  stock,
which  included an advance of 93,478 shares  from  the  1995
allocation.  Additionally, in 1994, 8,500 options and  4,000
stock  awards  were granted, of which 2,000 were  issued  in
conjunction with the plan for nonemployee directors.

Stock Options

Activity during 1995 and 1994 in shares under option:
<TABLE>
<S>                         <C>       <C>          <C>      <C>
                           1995                     1994
                      Number     Price       Number     Price
                        of     Range per       of     Range per
                      Shares     Share       Shares     Share

Beginning of year   3,290,454 $17.86-47.00  2,560,826 $17.86-47.00

Options granted     1,016,950  31.50-45.00    902,500  28.50-34.88

Options exercised    (300,663) 17.86-40.50   (137,059) 18.75-30.63

Options cancelled     (63,631) 30.63-40.50    (35,813) 26.75-40.50

End of year         3,943,110 $17.86-47.00  3,290,454 $17.86-47.00

Exercisable         2,107,427 $17.86-47.00  1,619,119 $17.86-47.00
</TABLE>
                            -58-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

18. Stock Compensation Plans (Continued)

Option  prices represent the market price at date of  grant.
Shares issued under options are recorded in the common stock
accounts at the option price.  Options granted vest  ratably
through  1998  for the SPIP plan and, as determined  by  the
compensation  committee,  for the Owens-Corning  1995  Stock
Plan.

Deferred Stock Awards

At  December  31,  1995, the Company had  15,711  shares  of
deferred  stock  outstanding,  all  of  which  were  vested.
During  1995,  2,000 shares of deferred stock were  granted,
and 2,629 shares were issued.

Compensation  expense is measured based on the market  price
of  the  stock  at  date of grant and  is  recognized  on  a
straight-line basis over the vesting period.

Restricted Stock Awards

At  December  31,  1995, the Company had 448,973  shares  of
restricted  stock  outstanding.  Stock  restrictions  lapse,
subject  to  alternate  vesting  plans  for  approved  early
retirement and involuntary termination, over various periods
ending in 2005.


19.Share Purchase Rights

Each   outstanding  share  of  the  Company's  common  stock
includes  a  preferred  share purchase  right.   Each  right
entitles  the  holder  to  buy from  the  Company  one  one-
hundredth  of  a  share of Series A Participating  Preferred
Stock  of  the  Company at a price of  $50.   The  Board  of
Directors  has  designated 750,000 shares of  the  Company's
authorized   preferred  stock  as  Series  A   Participating
Preferred  Stock.   There are currently no preferred  shares
outstanding.

Rights  become exercisable and detach from the common  stock
ten  days  after a person or group acquires, or announces  a
tender  offer for, 20% or more of the Company's  outstanding
shares   of   common   stock.    The   rights   expire    on
December  30, 1996, unless redeemed earlier by the  Company.
The rights are redeemable by the Company at one cent each at
any time prior to ten days following public announcement  or
notice to the Company that an acquiring person or group  has
purchased  20%  or more of the Company's outstanding  common
stock.   If  the  Company is acquired in a merger  or  other
business  combination at any time after  the  rights  become
exercisable,  each  right would entitle its  holder  to  buy
shares of the acquiring or surviving company having a market
value of twice the exercise price of the right.
                            -59-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

20. Derivative  Financial  Instruments  and  Fair  Value   of
    Financial Instruments

The  Company  is  a  party  to  financial  instruments  with
off-balance-sheet risk in the normal course of  business  to
help  meet  financing  needs  and  to  reduce  exposure   to
fluctuating  foreign currency exchange  rates  and  interest
rates.   The Company is exposed to credit loss in the  event
of  nonperformance  by the other parties  to  the  financial
instruments described below.  However, the Company does  not
anticipate nonperformance by the other parties.  The Company
does  not  engage in trading activities with these financial
instruments  and  does not generally require  collateral  or
other security to support these financial instruments.   The
notional  amounts of derivatives summarized in  the  foreign
exchange  risk  and  interest rate risk  management  section
below  do not represent the amounts exchanged by the parties
and,  thus, are not a measure of the exposure of the Company
through  its use of derivatives.  The amounts exchanged  are
calculated  on  the basis of the notional  amounts  and  the
other  terms  of the derivatives, which relate  to  interest
rates,  exchange rates, securities prices, or  financial  or
other indexes.

Foreign Exchange Risk and Interest Rate Risk Management

The   Company  enters  into  various  types  of   derivative
financial  instruments to manage its foreign  exchange  risk
and interest rate risk, as indicated in the following table.
<TABLE>
<S>                                 <C>           <C>
                         Notional Amount    Notional Amount
                        December 31, 1995  December 31, 1994
                            (In millions of dollars)

  Forward currency exchange
   contracts                $    234      $    194
  Options purchased               25            22
  Currency swaps                 190           190
  Interest rate swaps            150           150
</TABLE>

The  Company enters into forward currency exchange contracts
to manage its exposure against foreign currency fluctuations
on  certain  assets and liabilities denominated  in  foreign
currencies.  As  of December 31, 1995, the  Company  has  21
forward  currency exchange contracts maturing in 1996  which
exchange  2.7  billion  Belgian  francs,  19  million   U.S.
dollars,  11  million  British pounds,  117  million  French
francs,   17   billion  Italian  lira,  and  various   other
currencies.   As  of December 31, 1994, the Company  had  29
forward  currency exchange contracts which matured  in  1995
and  exchanged 4.4 billion Belgian francs, 23  million  U.S.
dollars,  38  million  British pounds, 22  million  Deutsche
marks,   19   billion  Italian  lira,  and   various   other
currencies.   Gains  and  losses on these  foreign  currency
hedges  are  included in the carrying amount of the  related
assets  and  liabilities.  At December 31,  1995  and  1994,
deferred  gains and losses on these foreign currency  hedges
are not material to the consolidated financial statements.

                            -60-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

20. Derivative  Financial  Instruments  and  Fair  Value   of
    Financial Instruments (Continued)

The  Company enters into forward currency exchange contracts
to   hedge   its  equity  investments  in  certain   foreign
subsidiaries and to manage its exposure against fluctuations
in  foreign  currency rates.  As of December 31,  1995,  the
Company has two forward currency exchange contracts maturing
in  1996  which  exchange 1 billion Belgian  francs  against
approximately  34 million U.S. dollars to hedge  its  equity
investments in certain of its European subsidiaries.  As  of
December  31,  1994,  the Company had two  forward  currency
exchange  contracts which matured in 1995  and  exchanged  1
billion Belgian francs against approximately 32 million U.S.
dollars  to hedge its equity investments in certain  of  its
European  subsidiaries.   At December  31,  1995  and  1994,
losses  of  $4  million  and $3 million  on  hedges  of  net
investments   in  foreign  subsidiaries  are   included   in
stockholders' equity, respectively.

The  Company  has  entered  into forward  currency  exchange
contracts to reduce its exposure to currency fluctuations on
the  proceeds of the sale of its investment in  Asahi  Fiber
Glass  Company,  Ltd. (Note 12).  As of December  31,  1995,
these  contracts  exchange 5 billion  Japanese  yen  for  50
million  U.S. dollars.  At December 31, 1995,  gains  of  $3
million are included as deferred revenue.

The Company entered into forward currency exchange contracts
to  reduce  its  exposure to currency  fluctuations  on  the
anticipated  1995 earnings of certain European subsidiaries.
The  nine forward currency exchange contracts which  matured
in  1995, exchanged 412 million Belgian francs and 8 million
British   pounds  against  approximately  25  million   U.S.
dollars.  Gains and losses on these foreign currency  hedges
were  included in income in the period in which the exchange
rates  changed.   Gains on these forward  currency  exchange
contracts  were  not material to the consolidated  financial
statements.

The   Company   enters  into  option  contracts   to   hedge
anticipated   transactions  with  certain  of  its   foreign
subsidiaries.   As  of December 31, 1995,  the  Company  has
eight currency option contracts maturing in 1996 which hedge
the   1996   royalty  payments  of  the  Company's  European
subsidiaries.  As of December 31, 1995, the currency  option
contracts exchanged 526 million Belgian francs and 6 million
British   pounds  against  approximately  25  million   U.S.
dollars.   As  of  December 31, 1994, the  Company  had  six
currency  option  contracts  which  exchanged  496   million
Belgian   francs  and  4  million  British  pounds   against
approximately  22  million  U.S.  dollars.   Gains  on   the
Company's  hedges  of  these  anticipated  transactions  are
included  as  deferred revenue.  At December  31,  1995  and
1994, deferred gains on option contracts are not material to
the consolidated financial statements.

As  of  December  31,  1994, the Company  entered  into  two
currency  swap  transactions to manage its exposure  against
foreign currency fluctuations on the principal amount of its
guaranteed .814% Eurobonds (Note 2).   At December 31, 1994,
gains  on  these  currency swaps were not  material  to  the
consolidated  financial  statements.  During  May  1995  the
Company  terminated these swaps.  The termination  of  these
swaps  exchanged 140 million U.S. dollars for  approximately
89   million  British  pounds,  resulting  in  a   gain   of
approximately  10 million U.S dollars.  At  that  time,  the
Company entered into two cross-currency interest rate  swaps
from  U.S. dollars into British pounds to hedge the interest
and  principal  payments of the remaining Eurobonds  through
2002.  These agreements also convert part of the fixed  rate
interest  into  variable rate interest.   The  gain  on  the
exercised swaps is being amortized over the
                            -61-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)
                              
20. Derivative  Financial  Instruments  and  Fair  Value   of
    Financial Instruments (Continued)

life  of  the  original  hedge.  At December  31,  1995,  $7
million  of  unamortized  gain on  the  four  cross-currency
interest rate swaps is included in other liabilities.

The  Company  has a cross-currency interest rate  conversion
agreement from Deutsche marks into U.S. dollars to hedge the
interest  and principal payments of its 7.25% Deutsche  mark
bonds,  due  in  2000.   The agreement establishes  a  fixed
interest rate of 11.1%.

The  Company enters into interest rate swaps to  manage  its
interest  rate  risk.   The Company has  entered  into  four
interest  rate swap agreements to reduce the interest  rates
on  its fixed rate borrowings.  These agreements effectively
convert  an  aggregate principal amount of $150  million  of
fixed rate long-term debt into variable rate borrowings with
interest  rates ranging from 5.875% to 8.025%  in  1995  and
5.81% to 7.96% in 1994.  The agreements mature in 1998.  The
differential interest to be paid or received is  accrued  as
interest rates change and is recognized over the life of the
agreements.

Other Financial Instruments with Off-Balance-Sheet Risk

As   of   December  31,  1995  and  1994,  the  Company   is
contingently liable for guarantees of indebtedness  owed  by
certain  unconsolidated affiliates of $71  million  and  $27
million,  respectively.  The Company is of the opinion  that
its  unconsolidated affiliates will be able to perform under
their respective payment obligations in connection with such
guaranteed  indebtedness  and  that  no  payments  will   be
required and no losses will be incurred by the Company under
such guarantees.

Concentrations of Credit Risk

As  of  December  31,  1995 and 1994,  the  Company  has  no
significant group concentrations of credit risk.

Fair Value of Financial Instruments

The  following methods and assumptions were used to estimate
the fair value of each category of financial instruments.

    Cash and short-term financial instruments

    The  carrying amount approximates fair value due to  the
    short maturity of these instruments.




                            -62-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

20. Derivative  Financial  Instruments  and  Fair  Value   of
    Financial Instruments (Continued)

    Long-term notes receivable

    The  fair  value has been estimated using  the  expected
    future cash flows discounted at market interest rates.

    Long-term debt

    The  fair value of the Company's long-term debt has been
    estimated based on quoted market prices for the same  or
    similar issues, or on the current rates offered  to  the
    Company for debt of the same remaining maturities.

    Foreign currency swaps and interest rate swaps

    The  fair  values of foreign currency swaps and interest
    rate  swaps have been estimated by traded market  values
    or by obtaining quotes from brokers.

    Forward  currency exchange contracts, option  contracts,
    and financial guarantees

    The  fair values of forward currency exchange contracts,
    option contracts, and financial guarantees are based  on
    fees currently charged for similar agreements or on  the
    estimated   cost  to  terminate  these   agreements   or
    otherwise  settle  the  obligations  with  the   counter
    parties at the reporting date.

The   estimated  fair  values  of  the  Company's  financial
instruments  as  of December 31, 1995 and 1994,  which  have
fair  values different than their carrying amounts,  are  as
follows:
<TABLE>
<S>                <C>       <C>      <C>        <C>
                          1995               1994
                     Carrying Fair       Carrying Fair
                     Amount  Value       Amount  Value
                          (In millions of dollars)
Assets
 Long-term notes 
  receivable       $    24   $   22    $     20  $  18

Liabilities
 Long-term debt        794      875       1,037  1,076

Off-Balance-Sheet 
  Financial Instruments 
  - Unrealized gains
    Foreign currency 
      swaps              -       39           -     26
    Interest rate swaps  -       14           -      4
</TABLE>
                            -63-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)
                              
20. Derivative  Financial  Instruments  and  Fair  Value   of
    Financial Instruments (Continued)

As   of   December  31,  1995  and  1994,  the  Company   is
contingently liable for guarantees of indebtedness  owed  by
certain  unconsolidated affiliates.  There is no market  for
these guarantees and they were issued without explicit cost.
Therefore,  it  is not practicable to establish  their  fair
value.

As  of  December  31, 1995 and 1994, the  Company  has  also
entered  into certain forward currency exchange  and  option
contracts, the fair values of which are not material to  the
consolidated financial statements.


21.  Contingent Liabilities

ASBESTOS LIABILITIES

The   Company   is   a   co-defendant  with   other   former
manufacturers,  distributors  and  installers  of   products
containing  asbestos  and  with  miners  and  suppliers   of
asbestos  fibers (collectively, the Producers)  in  personal
injury  and property damage litigation.  The personal injury
claimants  generally allege injuries to their health  caused
by   inhalation  of  asbestos  fibers  from  the   Company's
products.   Most of the claimants seek punitive  damages  as
well  as  compensatory damages.  The property damage  claims
generally  allege  property damage  to  school,  public  and
commercial buildings resulting from the presence of products
containing  asbestos.  Virtually all of the asbestos-related
lawsuits  against the Company arise out of its  manufacture,
distribution, sale or installation of an asbestos-containing
calcium  silicate, high temperature insulation product,  the
manufacture of which was discontinued in 1972.

Status

As  of  December  31, 1995, approximately  144,200  asbestos
personal  injury  claims were pending against  the  Company,
55,900 of which were received in 1995.  The Company received
approximately  29,100 such claims in  1994,  and  32,400  in
1993.

Through  December  31, 1995, the Company  had  resolved  (by
settlement  or  otherwise)  approximately  160,600  asbestos
personal  injury claims.  During 1993, 1994, and  1995,  the
Company  resolved  approximately  60,000  such  claims   and
incurred  total  indemnity  payments  of  $641  million  (an
average of about $10,700 per case).  The Company's indemnity
payments have varied considerably over time and from case to
case,  and  are  affected by a multitude of factors.   These
include  the type and severity of the disease  sustained  by
the  claimant (i.e., mesothelioma, lung cancer, other  types
of cancer, asbestosis or pleural changes); the occupation of
the  claimant;  the  extent of the  claimant's  exposure  to
asbestos-containing products manufactured, sold or installed
by  the  Company; the extent of the claimant's  exposure  to
asbestos-containing   products   manufactured,    sold    or
installed  by  other Producers; the number   and   financial
resources     of    other    Producer    defendants;     the
jurisdiction of suit;  the

                            -64-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

21. Contingent Liabilities (Continued)

presence  or  absence  of  other  possible  causes  of   the
claimant's  illness;  the  availability  or  not  of   legal
defenses such as the statute of limitations or state of  the
art;  whether the claim was resolved on an individual  basis
or  as  part  of a group settlement; and whether  the  claim
proceeded to an adverse verdict or judgment.

Insurance

As  of December 31, 1995, the Company had approximately $430
million   in   unexhausted  insurance   coverage   (net   of
deductibles   and  self-insured  retentions  and   excluding
coverage  issued by insolvent carriers) under its  liability
insurance  policies applicable to asbestos  personal  injury
claims.   This insurance, which is substantially  confirmed,
includes both products hazard coverage and primary level non-
products  coverage.   Portions  of  this  coverage  are  not
available  until 1997 and beyond under agreements  with  the
carriers  confirming such coverage.  All  of  the  Company's
liability  insurance policies cover indemnity  payments  and
defense  fees  and  expenses subject  to  applicable  policy
limits.

In  addition  to  its confirmed non-products insurance,  the
Company  has  a significant amount of potential non-products
coverage  with excess level carriers.  The Company cautions,
however,  that  this coverage is unconfirmed  and  that  the
amount   and  timing  of  additional  recovery  from   these
policies, if any, will depend on subsequent negotiations  or
proceedings.

Reserve

The  Company's  estimated total liabilities  in  respect  of
indemnity  and  defense costs associated  with  pending  and
unasserted  asbestos  personal injury  claims  that  may  be
received through the year 1999 (the "Liabilities"), and  its
estimated  insurance recoveries in respect  of  such  claims
(the "Insurance"), are reported separately as follows:

                            -65-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

21.  Contingent Liabilities (Continued)
<TABLE>
<S>                                        <C>                                <C>
                             Asbestos Litigation Claims
                              December 31, December 31,
                                  1995         1994
                              (In millions of dollars)

   Reserve for asbestos litigation claims

   Current                          $   250  $   300
   Other                                887    1,145

     Total Reserve                    1,137    1,445

  Insurance for asbestos litigation claims

   Current                              100      125
   Other                                330      556

     Total Insurance                    430      681

   Net Asbestos Liability          $    707  $   764
</TABLE>

Case filing rates have continued at historically high levels
with  the receipt of approximately 55,900 new claims  during
1995,  following the receipt of approximately 29,100  claims
in  1994  and approximately 32,400 claims in 1993.  Many  of
these  new claims appear to be the product of mass screening
programs  and  not  to involve significant  asbestos-related
impairment.   The  large number of recent  filings  and  the
uncertain   value  of  these  claims  have  added   to   the
uncertainties involved in estimating the Company's  asbestos
liabilities.

Certain  of  the Company's principal co-defendants,  the  20
members  of  the Center for Claims Resolution, have  entered
into  a  proposed  "global" settlement which  would  require
future   claimants  to  satisfy  certain  medical   criteria
indicative of significant asbestos-related impairment  as  a
pre-condition to their eligibility for settlement  payments.
The  Company is using similar criteria in the implementation
of  its  own settlement and litigation strategy and is  also
seeking to require more careful proof than in the past  that
claimants had significant exposure to the Company's asbestos-
containing product or operations.  The Company believes that
this  strategy  will  reduce the overall  cost  of  asbestos
personal  injury  claims  in  the  long  run  by  channeling
indemnity   payments   to  claimants   who   can   establish
significant asbestos-related impairment and exposure to  the
Company's asbestos-containing product or operations  and  by
substantially reducing indemnity payments to individuals who
are   unimpaired  or  who  did  not  have  significant  such
exposure.   The  Company's  strategy  has  resulted  in   an
increased  level  of trial activity and an increase  in  the
number  and  amount   of compensatory  and  punitive  damage
verdicts  and judgments against the Company.  This  strategy
may have the effect of increasing average per-case indemnity
costs   for   claims  resolved  with  payment,  while   also
increasing the number of claims dismissed without payment.
                            -66-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

21.  Contingent Liabilities (Continued)

The  Company  cautions that such factors as  the  number  of
future  asbestos personal injury claims received by it,  the
rate  of  receipt  of  such claims, and  the  indemnity  and
defense  costs  associated  with  asbestos  personal  injury
claims,  as well as the prospects for confirming additional,
applicable  insurance  coverage  beyond  the  $430   million
referenced above, are influenced by numerous variables  that
are  difficult to predict, and that estimates, such  as  the
Company's,  which attempt to take account of such variables,
are  subject to considerable uncertainty. Depending upon the
outcome  of  the  various  uncertainties  described   above,
particularly as they relate to unimpaired claims, it may  be
necessary  at  some point in the future for the  Company  to
make  additional  provision  for  the  uninsured  costs   of
asbestos  personal injury claims received through  the  year
1999  (although no such amounts are reasonably estimable  at
this time).  The Company remains confident that its estimate
of  Liabilities and Insurance will be sufficient to  provide
for  the  costs of all such claims that involve malignancies
or  significant asbestos-related functional impairment.  The
Company  has  reviewed  and  will  continue  to  review  the
adequacy of its estimate of Liabilities and Insurance  on  a
periodic  basis  and  make  such  adjustments  as   may   be
appropriate.

The  Company  cannot estimate and is not providing  for  the
cost  of  unasserted  claims which may be  received  by  the
Company after the year 1999 because management is unable  to
predict the number of claims to be received after 1999,  the
severity of disease which may be involved and other  factors
which would affect the cost of such claims.

Cash Expenditures

The  Company's  anticipated cash expenditures for  uninsured
asbestos-related costs of claims received through  1999  are
expected   to   approximate  $707  million,  the   Company's
Liabilities,  net of Insurance, before tax  benefits.   Cash
payments  will  vary annually depending  upon  a  number  of
factors,  including the pace of the Company's resolution  of
claims and the timing of payment of its Insurance.

Management Opinion

Although any opinion is necessarily judgmental and  must  be
based  on  information  now known to  the  Company,  in  the
opinion   of   management,  the  additional  uninsured   and
unreserved  costs  which may arise out of  pending  personal
injury  and  property damage asbestos claims and  additional
similar asbestos claims filed in the future will not have  a
materially   adverse  effect  on  the  Company's   financial
position.   While such additional uninsured  and  unreserved
costs incurred in and after the year 2000 may be substantial
over  time,  management believes that  any  such  additional
costs will not impair the ability of the Company to meet its
obligations,  to  reinvest  in its  businesses  or  to  take
advantage of attractive opportunities for growth.


                            -67-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

21. Contingent Liabilities (Continued)

NON-ASBESTOS LIABILITIES

Various  other  lawsuits and claims arising  in  the  normal
course of business are pending against the Company, some  of
which allege substantial damages.  Management believes  that
the  outcome of these lawsuits and claims will  not  have  a
materially   adverse  effect  on  the  Company's   financial
position or results of operations.


22.Quarterly Financial Information (Unaudited)
<TABLE>
<S>                         <C>    <C>    <C>   <C>
                                       Quarter
                           First   Second  Third  Fourth
                    (In millions of dollars, except share data)
  1995

Net sales               $   844  $   877  $   927  $   964

Cost of sales               630      639      684      717

Gross margin            $   214  $   238  $   243  $   247


Net income              $    33  $    63  $    70  $    66

Net income per share:

  Primary net income 
    per share           $   .71  $  1.25  $  1.35  $  1.27

   Fully diluted net 
     income per share   $   .68  $  1.20  $  1.28  $  1.21
</TABLE>
                            -68-
                              
               OWENS CORNING AND SUBSIDIARIES
                              
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         (Continued)

22.  Quarterly Financial Information (Unaudited) (Continued)
<TABLE>
<S>                       <C>    <C>        <C>    <C>
                                       Quarter
                           First   Second  Third  Fourth
                    (In millions of dollars, except share data)
  1994

Net sales               $   677  $   852  $   936  $   886

Cost of sales               523      644      705      664

Gross margin            $   154  $   208  $   231  $   222

Income (loss) before 
  cumulative effect  
  of accounting changes $  (67)  $    45  $    53  $    43

Cumulative effect of 
  accounting changes  
  (Notes 6  and  17)        85         -        -        -

Net income             $    18   $    45  $    53  $    43

Net income per share:

 Primary
  Income (loss) before 
    cumulative effect  
    of accounting 
    changes          $  (1.52)  $  1.03  $   1.19  $   .98

  Cumulative effect of 
    accounting changes   1.93         -         -        -

  Net income per 
    share           $     .41   $  1.03   $  1.19  $   .98

 Fully diluted
  Income (loss) before 
    cumulative effect  
    of accounting 
    changes          $ (1.30)    $  .95   $  1.09  $   .91

  Cumulative effect 
    of accounting 
    changes             1.70          -         -        -

  Net income per 
    share          $     .40   $    .95  $   1.09 $    .91
</TABLE>

Net  income per share and primary and fully diluted weighted
average  shares are computed independently for each  of  the
quarters presented.  Therefore, the sum of the quarterly net
income  per share may not equal the per share total for  the
year.
                            -69-
                              
           INDEX TO FINANCIAL STATEMENT SCHEDULES



Number    Description                                          Page

II        Valuation and Qualifying Accounts and Reserves -
           for the years ended December 31, 1995, 1994,
           and 1993                                              70
                            -70-
<TABLE>
               OWENS CORNING AND SUBSIDIARIES

SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES

    FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
<S>              <C>            <C>            <C>          <C>
Column A         Column B       Column C       Column D     Column E

                                Additions
                             (1)        (2)
                Balance at  Charged to Charged               Balance
                Beginning   Costs and  to Other               at End
Classification  of Period    Expenses  Accounts  Deductions of Period
                             (In millions of dollars)

FOR THE YEAR ENDED DECEMBER 31, 1995:
 Allowance deducted from
  asset to which it 
  applies - Doubtful 
  Accounts        $   16    $    5     $     -   $    2(A)  $   19


FOR THE YEAR ENDED DECEMBER 31, 1994:
 Allowance deducted from
  asset to which it 
  applies - Doubtful 
  Accounts        $   16    $    5     $     -   $    5(A) $    16
 Shown separately -
   Rebuilding 
     furnaces        124         -           -      124(C)       -


FOR THE YEAR ENDED DECEMBER 31, 1993:
 Allowance deducted from
  asset to which it 
   applies - Doubtful 
   Accounts       $   20    $    1    $     -   $    5(A)  $   16
 Shown separately -
   Rebuilding 
     furnaces        124        17          -       17(B)     124


Notes:

(A) Uncollectible accounts written off, net of recoveries.

(B) Expenditures for purposes for which reserve was created.

(C) Effective  January  1,  1994, the  Company  adopted  the
    capital method for rebuilding furnaces.  See Note 17  to
    the Consolidated Financial Statements.
</TABLE>
                            -71-

                       EXHIBIT INDEX

Exhibit
Number                        Document Description

(3)    Articles of Incorporation and By-Laws.

        Certificate  of Incorporation of Owens  Corning,  as
        amended (filed herewith).

        By-Laws   of   Owens  Corning,  as  amended   (filed
        herewith).

(4)     Instruments Defining the Rights of Security Holders,
        Including Indentures.

        Credit  Agreement,  dated as  of  November  2,  1993,
        among  Owens-Corning  Fiberglas  Corporation**,  the
        Banks  listed on Annex A thereto, and Credit Suisse,
        as  Agent  for  the  Banks (incorporated  herein  by
        reference  to Exhibit (4) to the Company's quarterly
        report  on  Form  10-Q  (File No.  1-3660)  for  the
        quarter  ended  September 30, 1993), as  amended  by
        Amendment  No.  1  thereto (incorporated  herein  by
        reference to Exhibit (10) to the Company's quarterly
        report  on  Form  10-Q  (File No.  1-3660)  for  the
        quarter ended June 30, 1994) and by Amendment No.  2
        and Amendment No. 3 thereto (filed herewith).

        The  Company agrees to furnish to the Securities and
        Exchange  Commission, upon request,  copies  of  all
        instruments defining the rights of holders of  long-
        term  debt of the Company where the total amount  of
        securities  authorized under  each  issue  does  not
        exceed ten percent of the Company's total assets.

(10)    Material Contracts.

        Credit  Agreement,  dated as of  November  2,  1993,
        among  Owens-Corning  Fiberglas  Corporation**,  the
        Banks  listed on Annex A thereto, and Credit Suisse,
        as  Agent  for  the  Banks (incorporated  herein  by
        reference  to Exhibit (4) to the Company's quarterly
        report  on  Form  10-Q  (File No.  1-3660)  for  the
        quarter  ended  September 30, 1993), as  amended  by
        Amendment  No.  1  thereto (incorporated  herein  by
        reference to Exhibit (10) to the Company's quarterly
        report  on  Form  10-Q  (File No.  1-3660)  for  the
        quarter ended June 30, 1994) and by Amendment No.  2
        and Amendment No. 3 thereto (filed as Exhibit (4) to
        this annual report on Form 10-K).

        Rights  Agreement,  dated as of December  18,  1986,
        between  Owens-Corning Fiberglas  Corporation**  and
        Manufacturers  Hanover  Trust  Company,  as   Rights
        Agent,  including,  as  Exhibit  B  of  such  Rights
        Agreement,    the   form   of   Right    Certificate
        (incorporated herein by reference to Exhibits 1  and
        2 to the Company's Registration Statement on Form 8-
        A (File No. 1-3660), dated December 23, 1986).
                              
                            -72-
                              
                        EXHIBIT INDEX

Exhibit
Number                        Document Description

        *Corporate   Incentive  Plan  Terms  Applicable   to
        Certain Executive Officers (filed herewith).

        *Corporate  Incentive Plan Terms Applicable  to  Key
        Employees  Other  Than  Certain  Executive  Officers
        (filed herewith).

        *Long-Term   Performance   Incentive   Plan    Terms
        Applicable  to  Certain  Executive  Officers  (filed
        herewith).

        *Long-Term   Performance   Incentive   Plan    Terms
        Applicable to Officers Other Than Certain  Executive
        Officers (filed herewith).

        *Stock Performance Incentive Plan, as amended (filed
        herewith).

        *Agreement,  dated December 2, 1994, with  Christian
        L. Campbell (filed herewith).

        The  following documents are incorporated  herein  by
        reference  to  Exhibit (10) to the Company's  annual
        report on Form 10-K (File No. 1-3660) for 1994:

        * - Agreement,  dated  as of January 1, 1995,  with  
          William  W. Colville.

        * - Agreement, dated June 16, 1993, with David W. 
          Devonshire.

        *Director's  Charitable Award Program  (incorporated
        herein by reference to Exhibit (10) to the Company's
        quarterly report on Form 10-Q (File No. 1-3660)  for
        the quarter ended September 30, 1993).

        *Executive  Supplemental Benefit  Plan,  as  amended
        (incorporated herein by reference to Exhibit (10) to
        the  Company's quarterly report on Form  10-Q  (File
        No. 1-3660) for the quarter ended March 31, 1993).

       *Employment  Agreement,  dated  as  of  December  15,
        1991,  with  Glen H. Hiner (incorporated  herein  by
        reference  to  Exhibit (10) to the Company's  annual
        report on Form 10-K (File No. 1-3660) for 1991),  as
        amended by First Amending Agreement made as of April
        1, 1992 (incorporated herein by reference to Exhibit
        (19)  to the Company's quarterly report on Form 10-Q
        (File  No.  1-3660) for the quarter ended  June  30,
        1992).

       *1987   Stock   Plan   for  Directors,   as   amended
        (incorporated herein by reference to Exhibit (19) to
        the  Company's quarterly report on Form  10-Q  (File
        No. 1-3660) for the quarter ended March 31, 1992).

       *Form  of Key Management Severance Benefits Agreement
        (incorporated herein by reference to Exhibit (10) to
        the Company's annual report on Form 10-K (File No. 1-
        3660) for 1991).
                            -73-
                              
                        EXHIBIT INDEX

Exhibit
Number                        Document Description

       *1986    Equity   Partnership   Plan,   as    amended
        (incorporated herein by reference to Exhibit (19) to
        the  Company's quarterly report on Form  10-Q  (File
        No.  1-3660) for the quarter ended March 31,  1988),
        as  amended  by  Amendment 1  thereto  (incorporated
        herein by reference to Exhibit (19) to the Company's
        quarterly report on Form 10-Q (File No. 1-3660)  for
        the  quarter  ended March 31, 1989), by Amendment  2
        thereto (incorporated herein by reference to Exhibit
        (10)  to  the Company's annual report on  Form  10-K
        (File  No.  1-3660)  for 1989) and  by  Amendment  3
        thereto (incorporated herein by reference to Exhibit
        (10)  to  the Company's annual report on  Form  10-K
        (File No. 1-3660) for 1990).

       *Form   of   Directors'   Indemnification   Agreement
        (incorporated herein by reference to Exhibit (10) to
        the Company's annual report on Form 10-K (File No. 1-
        3660) for 1989).

        The following documents are incorporated herein by
        reference to Exhibit (10) to the Company's annual
        report on Form 10-K (File No. 1-3660) for 1987:

      * - Officers Deferred Compensation Plan.

      * - Deferred   Compensation  Plan  for   Directors,   as
        amended.

(11)    Statement  re  Computation of Per  Share  Earnings
        (filed herewith).

(21)     Subsidiaries of Owens Corning (filed herewith).

(23)     Consent of Arthur Andersen LLP (filed herewith).

(27)     Financial Data Schedule (filed herewith).


*  Denotes  management contract or compensatory  plan  or
   arrangement  required to be filed as an exhibit  pursuant
   to Item 14(c) of Form 10-K.

** Now known as Owens Corning.