Owens Corning Second-Quarter Results Reflect Continued Weakness in U.S. Housing Starts and Improved Composites Performance

Company Reaffirms Guidance for 2007

Owens Corning Second-Quarter Results Reflect Continued Weakness in U.S. Housing Starts and Improved Composites Performance

TOLEDO, Ohio, August 1 /PRNewswire-FirstCall/ -- Owens Corning (NYSE: OC) today reported consolidated net sales of $1.534 billion during the second quarter, compared with $1.722 billion in the second quarter of 2006, an 11 percent decrease from the prior year.

Second-quarter net earnings were $29 million, or $0.22 per diluted share. Excluding comparability items (see attached Table 2 for a discussion and reconciliation of such items), adjusted net earnings were $49 million, or $0.37 per diluted share. As described more fully in Table 2, such comparability items in the second quarter included charges related to the company's prior Chapter 11 proceedings and restructuring and other charges. Such items amounted to approximately $30 million ($20 million after tax) during the second quarter.

"The ongoing decline of the residential construction market in the United States continued to weaken demand for building materials during the second quarter," said Dave Brown, president and chief executive officer. "We believe that year-over-year performance improvements in our Roofing & Asphalt and Composite Solutions segments will partially offset cyclical weakness in insulation demand. Despite the challenging market, our business mix enables us to reaffirm prior guidance for 2007.

"In addition, we've announced strategic steps to significantly improve our business portfolio and accelerate our global growth," said Brown. "The acquisition of Saint-Gobain's Reinforcement and Composites business and the sale of our Siding Solutions business will further our ability to generate profitable growth and drive shareholder value."

  Consolidated Second-Quarter Results

  -- Earnings before interest and taxes (EBIT) in the second quarter of 2007
     were $78 million, compared with $168 million during the same period of
     2006.  Excluding comparability items (see Table 2), adjusted EBIT for
     the second quarter of 2007 was $108 million, compared with $158 million
     during the same period in 2006. The overall decline was primarily due
     to lower sales combined with higher raw material and labor costs.

  -- For the first six months, EBIT was $111 million, compared with $283
     million for the same period of 2006. Excluding comparability items,
     adjusted EBIT for the first half of 2007 was $169 million, compared
     with $272 million during the same period in 2006.

  -- Gross margin as a percentage of consolidated net sales was 16 percent
     during the second quarter, compared with 17.2 percent during the same
     period of 2006. For the first six months, gross margin as a percentage
     of sales declined 1.6 percentage points compared to the first half of
     2006. The decline was the result of lower building materials sales
     volume, selling price declines for certain products, and higher
     material and labor costs. An intangible asset impairment resulting from
     the strategic review of the company's Fabwel unit decreased EBIT for
     the first half of 2007 by approximately $10 million.

  -- Marketing and administrative expenses, as a percentage of consolidated
     net sales, were 9.5 percent, compared with 8.1 percent during the same
     period in 2006. For the first six months, marketing and administrative
     expenses were 9.9 percent of consolidated net sales, compared with 8.2
     percent during the same period of 2006. This increase was primarily due
     to decreased sales and the impact of transaction costs associated with
     the proposed acquisition of Saint-Gobain's Reinforcement and Composites
     business. Transaction costs amounted to approximately $7 million during
     the second quarter of 2007 and $18 million for the first half of the
     year.

  Business Highlights

  -- During the second quarter of 2007, Owens Corning increased its
     ownership of Owens Corning India Limited from 60 percent to 78.5
     percent to leverage this low-cost production platform to bolster the
     company's growth in the Asia Pacific region.

  -- Owens Corning favorably resolved negotiations with the IRS concerning
     differences in interest computations applicable to a prior tax
     settlement. The IRS substantively accepted Owens Corning's interest
     calculations and, accordingly, reduced the interest claim by
     approximately $38 million. This decrease was recorded as a reduction to
     goodwill and long-term debt on the Consolidated Balance Sheets. This
     favorable resolution, combined with the pay off of an IRS note relating
     to the interest claim and the tax settlement, will result in a
     reduction of approximately $4 million in annual interest expense.

  -- Owens Corning announced a share buy-back program in the first quarter
     under which the company is authorized to repurchase up to 5 percent of
     Owens Corning's outstanding common stock. The company did not
     repurchase any shares during the first six months of 2007.

  -- The company's continued focus on safety resulted in an 18 percent
     reduction in injuries through the first six months of 2007 as compared
     with its Dec. 31, 2006 rate.

  Siding Solutions Strategic Review Complete; Fabwel Review Continues

During the first quarter of 2007, Owens Corning announced that it would explore strategic alternatives for its Siding Solutions and Fabwel businesses. On July 17, 2007, Owens Corning completed the strategic review of its Siding Solutions business. The company reached a definitive agreement to sell the business to Saint-Gobain for $371 million. The sale includes the company's Norandex/Reynolds distribution business with 153 U.S. distribution centers in 38 states. Three vinyl siding manufacturing facilities in North America located in Claremont, N.C.; Joplin, Mo.; and London, Ontario are also part of the transaction. The transaction is expected to close by the end of the third quarter.

For the first six months of 2007, sales and EBIT related to the Siding Solutions business (included in the Other Building Materials and Services segment) amounted to $379 million and $4 million, respectively, compared with $451 million and $3 million, respectively, during the same period in 2006. Sales and EBIT for this business for the combined 12 months ended Dec. 31, 2006 totaled $884 million and $12 million, respectively. In addition, the EBIT of the Siding Solutions business for the combined 12 months of 2006 included approximately $27 million of allocated corporate cost, of which approximately $22 million will remain a cost of continuing operations.

Owens Corning's strategic review of its Fabwel unit, the leading producer and fabricator of components and sidewalls for recreational vehicles and cargo trailers, continues. Fabwel is a small unit within Owens Corning's Composite Solutions segment.

Owens Corning to Acquire Saint-Gobain's Reinforcement and Composites Business

On July 27, 2007, Owens Corning announced the signing of a definitive agreement under which Owens Corning will acquire Saint-Gobain's Reinforcement and Composites business for $640 million. The agreement, which converts the previously proposed joint venture into an outright acquisition, accelerates Owens Corning's global growth strategy by more quickly realizing the significant strategic and financial benefits of the transaction, while enhancing the company's presence in fast-growing emerging markets around the world. The acquisition includes the addition of talented employees and proven technologies. When combined with Owens Corning's resources, the new composites business unit will become one of the most advanced in the reinforcements industry.

In 2006, the Saint-Gobain Reinforcement and Composites business had sales of approximately $900 million, with 4,500 employees. With this acquisition, and following Owens Corning's proposed sale of its three manufacturing plants in Battice, Belgium; Birkeland, Norway; and Huntingdon, Pa., Owens Corning's Composite Solutions business will have 42 production facilities in 16 countries. Saint-Gobain will retain its facility in Wichita Falls, Texas. On a pro forma basis for calendar 2006, the new Owens Corning Composite Solutions reporting segment would have had combined sales of approximately $2.2 billion, compared with actual reported segment sales in 2006 of $1.6 billion.

Owens Corning projects that the to-be acquired business will generate earning before interest, taxes, depreciation and amortization (EBITDA) in excess of $100 million for full year 2007. The business currently leases certain metals used in its production tooling. At recent market prices, the leased metals would be valued at approximately $320 million. This projected forecast for financial performance does not include the costs associated with the leasing of metals.

Owens Corning anticipates annual pre-tax cost synergies of more than $100 million to be realized by the fourth full year after close, with the majority of the synergies achieved during the first three years. Synergies will come primarily from reduced operating costs, improved energy efficiency in furnaces, sourcing and reduced shipping costs.

The transaction is expected to close by the end of 2007 and remains subject to regulatory approval in several jurisdictions, along with customary closing conditions.

2007 Outlook

The weakness in new home starts in the United States continued through the first half of 2007. Based on current estimates by the National Association of Home Builders (NAHB), the slowdown in U.S. housing starts is expected to carry through 2007 and well into 2008, which will continue to impact the company's building materials businesses.

As the year continues, the financial performance of the Roofing and Asphalt, Composite Solutions and Other Building Materials & Services segments is expected to continue to improve.

The company continues to estimate that 2007 adjusted EBIT should exceed $415 million, not including the impact of the proposed acquisition of Saint- Gobain's Reinforcement and Composites business, the divestiture of Owens Corning's Siding Solutions business or other strategic organizational changes. This forecast will be updated and communicated quarterly.

  Second-Quarter Business Segment Highlights

  Insulating Systems

  -- Net sales for the second quarter of 2007 were $441 million, a 15
     percent decrease from $519 million during the same period in 2006. The
     decrease was primarily volume related, the result of a decline in
     demand in the U.S. housing market, combined with lower selling prices
     in certain product categories.

  -- EBIT for the second quarter was $42 million, compared with $112 million
     during the same period in 2006. Results were unfavorably impacted by a
     decline in sales volume, lower selling prices, idle facility costs
     resulting from production curtailments, and increases in material and
     labor costs. In addition, results were negatively impacted by $11
     million, primarily related to depreciation and amortization costs
     resulting from the adoption of Fresh Start Accounting.

  Composite Solutions

  -- Net sales for the second quarter of 2007 were $425 million, a 3 percent
     increase from $411 million during the same period in 2006. The increase
     in sales was primarily attributable to slightly higher pricing, the
     favorable impact of currency and the inclusion of sales from a Japanese
     facility acquired in 2006.

  -- EBIT for the second quarter of 2007 was $28 million, compared with $51
     million during the same period in 2006. The decline was primarily due
     to the inclusion of the gain on the sale of metals used in certain
     production tooling of approximately $27 million during the second
     quarter of 2006. Excluding this item, EBIT improved by $4 million
     compared to the same period in 2006 due to slight price increases and
     manufacturing productivity improvements that exceeded higher material
     costs. Results were negatively impacted by $1 million resulting from
     the adoption of Fresh Start Accounting.

  Roofing and Asphalt

  -- Net sales for the second quarter of 2007 were $414 million, a 17
     percent decrease from $501 million during the same period in 2006. The
     decrease was primarily due to a lower level of storm-related demand and
     lower North American new residential construction and remodeling
     activity.

  -- EBIT for the second quarter of 2007 was $29 million, compared with $48
     million during the same period in 2006 and a loss of $8 million during
     the first quarter of 2007. The year-over-year decrease was primarily
     driven by the lower level of storm demand and lower volume resulting
     from declines in new construction activity in North America. Results
     were negatively impacted by $1 million resulting from the adoption of
     Fresh Start Accounting.

  Other Building Materials and Services

  -- Net sales for the second quarter of 2007 were $303 million, a 12
     percent decrease from $346 million during the same period in 2006. The
     decrease was primarily the result of lower volume in the Siding
     Solutions business and sales declines resulting from the closure of the
     HOMExperts service line that was exited in the first quarter of 2007.

  -- EBIT for the second quarter of 2007 was $17 million, compared with $8
     million during the same period in 2006. The improvement was primarily
     due to increased earnings in the company's manufactured stone veneer
     business and the elimination of losses from the HOMExperts service
     line. The adoption of Fresh Start Accounting had no significant impact
     on this segment during the second quarter of 2007.

Third quarter 2007 results are currently scheduled to be announced on Nov. 1, 2007.

Conference Call Wednesday, Aug. 1, 2007 11 a.m. Eastern Daylight Time All Callers Live dial-in telephone number: 1-866-314-5050 or 1-617-213-8051 (Please dial in 10 minutes before conference call start time) Passcode: 66987094 Live Webcast: http://www.owenscorning.com/investors

A telephone replay will be available through Aug. 8, 2007 at 888-286-8010 or 617-801-6888. Passcode: 22256014. A replay of the webcast will also be available at http://www.owenscorning.com/investors.

About Owens Corning

Owens Corning (NYSE: OC) is a world leader in building materials systems and composite solutions. A Fortune 500 company for more than 50 years, Owens Corning people redefine what is possible each day to deliver high-quality products and services ranging from insulation, roofing, siding and stone, to glass composite materials used in transportation, electronics, telecommunications and other high-performance applications. Founded in 1938, Owens Corning is a market-leading innovator of glass-fiber technology with sales of $6.5 billion in 2006 and 19,000 employees in 26 countries. Additional information is available at http://www.owenscorning.com/.

This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected in these statements. Further information on factors that could affect the company's financial and other results is included in the company's Forms 10-Q and 10-K, filed with the Securities and Exchange Commission.

                                 Table 1
                      Owens Corning and Subsidiaries
                   Consolidated Statements of Earnings
                               (Unaudited)
                 (in millions, except per share amounts)


                                                  Prede-              Prede-
                                       Successor  cessor   Successor  cessor

                                       Three Months Ended  Six Months Ended
                                            June 30,            June 30,
                                          2007     2006      2007     2006


  NET SALES                              $1,534   $1,722     $2,858  $3,323
  COST OF SALES                           1,288    1,426      2,419   2,758
        Gross margin                        246      296        439     565

  OPERATING EXPENSES
       Marketing and administrative
        expenses                            146      140        282     271
       Science and technology expenses       16       15         30      31
       Restructuring credits                  -        -         (2)      -
       Chapter 11 related
        reorganization items                  -       17          3      27
       Asbestos litigation recoveries         -        -          -      (3)
       Employee emergence equity program     12        -         20       -
       Gain on sale of fixed assets and
        other                                (6)     (44)        (5)    (44)
          Total operating expenses          168      128        328     282

  EARNINGS BEFORE INTEREST AND TAXES         78      168        111     283

  Interest expense, net                      31       86         63     151

  EARNINGS BEFORE TAXES                      47       82         48     132

  Income tax expense (benefit)               16     (169)        16    (179)

  EARNINGS BEFORE MINORITY INTEREST AND
   EQUITY IN NET EARNINGS OF AFFILIATES      31      251         32     311

  Minority interest and equity in net
   (loss) earnings of affiliates             (2)       -         (2)      3

  NET EARNINGS                              $29     $251        $30    $314

  EARNINGS PER COMMON SHARE

       Basic net earnings per share       $0.23    $4.54      $0.23   $5.67
       Diluted net earnings per share     $0.22    $4.19      $0.23   $5.24

  WEIGHTED AVERAGE COMMON SHARES

       Basic                              128.1     55.3      128.1    55.3
       Diluted                            131.1     59.9      131.1    59.9


                                 Table 2
                      Owens Corning and Subsidiaries
                         Reconciliation Schedules
                               (Unaudited)
                 (in millions, except per share amounts)

When reviewing the operating performance of the company with its Board of Directors and employees, management makes adjustments to net earnings, earnings before interest and taxes ("EBIT") and diluted earnings per share. To calculate "adjusted earnings", "adjusted EBIT" and "adjusted diluted earnings per share", management excludes certain items from net earnings and earnings before interest and taxes, including those related to the company's prior Chapter 11 proceedings and restructuring and other activities so as to improve comparability over time (the "comparability items"). As described more fully in the following financial schedules, such comparability items amounted to charges of $30 million in the second quarter of 2007 compared with a credit of $10 million during the same period of 2006. For the first half of 2007, such items amounted to charges of $58 million, compared with a credit of $11 million during the same period of 2006.

                                                  Prede-              Prede-
                                       Successor  cessor   Successor  cessor

                                       Three Months Ended  Six Months Ended
                                             June 30,           June 30,
                                           2007     2006     2007     2006
  RECONCILIATION TO ADJUSTED EARNINGS

  NET EARNINGS                              $29     $251      $30     $314

  Adjustments to remove comparability items:
      Chapter 11 related reorganization
       items                                 $-      $17       $3      $27
      Asbestos litigation recoveries -
       Owens Corning                          -        -        -       (3)
      Restructuring credits                   -        -       (2)       -
      OCV Reinforcements transaction costs    7        -       18        -
      (Gains) losses related to the
       exit of our HOMExperts service line   (1)       -        7        -
      Losses from strategic reviews          12        -       12        -
      Employee emergence equity program      12        -       20        -
      Gain on sale of metals                  -      (27)       -      (35)
  Total adjustments to remove
   comparability items:                      30      (10)      58      (11)

  Tax effect of adjustments at 34% in
   2007 and 37% in 2006                     (10)       4      (20)       4

  ADJUSTED EARNINGS                         $49     $245      $68     $307


  RECONCILIATION TO ADJUSTED DILUTED
  EARNINGS PER SHARE:

  DILUTED EARNINGS PER SHARE              $0.22    $4.19    $0.23    $5.24

  Total adjustments to remove
   comparability items                     0.23    (0.17)    0.44    (0.18)

  Tax effect of adjustments at 34% in
   2007 and 37% in 2006                   (0.08)    0.07    (0.15)    0.07

  ADJUSTED DILUTED EARNINGS PER SHARE     $0.37    $4.09    $0.52    $5.13

  Diluted shares                          131.1     59.9    131.1     59.9



  RECONCILIATION TO ADJUSTED EARNINGS
  BEFORE INTEREST AND TAXES:

  NET EARNINGS                              $29     $251      $30     $314
  Minority interest and equity in net
   (loss) earnings of affiliates             (2)       -       (2)       3
  EARNINGS BEFORE MINORITY INTEREST AND
       EQUITY IN NET EARNINGS OF AFFILIATES  31      251       32      311
  Income tax expense (benefit)               16     (169)      16     (179)
  EARNINGS BEFORE TAXES                      47       82       48      132
  Interest expense, net                      31       86       63      151
  EARNINGS BEFORE INTEREST AND TAXES         78      168      111      283

  Total adjustments to remove
   comparability items                       30      (10)      58      (11)

  ADJUSTED EARNINGS BEFORE INTEREST AND
   TAXES                                   $108     $158     $169     $272



                                 Table 3
                      Owens Corning and Subsidiaries
                  Condensed Consolidated Balance Sheets
                               (Unaudited)
                              (in millions)

                                                          Successor
                                                    June 30,   December 31,
                                                      2007         2006

  ASSETS
  Current
       Cash and cash equivalents                      $135        $1,089
       Receivables, net                                793           573
       Inventories                                     833           749
       Other current assets                            135           141
            Total current                            1,896         2,552

  Other
       Deferred income taxes                           548           549
       Goodwill and other intangible assets          2,572         2,611
       Other noncurrent assets                         227           237
            Total other                              3,347         3,397

  Net plant and equipment                            2,519         2,521

  TOTAL ASSETS                                      $7,762        $8,470


  LIABILITIES AND STOCKHOLDERS' EQUITY
  Current
       Accounts payable and accrued liabilities       $986        $1,081
       Accrued interest                                 22            39
       Short term debt and current
        portion of long-term debt                       27         1,440
            Total current                            1,035         2,560
  Long-term debt                                     2,093         1,296
  Other long-term liabilities                          821           884
  Minority interest                                     38            44
  Stockholders' equity                               3,775         3,686

  TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY        $7,762        $8,470



                                 Table 4
                      Owens Corning and Subsidiaries
             Condensed Consolidated Statements of Cash Flows
                               (Unaudited)
                              (in millions)

                                                   Successor    Predecessor
                                                        Six Months Ended
                                                            June 30,
                                                      2007          2006

  NET CASH FLOW (USED FOR) PROVIDED BY
   OPERATING ACTIVITIES
       Net earnings                                    $30          $314
       Adjustments to reconcile net
        earnings cash used for operating activities:
            Depreciation and amortization              158           124
            Change in deferred taxes                    (8)         (204)
            Employee emergence equity program           20             -
            Provision for post-petition
             interest/fees on pre-petition
             obligations                                 -           155
            Payments related to Chapter 11 filings     (16)            -
            Changes in receivables,
             inventories, accounts payable
             and accrued liabilities                  (416)         (288)
            Other                                      (10)          (22)
                 Net cash flow (used for) provided
                  by operating activities             (242)           79

  NET CASH FLOW USED FOR INVESTING ACTIVITIES
         Additions to plant and equipment             (111)         (189)
         Investment in affiliates and subsidiaries,
          net of cash acquired                         (29)          (13)
         Proceeds from the sale of
          assets or affiliate                           12            44
                 Net cash flow used for
                  investing activities                (128)         (158)

  NET CASH FLOW (USED FOR) PROVIDED BY FINANCING ACTIVITIES
       Payments on long-term debt                      (66)           (4)
       Proceeds from long-term debt                    609            10
       Payment of Note Payable to 524(g) Trust      (1,390)            -
       Payments on revolving credit facility          (118)            -
       Proceeds from revolving credit facility         383             -
       Net (decrease) increase in short-term debt       (4)            2
                 Net cash flow (used for)
                  provided by financing activities    (586)            8

  Effect of exchange rate changes on cash                2             5
  NET DECREASE IN CASH AND CASH EQUIVALENTS           (954)          (66)
  Cash and cash equivalents at beginning of period   1,089         1,559
  CASH AND CASH EQUIVALENTS AT END OF PERIOD          $135        $1,493



                                 Table 5
                      Owens Corning and Subsidiaries
                       Business Segment Information
                               (Unaudited)
                              (in millions)

                                                   Prede-            Prede-
                                        Successor  cessor Successor  cessor
                                          Three    Three     Six      Six
                                          Months   Months   Months   Months
                                          Ended    Ended    Ended    Ended
                                         June 30, June 30, June 30, June 30,
                                           2007     2006     2007     2006

  NET SALES
    Insulating Systems                     $441     $519     $860   $1,041
    Roofing and Asphalt                     414      501      720      962
    Other Building Materials and Services   303      346      535      639
    Composite Solutions                     425      411      828      784
      Total reportable segments           1,583    1,777    2,943    3,426
    Corporate Eliminations                  (49)     (55)     (85)    (103)
      Consolidated                       $1,534   $1,722   $2,858   $3,323

  EARNINGS BEFORE INTEREST AND TAXES
    Insulating Systems                      $42     $112      $95     $235
    Roofing and Asphalt                      29       48       21       78
    Other Building Materials and Services    17        8       16        5
    Composite Solutions                      28       51       54       65
      Total reportable segments            $116     $219     $186     $383


  RECONCILIATION TO CONSOLIDATED EARNINGS
  BEFORE INTEREST AND TAXES
        Chapter 11 related
         reorganization items                $-     $(17)     $(3)    $(27)
        Asbestos litigation recoveries
         - Owens Corning                      -        -        -        3
        Restructuring credits                 -        -        2        -
        OCV Reinforcements transaction
         costs                               (7)       -      (18)       -
        Gains (losses) related to the
         exit of our HOMExperts service line  1        -       (7)       -
        Fabwel Impairment                   (12)              (12)
        Employee emergence equity program   (12)       -      (20)       -
        General corporate expense            (8)     (34)     (17)     (76)
  CONSOLIDATED EARNINGS BEFORE INTEREST
   AND TAXES                                $78     $168     $111     $283

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