Edgar Filing: Owens Corning

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â Owens Corning/Fibreboard Asbestos Personal Injury Trust

2. Date of Event Requiring Statement (Month/Day/Year)
12/19/2006

3. Issuer Name and Ticker or Trading Symbol
Owens Corning [OC]

(Last)

(First)

(Middle)

1100 NORTH MARKET STREET

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

WILMINGTON,Â DEÂ 19890-1625

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	28,200,000	D	Â

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Call Option (obligation to sell)	Â ⁽¹⁾	Â ⁽¹⁾	Common Stock	5,054,595	$ 37.5	D	Â
Call Option (obligation to sell)	Â ⁽¹⁾	Â ⁽¹⁾	Common Stock	9,735,254	$ 37.5	D	Â
Call Option (obligation to sell)	Â ⁽¹⁾	Â ⁽¹⁾	Common Stock	9,670,782	$ 37.5	D	Â
Call Option (obligation to sell)	Â ⁽¹⁾	Â ⁽¹⁾	Common Stock	1,998,628	$ 37.5	D	Â
Call Option (obligation to sell)	Â ⁽¹⁾	Â ⁽¹⁾	Common Stock	1,740,741	$ 37.5	D	Â
Put Option (right to sell)	Â ⁽²⁾	Â ⁽²⁾	Common Stock	5,054,595	$ 25	D	Â
Put Option (right to sell)	Â ⁽²⁾	Â ⁽²⁾	Common Stock	9,735,254	$ 25	D	Â
Put Option (right to sell)	Â ⁽²⁾	Â ⁽²⁾	Common Stock	9,670,782	$ 25	D	Â
Put Option (right to sell)	Â ⁽²⁾	Â ⁽²⁾	Common Stock	1,998,628	$ 25	D	Â
Put Option (right to sell)	Â ⁽²⁾	Â ⁽²⁾	Common Stock	1,740,741	$ 25	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Owens Corning/Fibreboard Asbestos Personal Injury Trust 1100 NORTH MARKET STREET WILMINGTON,Â DEÂ 19890-1625	Â	Â X	Â	Â

Signatures

Dean M. Trafelet, Managing Trustee		12/19/2006
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Pursuant to the Sixth Amended Joint Plan of Reorganization For Owens Corning And Its Affiliated Debtors And Debtors-In-Possession (as Modified) (the "Plan") the Reporting Person accepted and assumed five letter agreements between Owens Corning and certain counterparties. Under the terms of the letter agreements, each counterparty has call options to purchase shares of Common Stock from the Reporting Person, exercisable upon delivery of the 28,200,000 shares of Common Stock by Owens Corning to the Reporting Person and expiring 12 months after such delivery.
(2)	Under the terms of the letter agreements, the Reporting Person has put options to sell shares of Common Stock to the counterparties, exercisable upon delivery of the 28,200,000 shares of Common Stock by Owens Corning to the Reporting Person and expiring 3 months after such delivery.

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