UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC 20549


                      -----------------------------------

                                   FORM 8-K

                                Current Report
                    Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934

                       ---------------------------------

                        Date of Report: March 28, 2003
                       (Date of earliest event reported)


                                 OWENS CORNING
            (Exact name of Registrant as specified in its charter)


       Delaware                       1-3660                 34-4323452
(State or Other Jurisdiction   (Commission File Number)    (IRS Employer
of Incorporation)                                          Identification No.)


                           One Owens Corning Parkway
                              Toledo, Ohio 43659
         (Address of principal executive offices, including zip code)


      Registrant's telephone number, including area code: (419) 248-8000



ITEM 5.  OTHER ITEMS AND REQUIRED FD DISCLOSURE

         As previously reported, on October 5, 2000, Owens Corning and certain
of its United States subsidiaries (collectively, the "Debtors") filed
voluntary petitions with the United States Bankruptcy Court for the District
of Delaware (the "Court") seeking relief under Chapter 11 of the United States
Bankruptcy Code.

         Also as previously reported, on January 17, 2003, the Debtors,
together with the Official Committee of Asbestos Claimants and the Legal
Representative for the class of future asbestos claimants (collectively, the
"Proponents"), filed a Joint Plan of Reorganization with the Court.

         On March 28, 2003, the Proponents filed an amended Joint Plan of
Reorganization (the "Amended Plan") with the Court. A copy of the Amended Plan
is being filed as Exhibit 2 to this Current Report on Form 8-K and is
incorporated by reference herein.

         Also on March 28, 2003, the Proponents filed with the Court a
Disclosure Statement with respect to the Amended Plan (the "Disclosure
Statement"). A copy of the Disclosure Statement is being filed as Exhibit 99
to this Current Report on Form 8-K and is incorporated by reference herein.
The Disclosure Statement has been prepared in accordance with Section 1125 of
the United States Bankruptcy Code and Rule 3016 of the Federal Rules of
Bankruptcy Procedure and not in accordance with federal or state securities
laws or other non-bankruptcy laws or regulations. The Disclosure Statement has
not been approved by the Court and is subject to amendment.

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

(c) Exhibits.

Exhibit
Number         Description
------         -----------

    2          Amended Joint Plan of Reorganization of Owens Corning and Its
               Affiliated Debtors and Debtors-in-Possession

   99          Disclosure Statement with respect to the Amended Joint Plan
               of Reorganization of Owens Corning and Its Affiliated Debtors
               and Debtors-in-Possession


<page>

                                  SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, Owens
Corning has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                                OWENS CORNING

Date: March 28, 2003                            By: /s/Stephen K. Krull
                                                   -----------------------
                                                   Name:  Stephen K. Krull
                                                   Title: Senior Vice President,
                                                          General Counsel and
                                                          Secretary

<page>

                                 EXHIBIT INDEX

Exhibit
Number               Description
------               -----------

    2                Amended Joint Plan of Reorganization of Owens Corning and
                     Its Affiliated Debtors and Debtors-in-Possession

   99                Disclosure Statement with respect to the Amended Joint
                     Plan of Reorganization of Owens Corning and Its
                     Affiliated Debtors and Debtors-in-Possession
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UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC 20549

                      -----------------------------------

                                   FORM 8-K

                                Current Report
                    Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934

                       ---------------------------------

                        Date of Report: March 28, 2003
                       (Date of earliest event reported)

                                 OWENS CORNING
            (Exact name of Registrant as specified in its charter)

       Delaware                       1-3660                 34-4323452
(State or Other Jurisdiction   (Commission File Number)    (IRS Employer
of Incorporation)                                          Identification No.)

                           One Owens Corning Parkway
                              Toledo, Ohio 43659
         (Address of principal executive offices, including zip code)

      Registrant's telephone number, including area code: (419) 248-8000

ITEM 5.  OTHER ITEMS AND REQUIRED FD DISCLOSURE

         As previously reported, on October 5, 2000, Owens Corning and certain
of its United States subsidiaries (collectively, the "Debtors") filed
voluntary petitions with the United States Bankruptcy Court for the District
of Delaware (the "Court") seeking relief under Chapter 11 of the United States
Bankruptcy Code.

         Also as previously reported, on January 17, 2003, the Debtors,
together with the Official Committee of Asbestos Claimants and the Legal
Representative for the class of future asbestos claimants (collectively, the
"Proponents"), filed a Joint Plan of Reorganization with the Court.

         On March 28, 2003, the Proponents filed an amended Joint Plan of
Reorganization (the "Amended Plan") with the Court. A copy of the Amended Plan
is being filed as Exhibit 2 to this Current Report on Form 8-K and is
incorporated by reference herein.

         Also on March 28, 2003, the Proponents filed with the Court a
Disclosure Statement with respect to the Amended Plan (the "Disclosure
Statement"). A copy of the Disclosure Statement is being filed as Exhibit 99
to this Current Report on Form 8-K and is incorporated by reference herein.
The Disclosure Statement has been prepared in accordance with Section 1125 of
the United States Bankruptcy Code and Rule 3016 of the Federal Rules of
Bankruptcy Procedure and not in accordance with federal or state securities
laws or other non-bankruptcy laws or regulations. The Disclosure Statement has
not been approved by the Court and is subject to amendment.

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

(c) Exhibits.

Exhibit
Number         Description
------         -----------

    2          Amended Joint Plan of Reorganization of Owens Corning and Its
               Affiliated Debtors and Debtors-in-Possession

   99          Disclosure Statement with respect to the Amended Joint Plan
               of Reorganization of Owens Corning and Its Affiliated Debtors
               and Debtors-in-Possession
SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, Owens
Corning has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                                OWENS CORNING

Date: March 28, 2003                            By: /s/Stephen K. Krull
                                                   -----------------------
                                                   Name:  Stephen K. Krull
                                                   Title: Senior Vice President,
                                                          General Counsel and
                                                          Secretary
EXHIBIT INDEX

Exhibit
Number               Description
------               -----------

    2                Amended Joint Plan of Reorganization of Owens Corning and
                     Its Affiliated Debtors and Debtors-in-Possession

   99                Disclosure Statement with respect to the Amended Joint
                     Plan of Reorganization of Owens Corning and Its
                     Affiliated Debtors and Debtors-in-Possession