IN RE OWENS CORNING

JUDITH FITZGERALD, Chief Judge, Bankruptcy

Upon the Motion (the "Motion") of Owens Corning and its affiliated debtors and debtors-in-possession, filed on August 18, 2004, for an Order, pursuant to Bankruptcy Code Section 107(b), Federal Rule of Bankruptcy Procedure 9018, and Del. Bankr. LR 5003-1(B) authorizing the filing of the Settlement Agreement between Owens Corning and AXA Belgium S.A., under seal; it appearing that the Settlement Agreement contains certain confidential information which the parties to the settlement do not wish to disclose to non-Debtor parties, except as described in the Motion; and sufficient cause appearing therefore, it is

ORDERED that the Motion is GRANTED; and it is further

ORDERED that pursuant to Section 107(b) of the Bankruptcy Code, Federal Rule of Bankruptcy Procedure 9018, and Del. Bankr. LR 5003-1(B), the Settlement Agreement shall be filed under seal; and it is further

ORDERED that the Settlement Agreement shall remain under seal and confidential and shall not be made available to anyone other than: (i) the Court; (ii) the Office of the United States Trustee; (iii) the Creditors' Committee and its counsel; (iv) the Futures Representative and its counsel; and (v) the Asbestos Committee and its counsel.