Exhibit (15)










August 12, 1994


USG Corporation
125 South Franklin Street
Chicago, Illinois  60606



Gentlemen:

We are aware that USG Corporation has incorporated by reference
into previously filed Registration Statement Numbers 33-22581,
33-22930, 33-36303, 33-40136 and 33-63554 its Form 10-Q for the
quarter ended June 30, 1994, which includes our report dated July
25, 1994, covering the unaudited condensed financial information
contained therein.  Pursuant to Regulation C of the Securities Act
of 1933, these reports are not considered a part of the
registration statement prepared or certified by our firm or reports
prepared or certified by our firm within the meaning of Sections 7
and 11 of the Act.


Very truly yours,


/s/ Arthur Andersen & Co.

ARTHUR ANDERSEN & CO.