November 13, 1996


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 33-40136 and 33-64217 on Form S-3 and 33-
22581, as amended, 33-22930, 33-36303, 33-52573, 33-52715, 33-63554 and 33-65383
on Form S-8 its Form  10-Q for the  quarter  ended  September  30,  1996,  which
includes our report dated  October 21, 1996,  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 LLP

ARTHUR ANDERSEN LLP