Building Materials Corporation of America
                                 1361 Alps Road
                                 Wayne, NJ 07470
                                 (973) 628-3000

                                December 9, 2004

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

Ladies and Gentlemen:

                  Building Materials Corporation of America (the "Company") is
seeking to register $200,000,000 in aggregate principal amount of its 7.75%
Senior Notes due 2014 (the "Registered Notes") under the Securities Act of 1933,
as amended (the "Securities Act"), pursuant to a Registration Statement on Form
S-4 filed with the Securities and Exchange Commission (the "Commission") on
October 7, 2004 (the "Registration Statement"), in reliance upon the position of
the staff of the Commission (the "Staff") enunciated in EXXON CAPITAL HOLDINGS
CORPORATION (avail. May 13, 1988) and MORGAN STANLEY & CO. INCORPORATED (avail.
June 5, 1991). As described in the Registration Statement, the Registered Notes
will be offered (the "Exchange Offer") in exchange for the Company's 7.75%
Senior Notes due 2014 (the "Old Notes"). The Old Notes were issued by the
Company on July 21, 2004 and sold through Citigroup Global Markets, Deutsche
Bank Securities, and J.P. Morgan Securities to qualified institutional buyers
pursuant to Rule 144A under the Securities Act and to persons in offshore
transactions pursuant to Regulation S under the Securities Act.

                  In accordance with the Staff's position enunciated in MORGAN
STANLEY & CO. INCORPORATED, the Company represents that it has not entered into
any arrangement or understanding with any person to distribute the Registered
Notes to be received in the Exchange Offer and, to the best of the Company's
information and belief, each person participating in the Exchange Offer is
acquiring the Registered Notes in the ordinary course of its business and is not
engaging in and does not intend to engage in a distribution and has no
arrangement or understanding with any person to participate in a distribution of
the Registered Notes to be received in the Exchange Offer. In this regard, the
Company will make each person participating in the Exchange Offer aware (through
the Exchange Offer prospectus or otherwise) that any holder of Old Notes using
the Exchange Offer to participate in a distribution of the Registered Notes to
be acquired in the Exchange Offer (a) cannot rely on the Staff's position
enunciated in EXXON CAPITAL HOLDINGS CORPORATION, MORGAN STANLEY & CO.
INCORPORATED or similar letters and (b) must comply with the registration and
prospectus delivery requirements of the Securities Act in connection with a
secondary resale transaction. The Company acknowledges that such a secondary
resale transaction should be covered by an effective registration statement
containing the selling securityholder information required by Item 507 of
Regulation S-K.


                  Additionally, in accordance with the Staff's position
enunciated in SHEARMAN & STERLING (avail. July 2, 1993), the Company will (a)
make each person participating in the Exchange Offer aware (through the Exchange
Offer prospectus or otherwise) that any broker-dealer who holds Old Notes
acquired for its own account as a result of market-making activities or other
trading activities, and who receives Registered Notes in exchange for such Old
Notes pursuant to the Exchange Offer, may be a statutory underwriter and must
deliver a prospectus meeting the requirements of the Securities Act (which may
be the prospectus for the Exchange Offer so long as it contains a plan of
distribution with respect to such resale transactions) in connection with any
resales of such Registered Notes and (b) include in the letter of transmittal
accompanying the Exchange Offer prospectus the following additional provision:

         If the exchange offeree is a broker-dealer that will receive Registered
         Notes for its own account in exchange for Old Notes that were acquired
         as a result of market-making activities or other trading activities, it
         acknowledges that it will deliver a prospectus meeting the requirements
         of the Securities Act in connection with any resales of such Registered
         Notes.

                  The letter of transmittal will also include a statement to the
effect that, by so acknowledging and delivering a prospectus, a broker-dealer
will not be deemed to admit that it is an "underwriter" within the meaning of
the Securities Act.

                                    Very truly yours,

                                    BUILDING MATERIALS
                                    CORPORATION OF AMERICA


                                    By:    /S/ JOHN F. REBELE
                                        ----------------------------------------
                                    Name: John F. Rebele

                                   Title: Senior Vice President and
                                          Chief Financial Officer






                                       2