Exhibit 5.4

[SAUL EWING LLP LETTERHEAD]



                                            June 22, 2004

Ply Gem Industries, Inc.
303 West Major Street
Kearney, MO 64060

        Re:     $225,000,000 9% Senior Subordinated Notes

Ladies and Gentlemen:

     We have acted as special counsel in the Commonwealth of Pennsylvania ( the
"State") to Thermal-Gard, Inc., a Pennsylvania corporation ("Thermal-Gard") in
connection with the following documents (collectively, the "Documents"):

       1.      the Registration Rights Agreement dated as of February 12, 2004
by and between the Issuers (as defined therein) and Initial Purchasers (the
"Registration Rights Agreement");

       2.      the Registration Statement on Form S-4 (Registration No.
333-114041) of, inter alia, Ply Gem Industries, Inc., a Delaware corporation

       3.      the Indenture dated as of February 12, 2004 by and between the
Issuers and U.S. Bank National Association, as trustee, including the Guarantee
(as defined below) contained therein (the "Indenture"); and

     4.      the form of the $225,000,000 aggregate principal amount of 9%
Senior Subordinated Notes due 2012 (the "Exchange Notes").

     We have also examined the following:


            (a)     Articles of Incorporation of Thermal-Gard;

            (b)     Bylaws of Thermal-Gard;

            (c)     Certified Resolution of the Board of Directors of
Thermal-Gard dated February 12, 2004; and


                          [SAUL EWING LLP LETTERHEAD]

Ply Gem Industries, Inc.
June 22, 2004
Page 2



            (d)     such other documents and matters as we have deemed necessary
and appropriate to render the opinions set forth in this letter, subject to the
assumptions, qualifications, limitations, exceptions and restrictions noted
below.

     Based solely upon the foregoing, and subject to the assumptions,
qualifications, limitations, exceptions and restrictions hereinafter set forth,
we are of the opinion that:


(i)     Thermal-Gard is duly organized and validly existing and subsisting under
        the laws of the Commonwealth of Pennsylvania.

(ii)    Thermal-Gard has all requisite power and authority to execute, deliver
        and perform its obligations under the Documents.  The Documents to which
        Thermal-Gard is a party have been duly authorized, executed and
        delivered by Thermal-Gard.

(iii)   Thermal-Gard has duly authorized the guarantee of the Exchange Notes
contained in the Indenture (collectively, the "Guarantee").

(iv)    The issuance of the Guarantee by Thermal-Gard and the execution,
        delivery and compliance by Thermal-Gard of the Documents and the
        performance of its obligations thereunder will not result in a violation
        of the Thermal-Gard's Articles of Incorporation (as amended), By-Laws
        (as amended), or the laws of the Commonwealth of Pennsylvania in effect
        (in each case) as of the date of this opinion.

                         QUALIFICATIONS AND LIMITATIONS

     The opinions set forth in this letter are subject to the following
assumptions, qualifications, limitations, exceptions and restrictions:

     (1)     We have made the following assumptions:

             a.      Each document submitted to us for review is accurate and
                     complete; each such document submitted to us as an original
                     is authentic; each such document submitted to us as a copy
                     conforms to the original document.

             b.      All signatures of the parties on any of the Documents are
                     genuine.

     (2)     The opinions set forth in this letter:

             a.      are limited to the law of the Commonwealth of Pennsylvania
                     and the Federal law of the United States of America, each
                     to the extent applicable.  We express no opinion as to the
                     laws of any other jurisdiction or the effect thereof;

Ply Gem Industries, Inc.
June 22, 2004
Page 3



               b.      are limited to those matters which are expressly set
                       forth in this letter, and no opinion may be inferred or
                       implied beyond the matters expressly set forth in this
                       letter;

               c.      must be read in conjunction with the assumptions,
                       qualifications, limitations, exceptions and restrictions
                       set forth in this letter; and

               d.      are rendered as of the date of this letter, and we assume
                       no obligation to update or supplement this opinion at any
                       time or for any reason, including, without limitation,
                       any changes in applicable law or changes of any facts or
                       circumstances of which we become aware.


     We consent to the use of this opinion as an exhibit to the Registration
Statement and to the use of our name under the heading "Legal Matters" contained
in the Prospectus included in the Registration Statement.  In giving this
consent, we do not admit that we come within the category of persons whose
consent is required by the Securities Act of 1933, as amended, or the rules and
regulations thereunder.

     This opinion may not be used or relied upon by any person other than the
addressee and its counsel, Paul Weiss, Rifkind, Wharton & Garrison, LLP.

                                            Very truly yours,

                                            /s/ Saul Ewing LLP