EXHIBIT 5.4


[SAUL EWING LLP LOGO]                                           lawyers@saul.com

                                                                    www.saul.com

                                                January 10, 2005
Ply Gem Industries, Inc.
185 Platt Clay Way
Kearney, MO 64060

            RE: $135,000,000 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 August 27, 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.
333-121645) 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, as supplemented by the First Supplemental
Indenture dated August 27, 2004 among Ply Gem Industries, Inc., the Guarantors
named therein and U.S. Bank National Association, as trustee (together, the
"Indenture"); and

            4.    the form of the $135,000,000 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 August 27, 2004; and



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January 10, 2005
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                  (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;



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                  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; and

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

            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.

                                                Very truly yours,

                                                /s/ Saul Ewing LP