Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD.
2. Date of Event Requiring Statement (Month/Day/Year)
10/31/2006
3. Issuer Name and Ticker or Trading Symbol
Owens Corning [OC]
(Last)
(First)
(Middle)
C/O INTERNATIONAL FUND SERVICES, THIRD FL BISHOP SQUARE REDMONDS HILL
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

DUBLIN IRELAND, L2 00000
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
$.01 Par Value Common 7,604,890 (1)
D
 
$.01 Par Value Common 7,604,890 (2)
I
By Harbinger Capital Partners Master Fund I, Ltd.
$.01 Par Value Common 100 (3)
I
By Harbinger Capital Partners Special Situations Fund, L.P.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
A11 Warrants 10/31/2006 10/31/2013 $.01 Par Value Common 7,963,168 (1) $ 43 D  
A11 Warrants 10/31/2006 10/31/2013 $.01 Par Value Common 7,963,168 (2) $ 43 I By Harbinger Capital Partners Master Fund I, Ltd.
A11 Warrants 10/31/2006 10/31/2013 $.01 Par Value Common 1,588,166 (3) $ 43 I By Harbinger Capital Partners Special Situations Fund, L.P.
A12 Warrants 10/31/2006 10/31/2013 $.01 Par Value Common 637,264 (1) $ 45.25 D  
A12 Warrants 10/31/2006 10/31/2013 $.01 Par Value Common 637,264 (2) $ 45.25 I By Harbinger Capital Partners Master Fund I, Ltd.
A12 Warrants 10/31/2006 10/31/2013 $.01 Par Value Common 89,358 (3) $ 45.25 I By Harbinger Capital Partners Special Situations Fund, L.P.

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD.
C/O INTERNATIONAL FUND SERVICES
THIRD FL BISHOP SQUARE REDMONDS HILL
DUBLIN IRELAND, L2 00000
    X    
HARBINGER CAPITAL PARTNERS OFFSHORE MANAGER, L.L.C.
ONE RIVERCHASE PARKWAY SOUTH
BIRMINGHAM, AL 35244
    X    
HMC INVESTORS, L.L.C.
ONE RIVERCHASE PARKWAY SOUTH
BIRMINGHAM, AL 35244
    X    
HARBERT MANAGEMENT CORP
ONE RIVERCHASE PARKWAY SOUTH
BIRMINGHAM, AL 35244
    X    
FALCONE PHILIP
555 MADISON AVE
16TH FLOOR
NEW YORK, NY 10022
    X    
HARBERT RAYMOND J
ONE RIVERCHASE PARKWAY SOUTH
BIRMINGHAM, AL 35244
    X    
LUCE MICHAEL D
ONE RIVERCHASE PARKWAY SOUTH
BIRMINGHAM, AL 35244
    X    

Signatures

Harbinger Capital Partners Master Fund I, Ltd., By: Harbinger Capital Partners Offshore Manager, L.L.C., By: HMC Investors, L.L.C., Managing Member, By: /s/Joel B. Piassick 11/03/2006
**Signature of Reporting Person Date

Harbinger Capital Partners Offshore Manager, L.L.C., By: HMC Investors, L.L.C., Managing Member, By: /s/Joel Piassick 11/03/2006
**Signature of Reporting Person Date

HMC Investors, L.L.C., By: /s/Joel Piassick 11/03/2006
**Signature of Reporting Person Date

Harbert Management Corporation, By: /s/Joel Piassick 11/03/2006
**Signature of Reporting Person Date

/s/ Philip Falcone 11/03/2006
**Signature of Reporting Person Date

/s/ Raymond J. Harbert 11/03/2006
**Signature of Reporting Person Date

/s/ Michael D. Luce 11/03/2006
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) These securities are owned by Harbinger Capital Partners Master Fund I, Ltd. (the "Master Fund"), which is a Reporting Person.
(2) These securities may be deemed to be beneficially owned by Harbinger Capital Partners Offshore Manager, L.L.C. ("Harbinger Management"), the investment manager of the Master Fund, HMC Investors, L.L.C., its managing member ("HMC Investors"), Harbert Management Corporation, the managing member of HMC Investors, Philip Falcone, a member of Harbinger Management and the portfolio manager of the Master Fund, Raymond J. Harbert, a member of Harbert Management Corporation, and Michael D. Luce, a member of Harbert Management Corporation. Each such Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
(3) These securities are owned by Harbinger Capital Partners Special Situations Fund, L.P. (the "Special Situations Fund"). These securities may be deemed to be beneficially owned by HMC, Philip Falcone, Raymond J. Harbert and Michael Luce. HMC wholly owns the managing member of the Special Situations Fund's general partner. Philip Falcone is the portfolio manager of the Special Situations Fund and is a shareholder of HMC. Raymond J. Harbert and Michael D. Luce are shareholders of HMC. Each such Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

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