8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 24, 2010

USG Corporation
(Exact name of registrant as specified in its charter)

Delaware	1-8864	36-3329400
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

550 West Adams Street, Chicago, Illinois	60661-3676
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (312) 436-4000

(Former name or former address if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Section 5 – Corporate Governance and Management

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) Judith A. Sprieser has resigned as a director of the Registrant effective January 1, 2011. Ms. Sprieser’s intention to resign as a director at or sometime prior to the Registrant’s 2011 annual meeting of stockholders was reported by the Registrant in a Current Report on Form 8-K filed on July 15, 2010.

(c) On September 24, 2010, the Registrant’s Board of Directors elected James S. Metcalf President and Chief Executive Officer of the Registrant, effective January 1, 2011. William C. Foote, the Registrants’ current Chairman and Chief Executive Officer, will remain executive Chairman of the Board of the Registrant.

Mr. Metcalf, 52, has been President and Chief Operating Officer of the Registrant since January 1, 2006. Prior thereto, he was Executive Vice President of the Registrant and President, USG Building Systems, which includes United States Gypsum Company and USG Interiors, Inc. Mr. Metcalf joined the Registrant as a sales trainee in 1980. In addition to his experience in the Registrant’s sales organization, his executive management experience includes serving as President of the L&W Supply Corporation distribution business and roles in marketing and strategy. He is a director of the Registrant, Molex Incorporated and the National Association of manufacturers. Mr. Metcalf is also a policy advisory board member for the Joint Center for Housing Studies at Harvard University, a chair of the Business Advisory Committee for the Robert Crown Center in Hinsdale, Illinois and a trustee of the USG Foundation.

A copy of the Registrant’s press release announcing this management succession is attached to this report as Exhibit 99.1 and incorporated herein by reference.

Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1 Press release dated September 27, 2010

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	USG CORPORATION Registrant
Date: September 28, 2010	By:	/s/ Stanley L. Ferguson
	Stanley L. Ferguson, Executive Vice President and General Counsel

EXHIBIT INDEX

Exhibit No.	Exhibit
99.1	Press release dated September 27, 2010

EX-99.1

Exhibit 99.1

Media Inquiries: (312) 436-4356

Investor Relations: (312) 436-4110

USG CORPORATION NAMES JAMES S. METCALF CEO AND PRESIDENT
EFFECTIVE JANUARY 1, 2011; WILLIAM C. FOOTE CONTINUES AS CHAIRMAN

CHICAGO, September 27, 2010 — USG Corporation (NYSE: USG) announced today that effective January 1, 2011, James S. Metcalf, currently President and Chief Operating Officer, will become Chief Executive Officer and President, succeeding William C. Foote as CEO. Mr. Metcalf will assume full responsibility for USG’s strategic growth and development and for ensuring its continued operational excellence.

Mr. Foote will continue as executive Chairman of the USG Board of Directors. These changes continue the implementation of an ongoing executive succession plan developed and overseen by Mr. Foote and the USG Board of Directors over the past few years.

Mr. Metcalf joined USG as a sales trainee in 1980. In addition to his experience in the Company’s sales organization, he has served as President of the Company’s Building Systems unit, which includes United States Gypsum Company and USG Interiors, Inc., and President of its L&W Supply Corporation distribution business. His executive management experience also includes roles in marketing and strategy. Mr. Metcalf serves on the board of directors of USG Corporation, Molex, Inc., and the National Association of Manufacturers.  He is also a policy advisory board member for the Joint Center for Housing Studies at Harvard University, a chair of the Business Advisory Committee for the Robert Crown Center in Hinsdale, Ill., and a trustee of the USG Foundation.

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USG CORPORATION NAMES JAMES S. METCALF CEO & PRESIDENT/2

“Jim Metcalf has almost thirty years of experience with USG, and as President and COO for the past four years, has built a strong operational team,” Mr. Foote stated. “Jim has led the Company’s restructuring efforts to adjust our operations to meet the challenging conditions we face in the construction and building materials industries. Jim has excellent relationships with our customers and has played a key role in representing the Company with the investment community.”

“It has been a distinct privilege to lead this great Company over the past 15 years,” Mr. Foote continued. “Jim has prepared himself extremely well to become USG’s next chief executive and I look forward to working closely with him as he assumes this well-deserved role.”

Mr. Metcalf said, “I am deeply grateful to have the opportunity to lead USG’s exceptional team as CEO, and I greatly appreciate the Board’s confidence in me. While we certainly face challenging economic conditions, I am proud of the resilience of the Company and excited about our ability to return to a growth agenda as our markets recover. We are focused on four strategic priorities: strengthening our core businesses, expanding internationally, growing product adjacencies and accelerating innovation. We are making excellent progress in all four areas and are confident our strategy will deliver superior results for our customers, shareholders and other stakeholders.”

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USG CORPORATION NAMES JAMES S. METCALF CEO & PRESIDENT/3

USG Corporation is a manufacturer and distributor of high-performance building systems through its United States Gypsum Company, USG Interiors, Inc., L&W Supply Corporation and other subsidiaries. Headquartered in Chicago, USG’s worldwide operations serve the residential and non-residential construction markets, repair and remodel construction markets, and industrial processes. USG’s wall, ceiling, flooring and roofing products provide leading-edge building solutions for customers, while L&W Supply center locations efficiently stock and deliver building materials nationwide. For additional information, visit the USG Web site at www.usg.com.

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