





                            PPG INDUSTRIES, INC.



                         DEFERRED COMPENSATION PLAN
























                                               Effective:  January 1, 1996     
<PAGE>

                                Table of Contents


     Section    I                                   Definitions

     Section   II                                   Deferrals

     Section  III                                   Investment Options

     Section   IV                                   Savings Plan Restoration  
                                                    Contributions

     Section    V                                   Withdrawal Provisions

     Section   VI                                   Specific Provisions 
                                                    Related to Benefits

     Section  VII                                   Administration and 
                                                    Claims

     Section VIII                                   Amendment and Termination

     Section   IX                                   Miscellaneous

     Section    X                                   Change in Control




                               - Page 1.1 -
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                            SECTION I - DEFINITIONS

1.01  Account means all deferred Award amounts, all deferred Salary 
      amounts and all Restoration Contributions and earnings on each in 
      a Participant's account at any particular time.

1.02  Administrator means an officer or officers of the Company 
      appointed by the Committee, and any person(s) designated by such 
      Administrator to assist in the administration of the Plan.

1.03  Affiliate means any business entity, other than a Subsidiary 
      Corporation, in which PPG has an equity interest.

1.04  Award means  a grant to a Participant under either the IC Plan or 
      MAP which such person may elect to defer.  Awards to Participants 
      may be made in the form of cash ("cash component"), shares of PPG 
      stock ("stock component"), or a combination of both.

1.05  Beneficiary means the person or persons designated by a 
      Participant to receive benefits hereunder following the 
      Participant's death, in accordance with Section 6.02.  For 
      purposes of this Section 1.05, "person or persons" is limited to 
      an individual, a Trustee or a Participant's estate.

1.06  Board means the Board of Directors of PPG Industries, Inc.

1.07  Code means the Internal Revenue Code of 1986, and amendments 
      thereto.

1.08  Committee means the Officers-Directors Compensation Committee (or 
      any successor) of the Board.

1.09  Company or PPG means PPG Industries, Inc.

1.10  Conversion Formula means dividing an amount by the average of the 
      closing sale prices for PPG Stock reported on the New York Stock 
      Exchange-Composite Tape for the first five days during which the 
      New York Stock Exchange is open during the Plan Year immediately 
      following the last day of the Plan Year to which the Award 
      relates.

1.11  Corporation means PPG and any Subsidiary Corporation and any 
      Affiliate designated by the Administrator as eligible to 
      participate in the Plan, and which, by proper authorization of the 
      Board of Directors or other governing body of such Subsidiary 
      Corporation or Affiliate, elects to participate in the Plan.

                                 - Page 1.2 -
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1.12  Disability means any long-term disability.  The Administrator, in 
      his complete and sole discretion, shall determine a Participant's 
      Disability; provided, however, that a Participant who is approved 
      to receive Long-Term Disability benefits pursuant to the PPG 
      Industries, Inc. Long-Term Disability Plan shall be considered to 
      have a Disability.  The Administrator may require that a 
      Participant submit to an examination from time to time, but no 
      more often than annually, at the expense of the Company, by a 
      competent physician or medical clinic, selected by the 
      Administrator, to confirm Disability.  On the basis of such 
      medical evidence, the determination of the Administrator as to 
      whether or not a condition of Disability exists or continues shall 
      be conclusive.

1.13  Earnings Growth Plan means the PPG Industries, Inc. 1984 Earnings 
      Growth Plan.

1.14  Employee means any full-time or permanent part-time salaried 
      employee (including any officer) of the Corporation.

1.15  ERISA means the Employee Retirement Income Security Act of 1974, 
      as amended.

1.16  Financial Hardship means an unexpected need for cash arising from 
      an illness, casualty loss, sudden financial reversal, or other 
      such unforeseeable occurrence, as determined by the Administrator, 
      in his complete and sole discretion.

1.17  Former Participant means a Participant who becomes ineligible to 
      receive an Award but who continues to have an Account hereunder.

1.18  IC Plan means the PPG Industries, Inc. Incentive Compensation and 
      Deferred Income Plan for Key Employees.

1.19  Insider means a Participant who at any time within the prior six 
      (6) months was a person subject to Section 16 of the Securities 
      Act of 1934.

1.20  Interest Account means a record-keeping account maintained for a 
      Participant who elects to defer all or part of an Award/Salary 
      and/or maintain all or part of a deferred Award/Salary in the form 
      of cash.

                                 - Page 1.3 -
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1.21  Interest Rate means the rate of interest to be credited during a 
      Plan Year, as established prior to the beginning of the Plan Year.  
      Such rate shall be either the Declared Rate or the Minimum Rate, 
      as provided in the Plan.

           Declared Rate - means the greatest of:

           (a)  the 90-day Treasury Bill yield plus 2.0 percentage 
                points (Established: for Plan Year 1996 - as of 
                September 15, 1995 and for Plan Years after 1996 - as 
                of October 15 of the Plan Year prior to the Plan Year 
                in which the rate is to be effective); or

           (b)  the average of the month's end 10-year Treasury Note 
                yield over the previous 36 month period (as of the last 
                business day of September of the Plan Year prior to the 
                Plan Year in which the average rate is to be 
                effective); or

           (c)  The Minimum Rate.
	
           Minimum Rate - means the average of the daily closing yields 
           during October for the 10-year Treasury Note.

         The Declared Rate and the Minimum Rate will be announced to 
         Participants prior to the beginning of the Plan Year to which such 
         rates apply.

1.22  MAP means the PPG Industries, Inc. Management Award and Deferred 
      Income Plan.

1.23  Participant means an Employee approved to participate in either 
      the IC Plan or MAP.  As used herein, "Participants" may be used 
      collectively to include Retired Participants, Terminated 
      Participants and Former Participants.

1.24  Plan or DCP means the PPG Industries, Inc. Deferred Compensation 
      Plan.

1.25  Plan Year means the calendar year.

1.26  PPG Stock means Common Stock of the Company.  Shares of PPG Stock 
      issued under the Plan may be either authorized but unissued shares 
      or issued shares acquired by the Company and held in its treasury.

1.27  PPG Stock Account means a record-keeping account maintained for a 
      Participant who elects to defer all or part of an Award/Salary 
      and/or to maintain all or part of a deferred Award/Salary in the 
      form of Stock Account Shares.

                                - Page 1.4 -
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1.28  Restoration Contributions means contributions to a Participant's 
      Savings Plan Restoration Account in accordance with Section IV.

1.29  Retired Participant means a Participant who elects to maintain an 
      Account in the Plan after his/her Retirement Date.

1.30  Retirement Date means the first day of the month following a 
      Participant's termination of employment, provided such Participant 
      is eligible to receive a benefit from a retirement plan sponsored 
      by the Corporation on such date.

1.31  Salary means a Participant's monthly base salary from the 
      Corporation (excluding bonuses, commissions and other non-regular 
      forms of compensation) and including payments from the PPG 
      Industries Salary Continuance Plan, before reductions for 
      deferrals under the Plan or under any other Plan sponsored by the 
      Corporation.  In the case of Salary Continuance, Salary deferral 
      elections shall be applied to the actual amount of Salary 
      Continuance being paid.

1.32  Savings Plan means the PPG Industries Employee Savings Plan.

1.33  Savings Plan Election means the sum of the percentage the 
      Participant is contributing to the Savings Plan as Savings and as 
      Elective Deferrals not to exceed the percentage eligible for the 
      Company match in the Savings Plan.

1.34  Savings Plan Interest Account means a record-keeping account 
      maintained for a Participant who is eligible to receive 
      Restoration Contributions.  The Interest Rate credited in the 
      Savings Plan Interest Account shall be the same as that credited 
      to the Interest Account.

1.35  Savings Plan Matching Percentage means the percentage of the 
      Company's Matching Contributions for a Plan Year in the Savings 
      Plan.

1.36  Savings Plan PPG Stock Account means a record-keeping account 
      maintained for a Participant who is eligible to receive Savings 
      Plan Restoration Contributions in accordance with Section IV, in 
      the form of Stock Account Shares.

1.37  Savings Plan Restoration Account means all Restoration 
      Contributions and earnings thereon in a Participant's Account at 
      any particular time.

1.38  Stock Account Share means a record-keeping unit which is 
      equivalent to one share of PPG Stock.

1.39  Subsidiary means any corporation of which fifty percent (50%) or 
      more of the outstanding voting stock or voting power is owned, 
      directly or indirectly, by the Company and any partnership or 
      other entity in which the Company has a fifty percent (50%) or 
      more ownership interest.

                                - Page 1.5 -
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1.40  Terminated Participant means a Participant who maintains an 
      Account in the Plan following his/her termination of employment 
      from the Corporation.

1.41  Unscheduled Withdrawal means a distribution of all or a portion of 
      a Participant's Interest Account and/or PPG Stock Account 
      requested by a Participant, or a Beneficiary, if the Participant 
      is deceased, in accordance with Section 5.07.

                                - Page 1.6 -
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                            SECTION II - DEFERRALS

2.01  Deferral of Award

      (a)  In accordance with the provisions of either the IC Plan or 
           MAP, which-ever is applicable, the value of that portion of 
           the cash component of a deferred Award which the Participant 
           has designated to the Interest Account shall be credited to 
           the Interest Account on the day such deferral would 
           otherwise have been paid to the Participant.

      (b)  In accordance with the provisions of either the IC Plan or 
           MAP, whichever is applicable, the value of:

           (1)  that portion of the cash component of a deferred Award 
                which the Participant has designated to the PPG Stock 
                Account; and/or

           (2)  the value of the stock component of a deferred Award

           shall be credited to the PPG Stock Account in the 
           Participant's Account on the day such deferral would 
           otherwise have been paid to the Participant.

      (c)  Subject to paragraph (e) below, all crediting elections 
           pursuant to this Section 2.01 are subject to the transfer 
           provisions of Section 3.04

      (d)  Amounts credited to the PPG Stock Account shall be credited 
           in the form of whole and fractional Stock Account Shares 
           determined according to the Conversion Formula.

      (e)  Any amount designated by the Participant for in-service 
           withdrawal in accordance with either the IC Plan or MAP must 
           be credited to the Interest Account and is not subject to 
           the transfer provisions of Section 3.04.

2.02  Deferral of Salary

      (a)  Prior to the beginning of each quarter, a Participant may 
           elect to defer a percentage, in whole percentages only, of 
           his/her Salary as follows:

                          Minimum Deferral        Maximum Deferral

                                 1%                      50%

                                 - Page 2.1 -
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      (b)  Elections made pursuant to this Section 2.02 shall remain in 
           effect until the earlier of:

           (1)  The first day of the quarter following the quarter the 
                Participant rescinds or modifies the election; or

           (2)  The first day of the Plan Year following the Plan Year 
                in which the Participant becomes a Former Participant.

      (c)  Any election filed by a Participant pursuant to this Section 
           2.02 must be received by the Administrator on or before the 
           last business day of the quarter prior to the quarter in 
           which such election is to become effective.  Deferred Salary 
           shall be credited to the Participant's Account on the first 
           day of the month following the month in which the deferral 
           is made.

      (d)  A Participant is ineligible to defer or continue to have 
           deferred any Salary percentage during a quarter in which the 
           Participant's salary is subject to a garnishment, tax lien, 
           child support or any similar attachment to Salary.  

      (e)  A Participant who becomes ineligible for Salary deferral, in 
           accordance with Paragraph (d) above, may thereafter resume 
           Salary deferral upon the discontinuance of the attachment to 
           the Salary and in accordance with the Salary election 
           provisions of this Section 2.02.

      2.02.01  Salary Deferral Crediting Elections

           (a)  At the time an election is made to defer Salary, the 
                Participant must also designate in whole percentages 
                whether such amount is to be credited to the Interest 
                Account, the PPG Stock Account, or a combination of 
                both.

           (b)  A Salary deferral crediting election shall remain in 
                effect through an entire quarter.  A Salary deferral 
                crediting election may be changed by a Participant for 
                a subsequent quarter by notification to the 
                Administrator on or before the last business day of 
                the quarter, to be effective on the first day of the 
                next quarter.

           (c)  All crediting elections pursuant to this Section 
                2.02.01 are subject to the transfer provisions of 
                Section 3.04.

           (d)  The number of Stock Account Shares credited to the PPG 
                Stock Account shall be determined by the closing price 
                for PPG Stock on the last business day of the month in 
                which the deferral is made.

                                - Page 2.2 -
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                      SECTION III - DEFERRAL ACCOUNT OPTIONS

3.01  Interest Account

      Except as otherwise provided in Sections 5.03 and 6.06, amounts 
      deferred to the Interest Account shall accrue interest equivalents 
      at the Declared Rate.

3.02  PPG Stock Account

      (a)  Amounts credited to the PPG Stock Account shall be credited 
           in the form of Stock Account Shares.

      (b)  Participants shall not receive cash dividends or have voting 
           or other shareholders' rights as to Stock Account Shares; 
           however, Stock Account Shares shall accrue whole and 
           fractional dividend equivalents, in the form of additional 
           Stock Account Shares, on the basis of the closing sale price 
           for PPG Stock, reported on the Composite Tape for the day on 
           which a dividend is paid, based on the number of whole Stock 
           Account Shares in the PPG Stock Account on the record date.

3.03  Transfers from IC Plan, MAP and/or the Earnings Growth Plan

      (a)  Any amount previously deferred under either the IC Plan or 
           MAP, which has not been withdrawn prior to January 1, 1996, 
           shall be transferred to the Participant's Account in this 
           Plan effective January 1, 1996.  Amounts credited to the 
           interest account under the prior plan(s) shall be 
           transferred to the Interest Account and amounts credited to 
           the PPG stock account under the prior plan(s) shall be 
           transferred to the PPG Stock Account.

      (b)  (1)  Subject to subparagraph (2) below, any amount which a 
                Participant currently has in his/her account in the 
                Earnings Growth Plan shall be transferred to the 
                Participant's Account in this Plan effective January 1, 
                1996.  Amounts credited to the interest account in the 
                Earnings Growth Plan shall be transferred to the 
                Interest Account, and amounts credited as earnings 
                growth shares in the Earnings Growth Plan shall be 
                transferred to the PPG Stock Account.

      (2)  Subparagraph (1) above shall not apply in the case of a 
           Participant who has filed a withdrawal election with 
           respect to his/her earnings growth account under the 
           Earnings Growth Plan.  Such account shall remain in the 
           Earnings Growth Plan and subject to the provisions 
           thereof.

                                 - Page 3.1 -
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3.04  Transfers

      (a)  A Participant (excluding Insiders) who has a balance in 
           his/her Account, may elect to transfer some or all of 
           his/her Account balance between the PPG Stock Account and 
           the Interest Account.  Transfers shall be subject to the 
           following provisions:

           (1)  Participants must file a transfer request with the 
                Administrator on or before the last business day of a 
                quarter, to be effective on the first day of the next 
                quarter.

           (2)  The number and value of Stock Account Shares shall be 
                determined by the closing price for PPG Stock on the 
                last business day of the quarter in which the election 
                is received by the Administrator.

      (b)  Insiders are prohibited from making interaccount transfers.

                                - Page 3.2 -  
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             SECTION IV - SAVINGS PLAN RESTORATION CONTRIBUTIONS

4.01  Restoration Contributions

      Participants who are currently contributing to the Savings Plan 
      may be eligible to receive Restoration Contributions as follows:

      (a)  For Participants whose Salary exceeds the amount specified 
           in Section 401(a)(17) of the Code, Restoration Contributions
           shall equal the sum of (1) and (2) below:

           (1)  Lesser of:

                Excess Salary times Savings Plan Election times 
                Savings Plan Matching Percentage; or 

                Amount of monthly deferred Salary.

           (2)  If the difference between the Participant's Salary 
                deferral and Excess Salary ("Difference") is greater 
                than zero:

                Difference times Savings Plan Election times Savings 
                Plan Matching Percentage.

      (b)  For a Participant whose Salary equals or is less than the 
           amount specified in Section 401(a)(17) of the Code and such 
           Participant elects to defer Salary in accordance with 
           Section 2.02, Restoration Contributions shall equal the 
           amount of the deferred Salary times the Participant's 
           Savings Plan Election times the Savings Plan Matching 
           Percentage.

      (c)  For purposes of this Section 4.01 Excess Salary means Salary 
           minus the amount specified in Section 401(a)(17) of the Code 
           divided by 12.

4.02  Savings Plan Restoration Account

      (a)  Restoration Contributions shall be credited monthly and 
           shall be maintained in the Savings Plan Restoration Account.  
           The Savings Plan Restoration Account shall consist of a 
           Savings Plan Interest Account, and a Savings Plan PPG Stock 
           Account.

                               - Page 4.1 -
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      (b)  Restoration Contributions shall be credited to the Savings 
           Plan PPG Stock Account and shall be credited in the form of 
           Stock Account Shares, the number of which shall be 
           determined by using the closing price for PPG Stock on the 
           last business day of the month in which such Restoration 
           Contributions are made, and credited to the Participant's 
           Savings Plan Restoration Account on the first day of the 
           month following the month in which the Restoration 
           Contributions are made.

      (c)  Participants shall not receive cash dividends or have voting 
           or other shareholders' rights as to Stock Account Shares; 
           however, Stock Account Shares shall accrue whole and 
           fractional dividend equivalents, in the form of additional 
           Stock Account Shares, on the basis of the closing sale price 
           for PPG Stock, reported on the Composite Tape for the day on  
           which a dividend is paid, based on the number of whole Stock 
           Account Shares in the Savings Plan PPG Stock Account on the 
           record date.

4.03  Vesting

      Restoration Contributions shall be 100% vested at the time such 
      Restoration Contributions are credited to a Participant's Account.

4.04  Transfers

      Restoration Contributions may be transferred to the Savings Plan 
      Interest Account, in accordance with Section 3.04, beginning the 
      Plan Year in which a Participant reaches his/her 55th birthday.

4.05  Withdrawal Provisions
	
      (a)  The Savings Plan Restoration Account is not subject to 
           provisions of Sections 5.01, 5.06 or 5.07.

      (b)  At the time of a Participant's termination of employment, 
           including termination due to Retirement, Death and/or 
           Disability, any amount in the Savings Plan PPG Stock Account 
           shall be transferred to the PPG Stock Account and any amount 
           in the Savings Plan Interest Account shall be transferred to 
           the Interest Account and shall be subject to any election 
           filed by the Participant or the Beneficiary, in accordance 
           with the provisions of Section 5.02, 5.03, 5.04 or 5.05.


                                 - Page 4.2 -
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                      SECTION V - WITHDRAWAL PROVISIONS


5.01  Scheduled In-Service Withdrawals

      Except as otherwise provided in this Section V, payment of any 
      amount designated by a Participant for in-service withdrawal, in 
      accordance with provisions of either the IC Plan or MAP, whichever 
      is applicable, shall be made to the Participant in a lump sum as 
      of the first day of the quarter/year specified by the Participant.

5.02  Withdrawals at/after a Participant's Retirement Date

      (a)  A Participant may elect a payment schedule applicable to 
           his/her Account provided such election is filed with the 
           Administrator:

           (1)  Prior to the Participant's Retirement Date; and

           (2)  In the year prior to the year the first payment is to 
                be made and, in all cases, at least six months/ten 
                days prior to the time the first payment is to be 
                made.

      (b)  Participants may elect:

           (1)  One lump-sum payment; or

           (2)  Quarterly, semiannual or annual installments - to be 
                made over a period of years, up to a maximum period of 
                15 years; or

           (3)  A combination of (1) and (2).

      (c)  A Participant may delay the first payment for a period up to 
           ten years following his/her Retirement Date; provided, 
           however, that, in all cases, payments must begin no later 
           than the year in which the Participant's 75th birthday 
           occurs.

      (d)  The payment schedule elected by the Participant shall apply 
           to his/her entire Account.  Participants may designate the 
           first day of the quarter for the commencement of the payment 
           schedule on an annual, semiannual or quarterly basis.


                                 - Page 5.1 -
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           Each installment payment shall be calculated by dividing the 
           Participant's account balance by the remaining number of 
           installments -(e.g.:  Ten annual installments shall be paid:  
           1st installment = 1/10 of Account; 2nd installment = 1/9 of 
           Account; 3rd installment = 1/8 of Account, etc.).  If the 
           installment payment is to be in the form of PPG Stock, any 
           stock increment shall be rounded down to the nearest whole 
           stock share.  Any remaining stock increments shall remain in 
           the Account until subject to further payment.

      (e)  In the event a Participant fails to file a payment schedule 
           election with the Administrator prior to his/her Retirement 
           Date, his/her Account shall be paid in one lump sum in the 
           year following the year of such Retirement Date and shall be 
           paid during the first quarter of such year which is at least 
           six months/ten days following such Retirement Date.

      (f)  Payment schedules pursuant to this Section 5.02 shall 
           supersede any prior payment election(s) filed with the 
           Administrator; and shall become irrevocable on the 
           Participant's Retirement Date.

      (g)  Any payment to an Insider pursuant to this Section 5.02 
           shall be paid in cash.

5.03  Withdrawals following Termination

      (a)  Except as provided in paragraph (e) below, a Participant may 
           elect when to receive a lump-sum payment of his/her Account 
           balance following his/her termination date provided such 
           election is filed with the Administrator no later than 30 
           days after such termination date.

      (b)  Participants must specify the quarter/year that the lump-sum 
           payment is to be made; provided, however, that the 
           Participant must elect to receive the payment no later than 
           the last quarter of the year in which the fifth anniversary 
           of his/her termination date occurs.  Payment must occur no 
           earlier than the Plan Year after the Plan Year of the 
           Participant's termination and as of the first day of the 
           first quarter which is as least six (6) months and 10 days 
           following the Participant's termination.

      (c)  In the event a Participant fails to file a payment election 
           with the Administrator within the time provided in paragraph 
           (a) above, his/her Account shall be paid in one lump sum in 
           the year following the year of such termination date and 
           shall be paid during the first quarter in such year which is 
           at least six months/ten days following such termination 
           date.

                                 - Page 5.2 -
<PAGE>


      (d)  The rate of interest credited in the Interest Account 
           following a Participant's termination date shall be at the 
           Minimum Rate; provided, however, that the Committee shall 
           have the authority to approve continuation of the Declared 
           Rate, on a case-by-case basis.

      (e)  In the event the Administrator determines, in his sole 
           discretion, that a termination is "for cause," the 
           Participant shall have no election with respect to payment 
           of his/her Account.  Such Participant shall receive his/her 
           entire Account balance as of the first day of the first 
           quarter immediately following his/her termination date.

      (f)  Payment schedules pursuant to this Section 5.03 shall 
           supersede any prior payment election(s) filed with the 
           Administrator.

      (g)  Any payment to an Insider pursuant to this Section 5.03 
           shall be paid in cash.

5.04  Withdrawals in the event of Disability

      (a)  In the event a Participant becomes disabled, he/she may 
           elect a payment schedule applicable to his/her Account 
           provided such election is filed with the Administrator 
           within 30 days of the Administrator's determination that 
           such Participant has a Disability.

      (b)  Participants may elect:

           (1)  One lump-sum payment; or

           (2)  Quarterly, semiannual or annual installments - to be 
                made over a period of years, up to a maximum period of 
                15 years; or

           (3)  A combination of (1) and (2).

      (c)  A Participant may delay the first payment for a period of up 
           to ten years following the determination that he/she has a 
           Disability; provided, however, that, in all cases, payments 
           must begin no later than the year in which the Participant's 
           75th birthday occurs.  Payments must commence no earlier 
           than the Plan Year following the Plan Year in which the 
           Participant is determined to have a Disability and as of the 
           first day of the first quarter which is at least six (6) 
           months and 10 days following the Administrator's 
           determination that such Participant has a Disability.

                                  - Page 5.3 - 
<PAGE>

      (d)  The payment schedule elected by the Participant shall apply 
           to his/her entire Account. Participants may designate the 
           first day of a quarter for the commencement of the payment 
           schedule on an annual, semiannual or quarterly basis.

           Each installment payment shall be the applicable fraction of 
           the Participant's Account balance -(e.g.:  Ten annual 
           installments shall be paid:  1st installment = 1/10 of 
           Account;  2nd installment = 1/9 of Account;  3rd installment 
           = 1/8 of Account, etc.). .).  If the installment payment is 
           to be in the form of PPG Stock, any stock increment shall be 
           rounded down to the nearest whole stock share.  Any 
           remaining stock increments shall remain in the Account until 
           subject to further payment.

      (e)  In the event a Participant fails to file a payment schedule 
           election with the Administrator within the period specified 
           in paragraph (a) above, his/her Account shall be paid in one 
           lump sum in the year following the year he/she incurs a 
           Disability, and shall be paid during the first quarter in 
           such year which is at least six months/ten days following 
           such Disability date.

      (f)  Payment schedules pursuant to this Section 5.04 shall 
           supersede any prior payment election(s) filed with the 
           Administrator; and shall become irrevocable when filed in 
           accordance with paragraph (a).

      (g)  Any withdrawal by an Insider pursuant to this Section 5.04 
           shall be paid in cash.

5.05  Withdrawals following a Participant's death

      (a)  Death prior to a Participant's Election Date

           In the event of a Participant's death prior to his/her 
           Election Date, the Participant's entire Account shall be 
           paid to the Participant's Beneficiary as soon as possible 
           following the Participant's death.

      (b)  Death on or after a Participant's Election Date

           In the event of a Participant's death on or after his/her 
           Election Date, the Participant's Beneficiary may elect to 
           receive the remaining balance of the Participant's Account 
           paid as a lump sum, or in accordance with the payment 
           schedule filed by the Participant.

           Such election must be filed by the Beneficiary within 60-
           days following the Participant's death.  If no such election 
           is made, the balance in the Participant's Account shall be 
           paid in a lump sum.  Any lump sum payment made in accordance 

                                   - Page 5.4 -
<PAGE>
           with this paragraph shall be paid in the Plan Year after the 
           Plan Year of the Participant's death and as of the first day 
           of the first quarter which is at least six (6) months and 10 
           days following the Participant's death.

      (c)  For purposes of this Section 5.05 "Election Date" means the 
           date on which the Participant's election schedule becomes 
           irrevocable in accordance with paragraph (f) of Section 5.02 
           or paragraph (f) of Section 5.04.

5.06  Withdrawals upon finding of Financial Hardship 

      (a)  Upon a finding that the Participant, or Beneficiary if the 
           Participant is deceased, has suffered a Financial Hardship, 
           the Administrator may, in his sole discretion, permit the 
           acceleration of a withdrawal under the Plan in an amount 
           reasonably necessary to alleviate such Financial Hardship.

      (b)  If the Administrator permits a withdrawal due to Financial 
           Hardship, the Participant shall cease Salary deferrals, if 
           any, and may not make any deferrals under the Plan, in the 
           form of an Award or Salary, until one entire Plan Year has 
           elapsed following the Plan Year in which such withdrawal is 
           made.

      (c)  The Participant shall be required to exhaust all other 
           sources of funds, other than the Savings Plan, before the 
           Administrator will consider an accelerated withdrawal in 
           accordance with this Section 5.06.

      (d)  A withdrawal pursuant to this Section 5.06 shall nullify any 
           in-service withdrawal election filed in accordance with 
           Section 5.01.

      (e)  Notwithstanding any other provision of this Section 5.06, a 
           Participant who is an Insider or officer of PPG may withdraw 
           funds only from the Interest Account.

      (f)  Notwithstanding any other provision of this Section 5.06, 
           funds in the Savings Plan Restoration Account are not 
           subject to withdrawal due to Financial Hardship.

5.07  Unscheduled Withdrawals

      (a)  A Participant, or Beneficiary if the Participant is 
           deceased, may request an Unscheduled Withdrawal of all or a 
           portion of the Participant's Interest Account and/or PPG 
           Stock Account.  All such payments shall be made in a single 
           sum and shall be paid in cash.

                                 - Page 5.5 -
<PAGE>
           An Insider or officer of PPG may request an Unscheduled 
           Withdrawal only from available funds in the Interest 
           Account.  A Participant, or Beneficiary, may request not 
           more than one (1) Unscheduled Withdrawal in a Plan Year.

      (b)  An Unscheduled Withdrawal must be a minimum of 25% of the 
           Participant's Interest and PPG Stock Accounts.

      (c)  An election to withdraw 75% or more of the Participant's 
           Interest and Stock Accounts shall be deemed a request to 
           withdraw the entire Account balance in these two accounts.

      (d)  Prior to payment of any Unscheduled Withdrawal, a penalty of 
           10% of the Unscheduled Withdrawal amount shall be withheld 
           and forfeited (or 5% if such Unscheduled Withdrawal is made 
           during the Plan Year in which a Change in Control occurs, or 
           the Plan Year immediately following such Change in Control) 
           and the Participant shall cease Salary deferrals, if any, 
           effective on the date the withdrawal is paid and may not 
           make any deferrals under the Plan, in the form of an Award 
           or Salary, until one entire Plan Year has elapsed following 
           the Plan Year in which such Unscheduled Withdrawal is made.

      (e)  A withdrawal pursuant to this Section 5.07 shall nullify any 
           scheduled in-service withdrawal election filed in 
           accordance with Section 5.01.

5.08  Methods of Payment
	
      (a)  PPG Stock Account

           Except as provided in paragraph (a) of Section 5.07 and 
           except for Insiders, any payment from the PPG Stock Account 
           shall be paid in the form of PPG Stock.

           Notwithstanding any other provision of this Plan, any 
           payments to any Insider shall be paid in the form of cash.

           At the time of the final scheduled payment, if payments were 
           disbursed from the PPG Stock Account in shares of PPG Stock, 
           any remaining fractional shares of PPG Stock shall be 
           converted to and paid in cash.

      (b)  Interest Account

           Payments from the Interest Account shall be made in cash.

                                 - Page 5.6 -
<PAGE>
      (c)  All payments to Participants, or their Beneficiaries, shall 
           be made on the first business day of a calendar quarter.

5.09  Small Account Provision

      (a)  Each scheduled withdrawal must equal a minimum of $2,000. 

      (b)  If the remaining balance in a Participant's Account is less 
           than $2,000, the Administrator may, at his discretion, 
           distribute the remainder of the Account.


                                 - Page 5.7 -
<PAGE>
                    SECTION VI - SPECIFIC PROVISIONS
                          RELATED TO BENEFITS

6.01  Nonassignability

      (a)  Except as provided in paragraph (b) below and in Section 
           6.02, no person shall have any power to encumber, sell, 
           alienate, or otherwise dispose of his/her interest under the 
           Plan prior to actual payment to and receipt thereof by such 
           person; nor shall the Administrator recognize any assignment 
           in derogation of the foregoing.  No interest hereunder of 
           any person shall be subject to attachment, execution, 
           garnishment or any other legal, equitable, or other process.

      (b)  Paragraph (a) above shall not apply to the extent that a 
           Participant's interest under the Plan is alienated pursuant 
           to a "Qualified Domestic Relations Order" ("QDRO") as 
           defined in Section 414(p) of the Code.  

           (1)  The Administrator is authorized to adopt such 
                procedural and substantive rules and to take such 
                procedural and substantive actions as the 
                Administrator may deem necessary or advisable to 
                provide for the payment of amounts from the Plan to an 
                Alternate Payee as provided in a QDRO.  Such rules and 
                actions shall be consistent with the principal 
                purposes of the Plan.

           (2)  Under no circumstances may the Administrator accept an 
                order as a QDRO following a Participant's death.

           (3)  An Alternate Payee may not establish an account in the 
                Plan.  All amounts taken from a Participant's Account, 
                as provided in a QDRO, must be distributed as soon as 
                possible following the acceptance of an order as a 
                QDRO.
	
           (4)  In the sole discretion of the Administrator, a 
                Participant's scheduled withdrawal or otherwise 
                requested withdrawal may be delayed for a period, not 
                to exceed six months, if the Administrator has notice 
                that part or all of the Participant's Account may be 
                subject to alienation pursuant to a QDRO.


                                  - Page 6.1 -
<PAGE>


6.02  Beneficiary Designation

      (a)  The Participant shall have the right, at any time and from 
           time to time, to designate any person(s) as Beneficiary.  
           The designation of a Beneficiary shall be effective on the 
           date it is received by the Administrator, provided the 
           Participant is alive on such date.

      (b)  Each time a Participant submits a new Beneficiary 
           designation form to the Administrator, such designation 
           shall cancel all prior designations.

      (c)  In the case of a Participant who does not have a valid 
           Beneficiary designation on file at the time of his/her 
           death, or in the case the designated Beneficiary predeceases 
           the Participant, the entire balance in the Participant's 
           Account shall be paid as soon as possible to the 
           Participant's estate.

      (d)  Any Beneficiary designated by the Participant under the IC 
           Plan or MAP filed before January 1, 1996, shall remain in 
           effect for this Plan, until a new Beneficiary designation 
           form is filed in accordance with this Section 6.02, on or 
           after January 1, 1996.

6.03  Limited Right to Assets of the Corporation

      The Benefits paid under the Plan shall be paid from the general 
      funds of the Company, and the Participants and any Beneficiary 
      shall be no more than unsecured general creditors of the Company 
      with no special or prior right to any assets of the Company for 
      payment of any obligations hereunder.

6.04  Protective Provisions

      The Participant or Beneficiary shall cooperate with the 
      Administrator by furnishing any and all information requested by 
      the Administrator in order to facilitate the payment of benefits 
      hereunder.  If a Participant refuses to cooperate, he/she may be 
      deemed ineligible to receive a distribution and/or ineligible to 
      continue to actively participate in the Plan.

6.05  Withholding

      The Participant or Beneficiary shall make appropriate arrangements 
      with the Administrator for satisfaction of any federal, state or 
      local income tax withholding requirements and Social Security or 
      other employee tax requirements applicable to the payment of 
      benefits under the Plan.  If no other arrangements are made, the 
      Administrator may provide for such withholding and tax payments by 
      any means he deems appropriate, in his sole discretion.

                                 - Page 6.2 -
<PAGE>
6.06  Forfeiture Provision

      In the event the Company becomes aware that a Participant is 
      engaged or employed as a business owner, employee, or consultant 
      in any activity which is in competition with any line of business 
      of the Corporation, or has engaged in any activity otherwise 
      determined to be detrimental to the Company, the Administrative 
      Subcommittee may:

      (a)  Terminate such Participant's participation in the Plan, and 
           distribute the entire amount in the Participant's Account in 
           a lump sum;

      (b)  Recalculate all earnings in the Account as though all 
           investments had been invested in the Interest Account and 
           accruing interest at the Minimum Rate;

      (c)  Both (a) and (b) above; or

      (d)  Apply any other diminution or forfeiture of benefits, which 
           is specifically approved by the Administrative Subcommittee.

      For purposes of this Section 6.06, the Administrative Subcommittee 
      shall consist of the Senior Vice President, Human Resources and 
      Administration, the Director, Compensation and Benefits, and a 
      representative of the Law Department, as appointed by the General 
      Counsel of PPG.  The Administrative Subcommittee shall report all 
      of its activities to the Committee.

                                   - Page 6.3 -
<PAGE> 
                     SECTION VII - ADMINISTRATION & CLAIMS

7.01  Administration

      (a)  The Administrator shall administer the Plan and interpret, 
           construe and apply its provisions in accordance with its 
           terms.  The Administrator shall have the complete authority 
           to:

           (1)  Determine eligibility for benefits;

           (2)  Construe the terms of the Plan; and

           (3)  Control and manage the operation of the Plan.

      (b)  The Administrator shall have the authority to establish 
           rules for the administration and interpretation of the Plan 
           and the transaction of its business.  The determination of 
           the Administrator as to any disputed question shall be 
           conclusive.  All actions, decisions and interpretations of 
           the Administrator shall be performed in a uniform and 
           nondiscriminatory manner.

      (c)  The Administrator may employ counsel and other agents and 
           may procure such clerical, accounting and other services as 
           the Administrator may require in carrying out the provisions 
           of the Plan.

      (d)  The Administrator shall not receive any compensation from 
           the Plan for his services.

      (e)  The Corporation shall indemnify and save harmless the 
           Administrator against all expenses and liabilities arising 
           out of the Administrator's service as such, excepting only 
           expenses and liabilities arising from the Administrator's 
           own gross negligence or willful misconduct, as determined by 
           the Committee.

7.02  Claims

      (a)  Every person receiving or claiming benefits under the Plan 
           shall be conclusively presumed to be mentally and physically 
           competent and of age.  If the Administrator determines that 
           such person is mentally or physically incompetent or is a 
           minor, payment shall be made to the legally appointed 
           guardian, conservator, or other person who has been 
           appointed by a court of competent jurisdiction to care for 
           the estate of such person, provided that proper proof of 
           such appointment is furnished in a form and manner suitable 
           to the Administrator.  Any payment made under the provisions 

                                   - Page 7.1 -
<PAGE>
           of the paragraph (a) shall be a complete discharge of any 
           liability therefor under the Plan.  The Administrator shall 
           not be required to see to the proper application of any such 
           payment.

      (b)  Claims Procedure

           Claims for benefits by a Participant or Beneficiary shall be 
           filed, in writing, with the Administrator.  If the 
           Administrator denies the claim, in whole or in part, the 
           Administrator shall furnish a written notice to the claimant 
           setting forth a statement of the specific reasons for the 
           denial of the claim, references to the specific provisions 
           of the Plan on which the denial is based, a description of 
           any additional material or information necessary to perfect 
           the claim and an explanation of why such material or 
           information is necessary, and an explanation of the review 
           procedure.  Such notice shall be written in a way calculated 
           to be understandable by the claimant.

           The written notice from the Administrator shall be furnished 
           to the claimant within ninety (90) days following the date 
           on which the claim was filed, except that if special 
           circumstances require an extension of time, the 
           Administrator shall notify the claimant of this need within 
           such 90-day period.  Such notice shall inform the claimant 
           the nature of the circumstances necessitating the need for 
           additional time and the date by which the claimant will be 
           furnished with the decision regarding the claim.  Such 
           extension may provide for up to an additional 90 days.

      (c)  Review Procedure

           Within sixty (60) days of the date the Administrator denies 
           a claim, in whole or in part, the claimant, or his/her 
           authorized representative, may request that the decision be 
           reviewed.  Such request shall be in writing, shall be filed 
           with the Administrator, and shall contain the following 
           information:

      (1)  The date on which the denial was received by the 
           claimant;

      (2)  The date on which the claimant's request for review 
           was filed with the Administrator;

      (3)  The specific portions of the denial which the claimant 
           requests the Administrator to review;

      (4)  A statement setting forth the basis on which the 
           claimant believes that a review of the decision is 
           required;

                                   - Page 7.2 -
<PAGE>

      (5)  Any written material which the claimant desires the 
           Administrator to take into consideration in reviewing 
           the claim.

           The Administrator shall afford the claimant, or his/her 
           authorized representative, an opportunity to review 
           documents pertinent to the claim, and shall conduct a full 
           and fair review of the claim and its denial.  The 
           Administrator's decision on such review shall be furnished 
           to the claimant in writing, and shall be written in a manner 
           calculated to be understandable to the claimant.  Such 
           decision shall include a statement of the specific reason(s) 
           for the decision, including references to the specific 
           provision(s) of the Plan relied upon.

           The written notice from the Administrator shall be furnished 
           to the claimant within sixty (60) days following the date on 
           which the request for review was received by the 
           Administrator, except that if special circumstances require 
           an extension of time, the Administrator shall notify the 
           claimant of this need within such 60-day period.  Such 
           notice shall inform the claimant the nature of the 
           circumstances necessitating the need for additional time and 
           the date by which the claimant will be furnished with the 
           decision regarding the claim.  Such extension may provide 
           for up to an additional 60 days.

                                     - Page 7.3 -
<PAGE>


                    SECTION VIII - AMENDMENT AND TERMINATION

8.01  Amendment of the Plan

      Except as provided in Section X, the Committee may amend the Plan, 
      in whole or in part, at any time; however, except as provided in 
      Section X, no such amendment may decrease the amount of benefit 
      currently accrued in Participants' Accounts.

      Except as provided in Section X, the Administrator shall have the 
      authority to adopt amendments to the Plan, in whole or in part, at 
      any time, necessary for the implementation and/or administration 
      of the Plan, which will not result in a material change to the 
      Plan.  Moreover, except as provided in Section X, no such 
      amendment by the Administrator may decrease the amount of benefit 
      currently accrued in Participants' Accounts.

8.02  Termination of the Plan

      Except as provided in Section X, the Committee may terminate the 
      Plan at any time.   Upon a termination pursuant to this Section 
      8.02, the Committee has the sole discretion to determine 
      distribution schedules for any or all Accounts, notwithstanding a 
      Participant's previous distribution schedule.

8.03  Constructive Receipt

      In the event the Administrator determines that amounts deferred 
      under the Plan have been constructively received by Participants 
      and must be recognized as income for federal income tax purposes, 
      distributions shall be made to Participants, as determined by the 
      Administrator.  The determination of the Administrator under this 
      Section 8.03 shall be binding and conclusive.

                                  - Page 8.1 -
<PAGE> 

                            SECTION IX - MISCELLANEOUS

9.01  Successors of the Company

      The rights and obligations of the Company under the Plan shall 
      inure to the benefit of, and shall be binding upon, the successors 
      and assigns of the Company.

9.02  ERISA Plan

      The Plan is intended to be an unfunded plan maintained primarily 
      to provide deferred compensation benefits for "a select group of 
      management or highly compensated employees" within the meaning of 
      Sections 201, 301 and 401 of ERISA and therefore to be exempt from 
      Parts 2, 3 and 4 of Title I of ERISA.

9.03  Trust

      The Company shall be responsible for the payment of all benefits 
      under the Plan.  Except as otherwise required by Section X, the 
      Company, at its discretion, may establish one or more grantor 
      trusts for the purpose of providing for payment of benefits under 
      the Plan.  Such trust(s) may be irrevocable, but the assets 
      thereof shall be subject to the claims of the Company's creditors.  
      Benefits paid to the Participant from any such trust shall be 
      considered paid by the Company for purposes of meeting the 
      obligations of the Company under the Plan.

9.04  Employment Not Guaranteed

      Nothing contained in the Plan nor any action taken hereunder shall 
      be construed as a contract of employment or as giving any 
      Participant any right to continued employment with the 
      Corporation.

9.05  Gender, Singular and Plural

      All pronouns and variations thereof shall be deemed to refer to 
      the masculine, feminine, or neuter, as the identity of the 
      person(s) requires.  As the context may require, the singular may 
      be read as the plural and the plural as the singular.

9.06  Headings

      The headings of the Sections, subsections and paragraphs of the 
      Plan are for convenience only and shall not control or affect the 
      meaning or construction of any of its provisions.

                                  - Page 9.1 -
<PAGE>


9.07  Validity

      If any provision of the Plan is held invalid, void or 
      unenforceable, the same shall not affect, in any respect, the 
      validity of any other provision(s) of the Plan.

9.08  Waiver of Breach

      The waiver by the Company of any breach of any provision of the 
      Plan by a Participant or Beneficiary shall not operate or be 
      construed as a waiver of any subsequent breach.

9.09  Applicable Law

      The Plan is intended to conform and be governed by ERISA.  In any 
      case where ERISA does not apply, the Plan shall be governed and 
      construed in accordance with the laws of the Commonwealth of 
      Pennsylvania.

9.10  Notice

      Any notice required or permitted to be given to the Administrator 
      under the Plan shall be sufficient if in writing and either hand-
      delivered, or sent by first class mail to the principal office of 
      the Company at One PPG Place, Pittsburgh, PA 15272, directed to 
      the attention of the Administrator.  Such notice shall be deemed 
      given as of the date of delivery.


                                  - Page 9.2 -
<PAGE> 
                         SECTION X - CHANGE IN CONTROL

10.01  Payments to a Trustee

       Upon, or in reasonable anticipation of, a Change in Control, as defined 
       in Section 10.02 below, the Senior Vice President, Human Resources and 
       Administration and the Senior Vice President, Finance, or either of them 
       or their successor, shall cause an amount, as they deem appropriate, to 
       be paid to a trustee on such terms as they shall deem appropriate 
       (including such terms as are appropriate to cause such payment not to be 
       a taxable event to Participants, if possible, and to cause such Awards 
       to be distributable to Participants in accordance with elections filed 
       with the Administrator).  Such amount shall be paid in cash and shall be 
       sufficient, at a minimum, to equal to all deferred amounts credited to 
       the Interest Account, the Savings Plan Interest Account, the PPG Stock 
       Account and the Savings Plan PPG Stock Account.  Amounts in the PPG 
       Stock Account and the Savings Plan PPG Stock Account, shall be converted 
       to cash on the basis of the fair market value of PPG Stock on the date 
       of the occurrence of the Change in Control, or, if higher, within 30 
       days of such date.

10.02  Definition:  Change in Control

       A "Change in Control" shall mean:

       (a)  The acquisition by any individual, entity or group (within the 
            meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange 
            Act of 1934, as amended (the "Exchange Act")) (a "Person") of 
            beneficial ownership (within the meaning of Rule 13d-3 promulgated 
            under the Exchange Act) of 20% or more of either (i) the then 
            outstanding shares of common stock of the Company (the 
            "Outstanding Company Common Stock") or (ii) the combined voting 
            power of the then outstanding voting securities of the Company 
            entitled to vote generally in the election of directors (the 
            "Outstanding Company Voting Securities").

            For purposes of this subsection (a) the following acquisitions 
            shall not constitute a Change in Control:

            Any acquisition directly from the Company;

            Any acquisition by the Company;

            Any acquisition by any employee benefit plan (or related trust) 
            sponsored or maintained by the Company or any corporation 
            controlled by the Company; or

                                   - Page 10.1 -
<PAGE>
            Any acquisition by any corporation pursuant to a transaction which 
            complies with clauses (i), (ii) and (iii) of paragraph (c) of this 
            Section 10.02.

       (b)  Individuals who, as of September 20, 1995, constitute the Board 
            (the "Incumbent Board") cease for any reason to constitute at 
            least a majority of the Board; provided, however, that any 
            individual becoming a director subsequent to such date whose 
            election, or nomination for election by the Company's 
            shareholders, was approved by a vote of at least a majority of the 
            directors then comprising the Incumbent Board shall be considered 
            as though such individual were a member of the Incumbent Board, 
            but excluding, for this purpose, any such individual whose initial 
            assumption of office occurs as a result of an actual or threatened 
            election contest with respect to the election or removal of 
            directors or other actual or threatened solicitation of proxies or 
            consents by or on behalf of a Person other than the Board; or

       (c)  Approval by the shareholders of the Company of a reorganization, 
            merger or consolidation or sale or other disposition of all or 
            substantially all of the assets of the Company (a "Business 
            Combination"), in each case, unless, following such Business 
            Combination:

            (i)  All or substantially all of the individuals and entities who 
                 were the beneficial owners, respectively, of the Outstanding 
                 Company Common Stock and Outstanding Company Voting 
                 Securities immediately prior to such Business Combination 
                 beneficially own, directly or indirectly, more than 60% of, 
                 respectively, the then outstanding shares of common stock 
                 and the combined voting power of the then outstanding voting 
                 securities entitled to vote generally in the election of 
                 directors, as the case may be, of the corporation resulting 
                 from such Business Combination (including, without 
                 limitation, a corporation which as a result of such 
                 transaction owns the Company or all or substantially all of 
                 the Company's assets either directly or through one or more 
                 subsidiaries) in substantially the same proportions as their 
                 ownership, immediately prior to such Business Combination of 
                 the Outstanding Company Common Stock and Outstanding Company 
                 Voting Securities, as the case may be;


           (ii)  No Person (excluding any employee benefit plan (or related 
                 trust) of the Company or such corporation resulting from 
                 such Business Combination) beneficially owns, directly or 
                 indirectly, 20% or more of, respectively, the then 
                 outstanding shares of common stock of the corporation  
                 resulting from such Business Combination or the combined 


                                     - Page 10.2 -
<PAGE>   
                 voting power of the then outstanding voting securities of 
                 such corporation except to the extent that such ownership 
                 existed prior to the Business Combination; and

          (iii)  At least a majority of the members of the board of directors 
                 of the corporation resulting from such Business Combination 
                 were members of the Incumbent Board at the time of the 
                 execution of the initial agreement, or of the action of the 
                 Board, providing for such Business Combination; or

       (d)  Approval by the shareholders of the Company of a complete 
            liquidation or dissolution of the Company; or

       (e)  A majority of the Board otherwise determines that a Change in 
            Control shall have occurred.


                                  - Page 10.3 -
<PAGE>
