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CORNING INC /NY Director's Dealing 2008

Dec 18, 2008

29942_dirs_2008-12-18_a21e06fe-dfae-4f42-a524-d11504b2947a.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CORNING INC /NY (GLW)
CIK: 0000024741
Period of Report: 2008-12-16

Reporting Person: OCONNOR JAMES J (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2008-12-16 Common Stock A 71.65 $8.85 Acquired 128924.1194 Direct
2008-12-16 Common Stock - Jt. Tenant W/wife A 15.6 $8.85 Acquired 2777.8368 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2008-12-16 Phantom Stock $0 A 537.71 Acquired Common Stock (537.71) Direct

Footnotes

F1: Phantom stock units convert to the cash value of the company's common stock on a one-for-one basis.

F2: Units acquired pursuant to dividend reinvestment feature of Non-Employee Directors' Deferred Compensation Plan for which no additional price was paid.

F3: Distribution of phantom stock units in cash under the Non-Employee Directors' Deferred Compensation Plan is deferred until a specific date as elected by the participant or termination of service as a Director of Corning.

F4: Shares acquired on Company's December 16, 2008 dividend payment date under dividend reinvestment plan.