CORNING INC /NY — Director's Dealing 2011

Oct 4, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CORNING INC /NY (GLW)
CIK: 0000024741
Period of Report: 2011-10-01

Reporting Person: SCHNEIDER PAMELA C (Retired Exec. Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-10-01	Common Stock	F	17687	$11.88	Disposed	69449	Direct
2011-10-01	Common Stock	M	75790	—	Acquired	145239	Direct
2011-10-01	Common Stock	F	33933	$11.88	Disposed	111306	Direct
2011-10-01	Common Stock	M	12882	—	Acquired	124188	Direct
2011-10-01	Common Stock	F	5768	$11.88	Disposed	118420	Direct
2011-10-01	Common Stock	M	8794	—	Acquired	127214	Direct
2011-10-01	Common Stock	F	4065	$11.88	Disposed	123149	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-10-01	Performance Share Unit	$	M	75790	Disposed		Common Stock (75790)	Direct
2011-10-01	Restricted Stock Unit	$	M	12882	Disposed		Common Stock (12882)	Direct
2011-10-01	Restricted Stock Unit	$	M	8794	Disposed		Common Stock (8794)	Direct

Footnotes

F1: Each earned Performance Share Unit represents contingent right to receive one share of GLW common stock.

F2: Each restricted stock unit represents a contingent right to receive one share of Corning Incorporated Common Stock

F3: Performance Share units earned 2/3/10 per Board Compensation Committee decision of extent performance criteria were met for FY 2009 under 12/08 agreement. Earned units vested at 10/1/11 retirement pursuant to the 12/08 agreement.

F4: Vesting pursuant to December 2009 agreement.

F5: Price based on 10/3/11 market value as Transaction Date of 10/1/11 was a Saturday.

F6: Vesting pursuant to January 2011 agreement.