September 16, 2005



Via EDGAR and Facsimile (202-772-9368)

Mr. Craig Slivka
Division of Corporation Finance
U.S. Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Mail Stop: 0409

                              Corning Incorporated
                       Registration Statement on Form S-3
                               File No. 333-127065


Dear Mr. Slivka:

     On behalf of our client,  Corning  Incorporated (the "Company"),  set forth
below are the Company's  responses to the comments (the "Comments") of the staff
(the "Staff") of the  Securities  and Exchange  Commission  (the  "Commission"),
dated August 11, 2005,  concerning the Registration  Statement on Form S-3 (File
No. 333-127065), filed by the Company with the Commission on August 1, 2005. The
responses set forth below  indicate the changes that have been made in Amendment
No. 1 to the Registration  Statement filed today with the Commission in response
to the Comments and our conversations  with the Staff. The prospectus  forming a
part of any Registration  Statement that we file with the Commission is referred
to in this letter as the "Prospectus."

General
-------

Comment No. 1: Because you are attempting to register the resale of common stock
that is not yet  outstanding,  it does  not  appear  that  you are  eligible  to
register this  transaction  on a Form S-3.  Please refer to General  Instruction
I.B.3 to Form S-3 and Phone Interp. A.51.

Response:  The Company notes the Staff's comment,  and as per our  conversations
with the Staff,  the Company has revised the  disclosure  in the  Prospectus  to
clarify  that  the  offering  is a  primary  offering.  Therefore,  the  Company
respectfully  advises the Staff that Form S-3 is  available to register the sale
of the  Company's  stock that is not yet  outstanding,  as the Company meets the
registrant and transaction eligibility requirements.





Selling Shareholder, page 18
----------------------------

Comment No. 2: On your amended form, please provide a selling  shareholder table
disclosing all of the  information  required by Item 507 of Regulation  S-K. For
instance,  disclose the amount of securities  offered and the  percentage of the
class to be owned after completion of the offering.

Response:  The Company notes the Staff's  comment and  respectfully  advises the
Staff that the  disclosure in the Prospectus has been revised to remove the term
"selling shareholder" and the title of the "Selling Shareholder" section.

                                      * * *

     Finally,  in  response  to comments  raised in our  conversations  with the
Staff,  the Company has revised the fee table set forth on the cover page of the
Registration  Statement  and Exhibit 5.1 opinion to indicate  that the preferred
share  purchase  rights  attached to the common  stock as part of the  Company's
Rights Plan are covered by the Registration Statement.

     If you have any questions with regard to these responses, or if you require
additional information, please feel free to contact me at (212) 848-7325.

                                              Sincerely,

                                              /S/ Stephen T. Giove
                                              ------------------------
                                              Stephen T. Giove


cc:  William Eggers, Corning Incorporated
     LaFleur Browne, Corning Incorporated