As  filed  with  the   Securities   and  Exchange   Commission   June  19,  2003
Registration No. 333-
================================================================================


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                             ----------------------
                                    Form S-8
                             REGISTRATION STATEMENT
                                      under
                           THE SECURITIES ACT OF 1933
                             -----------------------

     New York        Corning, New York         14831           16-0393470
(State or other    (Address of principal     (Zip Code)     (I.R.S. Employer
jurisdiction of    executive offices)                        Identification No.)
incorporation
or organization)

                   2003 EQUITY PLAN FOR NON-EMPLOYEE DIRECTORS
                            -------------------------

                                William D. Eggers
                    Senior Vice President and General Counsel
                              Corning Incorporated
                             Corning, New York 14831
                                 (607) 974-5656
            (Name, address and telephone number of agent for service)
                            ------------------------

                         CALCULATION OF REGISTRATION FEE

-------------------------------------------------------------------------------
                               Proposed Maximum    Proposed Maximum   Amount of
Title of         Amount Being    Offering Price    Aggregate       Registration
Securities       Registered      Per Share (2)     Offering Price       Fee
Being
Registered
-------------------------------------------------------------------------------

Common Stock
Par Value
$.50 per share.. 750,000 shares(1)  $7.64           $5,730,000         $464

-------------------------------------------------------------------------------

(1)  Plus such indeterminate number of shares of Common Stock as may be required
     in the event of an  adjustment  as a result of an increase in the number of
     issued shares of Common Stock  resulting from certain stock  dividends or a
     reclassification of the Common Stock.

(2)  Estimated  solely for the purpose of calculating  the  registration  fee in
     accordance with Rule 457(c) and 457(h)(i).  The proposed maximum  aggregate
     offering  price is based upon the average of the high and low prices of the
     common stock on the New York Stock Exchange as reported in the consolidated
     transaction reporting system on June 16, 2003.





                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference

     The following  documents filed with the Securities and Exchange  Commission
(the "Commission") (File No. 1-3247) are incorporated herein by reference:

1.   The Annual Report on Form 10-K for the fiscal year ended December 31, 2002,
     filed on February  20,  2003,  of Corning  Incorporated  ("Corning"  or the
     "Company").

2.   The  Quarterly  Report on Form 10-Q for the quarter  ended March 31,  2003,
     filed on May 1, 2003.

3.   All other reports  filed by the Company  pursuant to Section 13(a) or 15(d)
     of the Exchange Act since  December 31, 2002,  consisting  of the Company's
     Current  Reports on Form 8-K filed on January  23,  2003,  April 22,  2003,
     April 24, 2003, April 29, 2003 and May 13, 2003, respectively.

4.   The  Registration  Statement  on Form 8-A filed by the  Company on July 11,
     1996 which contains a description of the Company's Preferred Share Purchase
     Rights Plan.

     All documents filed by the Company  pursuant to Sections  13(a),  13(c), 14
and  15(d) of the  Securities  Exchange  Act of 1934  prior to the  filing  of a
post-effective  Amendment which indicates that all securities  offered have been
sold or which  deregisters all securities then remaining  unsold shall be deemed
to be incorporated by reference in this Registration  Statement and to be a part
hereof from the date of filing of such documents.

Item 4. Description of Securities

     Not Applicable

Item 5. Interests of Named Experts and Counsel

     The  legality of the shares of common  stock to be offered  hereby has been
passed upon by William D. Eggers,  Senior Vice President and General  Counsel of
the  Company.  Mr.  Eggers owns  substantially  less then 1% of the  outstanding
shares of Corning common stock. Mr. Eggers is not eligible to participate in the
2003 Equity Plan for Non-Employee Directors.

Item 6. Indemnification of Directors and Officers

     Under the New York Business  Corporation  Law ("NYBCL"),  a corporation may
indemnify its directors and officers  made, or threatened to be made, a party to
any action or  proceeding,  except for  stockholder  derivative  suits,  if such
director  or  officer  acted  in  good  faith,  for a  purpose  which  he or she
reasonably  believed to be in or, in the case of service to another  corporation
or enterprise,  not opposed to, the best interests of the  corporation,  and, in
criminal proceedings,  had no reasonable cause to believe his or her conduct was
unlawful.  In the case of stockholder  derivative  suits,  the  corporation  may
indemnify  a director  or officer if he or she acted in good faith for a purpose
which he or she  reasonably  believed  to be in or,  in the case of  service  to
another  corporation  or  enterprise,  not opposed to the best  interests of the
corporation,  except  that no  indemnification  may be made in  respect of (i) a
threatened  action,  or a pending action which is settled or otherwise  disposed
of, or (ii) any claim, issue or matter as to which such person has been adjudged
to be liable to the corporation, unless and only to the extent that the court in
which  the  action  was  brought,  or, if no action  was  brought,  any court of
competent  jurisdiction,  determines upon  application  that, in view of all the
circumstances  of the case,  the person is fairly  and  reasonably  entitled  to
indemnity  for such portion of the  settlement  amount and expenses as the court
deems proper.

     Any  person  who has been  successful  on the  merits or  otherwise  in the
defense  of a civil  or  criminal  action  or  proceeding  will be  entitled  to
indemnification. Except as provided in the preceding sentence, unless ordered by
a court pursuant to the NYBCL, any  indemnification  under the NYBCL pursuant to
the above  paragraph  may be made only if  authorized  in the specific  case and
after a finding  that the  director  or officer  met the  requisite  standard of
conduct by (i) the  disinterested  directors if a quorum is available,  (ii) the
board  upon the  written  opinion  of  independent  legal  counsel  or (iii) the
stockholders.


                                      II-1





     The  indemnification  described  above under the NYBCL is not  exclusive of
other  indemnification  rights to which a director or officer  may be  entitled,
whether  contained  in the  certificate  of  incorporation  or  by-laws  or when
authorized  by  (i)  such  certificate  of  incorporation  or  by-laws,  (ii)  a
resolution of stockholders, (iii) a resolution of directors or (iv) an agreement
providing for such indemnification, provided that no indemnification may be made
to or on  behalf  of any  director  or  officer  if a  judgment  or other  final
adjudication adverse to the director or officer establishes that his or her acts
were  committed  in bad  faith or were  the  result  of  active  and  deliberate
dishonesty and were material to the cause of action so  adjudicated,  or that he
or she personally  gained in fact a financial profit or other advantage to which
he or she was not legally entitled.

     The  foregoing  statement  is  qualified  in its  entirety by  reference to
Section 715, 717 and 721 through 725 of the NYBCL.

     Article VIII of the registrant's By-Laws provides that the registrant shall
indemnify each director and officer against all costs and expenses  actually and
reasonably incurred by him in connection with the defense of any claim,  action,
suit or proceeding  against him by reason of his being or having been a director
or officer of the  registrant to the full extent  permitted  by, and  consistent
with, the NYBCL.

     The  directors  and  officers of the  registrant  are covered by  insurance
policies  indemnifying  them  against  certain  liabilities,  including  certain
liabilities  under the  Securities  Act, which might be incurred by them in such
capacities.

Item 7. Exemption From Registration Claimed

         Not Applicable

Item 8. List of Exhibits

4.1  Restated  Certificate  of  Incorporation  of the Company  (incorporated  by
     reference to Exhibit 3(i) to the  Company's  Annual Report on Form 10-K for
     the year ended December 31, 2000).

4.2  Certificate  of Amendment to Restated  Certificate of  Incorporation  filed
     with the  Secretary  of State of the  State of New York on  August  5, 2002
     (incorporated  by reference to Exhibit 99.1 to the Company's Form 8-K filed
     on August 7, 2002).

4.3  Bylaws of the Company  (incorporated  by reference to Exhibit  3(ii) to the
     Company's Annual Report on Form 10-K for the year ended December 31, 2000).

4.4  Amendment  to  Article  III,  Section 9 of Bylaws of  Corning  Incorporated
     effective  as of February 5, 2003  (incorporated  by  reference  to Exhibit
     3(ii)2 of the  Company's  Annual  Report  on Form  10-K for the year  ended
     December 31, 2002).

4.5  Form of Common Stock Certificate of the Company  (incorporated by reference
     to Exhibit 4 of the Company's  Registration  Statement on Form S-4 filed on
     June 17, 1992 (Registration Statement No. 33-48488)).

5.1  Opinion of Counsel.

23.1 Consent of Counsel (included in Exhibit 5.1).

23.2 Consent of PricewaterhouseCoopers LLP.

24.1 Powers of Attorney.


                                      11-2



Item 9. Undertakings

(a) The undersigned registrant hereby undertakes:

     (1)  To file,  during any period in which offers or sales are being made, a
          post-effective amendment to this registration statement:

          (i)  To include any  prospectus  required  by Section  10(a)(3) of the
               Securities Act of 1933;

          (ii) To reflect in the  prospectus  any facts or events  arising after
               the  effective  date of the  registration  statement (or the most
               recent post-effective  amendment thereof) which,  individually or
               in  the  aggregate,   represents  a  fundamental  change  in  the
               information   set   forth   in   the   registration    statement.
               Notwithstanding the foregoing, any increase or decrease in volume
               of  securities  offered (if the total dollar value of  securities
               offered  would not  exceed  that  which was  registered)  and any
               deviation  from  the low or  high  end of the  estimated  maximum
               offering  range may be reflected in the form of prospectus  filed
               with the Commission pursuant to Rule 424(b) if, in the aggregate,
               the  changes  in volume  and price  represent  no more than a 20%
               change in the maximum  aggregate  offering price set forth in the
               "Calculation  of   Registration   Fee"  table  in  the  effective
               registration statement.

          (iii)To include any material  information  with respect to the plan of
               distribution   not  previously   disclosed  in  the  registration
               statement  or any  material  change  to such  information  in the
               registration statement;

     Provided, however, that paragraphs (a)(l)(i) and (a)(l)(ii) of this section
do not apply if the registration  statement is on Form S-3, Form S-8 or Form F-3
and the  information  required to be included in a  post-effective  amendment by
those paragraphs is contained in periodic reports filed with or furnished to the
Commission  by the  registrant  pursuant  to Section 13 or Section  15(d) of the
Securities  Exchange  Act of 1934  that are  incorporated  by  reference  in the
registration statement.

     (2)  That,  for  the  purpose  of  determining   any  liability  under  the
          Securities Act of 1933,  each such  post-effective  amendment shall be
          deemed to be a new registration  statement  relating to the securities
          offered  therein,  and the  offering of such  securities  at that time
          shall be deemed to be the initial bona fide offering thereof.

     (3)  To remove from registration by means of a post-effective amendment any
          of  the  securities  being  registered  which  remain  unsold  at  the
          termination of the offering.

(b)  The  undersigned   registrant  hereby  undertakes  that,  for  purposes  of
     determining  any liability under the Securities Act of 1933, each filing of
     the  registrant's  annual report pursuant to Section 13(a) or Section 15(d)
     of the Securities Exchange Act of 1934 (and, where applicable,  each filing
     of an employee  benefit  plan's annual report  pursuant to section 15(d) of
     the Securities  Exchange Act of 1934) that is  incorporated by reference in
     the  registration  statement  shall  be  deemed  to be a  new  registration
     statement relating to the securities  offered therein,  and the offering of
     such  securities  at that time shall be deemed to be the initial  bona fide
     offering thereof.

(c)  The  undersigned  registrant  hereby  undertakes  to deliver or cause to be
     delivered with the prospectus to each person to whom the prospectus is sent
     or given, the latest annual report to security holders that is incorporated
     by reference in the  prospectus  and furnished  pursuant to and meeting the
     requirements of Rule 14a-3 or Rule 14c-3 under the Securities  Exchange Act
     of 1934; and, where interim financial  information required to be presented
     by  Article  3 of  Regulation  S-X is not set forth in the  prospectus,  to
     deliver,  or cause to be delivered to each person to whom the prospectus is
     sent  or  given,   the  latest   quarterly   report  that  is  specifically
     incorporated  by  reference  in the  prospectus  to  provide  such  interim
     financial information.

     (d) Insofar as indemnification for liabilities arising under the Securities
     Act of 1933 may be permitted to directors, officers and controlling persons
     of the registrant pursuant to the foregoing provisions,  or otherwise,  the
     registrant  has been  advised  that in the opinion of the  Commission  such
     indemnification is against public policy as


                                      II-3





     expressed in the Act and is, therefore,  unenforceable. In the event that a
     claim for indemnification  against such liabilities (other than the payment
     by the  registrant of expenses  incurred or paid by a director,  officer or
     controlling  person of the  registrant  in the  successful  defense  of any
     action,  suit or  proceeding)  is  asserted  by such  director,  officer or
     controlling person in connection with the securities being registered,  the
     registrant  will,  unless in the opinion of its counsel the matter has been
     settled  by  controlling  precedent,  submit  to  a  court  of  appropriate
     jurisdiction  the question  whether such  indemnification  by it is against
     public  policy as  expressed  in the Act and will be  governed by the final
     adjudication of such issue.


                                      II-4





                                   SIGNATURES

Pursuant to the  requirements  of the Securities  Act of 1933,  the  registrant,
Corning Incorporated,  a New York corporation,  certifies that it has reasonable
grounds to believe it meets all the  requirements for filing on Form S-8 and has
duly  caused  this  Registration  Statement  to be signed  on its  behalf by the
undersigned,  thereunto duly  authorized,  in the City of Corning,  State of New
York, on the 19th day of June 2003.


                                      CORNING INCORPORATED  (Registrant)


                                      By     /s/ William D. Eggers
                                        ------------------------------------
                                        William D. Eggers,Senior Vice President


Pursuant to the  requirements of the Securities Act of 1933,  this  Registration
Statement has been signed below on June 19, 2003 by the following persons in the
capacities indicated:

         Signature                         Capacity
         --------                          --------

 /s/ James R. Houghton                     Chief Executive
------------------------------------
         (James R. Houghton)               Officer and Chairman
                                           (Principal Executive Officer)

/s/ James B. Flaws                         Chief Financial Officer
------------------------------------       and Vice Chairman
         (James B. Flaws)                   (Principal Financial Officer)


 /s/ Katherine A. Asbeck                   Senior Vice President and Controller
------------------------------------       (Principal Accounting Officer)
         (Katherine A. Asbeck)


                *                           Director
------------------------------------
         (John Seely Brown)

                *                           Director
------------------------------------
         (Gordon Gund)

                *                           Director
------------------------------------

         (John M. Hennessy)

                  *                         Director
------------------------------------
         (Jeremy R. Knowles)

                  *                         Director
------------------------------------
         (James J. O'Connor)

                  *                         Director
------------------------------------
         (Deborah D. Rieman)


                                      II-5





         Signature                           Capacity
         ---------                           --------


                      *                      Director
--------------------------------------
         (H. Onno Ruding)


                      *                      Director
--------------------------------------
         (William D. Smithburg)


                      *                      Director
--------------------------------------
         (Hansel E. Tookes II)


                      *                      Director
--------------------------------------
         (Peter F. Volanakis)


                     *                       Director
--------------------------------------
         (Wendell P. Weeks)




*By      /s/ William D. Eggers
    --------------------------------
           (William D. Eggers)
             Attorney-in-fact


                                      II-6



                                  EXHIBIT INDEX



Exhibit                                                                Page
Number                     Description                                 Number
-------                    -----------                              -----------

4.1  Restated  Certificate  of  Incorporation  of the Company  (incorporated  by
     reference to Exhibit 3(i) to the  Company's  Annual Report on Form 10-K for
     the year ended December 31, 2000).

4.2  Certificate  of Amendment to Restated  Certificate of  Incorporation  filed
     with the  Secretary  of State of the  State of New York on  August  5, 2002
     (incorporated  by reference to Exhibit 99.1 to the Company's Form 8-K filed
     on August 7, 2002).

4.3  Bylaws of the Company  (incorporated  by reference to Exhibit  3(ii) to the
     Company's Annual Report on Form 10-K for the year ended December 31, 2000).

4.4  Amendment  to  Article  III,  Section 9 of Bylaws of  Corning  Incorporated
     effective  as of February 5, 2003  (incorporated  by  reference  to Exhibit
     3(ii)2 of the  Company's  Annual  Report  on Form  10-K for the year  ended
     December 31, 2002).

4.5  Form of Common Stock Certificate of the Company  (incorporated by reference
     to Exhibit 4 of the Company's  Registration  Statement on Form S-4 filed on
     June 17, 1992 (Registration Statement No. 33-48488)).

5.1  Opinion of Counsel.

23.1 Consent of Counsel (included in Exhibit 5.1).

23.3 Consent of PricewaterhouseCoopers LLP.

24.1 Powers of Attorney.


                                      11-7





                                                               EXHIBIT 5.1

                                                              June 19, 2003

Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC  20549

Dear Sirs:

     I am Senior Vice President and General Counsel of Corning Incorporated (the
"Company")  and am familiar with the  preparation  and filing of a  Registration
Statement on Form S-8 (the "Registration Statement") under the Securities Act of
1933,  as amended,  with respect to an aggregate of 750,000  shares of Corning's
Common  Stock,  $.50 par value  ("Common  Stock"),  to be offered by the Company
pursuant  to the  2003  Equity  Plan for  Non-Employee  Directors  (the  "Plan")
described in the Registration Statement.

     In this connection,  I have examined the originals,  or copies certified to
my  satisfaction,  of such  corporate  records of the Company,  certificates  of
public  officials and officers of the Company,  and other  documents as I deemed
pertinent as a basis for the opinions hereinafter expressed.

     Based upon the foregoing,  and having regard for such legal  considerations
as I have deemed relevant, I am of the opinion that:

1.   The Company is a corporation  duly  incorporated and validly existing under
     the laws of the State of New York.

2.   The shares of the  Company's  Common Stock have been duly  authorized  and,
     upon issuance,  delivery and payment therefor pursuant to terms of the Plan
     will be, validly issued, fully paid and non-assessable.

     My  opinions  expressed  above are  limited to the laws of the State of New
York.

     I hereby  consent  to the  filing  of this  opinion  as an  Exhibit  to the
Registration  Statement  referred to above and further  consent to the use of my
name  under  the  caption  "Interests  of  Named  Experts  and  Counsel"  in the
registration statement.

                                                         Very truly yours,

                                                         /S/  WILLIAM D. EGGERS





                                                          EXHIBIT 23.2



                       Consent of Independent Accountants


We  hereby  consent  to the  incorporation  by  reference  in this  Registration
Statement  on Form S-8 of our report  dated  January  21,  2003  relating to the
financial  statements and financial statement schedule of Corning  Incorporated,
which appears in Corning  Incorporated's Annual Report on Form 10-K for the year
ended December 31, 2002.




PricewaterhouseCoopers LLP
New York, New York


June 19, 2003



                                                                EXHIBIT 24.1


                              CORNING INCORPORATED

                            --------------------------

                                POWER OF ATTORNEY

                            --------------------------


     KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  and/or
officer of Corning  Incorporated,  a New York corporation  (the  "Corporation"),
does hereby make, constitute and appoint Katherine A. Asbeck,  William D. Eggers
and  James B.  Flaws  and each or any one of them,  the  undersigned's  true and
lawful attorneys-in-fact, with power of substitution, for the undersigned and in
the  undersigned's  name,  place and stead, to sign and affix the  undersigned's
name as director  and/or officer of the  Corporation to (1) a Form 10-K,  Annual
Report,  pursuant to the Securities  Exchange Act of 1934, as amended (the "1934
Act"),  for the fiscal year ended December 31, 2002, or other  applicable  form,
including  any  and  all  exhibits,  schedules,   amendments,   supplements  and
supporting  documents  thereto,  including,  but not  limited  to, the Form 11-K
Annual Reports of the  Corporation's  401(k) Plans and similar plans pursuant to
the 1934 Act, and all amendments,  supplementations  and corrections thereto, to
be filed by the  Corporation  with the Securities and Exchange  Commission  (the
"SEC"), as required in connection with its registration  under the 1934 Act; and
(2) one or more Registration Statements, on Form S-8, or other applicable forms,
and all amendments, including post-effective amendments, thereto, to be filed by
the  Corporation  with the SEC in  connection  with the  registration  under the
Securities  Act of 1933, as amended,  of securities of the  Corporation,  and to
file the same, with all exhibits  thereto and other supporting  documents,  with
the SEC.

     IN WITNESS WHEREOF,  the undersigned has subscribed these presents this 5th
of February, 2003.




                                                 /s/  John Seely Brown
                                                --------------------------
                                                 John Seely Brown



                                                                 EXHIBIT 24.1



                              CORNING INCORPORATED

                           --------------------------

                                POWER OF ATTORNEY

                           --------------------------


     KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  and/or
officer of Corning  Incorporated,  a New York corporation  (the  "Corporation"),
does hereby make, constitute and appoint Katherine A. Asbeck,  William D. Eggers
and  James B.  Flaws  and each or any one of them,  the  undersigned's  true and
lawful attorneys-in-fact, with power of substitution, for the undersigned and in
the  undersigned's  name,  place and stead, to sign and affix the  undersigned's
name as director  and/or officer of the  Corporation to (1) a Form 10-K,  Annual
Report,  pursuant to the Securities  Exchange Act of 1934, as amended (the "1934
Act"),  for the fiscal year ended December 31, 2002, or other  applicable  form,
including  any  and  all  exhibits,  schedules,   amendments,   supplements  and
supporting  documents  thereto,  including,  but not  limited  to, the Form 11-K
Annual Reports of the  Corporation's  401(k) Plans and similar plans pursuant to
the 1934 Act, and all amendments,  supplementations  and corrections thereto, to
be filed by the  Corporation  with the Securities and Exchange  Commission  (the
"SEC"), as required in connection with its registration  under the 1934 Act; and
(2) one or more Registration Statements, on Form S-8, or other applicable forms,
and all amendments, including post-effective amendments, thereto, to be filed by
the  Corporation  with the SEC in  connection  with the  registration  under the
Securities  Act of 1933, as amended,  of securities of the  Corporation,  and to
file the same, with all exhibits  thereto and other supporting  documents,  with
the SEC.

     IN WITNESS WHEREOF,  the undersigned has subscribed these presents this 5th
of February, 2003.




                                           /s/ James B. Flaws
                                           ----------------------------------
                                           James B. Flaws







                                                                 EXHIBIT 24.1


                              CORNING INCORPORATED

                            --------------------------

                                POWER OF ATTORNEY

                            --------------------------


     KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  and/or
officer of Corning  Incorporated,  a New York corporation  (the  "Corporation"),
does hereby make, constitute and appoint Katherine A. Asbeck,  William D. Eggers
and  James B.  Flaws  and each or any one of them,  the  undersigned's  true and
lawful attorneys-in-fact, with power of substitution, for the undersigned and in
the  undersigned's  name,  place and stead, to sign and affix the  undersigned's
name as director  and/or officer of the  Corporation to (1) a Form 10-K,  Annual
Report,  pursuant to the Securities  Exchange Act of 1934, as amended (the "1934
Act"),  for the fiscal year ended December 31, 2002, or other  applicable  form,
including  any  and  all  exhibits,  schedules,   amendments,   supplements  and
supporting  documents  thereto,  including,  but not  limited  to, the Form 11-K
Annual Reports of the  Corporation's  401(k) Plans and similar plans pursuant to
the 1934 Act, and all amendments,  supplementations  and corrections thereto, to
be filed by the  Corporation  with the Securities and Exchange  Commission  (the
"SEC"), as required in connection with its registration  under the 1934 Act; and
(2) one or more Registration Statements, on Form S-8, or other applicable forms,
and all amendments, including post-effective amendments, thereto, to be filed by
the  Corporation  with the SEC in  connection  with the  registration  under the
Securities  Act of 1933, as amended,  of securities of the  Corporation,  and to
file the same, with all exhibits  thereto and other supporting  documents,  with
the SEC.

     IN WITNESS WHEREOF,  the undersigned has subscribed these presents this 5th
of February, 2003.



                                               /s/ Gordon Gund
                                               ----------------------------
                                               Gordon Gund




                                                                 EXHIBIT 24.1



                              CORNING INCORPORATED

                           --------------------------

                                POWER OF ATTORNEY

                           --------------------------


     KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  and/or
officer of Corning  Incorporated,  a New York corporation  (the  "Corporation"),
does hereby make, constitute and appoint Katherine A. Asbeck,  William D. Eggers
and  James B.  Flaws  and each or any one of them,  the  undersigned's  true and
lawful attorneys-in-fact, with power of substitution, for the undersigned and in
the  undersigned's  name,  place and stead, to sign and affix the  undersigned's
name as director  and/or officer of the  Corporation to (1) a Form 10-K,  Annual
Report,  pursuant to the Securities  Exchange Act of 1934, as amended (the "1934
Act"),  for the fiscal year ended December 31, 2002, or other  applicable  form,
including  any  and  all  exhibits,  schedules,   amendments,   supplements  and
supporting  documents  thereto,  including,  but not  limited  to, the Form 11-K
Annual Reports of the  Corporation's  401(k) Plans and similar plans pursuant to
the 1934 Act, and all amendments,  supplementations  and corrections thereto, to
be filed by the  Corporation  with the Securities and Exchange  Commission  (the
"SEC"), as required in connection with its registration  under the 1934 Act; and
(2) one or more Registration Statements, on Form S-8, or other applicable forms,
and all amendments, including post-effective amendments, thereto, to be filed by
the  Corporation  with the SEC in  connection  with the  registration  under the
Securities  Act of 1933, as amended,  of securities of the  Corporation,  and to
file the same, with all exhibits  thereto and other supporting  documents,  with
the SEC.

     IN WITNESS WHEREOF,  the undersigned has subscribed these presents this 5th
of February, 2003.




                                             /s/ John M. Hennessy
                                             ---------------------------------
                                             John M. Hennessy




                                                                 EXHIBIT 24.1



                              CORNING INCORPORATED

                           --------------------------

                                POWER OF ATTORNEY

                           --------------------------


     KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  and/or
officer of Corning  Incorporated,  a New York corporation  (the  "Corporation"),
does hereby make, constitute and appoint Katherine A. Asbeck,  William D. Eggers
and  James B.  Flaws  and each or any one of them,  the  undersigned's  true and
lawful attorneys-in-fact, with power of substitution, for the undersigned and in
the  undersigned's  name,  place and stead, to sign and affix the  undersigned's
name as director  and/or officer of the  Corporation to (1) a Form 10-K,  Annual
Report,  pursuant to the Securities  Exchange Act of 1934, as amended (the "1934
Act"),  for the fiscal year ended December 31, 2002, or other  applicable  form,
including  any  and  all  exhibits,  schedules,   amendments,   supplements  and
supporting  documents  thereto,  including,  but not  limited  to, the Form 11-K
Annual Reports of the  Corporation's  401(k) Plans and similar plans pursuant to
the 1934 Act, and all amendments,  supplementations  and corrections thereto, to
be filed by the  Corporation  with the Securities and Exchange  Commission  (the
"SEC"), as required in connection with its registration  under the 1934 Act; and
(2) one or more Registration Statements, on Form S-8, or other applicable forms,
and all amendments, including post-effective amendments, thereto, to be filed by
the  Corporation  with the SEC in  connection  with the  registration  under the
Securities  Act of 1933, as amended,  of securities of the  Corporation,  and to
file the same, with all exhibits  thereto and other supporting  documents,  with
the SEC.

     IN WITNESS WHEREOF,  the undersigned has subscribed these presents this 5th
of February, 2003.



                                                /s/ James R. Houghton
                                                ----------------------------
                                                James R. Houghton




                                                                 EXHIBIT 24.1



                              CORNING INCORPORATED

                            --------------------------

                                POWER OF ATTORNEY

                            --------------------------


     KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  and/or
officer of Corning  Incorporated,  a New York corporation  (the  "Corporation"),
does hereby make, constitute and appoint Katherine A. Asbeck,  William D. Eggers
and  James B.  Flaws  and each or any one of them,  the  undersigned's  true and
lawful attorneys-in-fact, with power of substitution, for the undersigned and in
the  undersigned's  name,  place and stead, to sign and affix the  undersigned's
name as director  and/or officer of the  Corporation to (1) a Form 10-K,  Annual
Report,  pursuant to the Securities  Exchange Act of 1934, as amended (the "1934
Act"),  for the fiscal year ended December 31, 2002, or other  applicable  form,
including  any  and  all  exhibits,  schedules,   amendments,   supplements  and
supporting  documents  thereto,  including,  but not  limited  to, the Form 11-K
Annual Reports of the  Corporation's  401(k) Plans and similar plans pursuant to
the 1934 Act, and all amendments,  supplementations  and corrections thereto, to
be filed by the  Corporation  with the Securities and Exchange  Commission  (the
"SEC"), as required in connection with its registration  under the 1934 Act; and
(2) one or more Registration Statements, on Form S-8, or other applicable forms,
and all amendments, including post-effective amendments, thereto, to be filed by
the  Corporation  with the SEC in  connection  with the  registration  under the
Securities  Act of 1933, as amended,  of securities of the  Corporation,  and to
file the same, with all exhibits  thereto and other supporting  documents,  with
the SEC.

     IN WITNESS WHEREOF,  the undersigned has subscribed these presents this 5th
of February, 2003.




                                             /s/ James J. O'Connor
                                            --------------------------------
                                            James J. O'Connor




                                                                 EXHIBIT 24.1



                              CORNING INCORPORATED

                          --------------------------

                                POWER OF ATTORNEY

                          --------------------------


     KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  and/or
officer of Corning  Incorporated,  a New York corporation  (the  "Corporation"),
does hereby make, constitute and appoint Katherine A. Asbeck,  William D. Eggers
and  James B.  Flaws  and each or any one of them,  the  undersigned's  true and
lawful attorneys-in-fact, with power of substitution, for the undersigned and in
the  undersigned's  name,  place and stead, to sign and affix the  undersigned's
name as director  and/or officer of the  Corporation to (1) a Form 10-K,  Annual
Report,  pursuant to the Securities  Exchange Act of 1934, as amended (the "1934
Act"),  for the fiscal year ended December 31, 2002, or other  applicable  form,
including  any  and  all  exhibits,  schedules,   amendments,   supplements  and
supporting  documents  thereto,  including,  but not  limited  to, the Form 11-K
Annual Reports of the  Corporation's  401(k) Plans and similar plans pursuant to
the 1934 Act, and all amendments,  supplementations  and corrections thereto, to
be filed by the  Corporation  with the Securities and Exchange  Commission  (the
"SEC"), as required in connection with its registration  under the 1934 Act; and
(2) one or more Registration Statements, on Form S-8, or other applicable forms,
and all amendments, including post-effective amendments, thereto, to be filed by
the  Corporation  with the SEC in  connection  with the  registration  under the
Securities  Act of 1933, as amended,  of securities of the  Corporation,  and to
file the same, with all exhibits  thereto and other supporting  documents,  with
the SEC.

     IN WITNESS WHEREOF,  the undersigned has subscribed these presents this 5th
of February, 2003.




                                                /s/ Jeremy R. Knowles
                                                -----------------------------
                                                Jeremy R. Knowles




                                                                 EXHIBIT 24.1



                              CORNING INCORPORATED

                           --------------------------

                                POWER OF ATTORNEY

                           --------------------------


     KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  and/or
officer of Corning  Incorporated,  a New York corporation  (the  "Corporation"),
does hereby make, constitute and appoint Katherine A. Asbeck,  William D. Eggers
and  James B.  Flaws  and each or any one of them,  the  undersigned's  true and
lawful attorneys-in-fact, with power of substitution, for the undersigned and in
the  undersigned's  name,  place and stead, to sign and affix the  undersigned's
name as director  and/or officer of the  Corporation to (1) a Form 10-K,  Annual
Report,  pursuant to the Securities  Exchange Act of 1934, as amended (the "1934
Act"),  for the fiscal year ended December 31, 2002, or other  applicable  form,
including  any  and  all  exhibits,  schedules,   amendments,   supplements  and
supporting  documents  thereto,  including,  but not  limited  to, the Form 11-K
Annual Reports of the  Corporation's  401(k) Plans and similar plans pursuant to
the 1934 Act, and all amendments,  supplementations  and corrections thereto, to
be filed by the  Corporation  with the Securities and Exchange  Commission  (the
"SEC"), as required in connection with its registration  under the 1934 Act; and
(2) one or more Registration Statements, on Form S-8, or other applicable forms,
and all amendments, including post-effective amendments, thereto, to be filed by
the  Corporation  with the SEC in  connection  with the  registration  under the
Securities  Act of 1933, as amended,  of securities of the  Corporation,  and to
file the same, with all exhibits  thereto and other supporting  documents,  with
the SEC.

     IN WITNESS WHEREOF,  the undersigned has subscribed these presents this 5th
of February, 2003.




                                                /s/ Deborah D. Rieman
                                                -----------------------------
                                                Deborah D. Rieman




                                                                EXHIBIT 24.1



                              CORNING INCORPORATED

                           --------------------------

                                POWER OF ATTORNEY

                           --------------------------


     KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  and/or
officer of Corning  Incorporated,  a New York corporation  (the  "Corporation"),
does hereby make, constitute and appoint Katherine A. Asbeck,  William D. Eggers
and  James B.  Flaws  and each or any one of them,  the  undersigned's  true and
lawful attorneys-in-fact, with power of substitution, for the undersigned and in
the  undersigned's  name,  place and stead, to sign and affix the  undersigned's
name as director  and/or officer of the  Corporation to (1) a Form 10-K,  Annual
Report,  pursuant to the Securities  Exchange Act of 1934, as amended (the "1934
Act"),  for the fiscal year ended December 31, 2002, or other  applicable  form,
including  any  and  all  exhibits,  schedules,   amendments,   supplements  and
supporting  documents  thereto,  including,  but not  limited  to, the Form 11-K
Annual Reports of the  Corporation's  401(k) Plans and similar plans pursuant to
the 1934 Act, and all amendments,  supplementations  and corrections thereto, to
be filed by the  Corporation  with the Securities and Exchange  Commission  (the
"SEC"), as required in connection with its registration  under the 1934 Act; and
(2) one or more Registration Statements, on Form S-8, or other applicable forms,
and all amendments, including post-effective amendments, thereto, to be filed by
the  Corporation  with the SEC in  connection  with the  registration  under the
Securities  Act of 1933, as amended,  of securities of the  Corporation,  and to
file the same, with all exhibits  thereto and other supporting  documents,  with
the SEC.

     IN WITNESS WHEREOF,  the undersigned has subscribed these presents this 5th
of February, 2003.




                                             /s/ H. Onno Ruding
                                             ----------------------------------
                                             H. Onno Ruding




                                                                 EXHIBIT 24.1



                              CORNING INCORPORATED

                          --------------------------

                                POWER OF ATTORNEY

                          --------------------------


     KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  and/or
officer of Corning  Incorporated,  a New York corporation  (the  "Corporation"),
does hereby make, constitute and appoint Katherine A. Asbeck,  William D. Eggers
and  James B.  Flaws  and each or any one of them,  the  undersigned's  true and
lawful attorneys-in-fact, with power of substitution, for the undersigned and in
the  undersigned's  name,  place and stead, to sign and affix the  undersigned's
name as director  and/or officer of the  Corporation to (1) a Form 10-K,  Annual
Report,  pursuant to the Securities  Exchange Act of 1934, as amended (the "1934
Act"),  for the fiscal year ended December 31, 2002, or other  applicable  form,
including  any  and  all  exhibits,  schedules,   amendments,   supplements  and
supporting  documents  thereto,  including,  but not  limited  to, the Form 11-K
Annual Reports of the  Corporation's  401(k) Plans and similar plans pursuant to
the 1934 Act, and all amendments,  supplementations  and corrections thereto, to
be filed by the  Corporation  with the Securities and Exchange  Commission  (the
"SEC"), as required in connection with its registration  under the 1934 Act; and
(2) one or more Registration Statements, on Form S-8, or other applicable forms,
and all amendments, including post-effective amendments, thereto, to be filed by
the  Corporation  with the SEC in  connection  with the  registration  under the
Securities  Act of 1933, as amended,  of securities of the  Corporation,  and to
file the same, with all exhibits  thereto and other supporting  documents,  with
the SEC.

     IN WITNESS WHEREOF,  the undersigned has subscribed these presents this 5th
of February, 2003.




                                              /s/ William D. Smithburg
                                              -------------------------------
                                              William D. Smithburg




                                                                 EXHIBIT 24.1



                              CORNING INCORPORATED

                           --------------------------

                                POWER OF ATTORNEY

                           --------------------------


     KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  and/or
officer of Corning  Incorporated,  a New York corporation  (the  "Corporation"),
does hereby make, constitute and appoint Katherine A. Asbeck,  William D. Eggers
and  James B.  Flaws  and each or any one of them,  the  undersigned's  true and
lawful attorneys-in-fact, with power of substitution, for the undersigned and in
the  undersigned's  name,  place and stead, to sign and affix the  undersigned's
name as director  and/or officer of the  Corporation to (1) a Form 10-K,  Annual
Report,  pursuant to the Securities  Exchange Act of 1934, as amended (the "1934
Act"),  for the fiscal year ended December 31, 2002, or other  applicable  form,
including  any  and  all  exhibits,  schedules,   amendments,   supplements  and
supporting  documents  thereto,  including,  but not  limited  to, the Form 11-K
Annual Reports of the  Corporation's  401(k) Plans and similar plans pursuant to
the 1934 Act, and all amendments,  supplementations  and corrections thereto, to
be filed by the  Corporation  with the Securities and Exchange  Commission  (the
"SEC"), as required in connection with its registration  under the 1934 Act; and
(2) one or more Registration Statements, on Form S-8, or other applicable forms,
and all amendments, including post-effective amendments, thereto, to be filed by
the  Corporation  with the SEC in  connection  with the  registration  under the
Securities  Act of 1933, as amended,  of securities of the  Corporation,  and to
file the same, with all exhibits  thereto and other supporting  documents,  with
the SEC.

     IN WITNESS WHEREOF,  the undersigned has subscribed these presents this 5th
of February, 2003.




                                        /s/ Peter F. Volanakis
                                        --------------------------------------
                                        Peter F. Volanakis




                                                                 EXHIBIT 24.1



                              CORNING INCORPORATED

                           --------------------------

                                POWER OF ATTORNEY

                           --------------------------


     KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  and/or
officer of Corning  Incorporated,  a New York corporation  (the  "Corporation"),
does hereby make, constitute and appoint Katherine A. Asbeck,  William D. Eggers
and  James B.  Flaws  and each or any one of them,  the  undersigned's  true and
lawful attorneys-in-fact, with power of substitution, for the undersigned and in
the  undersigned's  name,  place and stead, to sign and affix the  undersigned's
name as director  and/or officer of the  Corporation to (1) a Form 10-K,  Annual
Report,  pursuant to the Securities  Exchange Act of 1934, as amended (the "1934
Act"),  for the fiscal year ended December 31, 2002, or other  applicable  form,
including  any  and  all  exhibits,  schedules,   amendments,   supplements  and
supporting  documents  thereto,  including,  but not  limited  to, the Form 11-K
Annual Reports of the  Corporation's  401(k) Plans and similar plans pursuant to
the 1934 Act, and all amendments,  supplementations  and corrections thereto, to
be filed by the  Corporation  with the Securities and Exchange  Commission  (the
"SEC"), as required in connection with its registration  under the 1934 Act; and
(2) one or more Registration Statements, on Form S-8, or other applicable forms,
and all amendments, including post-effective amendments, thereto, to be filed by
the  Corporation  with the SEC in  connection  with the  registration  under the
Securities  Act of 1933, as amended,  of securities of the  Corporation,  and to
file the same, with all exhibits  thereto and other supporting  documents,  with
the SEC.

     IN WITNESS WHEREOF,  the undersigned has subscribed these presents this 5th
of February, 2003.




                                             /s/ Wendell P. Weeks
                                             ----------------------------------
                                             Wendell P. Weeks



                                                                 EXHIBIT 24.1



                              CORNING INCORPORATED

                            --------------------------

                                POWER OF ATTORNEY

                            --------------------------


     KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  and/or
officer of Corning  Incorporated,  a New York corporation  (the  "Corporation"),
does hereby make, constitute and appoint Katherine A. Asbeck,  William D. Eggers
and  James B.  Flaws  and each or any one of them,  the  undersigned's  true and
lawful attorneys-in-fact, with power of substitution, for the undersigned and in
the  undersigned's  name,  place and stead, to sign and affix the  undersigned's
name as director  and/or officer of the  Corporation to (1) a Form 10-K,  Annual
Report,  pursuant to the Securities  Exchange Act of 1934, as amended (the "1934
Act"),  for the fiscal year ended December 31, 2002, or other  applicable  form,
including  any  and  all  exhibits,  schedules,   amendments,   supplements  and
supporting  documents  thereto,  including,  but not  limited  to, the Form 11-K
Annual Reports of the  Corporation's  401(k) Plans and similar plans pursuant to
the 1934 Act, and all amendments,  supplementations  and corrections thereto, to
be filed by the  Corporation  with the Securities and Exchange  Commission  (the
"SEC"), as required in connection with its registration  under the 1934 Act; and
(2) one or more Registration Statements, on Form S-8, or other applicable forms,
and all amendments, including post-effective amendments, thereto, to be filed by
the  Corporation  with the SEC in  connection  with the  registration  under the
Securities  Act of 1933, as amended,  of securities of the  Corporation,  and to
file the same, with all exhibits  thereto and other supporting  documents,  with
the SEC.


     IN WITNESS WHEREOF,  the undersigned has subscribed these presents this 5th
of February, 2003.




                                                /s/ Hansel E. Tookes II
                                                -------------------------------
                                                Hansel E. Tookes II