Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* Clappin James P	2. Issuer Name and Ticker or Trading Symbol CORNING INC /NY [ GLW ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Vice Chair & Strategic Advisor
(Last) (First) (Middle) ONE RIVERFRONT PLAZA	3. Date of Earliest Transaction (MM/DD/YYYY) 5/15/2020
(Street) CORNING, NY 14831 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit	⁽¹⁾	5/15/2020		A		3415 ⁽²⁾		⁽³⁾	⁽³⁾	Common Stock	3415	$0	3415	D
Stock Options (Right to Buy)	$19.65	5/15/2020		A		17075 ⁽⁴⁾		⁽⁵⁾	5/15/2030	Common Stock	17075	$0	17075	D
Restricted Stock Unit	⁽¹⁾							⁽⁶⁾	⁽⁶⁾	Common Stock	17460		17460	D
Restricted Stock Unit	⁽¹⁾							⁽⁷⁾	⁽⁷⁾	Common Stock	39246		39246	D
Restricted Stock Unit	⁽¹⁾							⁽⁸⁾	⁽⁸⁾	Common Stock	20670		20670	D

Explanation of Responses:
(1)	Each restricted stock unit represents a contingent right to receive one share of Corning Incorporated Common Stock.
(2)	As part of a series of actions to preserve cash, the reporting person is receiving equity in lieu of 30% of his/her base salary for the period of June 1, 2020 through December 31, 2020. The equity is comprised of restricted stock units (50%) and stock options (50%).
(3)	The restricted stock units will vest ratably over three years from grant date. Vested shares will be delivered to the reporting person within sixty (60) days after vesting. Events such as retirement, death, disability, and others specified in the agreement may result in vesting prior to the vesting dates.
(4)	As part of a series of actions to preserve cash, the reporting person is receiving equity in lieu of 30% of his/her base salary for the period of June 1, 2020 through December 31, 2020. The equity is comprised of restricted stock units (50%) and stock options (50%). The number of options granted was determined by dividing the cash compensation by the Black-Scholes value of a single option calculated as of the date of grant.
(5)	The options will vest ratably over three years from grant date.
(6)	The Restricted Stock Units vest 100% on April 15, 2022. Vested shares will be delivered to the reporting person within thirty (30) days after April 15, 2022. Events such as retirement, death, disability, and others specified in the agreement may result in vesting prior to April 15, 2022.
(7)	The Restricted Stock Units vest 100% on April 14, 2023. Vested shares will be delivered to the reporting person within thirty (30) days after April 14, 2023. Events such as retirement, death, disability, and others specified in the agreement may result in vesting prior to April 14, 2023.
(8)	The Restricted Stock Units vest 100% on April 15, 2021. Vested shares will be delivered to the reporting person within thirty (30) days after April 15, 2021. Events such as retirement, death, disability, and others specified in the agreement may result in vesting prior to April 15, 2021.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Clappin James P ONE RIVERFRONT PLAZA CORNING, NY 14831			Vice Chair & Strategic Advisor