As filed with the Securities and Exchange Commission on February 15, 2002
===============================================================================
                                                   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 jurisdiction of (Address of principal(Zip Code) (I.R.S. Employer
incorporation or organization)  executive offices)           Identification No.)

                      CORNING INCORPORATED INVESTMENT PLAN
          CORNING INCORPORATED INVESTMENT PLAN FOR UNIONIZED EMPLOYEES
                            -------------------------

                                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
<TABLE>
<CAPTION>

--------------------------------------------------------------------------------------------------------------
<s>                    <c>                 <c>                  <c>                 <c>
                                           Proposed Maximum     Proposed Maximum    Amount of
Title of Securities    Amount Being          Offering Price        Aggregate       Registration
Being Registered        Registered              Per Share       Offering Price(2)      Fee
--------------------------------------------------------------------------------------------------------------
Common  Stock
Par Value
$.50 per  share.  . . .50,000,000  shares(1)     $ 7.20             $360,000,000      $33,120
--------------------------------------------------------------------------------------------------------------

</TABLE>

(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 February 8, 2002.


<PAGE>


                                     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, 2000,
     of Corning Incorporated ("Corning" or the "Company").

2.   All other reports  filed by the Company  pursuant to Section 13(a) or 15(d)
     of the Exchange Act since  December 31, 2000,  consisting  of the Company's
     Quarterly  Report on Form 10-Q for the periods  ended March 31, 2001,  June
     30, 2001 and September 30, 2001,  Current Reports on Form 8-K filed January
     25, 2001,  March 19, 2001,  April 18, 2001,  April 26, 2001,  July 9, 2001,
     July 25, 2001, August 29, 2001, October 3, 2001, October 18, 2001, November
     9, 2001, November 13, 2001, November 15, 2001, January 14, 2002 and January
     23, 2002, respectively, and Current Report on Form 8-K/A filed February 23,
     2001.

3.   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 shares of Corning  common  stock and options to
purchase  shares of Corning  common stock and is eligible to  participate in the
Corning Incorporated Investment Plan.

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


<PAGE>


     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  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).

5.1  Opinion of Counsel.

23.1 Consent of Counsel (included in Exhibit 5.1).

23.2 Consent of PricewaterhouseCoopers LLP.

23.3 Consent of PricewaterhouseCoopers SpA.

24.1 Powers of Attorney.

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

                                      11-2


<PAGE>


               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 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-3


<PAGE>


                                   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 15th day of February 2002.


                                    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 February 15, 2002 by the following persons in
the capacities indicated:

         Signature                                   Capacity

     /s/  John W. Loose                    President, Chief Executive
-------------------------------------      Officer and Director
         (John W. Loose)                   (Principal Executive Officer)


      /s/ James B. Flaws                   Executive Vice President, Chief
-------------------------------------      Financial Officer and Director
         (James B. Flaws)                  (Principal Financial Officer)


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

                   *                       Chairman of the Board
-------------------------------------
         (James R. Houghton)

                   *                       Director
-------------------------------------
         (Roger G. Ackerman)

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

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

                   *                       Director
-------------------------------------
         (John M. Hennessy)

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

                  *                        Director
--------------------------------------
         (Catherine A. Rein)

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


                                      II-4


<PAGE>


         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-5


<PAGE>


                                   SIGNATURES

Pursuant to the  requirements  of the  Securities  Act of 1933, the trustees (or
other persons who administer  the employee  benefit plans) have 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 15th day of
February, 2002.


                                      CORNING INCORPORATED INVESTMENT PLAN
                                      AND CORNING INCORPORATED INVESTMENT PLAN
                                      FOR UNIONIZED EMPLOYEES (Registrant)


                                      By     /s/ Deborah G. Lauper
                                      -----------------------------------------
                                             Deborah G. Lauper


                                      II-6


<PAGE>


                                  EXHIBIT INDEX


Exhibit
Number    Description
-------   -----------
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       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)
5.1       Opinion of Counsel
23.1      Consent of Counsel (included in Exhibit 5.1)
23.2      Consent of PricewaterhouseCoopers LLP
23.3      Consent of PricewaterhouseCoopers SpA
24.1      Powers of Attorney


                                      11-7


<PAGE>


                                                               EXHIBIT 5.1

                                         February 15, 2002

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 50,000,000 shares of Corning's
Common  Stock,  $.50 par value,  to be offered by the  Company  pursuant  to the
Corning  Incorporated  Investment Plan and the Corning  Incorporated  Investment
Plan  for  Unionized  Employees  (the  "Plans")  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 Plans will
be, validly issued, fully paid and non-assessable.

     3.  The  written   documents   constituting   the  Plans  comply  with  the
requirements of the Employee Retirement Income Security Act of 1974, as amended,
applicable to such provisions.

     My opinions  expressed in  Paragraphs 1 and 2 above are limited to the laws
of the State of New York.  My opinion  expressed in Paragraph 3 above is limited
to the federal laws of the United States of America.


<PAGE>


     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


<PAGE>


                                                              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 24,  2001,  relating to the
financial statements and financial statement schedule,  which appears in Corning
Incorporated's Annual Report on Form 10-K for the year ended December 31, 2000.




PricewaterhouseCoopers LLP
New York, New York


February 14, 2002


<PAGE>


                                                               EXHIBIT 23.3


                       CONSENT OF INDEPENDENT ACCOUNTANTS


We  hereby  consent  to the  incorporation  by  reference  in this  Registration
Statement  on Form S-8 of our report dated  November 15, 2000,  appearing in the
Current Report on Form 8-K/A of Corning Incorporated filed on February 23, 2001.




PricewaterhouseCoopers SpA
Milan, Italy


February 13, 2002


<PAGE>

                                                                   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, 2001, or other  applicable  form,
including any and all exhibits, schedules,  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, as amended;  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, including,
but not limited to, securities to be offered by the Corporation to its employees
and  employees  of  certain  of  its   subsidiaries   for  issuance   under  the
Corporation's  Investment  Plans and its 1998 Worldwide  Employee Share Purchase
Plan,  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 7th
day of February, 2002.




                                            /S/ ROGER G. ACKERMAN
                                            -----------------------------------
                                               Roger G. Ackerman


<PAGE>


                                                                   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, 2001, or other  applicable  form,
including any and all exhibits, schedules,  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, as amended;  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, including,
but not limited to, securities to be offered by the Corporation to its employees
and  employees  of  certain  of  its   subsidiaries   for  issuance   under  the
Corporation's  Investment  Plans and its 1998 Worldwide  Employee Share Purchase
Plan,  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 31st
day of January, 2002.




                                            /S/ JOHN W. LOOSE
                                            -----------------------------------
                                                John W. Loose


<PAGE>


                                                                   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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     7th day of February, 2002.




                                                     /S/ JOHN SEELY BROWN
                                                     --------------------------
                                                         John Seely Brown


<PAGE>


                                                                   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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     31st day of January, 2002.




                                            /S/  JAMES B. FLAWS
                                            -----------------------------------
                                                 James B. Flaws


<PAGE>


                                                                   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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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 day of February, 2002.




                                            /S/      GORDON GUND
                                            -----------------------------------
                                            Gordon Gund


<PAGE>


                                                                   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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     2nd day of February, 2002.




                                                    /S/  JOHN M. HENNESSY
                                                    --------------------------
                                                         John M. Hennessy


<PAGE>


                                                                   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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     31st day of January, 2002.




                                                     /S/  JAMES R. HOUGHTON
                                                     --------------------------
                                                          James R. Houghton


<PAGE>


                                                                   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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     7th day of February, 2002.




                                                     /S/   JAMES J. O'CONNOR
                                                     --------------------------
                                                           James J. O'Connor


<PAGE>

                                                                   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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     7th day of February, 2002.




                                                     /S/   CATHERINE A. REIN
                                                     --------------------------
                                                           Catherine A. Rein


<PAGE>


                                                                   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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     7th day of February, 2002.




                                                     /S/   DEBORAH D. RIEMAN
                                                     --------------------------
                                                           Deborah D. Rieman


<PAGE>


                                                                   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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     7th day of February, 2002.




                                            /S/ H. ONNO RUDING
                                            -----------------------------------
                                                H. Onno Ruding


<PAGE>


                                                                   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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     6th day of February, 2002.




                                            /S/      WILLIAM D. SMITHBURG
                                            -----------------------------------
                                                     William D. Smithburg


<PAGE>


                                                                   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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     31st day of January, 2002.




                                         /S/      PETER F. VOLANAKIS
                                         --------------------------------------
                                                  Peter F. Volanakis


<PAGE>


                                                                   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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     31st day of January, 2002.




                                            /S/  WENDELL P. WEEKS
                                            -----------------------------------
                                                 Wendell P. Weeks


<PAGE>


                                                                   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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     7th day of February, 2002.




                                            /S/      HANSEL E. TOOKES II
                                            -----------------------------------
                                                     Hansel E. Tookes II
[{"type": "S-8", "sequence": "1", "filename": "forms8.txt", "description": "FORM S-8 FILED ON 02-15-02", "secsgml_size_bytes": 63865}]
{"company-data": {"conformed-name": "CORNING INC /NY", "cik": "0000024741", "assigned-sic": "3661", "irs-number": "160393470", "state-of-incorporation": "NY", "fiscal-year-end": "1228"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-82926", "film-number": "02552116"}, "business-address": {"street1": "ONE RIVERFRONT PLAZA", "city": "CORNING", "state": "NY", "zip": "14831", "phone": "6079749000"}, "mail-address": {"street1": "ONE RIVERFRONT PLAZA", "city": "CORNING", "state": "NY", "zip": "14831"}, "former-company": {"former-conformed-name": "CORNING GLASS WORKS", "date-changed": "19890512"}}
As filed with the Securities and Exchange Commission on February 15, 2002
===============================================================================
                                                   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 jurisdiction of (Address of principal(Zip Code) (I.R.S. Employer
incorporation or organization)  executive offices)           Identification No.)

                      CORNING INCORPORATED INVESTMENT PLAN
          CORNING INCORPORATED INVESTMENT PLAN FOR UNIONIZED EMPLOYEES
                            -------------------------

                                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 Securities    Amount Being          Offering Price        Aggregate       Registration
Being Registered        Registered              Per Share       Offering Price(2)      Fee
--------------------------------------------------------------------------------------------------------------
Common  Stock
Par Value
$.50 per  share.  . . .50,000,000  shares(1)     $ 7.20             $360,000,000      $33,120
--------------------------------------------------------------------------------------------------------------
(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 February 8, 2002.
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, 2000,
     of Corning Incorporated ("Corning" or the "Company").

2.   All other reports  filed by the Company  pursuant to Section 13(a) or 15(d)
     of the Exchange Act since  December 31, 2000,  consisting  of the Company's
     Quarterly  Report on Form 10-Q for the periods  ended March 31, 2001,  June
     30, 2001 and September 30, 2001,  Current Reports on Form 8-K filed January
     25, 2001,  March 19, 2001,  April 18, 2001,  April 26, 2001,  July 9, 2001,
     July 25, 2001, August 29, 2001, October 3, 2001, October 18, 2001, November
     9, 2001, November 13, 2001, November 15, 2001, January 14, 2002 and January
     23, 2002, respectively, and Current Report on Form 8-K/A filed February 23,
     2001.

3.   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 shares of Corning  common  stock and options to
purchase  shares of Corning  common stock and is eligible to  participate in the
Corning Incorporated Investment Plan.

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  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).

5.1  Opinion of Counsel.

23.1 Consent of Counsel (included in Exhibit 5.1).

23.2 Consent of PricewaterhouseCoopers LLP.

23.3 Consent of PricewaterhouseCoopers SpA.

24.1 Powers of Attorney.

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

                                      11-2
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 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-3
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 15th day of February 2002.

                                    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 February 15, 2002 by the following persons in
the capacities indicated:

         Signature                                   Capacity

     /s/  John W. Loose                    President, Chief Executive
-------------------------------------      Officer and Director
         (John W. Loose)                   (Principal Executive Officer)

      /s/ James B. Flaws                   Executive Vice President, Chief
-------------------------------------      Financial Officer and Director
         (James B. Flaws)                  (Principal Financial Officer)

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

                   *                       Chairman of the Board
-------------------------------------
         (James R. Houghton)

                   *                       Director
-------------------------------------
         (Roger G. Ackerman)

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

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

                   *                       Director
-------------------------------------
         (John M. Hennessy)

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

                  *                        Director
--------------------------------------
         (Catherine A. Rein)

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

                                      II-4
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-5
SIGNATURES

Pursuant to the  requirements  of the  Securities  Act of 1933, the trustees (or
other persons who administer  the employee  benefit plans) have 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 15th day of
February, 2002.

                                      CORNING INCORPORATED INVESTMENT PLAN
                                      AND CORNING INCORPORATED INVESTMENT PLAN
                                      FOR UNIONIZED EMPLOYEES (Registrant)

                                      By     /s/ Deborah G. Lauper
                                      -----------------------------------------
                                             Deborah G. Lauper

                                      II-6
EXHIBIT INDEX

Exhibit
Number    Description
-------   -----------
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       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)
5.1       Opinion of Counsel
23.1      Consent of Counsel (included in Exhibit 5.1)
23.2      Consent of PricewaterhouseCoopers LLP
23.3      Consent of PricewaterhouseCoopers SpA
24.1      Powers of Attorney

                                      11-7
EXHIBIT 5.1

                                         February 15, 2002

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 50,000,000 shares of Corning's
Common  Stock,  $.50 par value,  to be offered by the  Company  pursuant  to the
Corning  Incorporated  Investment Plan and the Corning  Incorporated  Investment
Plan  for  Unionized  Employees  (the  "Plans")  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 Plans will
be, validly issued, fully paid and non-assessable.

     3.  The  written   documents   constituting   the  Plans  comply  with  the
requirements of the Employee Retirement Income Security Act of 1974, as amended,
applicable to such provisions.

     My opinions  expressed in  Paragraphs 1 and 2 above are limited to the laws
of the State of New York.  My opinion  expressed in Paragraph 3 above is limited
to the federal laws of the United States of America.
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 24,  2001,  relating to the
financial statements and financial statement schedule,  which appears in Corning
Incorporated's Annual Report on Form 10-K for the year ended December 31, 2000.

PricewaterhouseCoopers LLP
New York, New York

February 14, 2002
EXHIBIT 23.3

                       CONSENT OF INDEPENDENT ACCOUNTANTS

We  hereby  consent  to the  incorporation  by  reference  in this  Registration
Statement  on Form S-8 of our report dated  November 15, 2000,  appearing in the
Current Report on Form 8-K/A of Corning Incorporated filed on February 23, 2001.

PricewaterhouseCoopers SpA
Milan, Italy

February 13, 2002
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, 2001, or other  applicable  form,
including any and all exhibits, schedules,  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, as amended;  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, including,
but not limited to, securities to be offered by the Corporation to its employees
and  employees  of  certain  of  its   subsidiaries   for  issuance   under  the
Corporation's  Investment  Plans and its 1998 Worldwide  Employee Share Purchase
Plan,  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 7th
day of February, 2002.

                                            /S/ ROGER G. ACKERMAN
                                            -----------------------------------
                                               Roger G. Ackerman
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, 2001, or other  applicable  form,
including any and all exhibits, schedules,  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, as amended;  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, including,
but not limited to, securities to be offered by the Corporation to its employees
and  employees  of  certain  of  its   subsidiaries   for  issuance   under  the
Corporation's  Investment  Plans and its 1998 Worldwide  Employee Share Purchase
Plan,  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 31st
day of January, 2002.

                                            /S/ JOHN W. LOOSE
                                            -----------------------------------
                                                John W. Loose
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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     7th day of February, 2002.

                                                     /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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     31st day of January, 2002.

                                            /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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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 day of February, 2002.

                                            /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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     2nd day of February, 2002.

                                                    /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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     31st day of January, 2002.

                                                     /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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     7th day of February, 2002.

                                                     /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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     7th day of February, 2002.

                                                     /S/   CATHERINE A. REIN
                                                     --------------------------
                                                           Catherine A. Rein
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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     7th day of February, 2002.

                                                     /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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     7th day of February, 2002.

                                            /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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     6th day of February, 2002.

                                            /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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     31st day of January, 2002.

                                         /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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     31st day of January, 2002.

                                            /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, 2001, or other  applicable  form,  including
     any and all  exhibits,  schedules,  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,  as
     amended; 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, including, but not limited to, securities to be offered by
     the   Corporation  to  its  employees  and  employees  of  certain  of  its
     subsidiaries for issuance under the Corporation's  Investment Plans and its
     1998 Worldwide Employee Share Purchase Plan, 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
     7th day of February, 2002.

                                            /S/      HANSEL E. TOOKES II
                                            -----------------------------------
                                                     Hansel E. Tookes II