CORNING INC /NY
SC 13G, 1998-02-09
GLASS & GLASSWARE, PRESSED OR BLOWN
Previous: COORS ADOLPH CO, S-8, 1998-02-09
Next: COUNTRYWIDE CREDIT INDUSTRIES INC, 424B3, 1998-02-09



                          UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                    Washington, D. C.  20549
                    
_____________________________________________________________

                         SCHEDULE 13G
                               
            Under the Securities Exchange Act of 1934
                        (Amendment No. 9)
                        
                     CORNING INCORPORATED
                       (Name of Issuer)
                               
             Common Shares, Par Value $.50 Per Share
                 (Title of Class of Securities)
                           219350-10-5
                         (CUSIP Number)

                    A. John Peck, Jr., Esq.
                    Corning Incorporated
                    One Riverfront Plaza
                    Corning, NY  14831
                    Telephone:  (607) 974-8246

(Name, Address and Telephone Number of Person Authorized to 
Receive Notices and Communications)
                         
                         
                         
                         
                         
Check the following box if a fee is being paid with
this statement __.

Item 1

     (a)  Name of Issuer:

          Corning Incorporated

     (b)  Address of Issuer's Principal Executive Offices: One
          Riverfront Plaza, Corning, New York  14831
          
          
          
          
Item 2

     (a)  Name of Person Filing:

          The Investment Plan and the Investment Plan for
          Unionized Hourly Employees of Corning Incorporated 
          and certain affiliated companies (the "Plans")

     (b)  Address of Principal Business Office:

          One Riverfront Plaza, Corning, New York  14831

     (c)  Citizenship:

          Not applicable

     (d)  Title of Class of Securities:

          Common Shares, par value $.50 per share

     (e)  CUSIP Number:
          219350 10 5

Item 3

     (a)  The Plans are defined contribution plans which are
          subject to the provisions of the Employee Retirement
          Income Security Act of 1974
          
          
Item 4    Ownership

     (a)  Amount Beneficially Owned:

          The equivalent of 12,226,978 Common shares at
          December 31, 1997, being 11,434,966 shares of Common
          Stock and 198,003 shares of Series B 8% Convertible
          Preferred Stock.  Each share of Common Stock is
          entitled to one vote and each share of Preferred Stock 
          is entitled to four votes.

     b)  Percent of Class:

          4.94% - Common
          100%  - Series B Preferred
          5.27% - Overall Voting Percent

     c)  Number of Shares as to which such person has:

          (i)    sole power to vote or to direct the vote:

                 None

          (ii)   shared power to vote or to direct the vote:

                 None

         (iii)   sole power to dispose or to direct the
                 disposition of:

                 None

          (iv)   shared power to dispose or to direct the
                 disposition of:

                 None

          Under the provisions of the Plans and the related
          trust agreement, the power to vote the Common and
          Series B Preferred shares and the power to respond to
          tender offers or other offers to sell such shares is
          passed through to the participants in the Plans.
          
          Only the Trustee of the Plans may be the record owner
          of the Series B Preferred shares.  Each share of
          Series B Preferred Stock, $100 par value, is
          convertible into 4.79 Common shares at a conversion
          price of $25 per share.  Holders of the Series B
          Preferred shares are entitled to vote on all matters
          submitted to holders of Common stock, each share of
          Series B having four votes.
          
          
Item 5    Ownership of Five Percent or Less of a Class

          The Investment Plans owned 4.83% of the voting interest
          of the Common Stock at December 31, 1996.  The voting
          percentage at December 31, 1996 was 5.27%.

Item 6    Ownership of More Than Five Percent on Behalf of
          Another Person 

          The Plans hold these securities on behalf of the
          employees who are participants in the Plans.
          Dividends are reinvested and are not currently
          distributed to participants.  Common dividends are
          reinvested in Common shares.  Preferred dividends are
          reinvested in fixed income instruments.  Beneficiaries 
          of the Plans have the right to receive securities 
          and/or proceeds from the sale of the securities 
          allocated to their respective accounts in the manner 
          and at the time specified in the Plans.  No individual 
          beneficiary's account under the Plans has been 
          allocated more than five percent of the issuer's
          outstanding Common shares.
          
          
Item 7    Identification and Classification of the Subsidiary
          Which Acquired the Security Being Reported on by the
          Parent Holding Company
          
          Not applicable


Item 8    Identification and Classification of Members of the
          Group

          Not applicable


Item 9    Notice of Dissolution of Group

          Not applicable


Item 10   Certification

          By signing below the undersigned certifies that, to
          the best of its knowledge and belief, the securities
          referred to below were acquired in the ordinary
          course of business and were not acquired for the
          purpose of and do not have the effect of changing or
          influencing the control of the issuer of such
          securities and were not acquired in connection with
          or as a participant in any transaction having such
          purposes or effect.
          
                           SIGNATURE
                               
     After reasonable inquiry and to the best of the
undersigned's knowledge and belief, the undersigned certifies
that the information set forth in this statement is true,
complete and correct.

                              CORNING INCORPORATED, on behalf
                              of its Investment Plan and
                              Investment Plan for Unionized
                              Hourly Employees
                              
                              
Date: February 9, 1998        By:  /s/ A. JOHN PECK, JR.
                                   Name:   A. John Peck, Jr.
                                   Title:  Secretary

H:\WORD\INVPLAN\CI13G.DOC




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission