UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 8-K

                                 CURRENT REPORT
     Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934



       Date of Report: (Date of earliest event reported) January 25, 2005



                              CORNING INCORPORATED
             (Exact name of registrant as specified in its charter)



New York                           1-3247                   16-0393470
(State or other jurisdiction       (Commission              (I.R.S. Employer
of incorporation)                  File Number)             Identification No.)


One Riverfront Plaza, Corning, New York                     14831
(Address of principal executive offices)                    (Zip Code)


(607) 974-9000
(Registrant's telephone number, including area code)


N/A
(Former name or former address, if changed since last report)


Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act 
    (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act 
    (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the 
    Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the 
    Exchange Act (17 CFR 240.13e-4(c))






Item 2.02. Results of Operations and Financial Condition.

The January 25, 2005 press  release  announcing  the  financial  results for the
Corning  Incorporated  2004 fourth  quarter and its first  quarter 2005 earnings
guidance is attached as Exhibit 99 and is incorporated herein by reference.

The information in this report,  being furnished  pursuant to Item 2.02 and 7.01
of Form 8-K, shall not be deemed to be "filed" for purposes of Section 18 of the
Securities  Exchange Act of 1934, as amended (the "Exchange  Act"), or otherwise
subject to the liabilities of that Section, and is not incorporated by reference
in any filing under the Securities Act of 1933, as amended, or the Exchange Act,
except as expressly set forth by specific reference in such filing.

Item 7.01. Regulation FD Disclosure.

Additional  information  concerning the Corning  Incorporated  ("Corning")  2004
fourth quarter  earnings and 2005 first quarter  guidance is being  presented to
investors  in a  teleconference  call on January  26,  2005.  During  that call,
management  will state that we are  terminating  one of the  distributors in the
life sciences  segment,  and that,  although  management plans to add additional
distribution  channels to replace this  volume,  this may have a possible 10% to
20% impact on that segment's  annual 2005 sales revenues and a slight  potential
impact on Corning's first quarter 2005 revenues.

Item 9.01. Financial Statements and Exhibits.

(c)      Exhibit

         99       Press release dated January 25, 2005.

Safe Harbor Statement

Statements  contained in the Item 7.01  Regulation FD Disclosure and the exhibit
to this report that state the  Company's  or its  management's  expectations  or
predictions of the future are forward-looking  statements intended to be covered
by the safe harbor  provisions of the  Securities Act of 1933 and the Securities
Exchange Act of 1934. The Company's actual results could differ  materially from
those projected in such  forward-looking  statements.  Factors that could affect
those  results  include those  mentioned in the  documents  that the Company has
filed with the Securities and Exchange Commission.







                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.



                              CORNING INCORPORATED
                              Registrant



Date: January 25, 2005        By    /s/  KATHERINE A. ASBECK       
                                         -------------------------------------
                                         Katherine A. Asbeck
                                         Senior Vice President and Controller






                                                                     Exhibit 99
                                                                     ----------





FOR RELEASE -- JANUARY 25, 2005

Media Relations Contact:                             Investor Relations Contact:
Daniel F. Collins                                    Kenneth C. Sofio
(607) 974-4197                                       (607) 974-7705
collinsdf@corning.com                                sofiokc@corning.com


                     Corning Reports Fourth-Quarter Results
                 Quarterly sales up 26 percent versus prior year
                         2004 sales increase 25 percent

CORNING,  N.Y.--Corning  Incorporated (NYSE: GLW) today announced fourth-quarter
sales of $1.033  billion,  with net income of $163 million,  or $0.11 per share.
Net income includes net special charges of $14 million, or $0.01 per share.

Excluding these net charges,  Corning's earnings per share (EPS) would have been
$0.12 and at the high end of  previously-announced  quarterly guidance. This EPS
is a non-GAAP  financial  measure.  This and all non-GAAP financial measures are
reconciled on the company's  investor  relations Web site and in  attachments to
this news release.

For the year, Corning recorded sales of $3.85 billion, an increase of 25 percent
over 2003 sales of $3.09 billion. The company had a net loss of $2.17 billion or
$1.56 per share.  This  compares to a 2003 net loss of $223 million or $0.18 per
share.  Excluding  special  items,  Corning  had net income for the year of $674
million or $0.45 per share in 2004,  compared  to net income of $128  million or
$0.10 per share in 2003. This is a non-GAAP financial measure.

James R. Houghton,  chairman and chief executive officer,  said, "We had a solid
fourth  quarter  and a  spectacular  year.  Three  years  ago we  embarked  on a
significant restructuring of the company. At that time, I said we knew there was
a light at the end of the  tunnel,  but we did not  know  how long it was.  I am
pleased  to say today  that we have  emerged  from that  tunnel,  and we believe
Corning has a very bright future."

Houghton  added,  "This is the second  consecutive  year that we have achieved a
$500 million  improvement in profitability  before special items. I believe that
we have strong  momentum  across a number of our  business  segments  going into
2005." Profitability before special items is a non-GAAP financial measure.




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Corning Reports Fourth-Quarter Results
Page Two


Fourth-quarter Operating Results
Corning's  fourth-quarter  sales of $1.033 billion  increased 3 percent over the
previous  quarter's sales of $1.006  billion,  and increased 26 percent over the
prior year's  fourth-quarter sales of $820 million.  Gross margin for the fourth
quarter  declined to 35 percent  versus 40 percent in the  previous  quarter,  a
result of lower margins in the Telecommunications  segment caused by a number of
adjustments  not  expected to reoccur in the first  quarter,  the  write-off  of
certain  assets  in the  semiconductor  product  line,  and  weak  manufacturing
performance in the Environmental Technologies segment.

The  company  recorded  $311  million in  fourth-quarter  sales for its  Display
Technologies  segment,  a 5 percent  increase over  third-quarter  sales of $295
million.  Sequential  quarterly  volume in liquid  crystal  display  (LCD) glass
increased 2 percent,  and  movements in exchange  rates  resulted in a 3 percent
increase in sales. Pricing for the quarter again remained stable, and net income
for the segment  increased 6 percent to $151  million  from $142  million in the
previous quarter.  For the full year, Corning's LCD glass volume increased by 65
percent.

Wendell P.  Weeks,  president  and chief  operating  officer,  said,  "While our
Display  Technologies  segment  experienced some Taiwanese customer slowdowns in
November,  we had very strong  performance in December.  The slight  slowdown in
orders has allowed us to rebuild our inventory levels to more efficiently manage
our customer requirements."

Telecommunications  segment sales were $423 million,  a 3 percent  increase over
third-quarter sales of $412 million.  Excluding the impact of the divestiture of
the frequency  control  product  line,  sales  increased 6 percent.  The segment
recorded  a net loss of $9  million  versus a net loss of $1.82  billion  in the
third  quarter.  The  third-quarter  loss was primarily  due to goodwill,  fixed
assets and equity method investment  impairment  charges.  Fourth-quarter  fiber
volume was  essentially  flat compared to the  third-quarter  results and better
than the company expected. Fiber pricing was down only slightly in the quarter.

"Our fourth-quarter  telecommunications results continue to reflect the strength
of hardware,  cable and fiber sales in North  America,  particularly  related to
Verizon's  fiber-to-the-premises  buildout, as well as higher than usual project
sales," Weeks said.

Environmental  Technologies  segment  sales  for the  fourth  quarter  were $130
million,  a  decline  of 4 percent  from the  previous  quarter's  sales of $136
million.  Sales were  impacted  by the normal  end-of-the-year  slowdown in auto
production.  Quarterly segment earnings were impacted by continued  difficulties
in manufacturing  performance at several facilities.  Due to normal seasonality,
the Life Sciences segment sales and earnings declined slightly from the previous
quarter.





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Corning Reports Fourth-Quarter Results
Page Three


"This was a very satisfying quarter for Corning.  Our sales increased 26 percent
compared to this same period last year.  Excluding special items, our net income
improved  by $125  million,  and our EPS was three times what it was last year,"
Weeks said. These are non-GAAP financial measures.

Special Items
Corning's  fourth-quarter  net special charges consisted of a $17 million charge
to reflect the increase in the fair market  value of Corning  common stock to be
contributed  to settle the asbestos  litigation  related to  Pittsburgh  Corning
Corporation   and  $3  million  of  net  credits   related  to   adjustments  to
restructuring reserves.

For the full year,  the company's net income was reduced by $2.839  billion,  or
$2.01 per share, of net charges comprising the following:
.    Restructuring,  impairment  and other charges and credits of $1.789 billion
     ($1.802 billion after-tax and minority  interest)  primarily related to the
     impairment of goodwill and fixed assets in the Telecommunications segment.
.    An asbestos  settlement  charge of $33 million ($30 million  after-tax)  to
     reflect the increase in the market  value of  Corning's  common stock to be
     contributed to settle the asbestos litigation related to Pittsburgh Corning
     Corporation.
.    A loss on  repurchases  and  retirement of debt of $36 million ($34 million
     after-tax) related to Corning's ongoing debt reduction program.
.    A provision  for income taxes of $937 million as a result of the  company's
     decision to increase its valuation  allowance against a significant portion
     of its deferred tax assets.
.    Equity  method  charges of $56  million,  included  in equity  earnings  of
     associated companies,  net of impairments,  of which $35 million related to
     impairments of certain Telecommunications segment equity method investments
     and $21 million  related to  restructuring  actions and bankruptcy  related
     charges recorded by Dow Corning Corporation.
.    Income from  discontinued  operations  of $20 million  related to the final
     settlement  of escrowed  proceeds  from the 2002 sale of Corning  Precision
     Lens.

Cash Flow/Liquidity Update
Corning ended the year with $1.9 billion in cash and short-term investments,  an
increase from the previous quarter's balance of $1.7 billion.  The cash increase
was primarily due to strong cash flow from operations,  including the receipt of
a $102 million  customer  deposit.  The company's  debt-to-capital  ratio was 41
percent, a slight decline from the previous quarter's ratio of 42 percent.

"We continue to make  progress on our financial  priorities.  We met or exceeded
all of our expectations for the year. Our balance sheet continued to improve. We
reduced  our  overall  debt  level,  and we had  operating  cash flow of over $1
billion," said James B. Flaws, vice chairman and chief financial officer.

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Corning Reports Fourth-Quarter Results
Page Four


First-Quarter Outlook
Corning  said  that it  expects  first-quarter  sales to be in the range of $980
million to $1.03  billion and EPS in the range of $0.11 to $0.13 before  special
items.  This EPS  estimate  is a non-GAAP  financial  measure and  excludes  any
possible  special items.  The company expects  foreign  exchange rates to remain
stable  and that its  gross  margin  will be in the  range of 37  percent  to 38
percent for the quarter.

In the Display Technologies segment,  Corning expects that the sequential volume
growth  will be in the  range of 5  percent  to 10  percent, including  both its
wholly-owned business and Samsung Corning Precision Glass Co. Ltd., a 50 percent
owned equity  company.  The sequential  volume growth in Corning's  wholly-owned
business is expected to be flat to up 10 percent in the first  quarter.  Samsung
Corning  Precision is anticipating  sequential  volume growth of 5 percent to 15
percent for the  quarter.  The rate of volume  growth will be largely  dependent
upon the  industry's  ability to  efficiently  bring on new panel  manufacturing
capacity during the quarter,  as well as continued  strong market demand for LCD
products. Corning noted that its capacity expansion plans are modular and may be
adjusted if industry growth projections  change.  While the company  anticipates
continued growth in the LCD glass market during the first quarter, it also noted
that the level of glass demand could differ by geographic region.

Pricing for LCD glass is expected to begin to decline  after being  stable to up
slightly over the last two years. As a result, the company  anticipates that the
average price for LCD glass will be down approximately 5 percent sequentially in
the first quarter.

"Last  week,  we  introduced  the first  successful  commercial  application  of
Generation 7 LCD glass substrates at Samsung Corning Precision. This larger size
glass  substrate is designed to support the LCD TV market,  which we continue to
believe will be a significant  driver of LCD glass volume increases for the next
several years," Flaws said.

In the  Telecommunications  segment,  the company is anticipating  first-quarter
sequential  fiber  volume will be flat to down 10 percent  against an  unusually
strong fourth  quarter.  First-quarter  fiber price  declines are expected to be
around 5 percent.

The  company  noted that at the end of the  fourth  quarter  it  received  final
notification  from the People's Republic of China's Ministry of Commerce that it
had removed its preliminary  fiber dumping  determination  which had placed a 16
percent duty on Corning  fiber  imports.  Previously,  the company said that its
fiber exports to China had been impacted by the preliminary  determination.  "We
are very  pleased  with the  final  ruling,"  Flaws  said.  "It  alleviates  any
uncertainty about our ability to compete in the very important and growing China
region.  We are hopeful about  regaining lost market share in this dynamic fiber
market," he said.




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Corning Reports Fourth-Quarter Results
Page Five


Flaws added "We are entering the first  quarter with  excellent  momentum in our
major businesses.  Corning's  management team will be discussing the outlook for
our businesses in more depth at our annual investor  meeting in New York City on
Feb. 4."

Fourth-Quarter Earnings and Conference Call Information
The  company  will host a  fourth-quarter  conference  call at 8:30 a.m.  EST on
Wednesday,  Jan. 26. To access the call,  dial (630)  395-0018.  The password is
Earnings.  The leader is Sofio. A replay of the call will begin at approximately
10:30 a.m.  EST and will run through 5 p.m.  EST,  Wednesday,  Feb. 9, 2005.  To
listen, dial (203) 369-0275, no pass code is required. To listen to a live audio
webcast of the call at 8:30 a.m. on  Wednesday,  Jan. 26, please go to Corning's
Web site and follow the instructions: http://www.corning.com/investor_relations.
The audio webcast will be archived for one year following the call.

Annual Investor Meeting
Corning will host its annual investor  meeting in New York City on Friday,  Feb.
4. Investors who are interested in attending  should register prior to the event
at http://www.shareholder.com/corning/registration.cfm.

Presentation of Information in this News Release
Non-GAAP  financial  measures are not in accordance  with, or an alternative to,
GAAP.  Corning's  non-GAAP  net income and EPS measures  exclude  restructuring,
impairment  and  other  charges  and  adjustments  to prior  estimates  for such
charges.  Additionally,  the company's non-GAAP measures exclude  adjustments to
asbestos  settlement  reserves  required by movements in Corning's  common stock
price,  gains and  losses  arising  from debt  retirements,  charges  or credits
arising from adjustments to the valuation allowance against deferred tax assets,
equity method charges resulting from impairments of equity method investments or
restructuring, impairment or other charges taken by equity method companies, and
gains from discontinued operations. The company believes presenting non-GAAP net
income and EPS measures is helpful to analyze financial  performance without the
impact of unusual  items that may  obscure  trends in the  company's  underlying
performance. These non-GAAP measures are reconciled on the company's Web site at
www.corning.com/investor-relations and accompany this news release.

About Corning Incorporated
Corning Incorporated  (www.corning.com) is a diversified technology company that
concentrates its efforts on high-impact growth  opportunities.  Corning combines
its  expertise  in  specialty  glass,   ceramic  materials,   polymers  and  the
manipulation of the properties of light,  with strong process and  manufacturing
capabilities  to develop,  engineer  and  commercialize  significant  innovative
products  for  the  telecommunications,   flat  panel  display,   environmental,
semiconductor, and life sciences industries.



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Corning Reports Fourth-Quarter Results
Page Six


Forward-Looking and Cautionary Statements
This news release contains forward-looking  statements that involve a variety of
business risks and other uncertainties that could cause actual results to differ
materially.  These risks and uncertainties include the possibility of changes or
fluctuations in global economic and political conditions; tariffs, import duties
and currency  fluctuations;  product demand and industry  capacity;  competitive
products and pricing; manufacturing efficiencies; cost reductions;  availability
and costs of critical  components and  materials;  new product  development  and
commercialization;  order  activity  and demand  from major  customers;  capital
spending by larger  customers in the liquid crystal  display  industry and other
businesses;  changes  in the  mix  of  sales  between  premium  and  non-premium
products;  facility expansions and new plant start-up costs; possible disruption
in commercial  activities due to terrorist activity,  armed conflict,  political
instability or major health concerns; ability to obtain financing and capital on
commercially  reasonable terms; adequacy and availability of insurance;  capital
resource and cash flow activities;  capital spending; equity company activities;
interest costs;  acquisition and divestiture activities;  the level of excess or
obsolete  inventory;  the rate of  technology  change;  the  ability  to enforce
patents;  product and components  performance issues;  changes in key personnel;
stock price  fluctuations;  and adverse  litigation or regulatory  developments.
These and other risk  factors  are  identified  in  Corning's  filings  with the
Securities and Exchange Commission.  Forward-looking statements speak only as of
the day that they are made, and Corning  undertakes no obligation to update them
in light of new information or future events.

                                       ###






                  CORNING INCORPORATED AND SUBSIDIARY COMPANIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
               (Unaudited; in millions, except per share amounts)



                                                      For the three months ended              For the year ended
                                                             December 31,                        December 31,       
                                                      ---------------------------         --------------------------
                                                          2004           2003                2004           2003   
                                                       ---------       ---------          ---------       ---------
                                                                                              
Net sales                                              $   1,033       $     820          $   3,854       $   3,090
Cost of sales                                                668             578              2,439           2,241
                                                       ---------       ---------          ---------       ---------

Gross margin                                                 365             242              1,415             849

Operating expenses:
   Selling, general and administrative expenses              174             152                653             599
   Research, development and engineering expenses             98              86                355             344
   Amortization of purchased intangibles                      10               9                 38              37
   Restructuring, impairment and other charges
     and (credits)                                            (5)             21              1,789             111
   Asbestos settlement                                        17              25                 33             413
                                                       ---------       ---------          ---------       ---------

Operating income (loss)                                       71             (51)            (1,453)           (655)

Interest income                                                9               8                 25              32
Interest expense                                             (32)            (36)              (141)           (154)
(Loss) gain on repurchases and retirement of debt, net                                          (36)             19
Other income (expense), net                                   19             (12)                25              (1)
                                                       ---------       ---------          ---------       ---------

Income (loss) before income taxes                             67             (91)            (1,580)           (759)
(Provision) benefit for income taxes                         (34)             46             (1,031)            254
                                                       ---------       ---------          ----------      ---------

Income (loss) before minority interests and
  equity earnings                                             33             (45)            (2,611)           (505)
Minority interests                                            (3)              1                (17)             73
Equity in earnings of associated companies,
  net of impairments                                         133              15                443             209
                                                       ---------       ---------          ---------       ---------

Income (loss) from continuing operations                     163             (29)            (2,185)           (223)
Income from discontinued operations                                                              20                
                                                       ---------       ---------          ---------       ---------

Net income (loss)                                      $     163       $     (29)         $  (2,165)      $    (223)
                                                       =========       =========          =========       =========

Basic earnings (loss) per common share from:
  Continuing operations                                $    0.12       $   (0.02)         $   (1.57)      $   (0.18)
  Discontinued operations                                                                      0.01                
                                                       ---------       ---------          ---------       ---------
Basic earnings (loss) per common share                 $    0.12       $   (0.02)         $   (1.56)      $   (0.18)
                                                       =========       =========          =========       =========

Diluted earnings (loss) per common share from:
  Continuing operations                                $    0.11       $   (0.02)         $   (1.57)      $   (0.18)
  Discontinued operations                                                                      0.01                
                                                       ---------       ---------          ---------       ---------
Diluted earnings (loss) per common share               $    0.11       $   (0.02)         $   (1.56)      $   (0.18)
                                                       =========       =========          =========       =========


The  accompanying  notes are an integral  part of these  consolidated  financial
statements.





                  CORNING INCORPORATED AND SUBSIDIARY COMPANIES
                           CONSOLIDATED BALANCE SHEETS
               (Unaudited; in millions, except per share amounts)




                                                                                                    December 31,      
                                                                                              -------------------------
                                                                                                 2004           2003
                                                                                                 ----           ----
                                                                                                       
Assets

Current assets:
  Cash and cash equivalents                                                                   $   1,224      $     833
  Short-term investments, at fair value                                                             657            433
                                                                                              ---------      ---------
    Total cash, cash equivalents and short-term investments                                       1,881          1,266
  Trade accounts receivable, net                                                                    585            525
  Inventories                                                                                       535            467
  Deferred income taxes                                                                              92            242
  Other current assets                                                                              188            194
                                                                                              ---------      ---------
    Total current assets                                                                          3,281          2,694
                                                                                              ---------      ---------

Investments                                                                                       1,484          1,045
Property, net                                                                                     3,941          3,620
Goodwill and other intangible assets, net                                                           398          1,901
Deferred income taxes                                                                               440          1,225
Other assets                                                                                        166            267
                                                                                              ---------      ---------

Total Assets                                                                                  $   9,710      $  10,752
                                                                                              =========      =========

Liabilities and Shareholders' Equity

Current liabilities:
  Loans payable                                                                               $     478      $     146
  Accounts payable                                                                                  682            333
  Other accrued liabilities                                                                       1,176          1,074
                                                                                              ---------      ---------
    Total current liabilities                                                                     2,336          1,553
                                                                                              ---------      ---------

Long-term debt                                                                                    2,214          2,668
Postretirement benefits other than pensions                                                         600            619
Other liabilities                                                                                   715            412
Commitments and contingencies
Minority interests                                                                                   29             36
Shareholders' equity:
  Preferred stock - Par value $100.00 per share; Shares authorized: 10 million
      Series C mandatory convertible preferred stock - Shares issued: 5.75 million;
      Shares outstanding:  637 thousand and 854 thousand                                             64             85
  Common stock - Par value $0.50 per share; Shares authorized: 3.8 billion
      Shares issued: 1,424 million and 1,401 million                                                712            701
  Additional paid-in capital                                                                     10,363         10,298
  Accumulated deficit                                                                            (7,309)        (5,144)
  Treasury stock, at cost; Shares held: 16 million and 58 million                                  (162)          (574)
  Accumulated other comprehensive income                                                            148             98
                                                                                              ---------      ---------
    Total shareholders' equity                                                                    3,816          5,464
                                                                                              ---------      ---------

Total Liabilities and Shareholders' Equity                                                    $   9,710      $  10,752
                                                                                              =========      =========


The  accompanying  notes are an integral  part of these  consolidated  financial
statements.





                  CORNING INCORPORATED AND SUBSIDIARY COMPANIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                            (Unaudited; in millions)



                                                            For the three months ended    For the year ended Dec. 31,
                                                           -----------------------------  ---------------------------
                                                           Dec. 31, 2004  Sept. 30, 2004      2004           2003   
                                                           -------------  --------------   ---------       ---------
                                                                                               
Cash flows from operating activities:
   Income (loss) from continuing operations                   $    163     $ (2,511)       $ (2,185)       $  (223)
   Adjustments to reconcile loss from continuing operations
      to net cash provided by operating activities:
     Depreciation                                                  126          119             485            480
     Amortization of purchased intangibles                          10            9              38             37
     Asbestos settlement                                            17          (50)             33            413
     Restructuring, impairment and other charges and (credits)      (5)       1,794           1,789            111
     Loss (gain) on repurchases and retirement of debt                            4              36            (19)
     Undistributed earnings of associated companies               (122)        (107)           (321)           (97)
     Minority interests, net of dividends paid                       3            3              17            (77)
     Deferred taxes                                                  8          974             947           (263)
     Interest expense on convertible debentures                                   1               4             18
     Restructuring payments                                        (10)         (18)            (85)          (233)
     Income tax refund                                                                                         191
     Customer deposits                                             104          100             204
     Employee benefit payments in excess of expense                 (7)          (4)            (19)          (142)
     Changes in certain working capital items:
       Trade accounts receivable                                   (11)          14             (40)
       Inventories                                                 (16)         (19)            (68)           108
       Other current assets                                         18          (32)             (7)            49
       Accounts payable and other current liabilities, net of
         restructuring payments                                    132           35             161           (219)
     Other, net                                                    (44)          24              20             (1)
                                                              --------     --------        --------        -------
Net cash provided by operating activities                          366          336           1,009            133
                                                              --------     --------        --------        -------

Cash Flows from Investing Activities:
   Capital expenditures                                           (301)        (254)           (857)          (366)
   Net proceeds from sale of businesses                                         100             100              9
   Net proceeds from sale or disposal of assets                      3           11              49             46
   Short-term investments - acquisitions                          (284)        (263)         (1,253)        (1,584)
   Short-term investments - liquidations                           217          296           1,027          1,814
   Other, net                                                        6            1              12              3
                                                              --------     --------        --------        -------
Net cash used in investing activities                             (359)        (109)           (922)           (78)
                                                              --------     ---------       --------        -------

Cash Flows from Financing Activities:
   Net repayments of loans payable                                  (4)        (102)           (115)          (162)
   Proceeds from issuance of long-term debt, net                                 46             442
   Repayments of long-term debt                                                  (4)           (154)        (1,208)
   Proceeds from issuance of common stock, net                       9            9              42            657
   Cash dividends to preferred shareholders                         (1)          (1)             (7)           (19)
   Proceeds from the exercise of stock options                      15            7              49              9
   Other, net                                                        8                            8             15
                                                              --------     --------        --------        -------
Net cash provided by (used in) financing activities                 27          (45)            265           (708)
                                                              --------     ---------       --------        -------
Effect of exchange rates on cash                                    43            1              39             60
                                                              --------     --------        --------        -------
Net increase (decrease) in cash and cash equivalents                77          183             391           (593)
Cash and cash equivalents at beginning of period                 1,147          964             833          1,426
                                                              --------     --------        --------        -------

Cash and cash equivalents at end of period                    $  1,224     $  1,147        $  1,224        $   833
                                                              ========     ========        ========        =======


The  accompanying  notes are an integral  part of these  consolidated  financial
statements.






                  CORNING INCORPORATED AND SUBSIDIARY COMPANIES
                                 SEGMENT RESULTS
                            (Unaudited; in millions)


Our   reportable    operating    segments    include    Display    Technologies,
Telecommunications, Environmental Technologies and Life Sciences.



                                                Display     Telecom-    Environmental   Life   Unallocated   Consolidated
                                             Technologies  munications  Technologies  Sciences  and Other       Total
                                             ------------  -----------  ------------- -------- -----------   ------------
                                                                                            
For the three months ended December 31, 2004
Net sales                                      $   311      $   423       $    130    $     71    $     98    $  1,033
Research, development and engineering
  expenses (1)                                 $    26      $    21       $     23    $     11    $     17    $     98
Restructuring, impairment and other charges
  and (credits)                                             $     1                               $     (6)   $     (5)
Interest expense (2)                           $    15      $     9       $      5    $      1    $      2    $     32
(Provision) benefit for income taxes           $   (49)     $     4       $      5                $      6    $    (34)
Income (loss) before minority interests and
  equity earnings (3)                          $    67      $    (9)      $     (7)               $    (18)   $     33
Minority interests (4)                                            1                                     (4)         (3)
Equity in earnings of associated companies,
  net of impairments (5)                            84           (1)             1                      49         133
                                               -------      -------       --------    --------    --------    --------
Net income (loss)                              $   151      $    (9)      $     (6)   $      0    $     27    $    163
                                               =======      =======       ========    ========    ========    ========

For the three months ended December 31, 2003
Net sales                                      $   199      $   357       $    123    $     66    $     75    $    820
Research, development and engineering
  expenses (1)                                 $    19      $    25       $     24    $      7    $     11    $     86
Restructuring, impairment and other charges
  and (credits)                                             $    (6)                              $     27    $     21
Interest expense (2)                           $    12      $    16       $      4    $      1    $      3    $     36
(Provision) benefit for income taxes           $   (15)     $    32       $      1                $     28    $     46
Income (loss) before minority interests and
  equity earnings (3)                          $    31      $   (17)      $     (2)   $     (1)   $    (56)   $    (45)
Minority interests (4)                                                                                   1           1
Equity in earnings of associated companies,
  net of impairments (5)                            50           (1)                                   (34)         15
                                               -------      -------       --------    --------    --------    --------
Net income (loss)                              $    81      $   (18)      $     (2)   $     (1)   $    (89)   $    (29)
                                               =======      =======       ========    ========    ========    ========






                                                Display     Telecom-    Environmental   Life   Unallocated   Consolidated
                                             Technologies  munications  Technologies  Sciences   and Other       Total
                                             ------------  -----------  ------------- -------- -----------   ------------
                                                                                            

For the year ended December 31, 2004
Net sales                                      $ 1,113      $ 1,539       $    548    $    304    $    350    $  3,854
Research, development and engineering
  expenses (1)                                 $    83      $    90       $     87    $     38    $     57    $    355
Restructuring, impairment and other charges
  and (credits)                                             $ 1,798                               $     (9)   $  1,789
Interest expense (2)                           $    52      $    50       $     22    $      5    $     12    $    141
(Provision) benefit for income taxes           $  (146)     $    29                   $     (6)   $   (908)   $ (1,031)
Income (loss) before minority interests and
  equity earnings (3)                          $   258      $(1,862)      $      3    $     12    $ (1,022)   $ (2,611)
Minority interests (4)                                            2                                    (19)        (17)
Equity in earnings of associated companies,
  net of impairments (5)                           288          (33)             1                     187         443
Income from discontinued operations                                                                     20          20
                                               -------      -------       --------    --------    --------    --------
Net income (loss)                              $   546      $(1,893)      $      4    $     12    $   (834)   $ (2,165)
                                               =======      =======       ========    ========    ========    ========

For the year ended December 31, 2003
Net sales                                      $   595      $ 1,426       $    476    $    281    $    312    $  3,090
Research, development and engineering
  expenses (1)                                 $    55      $   120       $     87    $     28    $     54    $    344
Restructuring, impairment and other charges
  and (credits)                                             $   (36)                              $    147    $    111
Interest expense (2)                           $    39      $    75       $     19    $      5    $     16    $    154
(Provision) benefit for income taxes           $   (45)     $    78       $     (5)   $     (7)   $    233    $    254
Income (loss) before minority interests and
  equity earnings (3)                          $    91      $  (158)      $      9    $     14    $   (461)   $   (505)
Minority interests (4)                                                                                  73          73
Equity in earnings of associated companies,
  net of impairments (5)                           144          (11)                                    76         209
                                               -------      -------       --------    --------    --------    --------
Net income (loss)                              $   235      $  (169)      $      9    $     14    $   (312)   $   (223)
                                               =======      =======       ========    ========    ========    ========


(1)  Non-direct research,  development and engineering expenses are allocated to
     segments based upon direct project spending for each segment.
(2)  Interest  expense is allocated to segments based on a percentage of segment
     net operating assets.  Consolidated  subsidiaries with independent  capital
     structures do not receive additional allocations of interest expense.
(3)  Many of Corning's  administrative  and staff  functions  are performed on a
     centralized  basis.  Where  practicable,  Corning charges these expenses to
     segments  based upon the extent to which each  business  uses a centralized
     function. Other staff functions, such as corporate finance, human resources
     and legal are allocated to segments, primarily as a percentage of sales.
(4)  Minority  interests  include the following  restructuring,  impairment  and
     other charges and (credits):
     .    For 2004,  gains from the sale of Corning Asahi Video Products Company
          (CAV) assets in excess of assumed  salvage  value of $17 million,  and
          reversals of CAV severance reserves of $2 million.
     .    For 2003,  impairment  charges for  long-lived  assets of CAV and exit
          costs of $57 million.
(5)  Equity in earnings of associated companies, net of impairments includes the
     following restructuring and impairment charges:
     .    $35  million  and $7  million  of  charges  to  impair  equity  method
          investments in the Telecommunications  segment to their estimated fair
          value in 2004 and 2003, respectively.
     .    In  2004,  Dow  Corning   Corporation   recorded  charges  related  to
          restructuring actions and adjustments to interest liabilities recorded
          on its emergence from  bankruptcy.  Our equity  earnings  included $21
          million related to these charges.
     .    In 2003, Samsung Corning Co., Ltd. recorded asset impairment  charges.
          Our equity earnings included $66 million related to these charges.






                  CORNING INCORPORATED AND SUBSIDIARY COMPANIES
                                 SEGMENT RESULTS
                            (Unaudited; in millions)


A  reconciliation  of reportable  segment net income (loss) to consolidated  net
income (loss) follows:



                                                             For the three months             For the year
                                                              ended December 31,           ended December 31,
                                                              ------------------           ------------------
                                                              2004         2003            2004           2003
                                                              ----         ----            ----           ----
                                                                                            
Net income (loss) of reportable segments                    $   136      $     60       $  (1,331)      $    89
Non-reportable operating segments net income (loss) (1)           6           (91)             16          (139)
Unallocated amounts:
    Non-segment loss and other (2)                               (3)          (18)            (13)          (51)
    Non-segment restructuring, impairment and
       other (charges) and credits                               (1)                            4           (13)
    Asbestos settlement                                         (17)          (25)            (33)         (413)
    Interest income                                               9             8              25            32
    (Loss) gain on repurchases of debt                                                        (36)           19
    (Provision) benefit for income taxes (3)                     (2)           18            (933)          170
    Equity in earnings of associated companies,
       net of impairments (4)                                    35            19             116            83
    Income from discontinued operations                                                        20              
                                                            -------      --------       ---------       -------
Net income (loss)                                           $   163      $    (29)      $  (2,165)      $  (223)
                                                            =======      ========       =========       =======


(1)  Non-reportable operating segments net income (loss) includes the results of
     non-reportable operating segments.
(2)  Non-segment  loss and other includes the results of non-segment  operations
     and other corporate activities.
(3)  (Provision)   benefit  for  income  taxes  includes  tax  associated   with
     non-segment restructuring, impairment and other (charges) and credits.
(4)  Equity in earnings of associated  companies,  net of  impairments  includes
     amounts   derived  from  corporate   investments,   primarily  Dow  Corning
     Corporation in 2004 and 2003.








                  CORNING INCORPORATED AND SUBSIDIARY COMPANIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)


1.   Restructuring, Impairment and Other Charges and (Credits)

We  recorded  net  credits of $5 million  ($3  million  after-tax  and  minority
interest)  for  adjustments  to  prior  periods'  restructuring  and  impairment
charges.

2.   Asbestos Settlement

On  March  28,  2003,  we  announced  that we had  reached  agreement  with  the
representatives  of asbestos  claimants  for the  settlement  of all current and
future asbestos claims against us and Pittsburgh  Corning  Corporation  ("PCC"),
which might arise from PCC products or  operations.  Accordingly,  we recorded a
charge of $298  million in the first  quarter of 2003.  The charge  included the
value of 25 million  shares of Corning  common stock that we will  contribute as
part of the settlement.  Also at that time, we indicated that any changes in the
value of our common stock  contribution  would be  recognized  in our  quarterly
results through the date of  contribution to the settlement  trust. As required,
we recorded a mark-to-market charge of $17 million in the fourth quarter of 2004
reflecting the increase in Corning's  common stock from September 30 to December
31, 2004.  Beginning  with the first quarter of 2003, we have recorded total net
charges of $446 million to reflect the initial  settlement and to mark-to-market
the value of our common stock. We will make our  contributions to the settlement
trust under the agreement after the plan is approved,  becomes  effective and is
no longer subject to appeal.







                  CORNING INCORPORATED AND SUBSIDIARY COMPANIES
                           QUARTERLY SALES INFORMATION
                            (Unaudited; in millions)



                                                                                  2004                             
                                                     -------------------------------------------------------------

                                                                    Three Months Ended               
                                                     ------------------------------------------------
                                                      March 31     June 30      Sept. 30      Dec. 31       Total
                                                     ---------   ----------     --------     --------     --------
                                                                                           
Display Technologies                                 $    230    $     277      $   295      $   311      $  1,113

Telecommunications
   Fiber and cable                                        149          192          202          212           755
   Hardware and equipment                                 163          200          210          211           784
                                                     --------     --------      -------      -------      --------
                                                          312          392          412          423         1,539

Environmental Technologies                                141          141          136          130           548

Life Sciences                                              79           79           75           71           304

Other
   Conventional video components                            2                                                    2
   Other businesses                                        80           82           88           98           348
                                                     --------     --------      -------      -------      --------
                                                           82           82           88           98           350

Total                                                $    844     $    971      $ 1,006      $ 1,033      $  3,854
                                                     ========     ========      =======      =======      ========




                                                                                  2003                             
                                                     -------------------------------------------------------------

                                                                    Three Months Ended               
                                                     ------------------------------------------------
                                                      March 31     June 30      Sept. 30      Dec. 31       Total
                                                     ---------    ---------     --------     --------     --------
                                                                                           
Display Technologies                                 $    117     $    135      $   144      $   199      $    595

Telecommunications
   Fiber and cable                                        193          178          209          180           760
   Hardware and equipment                                 141          154          151          166           612
   Photonic technologies                                   18           15           10           11            54
                                                     --------     --------      -------      -------      --------
                                                          352          347          370          357         1,426

Environmental Technologies                                115          117          121          123           476

Life Sciences                                              73           72           70           66           281

Other
   Conventional video components                           25           24           14            2            65
   Other businesses                                        64           57           53           73           247
                                                     --------     --------      -------      -------      --------
                                                           89           81           67           75           312

Total                                                $    746     $    752      $   772      $   820      $  3,090
                                                     ========     ========      =======      =======      ========


The above  supplemental  information  is  intended  to  facilitate  analysis  of
Corning's businesses.






                  CORNING INCORPORATED AND SUBSIDIARY COMPANIES
     RECONCILIATION OF NON-GAAP FINANCIAL MEASURE TO GAAP FINANCIAL MEASURE
                      Three Months Ended December 31, 2004
           (Unaudited; amounts in millions, except per share amounts)

--------------------------------------------------------------------------------
Corning's  net income and earnings per share (EPS)  excluding  special items for
the fourth quarter of 2004 are non-GAAP financial measures within the meaning of
Regulation G of the  Securities  and  Exchange  Commission.  Non-GAAP  financial
measures are not in accordance  with, or an alternative to,  generally  accepted
accounting  principles  (GAAP).  The company  believes  presenting  non-GAAP net
income and EPS is helpful to analyze financial performance without the impact of
unusual items that may obscure trends in the company's underlying performance. A
detailed  reconciliation  is provided below  outlining the  differences  between
these non-GAAP measures and the directly related GAAP measure.
--------------------------------------------------------------------------------



                                                                            Per         Income Before         Net
                                                                           Share        Income Taxes        Income
                                                                         -------        -------------       -------
                                                                                                   
Earnings per share (EPS) and net income,
  excluding special items                                                $  0.12          $    79           $   177

Special items:
     Restructuring, impairment and other (charges) and credits (a)                              5                 3

     Asbestos settlement (b)                                               (0.01)             (17)              (17)
                                                                         -------          -------           -------

Total EPS and net income                                                 $  0.11          $    67           $   163
                                                                         =======          =======           =======


(a)  Corning  recorded  net  credits of $5 million  ($3  million  after-tax  and
     minority  interest) for  adjustments  to prior periods'  restructuring  and
     impairment charges, primarily in the Telecommunications segment.

(b)  As part of Corning's  asbestos  settlement  arrangement to be  incorporated
     into the Pittsburgh Corning Corporation  reorganization  plan, Corning will
     contribute,  when the  reorganization  plan becomes  effective,  25 million
     shares of Corning  common  stock to a trust.  This  portion of the asbestos
     liability requires  quarterly  adjustment based upon movements in Corning's
     common stock price prior to contribution of the shares to the trust. In the
     fourth  quarter of 2004,  Corning  recorded a charge of $17 million for the
     change in its common stock price of $11.77 at December 31, 2004 compared to
     $11.08, the common stock price at September 30, 2004.







                  CORNING INCORPORATED AND SUBSIDIARY COMPANIES
     RECONCILIATION OF NON-GAAP FINANCIAL MEASURE TO GAAP FINANCIAL MEASURE
                          Year Ended December 31, 2004
           (Unaudited; amounts in millions, except per share amounts)

--------------------------------------------------------------------------------
Corning's  net income and earnings per share (EPS)  excluding  special items for
the year ended  December 31, 2004 are  non-GAAP  financial  measures  within the
meaning of  Regulation G of the  Securities  and Exchange  Commission.  Non-GAAP
financial  measures are not in accordance  with, or an alternative to, generally
accepted accounting  principles (GAAP). The company believes presenting non-GAAP
net  income and EPS is helpful to  analyze  financial  performance  without  the
impact of unusual  items that may  obscure  trends in the  company's  underlying
performance.   A  detailed   reconciliation  is  provided  below  outlining  the
differences  between  these  non-GAAP  measures  and the  directly  related GAAP
measures.
--------------------------------------------------------------------------------



                                                                          Per      Income (Loss) Before          Net
                                                                         Share         Income Taxes         Income (Loss)
                                                                       -------     --------------------     -------------
                                                                                                   
Earnings per share (EPS) and net income,
  excluding special items                                              $  0.45           $    278           $    674

Special items:
     Restructuring, impairment and other (charges) and credits (a)       (1.29)            (1,789)            (1,802)

     Asbestos settlement (b)                                             (0.01)               (33)               (30)

     Loss on repurchases and retirement of debt, net (c)                 (0.02)               (36)               (34)

     (Provision) benefit for income taxes (d)                            (0.67)                                 (937)

     Equity in earnings of associated companies, net of impairments (e)  (0.03)                                  (56)

     Income from discontinued operations (f)                              0.01                                    20
                                                                       -------           --------           --------

Total EPS and net loss                                                 $ (1.56)          $ (1,580)          $ (2,165)
                                                                       =======           ========           ========


(a)  Corning  recorded  charges of $1.789 billion ($1.802 billion  after-tax and
     minority  interest)  primarily  related to the  impairment  of goodwill and
     fixed assets in the Telecommunications segment.

(b)  As part of Corning's  asbestos  settlement  arrangement to be  incorporated
     into the Pittsburgh Corning Corporation  reorganization  plan, Corning will
     contribute,  when the  reorganization  plan becomes  effective,  25 million
     shares of Corning  common  stock to a trust.  This  portion of the asbestos
     liability requires  quarterly  adjustment based upon movements in Corning's
     common stock price prior to  contribution  of the shares to the trust.  For
     2004,  Corning recorded a charge of $33 million ($30 million after-tax) for
     the  change  in its  common  stock  price of $11.77 at  December  31,  2004
     compared to $10.43, the common stock price at December 31, 2003.

(c)  During 2004,  Corning  retired a  significant  portion of  long-term  debt,
     resulting in a loss of $36 million ($34 million after-tax).

(d)  In the third quarter of 2004,  Corning increased income tax expense by $937
     million  as a result of the  company's  decision  to  provide  a  valuation
     allowance against a significant portion of its deferred tax assets.

(e)  This amount  reflects  charges of $35 million  for  impairments  of certain
     non-strategic  equity method  investments  in Corning's  Telecommunications
     segment and $21 million  related to  restructuring  actions and  bankruptcy
     related charges recorded by Dow Corning Corporation.

(f)  This gain relates to the final  settlement  of escrowed  proceeds  from the
     2002 sale of Corning's precision lens business to 3M Company.







                  CORNING INCORPORATED AND SUBSIDIARY COMPANIES
     RECONCILIATION OF NON-GAAP FINANCIAL MEASURE TO GAAP FINANCIAL MEASURE
                          Year Ended December 31, 2003
           (Unaudited; amounts in millions, except per share amounts)

--------------------------------------------------------------------------------
Corning's  net income and earnings per share (EPS)  excluding  special items for
the year ended  December 31, 2003 are  non-GAAP  financial  measures  within the
meaning of  Regulation G of the  Securities  and Exchange  Commission.  Non-GAAP
financial  measures are not in accordance  with, or an alternative to, generally
accepted accounting  principles (GAAP). The company believes presenting non-GAAP
net  income and EPS is helpful to  analyze  financial  performance  without  the
impact of unusual  items that may  obscure  trends in the  company's  underlying
performance.   A  detailed   reconciliation  is  provided  below  outlining  the
differences  between  these  non-GAAP  measures  and the  directly  related GAAP
measures.
--------------------------------------------------------------------------------


                                                                            Per          Loss Before          Net
                                                                           Share        Income Taxes     Income (Loss)
                                                                         -------        ------------     -------------
                                                                                                  
Earnings per share (EPS) and net income,
  excluding special items                                                $  0.10          $   (254)        $    128

Special items:
     Restructuring, impairment and other (charges) and credits (a)         (0.02)             (111)             (26)

     Asbestos settlement (b)                                               (0.21)             (413)            (263)

     Gain on repurchases and retirement of debt, net (c)                    0.01                19               12

     Equity in earnings of associated companies, net of impairments (d)    (0.06)                               (74)
                                                                         -------          --------         --------

Total EPS and net loss                                                   $ (0.18)         $   (759)        $   (223)
                                                                         =======          ========         ========


(a)  Corning  recorded net charges of $111 million ($26 million  after-tax)  for
     our decision to shutdown  Corning Asahi Video  Products  Company,  exit the
     photonics technologies business within our Telecommunications  segment, and
     shutdown  two of our  Specialty  Materials  manufacturing  facilities.  The
     charges  for  these  actions  were  partially  offset by  credits  to prior
     periods' restructuring plans, most notably for our decision not to exit two
     cabling sites previously marked for shutdown in 2002.

(b)  As part of Corning's  asbestos  settlement  arrangement to be  incorporated
     into the Pittsburgh Corning Corporation  reorganization  plan, Corning will
     contribute,  when the  reorganization  plan becomes  effective,  25 million
     shares of Corning  common stock and our  investment in  Pittsburgh  Corning
     Europe to a trust. This charge  represents  recording the initial liability
     based on the terms of the  settlement  agreement  ($298  million)  plus the
     charge to  reflect  movements  in  Corning's  common  stock  price from the
     settlement arrangement date and December 31, 2003 ($115 million).

(c)  During 2004,  Corning  retired a  significant  portion of  long-term  debt,
     resulting in a gain of $19 million ($12 million after-tax).

(d)  This amount  primarily  reflects  our portion of asset  impairment  charges
     recorded by our equity method investment, Samsung Corning Co., Ltd.








                  CORNING INCORPORATED AND SUBSIDIARY COMPANIES
     RECONCILIATION OF NON-GAAP FINANCIAL MEASURE TO GAAP FINANCIAL MEASURE
                          Year Ended December 31, 2004
                        (Unaudited; amounts in millions)

--------------------------------------------------------------------------------
Corning's comment,  "This is the second consecutive year that we have achieved a
$500 million improvement in profitability before special items..." is a non-GAAP
financial  measure  within the meaning of  Regulation  G of the  Securities  and
Exchange Commission.  Non-GAAP financial measures are not in accordance with, or
an alternative to, generally accepted accounting  principles (GAAP). The company
believes  presenting a non-GAAP  improvement in net income is helpful to analyze
financial  performance  without  the  impact of unusual  items that may  obscure
trends in the company's  underlying  performance.  A detailed  reconciliation is
provided below outlining the differences  between this non-GAAP  measure and the
directly related GAAP measure.
--------------------------------------------------------------------------------



                                                                    Net Income                         Improvement
                                                         For the years ended December 31,        ----------------------
                                                     ----------------------------------------      2004          2003
                                                       2004 (a)     2003 (a)         2002         vs. 2003     vs. 2002
                                                     -----------  -----------     -----------    ---------    ---------

                                                                                               
Net income, excluding special items                  $     674    $     128       $   (392)      $     546    $     520
                                                                                                 =========    =========

Special items:
Restructuring, impairment and other (charges)
  and credits (b)                                       (1,802)         (26)        (1,462)

Asbestos settlement                                        (30)        (263)

(Loss) gain on repurchases and retirement of
  debt, net (c)                                            (34)          12            108

(Provision) benefit for income taxes                      (937)

Equity in earnings of associated companies,
  net of impairments (d)                                   (56)         (74)           (34)

Income from discontinued operations (e)                     20                         478
                                                     ---------    ---------       --------

Net loss                                             $  (2,165)   $    (223)      $ (1,302)
                                                     =========    =========       ========


(a)  For 2004 and 2003, refer to separate  reconciliations of non-GAAP financial
     measure to the  comparable  GAAP measure for an  explanation of the special
     items being excluded.

2002 Special Items:

(b)  Corning  recorded  total  net  charges  of $2.08  billion  ($1.462  billion
     after-tax  and  minority  interest)  related to the  following  significant
     actions:  restructuring  charges of $1.271 billion ($929 million  after-tax
     and minority interest) for the closure of facilities,  workforce reductions
     and   abandonment  of  certain   construction   projects,   mostly  in  our
     Telecommunications  segment;  $400 million ($294 million after-tax) for the
     impairment of goodwill in our Telecommunications  segment; and $409 million
     ($239  million  after-tax)  for the  impairment  of assets of our  photonic
     technologies and conventional video components businesses.

(c)  During  2002,  Corning  retired a  significant  portion of  long-term  debt
     resulting in a gain of $176 million ($108 million after-tax).

(d)  This amount  reflects  charges for  impairments  of certain  equity  method
     investments in Corning's Telecommunications segment.

(e)  On December 13, 2002,  Corning  completed  the sale of our  precision  lens
     business to 3M Company for approximately  $800 million in cash and recorded
     a gain on the sale of $652 million  ($415  million  after-tax)  included in
     income from discontinued operations. The remaining $63 million, net of tax,
     of  income  from  discontinued  operations  represents  the 2002  operating
     results of the precision lens business prior to the sale to 3M Company.





                  CORNING INCORPORATED AND SUBSIDIARY COMPANIES
     RECONCILIATION OF NON-GAAP FINANCIAL MEASURE TO GAAP FINANCIAL MEASURE
                      Three months ended December 31, 2004
                        (Unaudited; amounts in millions)

--------------------------------------------------------------------------------
Corning's comment,  "...Excluding special items, our net income improved by $125
million,  and our EPS was  three  times  what it was last  year"  is a  non-GAAP
financial  measure  within the meaning of  Regulation  G of the  Securities  and
Exchange Commission.  Non-GAAP financial measures are not in accordance with, or
an alternative to, generally accepted accounting  principles (GAAP). The company
believes  presenting a non-GAAP  improvement in net income is helpful to analyze
financial  performance  without  the  impact of unusual  items that may  obscure
trends in the company's  underlying  performance.  A detailed  reconciliation is
provided below outlining the differences  between this non-GAAP  measure and the
directly related GAAP measure.
--------------------------------------------------------------------------------



                                                       Net Income (Loss)
                                                      for the three months
                                                        ended December 31,           Improvement - 2004 vs. 2003
                                                     -----------------------         ----------------------------
                                                        2004         2003              Net Income        EPS
                                                     ---------    ---------            ----------     ----------
                                                                                           
Net income, excluding special items                  $     177    $      52             $    125       3 times (a)
                                                                                        ========       =======

Special items:
Restructuring, impairment and other (charges)
  and credits                                                3            2

Asbestos settlement                                        (17)         (17)

Equity in earnings of associated companies,
  net of impairments                                                    (66)
                                                     ---------    ---------

Net income (loss)                                    $     163    $     (29)
                                                     =========    =========


(a)  For the  fourth  quarter  of  2004,  Corning's  earnings  per  share  (EPS)
     excluding special items was $0.12 (refer to separate  reconciliation to the
     comparable  GAAP EPS  measure  of $0.11).  For the fourth  quarter of 2003,
     Corning had a net loss of ($29)  million,  or $(0.02) per share.  Excluding
     net special charges of $81 million, Corning's EPS would have been $0.04.








                  CORNING INCORPORATED AND SUBSIDIARY COMPANIES
     RECONCILIATION OF NON-GAAP FINANCIAL MEASURE TO GAAP FINANCIAL MEASURE
                        Three Months Ended March 31, 2005
           (Unaudited; amounts in millions, except per share amounts)

--------------------------------------------------------------------------------
Corning's earnings per share (EPS) excluding special items for the first quarter
of 2005 is a non-GAAP  financial  measure  within the meaning of Regulation G of
the Securities and Exchange  Commission.  Non-GAAP financial measures are not in
accordance with, or an alternative to, generally accepted accounting  principles
(GAAP).  The  company  believes  presenting  non-GAAP  EPS is helpful to analyze
financial  performance  without  the  impact of unusual  items that may  obscure
trends in the company's  underlying  performance.  A detailed  reconciliation is
provided below outlining the differences  between this non-GAAP  measure and the
directly related GAAP measure.
--------------------------------------------------------------------------------



                                                                                          Range
                                                                                  ----------------------
                                                                                             
Guidance: EPS excluding special items                                             $0.11            $0.13

Special items:
     Restructuring, impairment and other (charges) and credits (a)

     Asbestos settlement (b)

     (Loss) gain on repurchases and retirements of debt, net (c)                  -----            -----

Earnings per share




        ----------------------------------------------------------------
        This schedule will be updated as additional announcements occur.
        ----------------------------------------------------------------


(a)  From time to time,  Corning may need to make  adjustments to estimates used
     in the determination of prior year  restructuring  and impairment  charges,
     which could result in a gain or loss during the quarter.

(b)  As part of Corning's  asbestos  settlement  arrangement to be  incorporated
     into the Pittsburgh Corning Corporation  reorganization  plan, Corning will
     contribute,  when the  reorganization  plan becomes  effective,  25 million
     shares  of  Corning  common  stock to a trust.  The  common  stock  will be
     contributed to the trust,  after the plan has been approved by the asbestos
     claimants and bankruptcy court. The portion of the asbestos liability to be
     settled  in common  stock  requires  adjustment  each  quarter  based  upon
     movements in  Corning's  common  stock price prior to  contribution  of the
     shares to the trust.  In the first  quarter of 2005,  Corning will record a
     charge or credit for the change in its common  stock  price as of March 31,
     2005 compared to $11.77, the common stock price at December 31, 2004.

(c)  From time to time,  Corning  may  repurchase  or retire  debt,  which could
     result in a gain or loss during the quarter.


Please note that the  company  may pursue  other  financing,  restructuring  and
divestiture  activities at any time in the future, and that the potential impact
of these events is not included within Corning's first quarter 2005 guidance.

This schedule  contains  forward  looking  statements  within the meaning of the
Private  Securities   Litigation  Reform  Act  of  1995.  Such  forward  looking
statements  are based on current  expectations  and  involve  certain  risks and
uncertainties.  Actual  results may differ from those  projected  in the forward
looking statements.  Additional  information concerning factors that could cause
actual results to materially differ from those in the forward looking statements
is contained in the Securities and Exchange Commission filings of this Company.






                  CORNING INCORPORATED AND SUBSIDIARY COMPANIES
     RECONCILIATION OF NON-GAAP FINANCIAL MEASURE TO GAAP FINANCIAL MEASURE
                  Three Months and Year Ended December 31, 2004
                        (Unaudited; amounts in millions)

--------------------------------------------------------------------------------
Corning's free cash flow financial  measures for the three months and year ended
December  31,  2004 are  non-GAAP  financial  measures  within  the  meaning  of
Regulation G of the  Securities  and  Exchange  Commission.  Non-GAAP  financial
measures are not in accordance  with, or an alternative to,  generally  accepted
accounting principles (GAAP). The company believes presenting non-GAAP financial
measures  is helpful  to analyze  financial  performance  without  the impact of
unusual items that may obscure trends in the company's underlying performance. A
detailed  reconciliation  is provided below  outlining the  differences  between
these non-GAAP measures and the directly related GAAP measures.
--------------------------------------------------------------------------------



                                                                     For the three               For the
                                                                     months ended               year ended
                                                                   December 31, 2004         December 31, 2004
                                                                   -----------------         -----------------
                                                                                           
Operating cash flow                                                    $     366                 $   1,009

Less: Investing cash flow                                                   (359)                     (922)

Plus:  Short-term investments - acquisitions                                 284                     1,253

Less:  Short-term investments - liquidations                                (217)                   (1,027)
                                                                       ---------                 ---------

Free cash flow                                                         $      74                 $     313
                                                                       =========                 =========