Washington, D.C. 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): April 28, 2003

                              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)

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

         (Former name or former address, if changed since last report.)

                                Page 1 of 4 Pages
                             Exhibit Index on Page 4

Item 5. Other Events and Regulation FD.

On April 28,  2003,  Corning  Incorporated  announced  a public  offering  of 50
million  shares of its  common  stock at a price of $5.43 per  share.  The press
release  relating to this  announcement is filed herewith as Exhibit 99.1 and is
incorporated herein by reference.

Item 7.  Financial Statements, ProForma Financial Information and Exhibits.

         (c)  Exhibits.

          99.1. Press Release dated April 28, 2003.


     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 hereunto duly authorized.

Dated: April 29, 2003

                                             CORNING INCORPORATED

                                             By:      /s/ Katherine A. Asbeck
                                             Katherine A. Asbeck
                                             Senior Vice President & Controller

                                INDEX TO EXHIBITS

(c)      Exhibits

99.1     Press Release dated April 28, 2003


Media Relations Contact:                        Investor Relations Contact:
Daniel F. Collins                               Kenneth C. Sofio
(607) 974-4197                                  (607) 974-7705                 

                     Corning Announces Common Stock Offering

Proceeds to be used to reduce debt

     CORNING,  N.Y.-- Corning  Incorporated  (NYSE:GLW) today announced a public
offering of 50 million shares of its common stock at a price of $5.43 per share,
under the company's existing $5 billion universal shelf registration  statement.
Goldman, Sachs & Co. is the sole underwriter for this offering.

The net  proceeds  from this  offering  will be used to reduce debt through open
market repurchases,  public tender offers or other methods.  Corning will invest
the net proceeds in short-term,  interest bearing,  investment grade obligations
until they are applied as previously described.

James B. Flaws, vice chairman and chief financial officer,  said, "Over the past
15 months we have  reduced  the  company's  debt by $1.1  billion as part of our
focus on  protecting  the  company's  financial  health.  We  expect  to use the
proceeds from this  offering,  combined with  existing  cash, to further  reduce

The shares represent new financing by Corning. This offering is made by means of
a  prospectus  supplement  to a prospectus  that is part of Corning's  universal
 shelf registration statement previously filed with the SEC. For a copy of the
prospectus  and  prospectus  supplement  relating  to  this  offering,  contact:
Goldman, Sachs & Co., 85 Broad Street, New York, N.Y. 10004.


Corning Announces Common Stock Offering
Page Two

This release shall not  constitute an offer to sell, or the  solicitation  of an
offer  to  buy,  nor  shall  there  be  any  sale  of  these  securities  in any
jurisdiction  in which such offer,  solicitation or sale would be unlawful prior
to  registration  or  qualification  under  the  securities  laws  of  any  such

About Corning  Incorporated

Established in 1851, Corning Incorporated creates leading-edge technologies that
offer growth  opportunities  in markets that fuel the world's  economy.  Corning
manufactures    optical   fiber,    cable   and   photonic   products   in   its
Telecommunications   segment.   Corning's   Technologies   segment  manufactures
high-performance  display  glass,  and  products  for  the  environmental,  life
sciences, and semiconductor markets.

Forward-Looking and Cautionary Statements

This press 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  conditions;  currency  exchange rates;  product
demand and industry capacity; competitive products and pricing; 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  telecommunications  industry  and other
business  segments;  the mix of sales between premium and non-premium  products;
possible disruption in commercial activities due to terrorist activity and armed
conflict;  ability to obtain  financing and capital on  commercially  reasonable
terms;  acquisition and divestiture activities;  the level of excess or obsolete
inventory;  the ability to enforce patents;  product and components  performance
issues; and litigation. 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.