UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549







FORM
10-Q/A


(Amendment
No. 1)




QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d)


OF
THE SECURITIES EXCHANGE ACT OF 1934





For
the quarterly period ended March 31, 2009





Commission
File Number 000-00643





CORNING
NATURAL GAS CORPORATION


(Exact
name of Registrant as specified in its charter)




New
      York
            16-0397420(State
      of incorporation)
            (I.R.S.
      Employer Identification No.)





330
West William Street, Corning, New York 14830


(Address
of principal executive offices) (Zip Code)





(607)
936-3755


(Registrant’s
telephone number, including area code)





Indicate
by check mark whether the Registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the Registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days. Yes R  No
£





Indicated
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding
12 months (or for such shorter period that the registrant was required to submit
and post such files).  Yes £ No £





Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer or a smaller reporting
company.  See definitions of  “large accelerated filer”,
“accelerated filer”, “non-accelerated filer”  and “smaller reporting
company” in rule 12b-2 of the Exchange Act.





Large
Accelerated Filer £    Accelerated
Filer £   Non-accelerated
Filer £     Smaller
Reporting Company R





Indicate
by check mark whether the Registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).  Yes £ No R





Indicate
the number of Shares outstanding of the issuer’s common stock as of the latest
practicable date.





Common
      Stock, $5.00 par value
            824,600Class
            Shares
      outstanding as of May 12, 2009





EXPLANATION
OF AMENDMENT





Corning
Natural Gas Corporation (the “Company”) is filing this Form 10-Q/A as Amendment
No. 1 (the “Amendment”) to its Quarterly Report on Form 10-Q for the quarterly
period ended March 31, 2009 (the “Quarterly Report”) that was filed with the
Securities and Exchange Commission (the “Commission”) on May 12, 2009 to correct
clerical errors made with respect to the disclosures required by Item 6 of Form
10-Q and in its supply contract with Atmos Energy Marketing, LLC filed as
Exhibit 10.1 (the “Contract”).  In connection with the Quarterly
Report, the Company submitted to the Commission a request for confidential
treatment, pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, of
certain information contained in the Contract and the Company filed a redacted
version of the Contract with the Quarterly Report.  However, as a
result of an Edgarization error, the exhibit list in Item 6 did not indicate
that Exhibit 10.1 had been filed in redacted form pursuant to the
confidentiality request and Exhibit 10.1 did not consistently indicate from what
portions of the Contract’s text information had been redacted.  The
Company has revised the exhibit list to add the appropriate footnote and Exhibit
10.1 to clearly indicate where information has been redacted from the
Contract.





This
Amendment does not reflect events occurring after the May 12, 2009 filing of the
Quarterly Report, or modify or update the disclosure contained in the Quarterly
Report in any way other than as required to reflect the corrections discussed
above.










Item
6.  Exhibits.





10.1*
            Base
      Contract for Sale and Purchase of Natural Gas, dated July 1, 2008 by and
      between Corning Natural Gas Corporation and Atmos Energy Marketing,
      LLC





31.1**
            Certification
      of the Chief Executive Officer and President pursuant to 17 CFR Section
      240.13a-14





31.2**
            Certification
      of the Chief Financial Officer and Treasurer pursuant to 17 CFR Section
      240.13a-14





32.1**
            Certification
      of the Chief Executive Officer and the Chief Financial Officer pursuant to
      18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
      Sarbanes-Oxley Act of 2002








*
            Filed
      or furnished herewith.  Certain information has been redacted
      from Exhibit 10.1 and filed separately with the Securities and Exchange
      Commission pursuant to a request for confidential treatment under Rule
      24b-2 of the Securities Exchange Act of
1934.




**
            Filed
      or furnished herewith.









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
      NATURAL GAS CORPORATIONDate:
      May 15, 2009
              By:
              /s/ Michael
      I. GermanMichael
      I. German, Chief Executive Officer and President (Principal Executive
      Officer)


Date:
      May 15,
    2009
              By:
              /s/ Firouzeh
      SarhangiFirouzeh
      Sarhangi, Chief Financial Officerand
      Treasurer (Principal Financial and Accounting
    Officer)