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

~~August~~September 203, 2013

(Date of earliest event reported)

Corning Natural Gas Corporation

(Exact name of registrant as specified in its charter)

New York		000-00643		16-0397420
(State or other jurisdiction of incorporation)		(Commission File Number)		(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)

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 41.01 ~~Changes~~ Entry ininto ~~Registrant's~~a ~~Certifying~~Material ~~Accountant~~Definitive Agreement.

On September 3, 2013, Corning Natural Gas Corporation (the "Company") refinanced approximately $7.8 million of its existing indebtedness with M&T Bank ("M&T") and obtained $4.0 million in new financing from M&T. The Company entered into the following two notes in favor of M&T, which are in replacement of and in substitution for (a) ~~Former~~a ~~independent~~$6 ~~registered~~million ~~public~~loan ~~accounting~~agreement ~~firm~~and note with M&T, dated as of March 4, 2010, that had an interest rate to 6.5%, and (b) a note, dated as of October 27, 2010, executed by the Company in favor of M&T in the original principal amount of approximately $1.8 million that had an interest rate of 5.76%:

~~During~~A ~~the~~Replacement ~~summer~~Multiple ofDisbursement ~~2013~~Term Note, ~~Corning~~dated ~~Natural~~September ~~Gas~~3, ~~Corporation~~2013, (in the ~~"Company")~~original ~~requested~~principal ~~proposals~~amount ~~from~~of ~~various~~$4.8 ~~independent~~million. ~~registered~~Until ~~public~~October ~~accounting~~31, ~~firms~~2013, tothe ~~serve~~note is payable as ~~the~~interest ~~Company's~~only ~~auditor. After~~at ~~reviewing~~an ~~proposals~~interest ~~and~~rate ~~interviewing~~equal ~~candidates~~to 3.25% above one-month LIBOR, onadjusted ~~August~~daily. 20On October 31, 2013, the ~~Audit~~note ~~Committee~~will convert to a permanent loan payable over five years in monthly installments of principal and interest calculated on a five-year amortization schedule. The interest rate on this note during the ~~Board~~permanent ofloan ~~Directors~~period will be a variable interest rate equal to 2.75% plus the sum of (a) the ~~Company~~yield ~~determined~~on United States Treasury Obligations adjusted to ~~replace~~a ~~EFP~~constant ~~Rotenberg,~~maturity ~~LLP~~of five years and (~~"EFP~~b) ~~Rotenberg~~the ")ask" side of the five year swap spread as published by Bloomberg, L.P. or another service commonly used by M&T, each as in effect on October 29, 2013. Unless sooner demanded or accelerated under the ~~Company's~~terms ~~independent~~of ~~registered~~the ~~public~~note, ~~accounting~~the ~~firm~~loan will mature on November3, 2018, at which time all outstanding principal and any unpaid interest owed under the note will become due.
~~EFP~~A ~~Rotenberg's~~Replacement ~~reports~~Term ~~on the Company's consolidated financial statements for each of the fiscal years ended September 30~~Note, ~~2012~~dated ~~and~~ September 303, ~~2011~~2013, ~~did~~in ~~not~~the ~~contain~~original ~~any~~principal ~~adverse~~amount ~~opinion or disclaimer~~ of ~~opinion,~~$3.0 ~~nor~~million ~~were~~that ~~such~~bears ~~reports~~interest ~~qualified~~at ora ~~modified~~fixed asrate toof ~~uncertainty,~~4.51%. ~~audit~~The ~~scope~~note oris ~~accounting~~payable ~~principle. During~~over ~~the~~five ~~Company's fiscal~~ years ~~ended~~in ~~September~~equal ~~30,~~monthly ~~2012~~installments ~~and~~of ~~September~~principal ~~30, 2011,~~ and ~~through~~interest ~~August 20, 2013, there were no disagreements between the Company and EFP Rotenberg on any matter~~ of ~~accounting principles or practices~~$56,028.42. ~~financial~~Unless ~~statement~~sooner ~~disclosure,~~demanded or ~~auditing~~accelerated ~~scope~~under ~~or procedure, which disagreement(s), if not resolved to EFP Rotenberg's satisfaction, would have caused EFP Rotenberg to make reference to~~ the ~~subject~~terms ~~matter~~ of the ~~disagreement(s)~~note, ~~in its reports on~~ the ~~Company's~~loan ~~financial~~will ~~statement~~mature ~~for~~on ~~such years. During the Company's fiscal years ended~~ September 303, ~~2012 and September 30~~2018, ~~2011,~~at ~~and~~which ~~through~~time ~~August~~all ~~20,~~outstanding ~~2013,~~principal ~~there~~and ~~were~~any nounpaid ~~"reportable~~interest ~~events"~~owed ~~as described~~ under ~~Item~~the ~~304(a)(1)(v)~~note ofwill ~~Regulation~~become ~~S-K~~due.

~~The~~Also on September 3, 2013, the Company ~~provided~~entered ~~EFP~~into ~~Rotenberg~~a Multiple Disbursement Term Note with aM&T ~~copy~~Bank, dated as of ~~the~~September ~~disclosure~~3, ~~contained~~2013, in ~~this~~the ~~Form8-K~~original ~~and~~principal ~~requested~~amount ~~that~~of ~~EFP~~$4.0 ~~Rotenberg~~million, ~~furnish~~the proceeds of which will be used to fund construction projects related to furnishing natural gas within the Company's ~~with~~service aarea. ~~letter~~Until ~~addressed~~November 30, 2013, the note is payable as interest only at an interest rate equal to the ~~Securities~~rate ~~and~~in ~~Exchange~~effect ~~Commission~~each ~~stating~~day ~~whether~~as ~~EFP~~announced ~~Rotenberg~~by ~~agrees~~M&T ~~with~~Bank as its prime rate of interest. On November 30, 2013, the ~~contents~~note will convert to a permanent loan payable over five years in equal monthly installments of principal and interest and calculated on a ten-year amortization schedule. The interest rate on this ~~disclosure~~note during the permanent loan period will be a variable interest rate equal to 2. A75% ~~copy~~plus the sum of ~~that~~(a) ~~letter~~the yield on United States Treasury Obligations adjusted to a constant maturity of five years and (b) the "ask" side of the five year swap spread as published by Bloomberg, ~~dated~~L.P. ~~August~~or 22another service commonly used by M&T, each as in effect on November 28, 2013. Unless sooner demanded or accelerated under the terms of the note, isthe ~~attached~~loan aswill ~~Exhibit~~mature ~~16.1~~on toDecember ~~this~~3, ~~Form~~2018, ~~8-K~~at which time all outstanding principal and any unpaid interest owed under the note will become due.

Any amounts due under the three new notes will become immediately due and payable in the event of default, as defined in each note. Each of the notes also contains customary representations, warranties, and covenants made by the parties. The notes are secured by a Specific Security Agreement, dated as of September 3, 2013 (bthe "Security Agreement"), ~~New~~executed ~~independent~~by ~~registered~~the ~~public~~Company ~~accounting~~in ~~firm~~favor of M&T, pursuant to which the Company granted to M&T a security interest in substantially all of the Company's assets not previously pledged for other obligations including, among other things, the Company's fixtures, equipment, and all rights in the Company's gas distribution system pursuant to municipal franchises or otherwise, including pipelines, easements, rights of way, and compressors. The note in the original principal amount of $3.0 million is also secured by a Mortgage dated May 7, 2008, in the amount of $3.0 million on the Company's principal place of business. The Mortgage was filed as Exhibit 10.5 to the Company's current report on Form 8-K dated May 7, 2008, and filed with the Securities and Exchange Commission on May 28, 2013, and is incorporated by reference herein.

OnThe ~~August~~foregoing ~~20,~~description ~~2013,~~of the ~~Audit~~notes ~~Committee~~and ofthe Security Agreement is not complete and is qualified in its entirety by the ~~Company's~~full ~~Board~~and ofcomplete ~~Directors~~terms ~~appointed~~of ~~Freed~~the ~~Maxick~~notes ~~CPAs,~~and ~~P.C.~~the ~~("Freed~~Security ~~Maxick")~~Agreement, aswhich ~~its~~are ~~new~~attached ~~independent~~hereto ~~public~~as ~~accounting~~Exhibits ~~firm~~10.1, ~~effective~~10.2, ~~immediately~~10.3, ~~for~~and ~~the~~10.4, ~~fiscal~~respectively, ~~year~~and ~~ending~~are ~~September~~incorporated ~~30,~~by ~~2013~~reference herein.

~~During~~Item ~~the~~2.03 Creation ~~Company's fiscal years ended September 30, 2012 and September 30, 2011, and through August 20, 2013, the Company did not consult with Freed Maxick on any matter that (i) involved the application~~ of ~~accounting principles to~~ a ~~specified~~Direct ~~transaction,~~Financial ~~either~~Obligation ~~completed~~ or ~~proposed,~~an orObligation ~~the~~under ~~type of audit opinion that might be rendered on the Company's financial statements, in each case where either a written report or oral advice was provided that Freed Maxick concluded was~~ an ~~important~~Off-Balance ~~factor~~Sheet ~~considered~~Arrangement ~~by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) was either the subject~~ of a ~~disagreement as defined in paragraph 304(a)(1)(iv) and the related instructions to Item 304 of Regulation S-K or a reportable event as described in Item 304(a)(1)(v) of Regulation S-K~~Registrant.

See Item 1.01 which is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
16.1		Letter of EFP Rotenberg, LLP addressed to the Securities and Exchange Commission, dated August 22, 2013.
10.1		Replacement Multiple Disbursement Term Note, dated as of September 3, 2013, by and between the Company and M&T Bank.
10.2		Replacement Term Note, dated as of September 3, 2013, by and between the Company and M&T Bank.
10.3		Multiple Disbursement Term Note, dated as of September 3, 2013, by and between the Company and M&T Bank.
10.4		Specific Security Agreement, dated as of September 3, 2013, by and between the Company and M&T Bank.

SIGNATURE

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 Corporation

By: /s/ Michael I. German

President and Chief Executive Officer

Dated: ~~August~~September 229, 2013

EXHIBIT INDEX

Exhibit No.		Description
16.1		Letter of EFP Rotenberg, LLP addressed to the Securities and Exchange Commission, dated August 22, 2013.
10.1		Replacement Multiple Disbursement Term Note, dated as of September 3, 2013, by and between the Company and M&T Bank.
10.2		Replacement Term Note, dated as of September 3, 2013, by and between the Company and M&T Bank.
10.3		Multiple Disbursement Term Note, dated as of September 3, 2013, by and between the Company and M&T Bank.
10.4		Specific Security Agreement, dated as of September 3, 2013, by and between the Company and M&T Bank.

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