Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
BRUST ROBERT H
   2. Issuer Name and Ticker or Trading Symbol
EASTMAN KODAK CO [EK] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CFO, Exec. Vice President
(Last)
(First)
(Middle)
343 STATE STREET		 3. Date of Earliest Transaction (Month/Day/Year)
05/12/2005
(Street)

ROCHESTER, NY 14650		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/12/2005   A   27,000 (1) A $ 26.46 46,636 (2) D  
Common Stock               1,741.651 (3) I By Trustee in 401(k)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option (right to buy) $ 65.625               (4) 01/02/2010 common stock 200,000   200,000 D  
Option (right to buy) $ 55.188               (5) 03/29/2010 common stock 28,000   28,000 D  
Option (right to buy) $ 29.31             11/16/2004 11/15/2011 common stock 78,000   78,000 D  
Option (right to buy) $ 36.66               (6) 11/21/2012 common stock 42,000   42,000 D  
Option (right to buy) $ 24.49               (6) 11/18/2010 common stock 14,400   14,400 D  
Option (right to buy) $ 31.71               (6) 12/09/2011 Common Stock 18,000   18,000 D  
Restricted Share Units (7)               (8)   (8) common stock 76.34   5,188.66 D  
Share Units (7)               (8)   (8) Common Stock 7,063.64   7,063.64 D  
Stock Unit (7)               (8)   (8) Common Stock 12,731.48   12,731.48 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
BRUST ROBERT H
343 STATE STREET
ROCHESTER, NY 14650		       CFO, Exec. Vice President  

Signatures

 Laurence L. Hickey, as attorney-in-fact for Robert H. Brust   05/16/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) These shares are restricted. Upon the reporting person's termination of employment with Eastman Kodak Company for reasons other than "cause" on or after January 3, 2007, all remaining restrictions on these shares will lapse.
(2) Some of these share are restricted.
(3) This amount represents the number of shares in the Eastman Kodak Employee's Savings and Investment Plan for the account of the reporting person. These shares were previously reported as units. The number of shares held by each participant fluctuates with the change in stock price, due to the conversion from units to shares.
(4) 140,000 of these options have vested. 30,000 vest on 01/03/04 and the remaining 30,000 vest on 01/03/05.
(5) These options have vested.
(6) These options vest one-third on each of the first three anniversaries of the date of grant.
(7) These units convert on a one-for-one basis.
(8) This date is not applicable to these units.

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