Edgar Filing: EASTMAN KODAK CO

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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3235-0287

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Sheller Patrick M

2. Issuer Name and Ticker or Trading Symbol
EASTMAN KODAK CO [KODK]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Senior Vice President

(Last)

(First)

(Middle)

343 STATE STREET

3. Date of Earliest Transaction (Month/Day/Year)
11/25/2013

(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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	11/25/2013		A		288 ⁽¹⁾	A	$ 23.2	288	D
Common Stock	11/25/2013		A		100 ⁽²⁾	D	$ 23.2	188	D

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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

125% Warrants to purchase Common Stock, par value $.01

$ 14.93

11/25/2013

100 ⁽³⁾

09/03/2013

09/03/2018

Common Stock par value $.01

100

$ 9.5

100

125% Warrants to purchase Common Stock, par value $.01

$ 14.93

11/25/2013

35 ⁽⁴⁾

09/03/2013

09/03/2018

Common Stock par value $.01

$ 9.5

135% Warrants to purchase Common Stock, par value $.01

$ 16.12

11/25/2013

100 ⁽⁵⁾

09/03/2013

09/03/2018

Common Stock par value $.01

100

$ 9.96

100

135% Warrants to purchase Common Stock, par value $.01

$ 16.12

11/25/2013

35 ⁽⁶⁾

09/03/2013

09/03/2018

Common Stock par value $.01

$ 9.96

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Sheller Patrick M 343 STATE STREET ROCHESTER, NY 14650			Senior Vice President

Signatures

Susan Wylie as Attorney-in-fact for Patrick M. Sheller		11/27/2013
^**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)	Distribution on account of unsecured claims pursuant to the Kodak Chapter 11 Plan.
(2)	Shares withheld to cover tax withholding obligations from the distribution of shares described in note 1 above.
(3)	Distribution on account of unsecured claims pursuant to the Kodak Chapter 11 Plan.
(4)	Warrants withheld to cover tax withholding obligations from the distribution of warrants described above in note 3.
(5)	Distribution on account of unsecured claims pursuant to the Kodak Chapter 11 Plan.
(6)	Warrants withheld to cover tax withholding obligations from the distribution of warrants described above in note 5.

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