Sec Form 3 Filing - SMITH DEREK S @ EASTMAN KODAK CO - 2013-09-03

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
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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1. Name and Address of Reporting Person
SMITH DEREK S
2. Issuer Name and Ticker or Trading Symbol
EASTMAN KODAK CO [ KODK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
280 PARK AVENUE, 5TH FLOOR EAST
3. Date of Earliest Transaction (MM/DD/YY)
09/03/2013
(Street)
NEW YORK, NY10017
4. If Amendment, Date Original Filed (MM/DD/YY)
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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 ( 1 ) ( 2 ) ( 3 ) 6,082,572 I See Explanations and Responses
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SMITH DEREK S
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK, NY10017
X
Signatures
/s/ Derek Smith 09/13/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The filing of this Form 3 shall not be construed as an admission that Mr. Derek Smith is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise the beneficial owner of any of the shares of Common Stock, par value $0.01 per share (the "Common Stock") of Eastman Kodak Company (the "Issuer"). Pursuant to Rule 16a-1(a)(4) of the Exchange Act, Mr. Smith disclaims such beneficial ownership, except to the extent of his pecuniary interest.
( 2 )Mr. Smith has an indirect pecuniary interest in the Common Stock through his proportionate ownership of (i) limited partnership interests in Blue Mountain Credit Alternatives Fund L.P., which in turn owns limited partnership interests in Blue Mountain Credit Alternatives Master Fund L.P. ("BMCA"), which is the direct beneficial owner of 2,695,948 shares of Common Stock, (ii) limited partnership interests in BlueMountain Long/Short Credit Fund L.P., which in turn owns a limited partnership interest in BlueMountain Long/Short Credit Master Fund L.P. ("Long/Short Credit") which is the direct beneficial owner of 1,055,572 shares of Common Stock, (iii) membership interests in BlueMountain Timberline Onshore, LLC which in turn owns shares of BlueMountain Timberline Ltd. ("Timberline"), which is the direct beneficial owner of 293,059 shares of Common Stock, (cont'd in Footnote 3)
( 3 )(iv) limited partnership interests in BlueMountain Credit Opportunties Fund I L.P. which in turn owns a limited partnership interest in BlueMountain Credit Opportunities Master Fund I L.P. ("COF"), which is the direct beneficial owner of 1,719,358 shares of Common Stock, (v) limited partnership interests in BlueMountain Distressed Fund L.P., which in turn owns a limited partnership interest in BlueMountain Distressed Master Fund L.P. ("Distressed" and together with BMCA, Long/Short Credit, Timberline and COF, the "BlueMountain Funds"), which is the direct beneficial owner of 318,635 shares of Common Stock, and (vi) membership interests in BlueMountain GP Holdings, LLC, the sole beneficial owner of the general partners of each BlueMountain Fund, who has in indirect profits interest in the shares of Common Stock owned by the BlueMountain Funds.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).

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