SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
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

(Last)

(First)

(Middle)

280 PARK AVENUE

5TH FLOOR EAST

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/03/2013

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

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

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

5. If Amendment, Date of 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

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock⁽¹⁾⁽²⁾⁽³⁾	6,082,572	I	See Explanations and Responses

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)

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.

	/s/ Derek Smith	09/13/2013
	** Signature of Reporting Person	Date
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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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