Edgar Filing: EASTMAN KODAK CO

Ownership Submission

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, 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 ^*

Â KKR Fund Holdings L.P.

2. Date of Event Requiring Statement (Month/Day/Year)
09/29/2009

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

(Last)

(First)

(Middle)

C/O KOHLBERG KRAVIS ROBERTS & CO. L.P.,Â 9 WEST 57TH STREET, SUITE 4200

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

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

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

NEW YORK,Â NYÂ 10019

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

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)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

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 of Derivative Security: 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		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Warrants (right to buy) ⁽¹⁾	Â ⁽²⁾	09/29/2017	Common Stock, $2.50 par value	37,297,084	$ 5.5	I	See footnotes ⁽³⁾ ⁽⁶⁾ ⁽⁷⁾ ⁽⁸⁾
Warrants (right to buy) ⁽¹⁾	Â ⁽²⁾	09/29/2017	Common Stock, $2.50 par value	2,008,472	$ 5.5	I	See footnotes ⁽⁴⁾ ⁽⁶⁾ ⁽⁷⁾ ⁽⁸⁾
Warrants (right to buy) ⁽¹⁾	Â ⁽²⁾	09/29/2017	Common Stock, $2.50 par value	694,444	$ 5.5	I	See footnotes ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾ ⁽⁸⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
KKR Fund Holdings L.P. C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 NEW YORK,Â NYÂ 10019	Â	Â X	Â	Â
KKR Jet Stream LLC C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 NEW YORK,Â NYÂ 10019	Â	Â X	Â	Â
KKR 2006 Fund (Overseas), Limited Partnership C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 NEW YORK,Â NYÂ 10019	Â	Â X	Â	Â
KKR Associates 2006 (Overseas, Limited Partnership C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 NEW YORK,Â NYÂ 10019	Â	Â X	Â	Â
KKR 2006 LTD C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 NEW YORK,Â NYÂ 10019	Â	Â X	Â	Â

Signatures

/s/ William J. Janetschek, KKR Jet Stream LLC (9)		10/08/2009
^**Signature of Reporting Person		Date
/s/ William J. Janetschek, KKR 2006 Fund (Overseas), Limited Partnership (10)		10/08/2009
^**Signature of Reporting Person		Date
/s/ William J. Janetschek, KKR Associates 2006 (Overseas), Limited Partnership (11)		10/08/2009
^**Signature of Reporting Person		Date
/s/ William J. Janetschek, KKR 2006 Limited (12)		10/08/2009
^**Signature of Reporting Person		Date
/s/ William J. Janetschek, KKR Fund Holdings L.P. (13)		10/08/2009
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Warrants issued by Eastman Kodak Company.
(2)	Immediately exercisable.
(3)	These securities are directly held by KKR Jet Stream LLC. Each of KKR 2006 Fund (Overseas), Limited Partnership (as the managing member of KKR Jet Stream LLC); KKR Associates 2006 (Overseas), Limited Partnership (as the sole general partner of KKR 2006 Fund (Overseas), Limited Partnership); KKR 2006 Limited (as the sole general partner of KKR Associates 2006 (Overseas), Limited Partnership); and KKR Fund Holdings L.P. (as the sole shareholder of KKR 2006 Limited) may be deemed to beneficially own the shares of Common Stock issuable upon exercise of the Warrants held by KKR Jet Stream LLC. KKR Partners II (International), L.P. is also a member of KKR Jet Stream LLC.
(4)	These securities are held by 8 North America Investor (Cayman) Limited. KKR Fund Holdings L.P. indirectly controls 8 North America Investor (Cayman) Limited and may be deemed to beneficially own the 2,008,472 shares of Common Stock issuable upon exercise of the Warrants held by 8 North America Investor (Cayman) Limited.
(5)	These securities are held by OPERF Co-Investment LLC. KKR Fund Holdings L.P. indirectly controls OPERF Co-Investment LLC and may be deemed to beneficially own the 694,444 shares of Common Stock issuable upon exercise of the Warrants held by OPERF Co-Investment LLC.
(6)	Each of KKR Fund Holdings GP Limited (as a general partner of KKR Fund Holdings L.P.), KKR Group Holdings L.P. (as a general partner of KKR Fund Holdings L.P. and the sole shareholder of KKR Fund Holdings GP Limited), KKR Group Limited (as the sole general partner of KKR Group Holdings L.P.), KKR & Co. L.P. (as the sole shareholder of KKR Group Limited), KKR Management LLC (as the sole general partner of KKR & Co. L.P.) and Henry R. Kravis and George R. Roberts (as the designated members of KKR Management LLC) may be deemed to have or share beneficial ownership of the 40,000,000 shares of Common Stock that may be deemed beneficially owned by KKR Fund Holdings L.P. through each of KKR Jet Stream LLC, 8 North America (Cayman) Limited, and OPERF Co-Investment LLC.
(7)	Each of the Reporting Persons disclaims beneficial ownership of any securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any equity securities covered by this statement.
(8)	Because no more than 10 reporting persons can file any one Form 3 through the SEC's EDGAR system, KKR Fund Holdings GP Limited; KKR Group Holdings L.P.; KKR Group Limited; KKR & Co. L.P.; KKR Management LLC; Henry R. Kravis; and George R. Roberts have filed a separate Form 3.
Â Remarks: (9)Â Mr.Â JanetschekÂ isÂ signingÂ inÂ hisÂ capacityÂ asÂ viceÂ presidentÂ ofÂ KKRÂ JetÂ StreamÂ LLC.Â (10)Â Mr.Â JanetschekÂ isÂ signingÂ inÂ hisÂ capacityÂ asÂ directorÂ ofÂ KKRÂ 2006Â Limited,Â theÂ generalÂ partnerÂ ofÂ KKRÂ AssociatesÂ 2006Â (Overseas),Â LimitedÂ Partnership,Â theÂ generalÂ partnerÂ ofÂ KKRÂ 2006Â FundÂ (Overseas),Â LimitedÂ Partnership.Â (11)Â Mr.Â JanetschekÂ isÂ signingÂ inÂ hisÂ capacityÂ asÂ directorÂ ofÂ KKRÂ 2006Â Limited,Â theÂ generalÂ partnerÂ ofÂ KKRÂ AssociatesÂ 2006Â (Overseas),Â LimitedÂ Partnership.Â (12)Â Mr.Â JanetschekÂ isÂ signingÂ inÂ hisÂ capacityÂ asÂ directorÂ ofÂ KKRÂ 2006Â Limited.Â (13)Â Mr.Â JanetschekÂ isÂ signingÂ inÂ hisÂ capacityÂ asÂ directorÂ ofÂ KKRÂ FundÂ HoldingsÂ GPÂ Limited,Â theÂ generalÂ partnerÂ ofÂ KKRÂ FundÂ HoldingsÂ L.P.

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