SEC Filing | Eastman Kodak Company

View:

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

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

BlueMountain GP Holdings, LLC

(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)

Director	X	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)

	Form filed by One Reporting Person
X	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⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾	2,695,948	D
Common Stock⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾	1,055,572	D
Common Stock⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾	318,635	D
Common Stock⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾	238,716	D
Common Stock⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾	293,059	D
Common Stock⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾	1,719,358	D
Common Stock⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾	227,096	D
Common Stock⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾	154,543	D
Common Stock⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾	165,573	D
Common Stock⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾⁽⁶⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾	6,868,500	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)

1. Name and Address of Reporting Person^*

BlueMountain GP Holdings, LLC

(Last)

(First)

(Middle)

280 PARK AVENUE

5TH FLOOR EAST

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BlueMountain Long/Short Credit & Distressed Reflection Fund, a sub fund of AAI BlueMountain Fund PLC

(Last)

(First)

(Middle)

280 PARK AVENUE

5TH FLOOR EAST

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BlueMountain Montenvers Master Fund SCA SICAV-SIF

(Last)

(First)

(Middle)

280 PARK AVENUE

5TH FLOOR EAST

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BlueMountain Montenvers GP S.a.r.l.

(Last)

(First)

(Middle)

280 PARK AVENUE

5TH FLOOR EAST

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BlueMountain Credit Opportunities Master Fund I L.P.

(Last)

(First)

(Middle)

280 PARK AVENUE

5TH FLOOR EAST

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BlueMountain Credit Opportunities GP I, LLC

(Last)

(First)

(Middle)

280 PARK AVENUE

5TH FLOOR EAST

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BlueMountain Distressed Master Fund L.P.

(Last)

(First)

(Middle)

280 PARK AVENUE

5TH FLOOR EAST

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BlueMountain Distressed GP, LLC

(Last)

(First)

(Middle)

280 PARK AVENUE

5TH FLOOR EAST

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BlueMountain Strategic Credit Master Fund L.P.

(Last)

(First)

(Middle)

280 PARK AVENUE

5TH FLOOR EAST

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BlueMountain Strategic Credit GP, LLC

(Last)

(First)

(Middle)

280 PARK AVENUE

5TH FLOOR EAST

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

Explanation of Responses:

1. The filing of this Form 3 shall not be construed as an admission that BlueMountain Capital Management, LLC ("BMCM"), GP Holdings (as defined in footnote 8 below) or any of the General Partners (as defined in Footnote 7 below) 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, BMCM, GP Holdings and the General Partners disclaim such beneficial ownership, except to the extent of their pecuniary interest.

2. BMCM is the investment manager of each of (i) Blue Mountain Credit Alternatives Master Fund L.P. ("BMCA"), which is the direct beneficial owner of 2,695,948 shares of Common Stock, (ii) 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) BlueMountain Kicking Horse Fund L.P. ("Kicking Horse"), which is the direct beneficial owner of 227,096 shares of Common Stock, (cont'd in Footnote 3)

3. (iv) BlueMountain Timberline Ltd. ("Timberline"), which is the direct beneficial owner of 293,059 shares of Common Stock; (v) BlueMountain Long/Short Credit & Distressed Reflection Fund, a sub fund of AAI BlueMountain Fund PLC ("AAI"), which is the direct beneficial owner of 154,543 shares of Common Stock; (vi) BlueMountain Strategic Credit Master Fund L.P. ("Strategic Credit"), which is the direct beneficial owner of 238,716 shares of Common Stock; (vii) BlueMountain Credit Opportunities Master Fund I L.P. ("COF"), which is the direct beneficial owner of 1,719,358 shares of Common Stock; (cont'd in Footnote 4)

4. (viii) BlueMountain Montenvers Master Fund SCA SICAV-SIF ("BMMF") which is the direct beneficial owner of 165,573 shares of Common Stock; and (ix) BlueMountain Distressed Master Fund L.P. ("Distressed" and together with BMCA, Long/Short Credit, Strategic Credit, COF, Kicking Horse, Timberline and AAI, the "BlueMountain Funds") is the direct beneficial owner of 318,635 shares of Common Stock. The shareholding information set forth in Footnotes 2 and 3 and this Footnote 4 is as of September 12, 2013.

5. BMCM, although it directs the voting and disposition of the Common Stock held by the BlueMountain Funds, only receives an asset-based fee relating to such shares of Common Stock.

6. (i) Blue Mountain CA Master Fund GP, Ltd. ("BMCA GP") is the general partner of BMCA and has an indirect profits interest in the Common Stock beneficially owned by BMCA; (ii) BlueMountain Long/Short Credit GP, LLC ("Long/Short Credit GP") is the general partner of Long/Short Credit and has an indirect profits interest in the Common Stock beneficially owned by Long/Short Credit; (iii) BlueMountain Distressed GP, LLC ("Distressed GP") is the general partner of Distressed and has an indirect profits interest in the Common Stock beneficially owned by Distressed; (iv) BlueMountain Strategic Credit GP, LLC ("Strategic Credit GP") is the general partner of Strategic Credit and has an indirect profits interest in the Common Stock beneficially owned by Strategic Credit; (cont'd in Footnote 7)

7. (v) BlueMountain Credit Opportunities GP I, LLC ("COF GP") is the general partner of COF and has an indirect profits interest in the Common Stock beneficially owned by COF; (vi) BlueMountain Montenvers GP S.a.r.l. ("Montenvers GP") is the general partner of Montenvers and has an indirect profits interest in the Common Stock beneficially owned by Montenvers and (vii) BlueMountain Kicking Horse Fund GP, LLC ("Kicking Horse GP", and together with BMCA GP, Long/Short Credit GP, Distressed GP, Strategic Credit GP, COF GP and Montenvers GP, the "General Partners") is the general partner of Kicking Horse and has an indirect profits interest in the Common Stock beneficially owned by Kicking Horse.

8. BlueMountain GP Holdings, LLC ("GP Holdings") is the sole owner of each of the General Partners, and thus has an indirect profits interest in the Common Stock beneficially owned by each of BMCA, Long/Short Credit, Distressed, COF, Strategic Credit, Kicking Horse and Montenvers.

9. The Reporting Persons are jointly filing this Form 3 pursuant to Rule 16(a)-3(j) under the Exchange Act. The Form 3 for certain additional Reporting Persons is being filed separately and simulaneously with this Form 3 due to the limitation of ten Reporting Persons per each filing.

	BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer	09/13/2013
	BlueMountain Long/Short Credit & Distressed Reflection Fund, a sub fund of AAI BlueMountain Fund PLC By: BlueMountain Capital Management, LLC By: /s/ Paul Friedman, Chief Compliance Officer	09/13/2013
	BlueMountain Montenvers Master Fund SCA SICAV-SIF By: BlueMountain Montenvers GP S.a.r.l. By: /s/ Paul Friedman, Authorized Person	09/13/2013
	BlueMountain Montenvers GP S.a.r.l. By: /s/ Paul Friedman, Authorized Person	09/13/2013
	BlueMountain Credit Opportunities Master Fund I L.P. By: BlueMountain Credit Opportunities GP I, LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer	09/13/2013
	BlueMountain Credit Opportunities GP I, LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer	09/13/2013
	BlueMountain Distressed Master Fund L.P. By: BlueMountain Distressed GP, LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer	09/13/2013
	BlueMountain Distressed GP, LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer	09/13/2013
	BlueMountain Strategic Credit Master Fund L.P. By: BlueMountain Strategic Credit GP, LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer	09/13/2013
	BlueMountain Strategic Credit GP, LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer	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.
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 Number.