SEC Form 4

FORM 4		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 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* BRUST ROBERT H (Last) (First) (Middle) 343 STATE STREET (Street) ROCHESTER NY 14650 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol EASTMAN KODAK CO [ EK ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) CFO, Exec. Vice President
	3. Date of Earliest Transaction (Month/Day/Year) 12/12/2003
	4. 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 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock								27,396(1)	D
Common Stock								1,741.651(2)	I	By Trustee in 401(k)

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 Securities Underlying Derivative Security (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: 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
Option (right to buy)	$65.625							(3)	01/02/2010	common stock	200,000		200,000	D
Option (right to buy)	$55.188							(4)	03/29/2010	common stock	28,000		28,000	D
Option (right to buy)	$29.31							11/16/2004	11/15/2011	common stock	78,000		78,000	D
Option (right to buy)	$36.66							(5)	11/21/2012	common stock	42,000		42,000	D
Option (right to buy)	$24.49							(5)	11/18/2010	common stock	14,400		14,400	D
Restricted Share Units	(6)	04/02/2001		J	V	115.8(8)		(7)	(7)	common stock	115.8	$40.01	10,645.8	D
Restricted Share Units	(6)	07/02/2001		J	V	99.74(8)		(7)	(7)	common stock	99.74	$46.965	10,745.54	D
Restricted Share Units	(6)	10/01/2001		J	V	146.13(8)		(7)	(7)	common stock	146.13	$32.355	10,891.67	D
Restricted Share Units	(6)	12/20/2001		J	V	160.35(8)		(7)	(7)	common stock	160.35	$30.565	11,052.02	D
Restricted Share Units	(6)	07/16/2002		J	V	344.06(8)		(7)	(7)	common stock	344.06	$28.91	11,396.08	D
Restricted Share Units	(6)	12/13/2002		J	V	277.54(8)		(7)	(7)	common stock	277.54	$36.955	11,673.62	D
Restricted Share Units(10)	(6)							(7)	(7)	common stock	5,265		5,265	D
Share Units	(6)	01/16/2003		F	V		77.03(9)	(7)	(7)	common stock	77.03	$39.14	6,331.56	D
Share Units	(6)	07/16/2003		J	V	391.99(8)		(7)	(7)	common stock	391.99	$26.45	6,723.55	D
Share Units	(6)	12/12/2003		J	V	125.19(8)		(7)	(7)	common stock	125.19	$23.79	6,849.48	D

Explanation of Responses:

1. Some of these share are restricted.

2. This amount represents the number of shares in the Eastman Kodak Employee's Savings and Investment Plan for the account of the reporting person. These shares were previously reported as units. The number of shares held by each participant fluctuates with the change in stock price, due to the conversion from units to shares.

3. 140,000 of these options have vested. 30,000 vest on 01/03/04 and the remaining 30,000 vest on 01/03/05.

4. These options have vested.

5. These options vest one-third on each of the first three anniversaries of the date of grant.

6. These units convert on a one-for-one basis.

7. This date is not applicable to these units.

8. These units were credited to the reporting person's account as dividend equivalents.

9. This tax payment is attributable to dividend equivalents.

10. The restricted award and dividend equivalents are being reported separately to reflect that the award is restricted and the dividend equivalents are not restricted.

Remarks:

	James M. Quinn, as attorney-in-fact for Robert H. Brust	12/16/2003
	** 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 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).
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.