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*
BlueMountain Guadalupe Peak Fund L.P.

(Last) (First) (Middle)
280 PARK AVENUE
5TH FLOOR EAST

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
02/03/2014
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)
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)(4)(5) 187,592 D
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)
Date Exercisable Expiration Date Title Amount or Number of Shares
125% Warrants(1)(2)(3)(4)(5) 09/03/2013 09/03/2018 Common Stock 5,234 $14.93 D
135% Warrants(1)(2)(3)(4)(5) 09/03/2013 09/03/2018 Common Stock 5,234 $16.12 D
Explanation of Responses:
1. BlueMountain Capital Management, LLC ("BMCM") is the investment manager of BlueMountain Guadalupe Peak Fund L.P. ("Guadalupe"). BMCM is also the investment manager of a number of other investment entities (together with Guadalupe, the "BlueMountain Funds") which own shares of Common Stock, par value $0.01 per share (the "Common Stock") of Eastman Kodak Company (the "Issuer"), warrants to purchase shares of Common Stock at an exercise price of $14.93 (the "125% Warrants") and warrants to purchase shares of Common Stock at an exercise price of $16.12 (the "135% Warrants") and which have previously made filings with respect to their ownership of such Common Stock, 125% Warrants and 135% Warrants pursuant to Section 16(a) of the Securities Exchange Act of 1934, as amended.
2. BMCM, although it directs the voting and disposition of the shares of Common Stock held by the BlueMountain Funds, only receives an asset-based fee relating to such shares.
3. On February 3, 2014, Guadalupe acquired 187,592 shares of Common Stock, 5,234 125% Warrants and 5,234 135% Warrants (together, the "Distributed Shares and Warrants") when BlueMountain Long/Short Credit Master Fund L.P. ("Long/Short Credit") distributed such Distributed Shares and Warrants to one of its beneficial owners (the "Investor") and the Investor simultaneously contributed the Distributed Shares and Warrants to Guadalupe. The Distributed Shares and Warrants represented the Investor's pro rata share of the Common Stock, 125% Warrants and 135% Warrants held by Long/Short Credit.
4. Guadalupe holds certain Class 4 General Unsecured Claims and certain Class 6 Retiree Settlement Unsecured Claims (together, "Allowed Unsecured Claims") with respect to the Issuer, and Guadalupe will in future be issued Common Stock and/or warrants to purchase shares of Common Stock in respect of such claims. Guadalupe acquired these claims on February 3, 2014, when in connection with the distribution of the Distributed Shares and Warrants, Long/Short Credit also distributed $7,198,380 in Allowed Unsecured Claims (the "Distributed Claims") to the Investor (representing the Investor's pro rata share of such Allowed Unsecured Claims) and the Investor simultaneously contributed the Distributed Claims to Guadalupe.
5. BlueMountain Long/Short Credit GP, LLC, which is the general partner of each of Guadalupe and Long/Short Credit, has an indirect profits interest in the Common Stock, 125% Warrants and 135% Warrants beneficially owned by each of Long/Short Credit and Guadalupe, which indirect profits interest was not altered as a result of this transaction.
Remarks:
BlueMountain Guadalupe Peak Fund L.P. By: BlueMountain Long/Short Credit Fund GP, LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer 02/05/2014
** 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).
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