-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NeyQosYyp4IklDfTqJhXJzR1Fx8+xbCynlofBuTvmr/MUIjkZNe8S0VfrLI1WxIv 1CwnwBVq+iH5eWeas9Clhg== 0000031235-09-000146.txt : 20091209 0000031235-09-000146.hdr.sgml : 20091209 20091209134941 ACCESSION NUMBER: 0000031235-09-000146 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20091207 FILED AS OF DATE: 20091209 DATE AS OF CHANGE: 20091209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Chen Herald Y CENTRAL INDEX KEY: 0001348636 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-00087 FILM NUMBER: 091230668 MAIL ADDRESS: STREET 1: 950 TOWER LANE, SUITE 1150 CITY: FOSTER CITY STATE: CA ZIP: 94404-2127 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: EASTMAN KODAK CO CENTRAL INDEX KEY: 0000031235 STANDARD INDUSTRIAL CLASSIFICATION: PHOTOGRAPHIC EQUIPMENT & SUPPLIES [3861] IRS NUMBER: 160417150 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 343 STATE ST CITY: ROCHESTER STATE: NY ZIP: 14650 BUSINESS PHONE: 7167244000 MAIL ADDRESS: STREET 1: 343 STATE STREET CITY: ROCHESTER STATE: NY ZIP: 14650 4 1 edgar.xml PRIMARY DOCUMENT X0303 4 2009-12-07 0000031235 EASTMAN KODAK CO EK 0001348636 Chen Herald Y 343 STATE STREET ROCHESTER NY 14650 1 0 0 0 Common Stock 2009-12-07 4 A 0 16670 4.52 A 16670 D Option (right to buy) 4.52 2009-12-07 4 A 0 18180 4.52 A 2016-12-06 Common Stock 18180 18180 D Annual restricted stock equity grant. These shares are restricted. Stock option granted under the 2005 Omnibus Long-Term Compensaton Plan. These options vest one year after date of grant. Patrick M. Sheller, as attorney-in-fact for Herald Chen 2009-12-09 EX-24 2 chenpoa.htm
POWER OF ATTORNEY





NOTICE TO PRINCIPALS IN THE STATE OF NEW YORK Required Pursuant To

Section 5-1501B of the New York General Obligations Law

Subd.1(d)(1).



CAUTION TO THE PRINCIPAL: Your Power of Attorney is an important

document. As the "principal," you give the person whom you choose

(your "agent") authority to spend your money and sell or dispose

of your property during your lifetime without telling you. You do

not lose your authority to act even though you have given your

agent similar authority.



  When your agent exercises this authority, he or she must act

according to any instructions you have provided or, where there

are no specific instructions, in your best interest. "Important

Information for the Agent" at the end of this document describes

your agent's responsibilities.



  Your agent can act on your behalf only after signing the Power

of Attorney before a notary public.



  You can request information from your agent at any time. If you

are revoking a prior Power of Attorney by executing this Power of

Attorney, you should provide written notice of the revocation to

your prior agent(s) and to the financial institutions where your

accounts are located.



  You can revoke or terminate your Power of Attorney at any time

for any  reason as long as you are of sound mind. If you are no

longer of sound  mind, a court can remove an agent for acting

improperly.



  Your agent cannot make health care decisions for you. You may

execute  a "Health Care Proxy" to do this.



  The law governing Powers of Attorney is contained in the New

York  General Obligations Law, Article 5, Title 15. This law is

available at a law library, or online through the New York State

Senate or Assembly websites, www.senate.state.ny.us or

www.assembly.state.ny.us.



  If there is anything about this document that you do not

understand, you should ask a lawyer of your own choosing to

explain it to you.



 The undersigned, Herald Y. Chen, hereby appoints each of

Patrick M. Sheller, Susan M. Wylie and Joyce P. Haag, each with

full power to act separately and individually, his/her agent and

attorney-in-fact to:



(1)execute for the undersigned, in respect of the

undersigned's obligations in his/her capacity as a

Director of Eastman Kodak Company (the "Company"), Forms

3, 4, and 5 in accordance with Section 16(a) of the

Securities Exchange Act of 1934 and the rules thereunder;



(2) execute for the undersigned, in respect of the

undersigned's obligations in his/her capacity as a

Director of the Company, Form 144 in accordance with the

Securities Exchange Act of 1934 and the rules thereunder;



(3) perform any and all acts for the undersigned which may

be necessary or desirable to complete and execute any

such Form 3, 4 or 5, or Form 144 and file such form with

the United States Securities and Exchange Commission and

any stock exchange or similar authority for and on behalf

of the undersigned upon receipt by the agent of

information from or about the undersigned requiring such

filing; and



(4)take any other action of any type whatsoever in

connection with the foregoing which, in the opinion of

such agent, may be of benefit to, in the best interest

of, or legally required by, the undersigned, it being

understood that the documents executed by such agent on

behalf of the undersigned pursuant to this Power of

Attorney shall be in such form and shall contain such

terms and conditions as such agent may approve in his or

her discretion.



The undersigned hereby grants to his agent full power and

authority to do anything that is necessary or desirable in the

exercise of any of the rights and powers herein granted, as fully

to all intents and purposes as the undersigned could do if

personally present, with full power of substitution or revocation,

hereby ratifying and confirming all that such agent, or such

agent's substitute or substitutes, shall lawfully do or cause to

be done by virtue of this Power of Attorney and the rights and

powers herein granted.  The undersigned acknowledges that the

foregoing agent, in serving in such capacity at the request of the

undersigned, is not assuming, nor is the Company assuming, any of

the undersigned's responsibilities to comply with Section 16 of

the Securities Exchange Act of 1934 and Section 5 of the

Securities Act of 1933.



This Power of Attorney shall remain in full force and effect

until the undersigned is no longer required to file Forms 3, 4 and

5 and Form 144 with respect to the undersigned's holdings of and

transactions in securities issued by the Company, unless earlier

revoked by the undersigned in a signed writing delivered to the

foregoing agent.



This Power of Attorney shall be "durable" and shall survive

the incapacitation of the undersigned and until actual notice is

received by the agents named herein of the undersigned's death.



The execution of this Power of Attorney does not revoke any

other power of attorney previously executed by the undersigned.



IN WITNESS WHEREOF, the undersigned has caused this Power of

Attorney to be executed as of this 1st day of October,

2009.





/s/Herald Y. Chen





State of California

County of San Mateo



 On the 1st day of October in the year 2009 before me,

Emily R. Santos, Notary Public

undersigned, personally appearedAdam Herbert Clammer,

personally known to me or proved to me on the basis of

satisfactory evidence to be the individual whose name is

subscribed to the within instrument and acknowledged to me that

he/she executed the same in his/her capacity, and that by his/her

signature on the instrument, the individual, or the person upon

behalf of which the individual acted, executed the instrument.





Commission - 1626351

exp. December 3, 2009



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