FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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 * BRUST ROBERT H   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 (Last) (First) (Middle) 343 STATE STREET 3. Date of Earliest Transaction (Month/Day/Year) 12/29/2005 (Street) ROCHESTER, NY 14650 4. If Amendment, Date 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 (City) (State) (Zip) 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               46,636 (1) D   Common Stock               1,741.651 (2) I By Trustee in 401(k)

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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 Underlying Securities (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 of Derivative Security: 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							(6)	11/21/2012	common stock	42,000		42,000	D
Option (right to buy)	$ 24.49							(6)	11/18/2010	common stock	14,400		14,400	D
Option (right to buy)	$ 31.71							(6)	12/09/2011	Common Stock	18,000		18,000	D
Option (right to buy)	$ 26.47							(6)	05/31/2012	Common Stock	62,333		62,333	D
Option (right to buy) (5)	$ 24.75							(6)	12/06/2012	Common	18,000		18,000	D
Restricted Share Units	(7)							(8)	(8)	common stock	5,188.66		5,188.66	D
Share Units	(7)	07/15/2005		A		108.27 (9)		(8)	(8)	Common Stock	7,171.91	$ 26.47	7,171.91	D
Share Units	(7)	12/14/2005		A		127.01 (9)		(8)	(8)	Common Stock	7,298.92	$ 21.79	7,298.92	D
Stock Unit	(7)	07/15/2005		A		112.51 (9)		(8)	(8)	Common Stock	12,843.99	$ 26.47	12,843.99	D
Stock Unit	(7)	12/14/2005		A		131.98 (9)		(8)	(8)	Common Stock	12,975.97	$ 21.79	12,975.97	D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
BRUST ROBERT H 343 STATE STREET ROCHESTER, NY 14650			CFO, Exec. Vice President

Signatures

Laurence L. Hickey, as attorney-in-fact for Robert H. Brust		12/29/2005
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(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)	Stock option granted under the 2005 Omnibus Long-Term Compensaton Plan.
(6)	These options vest one-third on each of the first three anniversaries of the date of grant.
(7)	These units convert on a one-for-one basis.
(8)	This date is not applicable to these units.
(9)	These units were credited to the reporting person's account as dividend equivalents.

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