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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1. Name and Address of Reporting Person * ROGERS JAMES P   2. Issuer Name and Ticker or Trading Symbol EASTMAN CHEMICAL CO [EMN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chrm of the Board, CEO (Last) (First) (Middle) 200 SOUTH WILCOX 3. Date of Earliest Transaction (Month/Day/Year) 12/27/2012 (Street) KINGSPORT, TN 37660 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 12/27/2012   G V 70,000 D $ 0 120,735 D   Common Stock 12/31/2012   M   50,000 A (1) 170,735 D   Common Stock 12/31/2012   M   50,000 A (2) 220,735 D   Common Stock 12/31/2012   F   36,450 (3) D $ 68.05 184,285 D   Common Stock               2,103 I By ESOP Common Stock               14,597.14 (4) I By 401(k) Plan Common Stock               12,363 I By GRAT

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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

Restricted Stock Units

(1)

12/31/2012

M

50,000 (5)

(1)

12/31/2012

Common Stock

50,000 (5)

(1)

0

D

Restricted Stock Units

(2)

12/31/2012

M

50,000 (5)

(2)

12/31/2012

Common Stock

50,000 (5)

(2)

0

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
ROGERS JAMES P 200 SOUTH WILCOX KINGSPORT, TN 37660	X		Chrm of the Board, CEO

Signatures

Brian L. Henry, by Power of Attorney		01/03/2013
**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)	Payout of shares underlying restricted stock units upon satisfaction of time condition to vesting.
(2)	Payout of shares underlying restricted stock units upon satisfaction of time and individual performance conditions to vesting.
(3)	Shares of common stock withheld in satisfaction of tax liability upon vesting of the 100,000 restricted stock units.
(4)	Includes 32 shares acquired since November 29, 2012 resulting from automatic reinvestment of dividends.
(5)	The number of restricted stock units was doubled in the October 3, 2011 2-for-1 stock split by dividend of the common stock.

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