Ownership Submission
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 *
CUTLER ALEXANDER M
   2. Issuer Name and Ticker or Trading Symbol
EATON CORP [ETN] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman and CEO
(Last)
(First)
(Middle)
EATON CENTER, 1111 SUPERIOR AVE.		 3. Date of Earliest Transaction (Month/Day/Year)
11/30/2012
(Street)

CLEVELAND, OH 44114		 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 11/30/2012   D   577,708 D (1) 0 D  
Common Stock 11/30/2012   D   38,290.004 D (1) 0 I by trustee of ESP
Common Stock 11/30/2012   D   2,000 D (1) 0 I By son

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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 $ 0 11/30/2012   D     9,168   (2)   (2) Common Shares 9,168 (2) 0 D  
Restricted Stock Units $ 0 11/30/2012   D     54,170   (3)   (3) Common Shares 54,170 (3) 0 D  
Restricted Stock Units $ 0 11/30/2012   D     34,050   (4)   (4) Common Shares 34,050 (4) 0 D  
Restricted Stock Units $ 0 11/30/2012   D     40,915   (5)   (5) Common Shares 40,915 (5) 0 D  
Stock Option $ 51.94 11/30/2012   D     151,300   (6) 02/21/2022 Common Shares 151,300 (6) 0 D  
Stock Option $ 53.71 11/30/2012   D     154,700   (7) 02/22/2021 Common Shares 154,700 (7) 0 D  
Stock Option $ 29.535 11/30/2012   D     8,462   (8) 02/24/2012 Common Shares 8,462 (8) 0 D  
Stock Option $ 34.11 11/30/2012   D     402,000   (9) 02/22/2015 Common Shares 402,000 (9) 0 D  
Stock Option $ 34.31 11/30/2012   D     330,000   (10) 02/21/2016 Common Shares 330,000 (10) 0 D  
Stock Option $ 40.405 11/30/2012   D     280,000   (11) 02/27/2017 Common Shares 280,000 (11) 0 D  
Stock Option $ 41.565 11/30/2012   D     237,400   (12) 02/26/2018 Common Shares 237,400 (12) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
CUTLER ALEXANDER M
EATON CENTER
1111 SUPERIOR AVE.
CLEVELAND, OH 44114		   X     Chairman and CEO  

Signatures

 /s/ Kathleen S. O'Connor, as Attorney-in-Fact   12/03/2012
**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) Represents shares of Eaton Corporation ("Eaton") disposed of pursuant to merger of a wholly-owned subsidiary of Eaton Corporation plc ("New Eaton") with and into Eaton, with Eaton surviving the merger as a wholly-owned subsidiary of New Eaton (the "Merger"), in exchange for ordinary shares of New Eaton, which was consummated simultaneous with and conditioned on New Eaton's acquisition of Cooper Industries plc by means of a "scheme of arrangement", an Irish statutory procedure under the Companies Act of 1963. At the effective time of the Merger, each Eaton common share was cancelled and converted into the right to receive one New Eaton ordinary share.
(2) These restricted stock units, which vest in four equal installments beginning on February 24, 2010, were assumed by New Eaton in the Merger and replaced with 9,168 New Eaton restricted stock units with the same terms and conditions as the original Eaton restricted stock units.
(3) These restricted stock units, which vest in four equal installments beginning on February 23, 2011, were assumed by New Eaton in the Merger and replaced with 54,170 New Eaton restricted stock units with the same terms and conditions as the original Eaton restricted stock units.
(4) These restricted stock units, which vest in four equal installments beginning on February 22, 2012, were assumed by New Eaton in the Merger and replaced with 34,050 New Eaton restricted stock units with the same terms and conditions as the original Eaton restricted stock units.
(5) These restricted stock units, which vest in four equal installments beginning on February 21, 2013, were assumed by New Eaton in the Merger and replaced with 40,915 New Eaton restricted stock units with the same terms and conditions as the original Eaton restricted stock unit.
(6) This option, which provided for vesting in three equal installments beginning on February 21, 2013, was assumed by New Eaton in the Merger and replaced with an option to purchase 151,300 ordinary shares of New Eaton for $51.94 per share with the same terms and conditions as the original Eaton stock option.
(7) This option, which provided for vesting in three equal installments beginning on February 22, 2012, was assumed by New Eaton in the Merger and replaced with an option to purchase 154,700 ordinary shares of New Eaton for $53.71 per share with the same terms and conditions as the original Eaton stock option.
(8) This option, which was fully vested at the effective time of the Merger, was assumed by New Eaton in the Merger and replaced with an option to purchase 8,462 ordinary shares of New Eaton for $29.535 per share with the same terms and conditions as the original Eaton stock option.
(9) This option, which was fully vested at the effective time of the Merger, was assumed by New Eaton in the Merger and replaced with an option to purchase 402,000 ordinary shares of New Eaton for $34.11 per share with the same terms and conditions as the original Eaton stock option.
(10) This option, which was fully vested at the effective time of the Merger, was assumed by New Eaton in the Merger and replaced with an option to purchase 330,000 ordinary shares of New Eaton for $34.31 per share with the same terms and conditions as the original Eaton stock option.
(11) This option, which was fully vested at the effective time of the Merger, was assumed by New Eaton in the Merger and replaced with an option to purchase 280,000 ordinary shares of New Eaton for $40.405 per share with the same terms and conditions as the original Eaton stock option.
(12) This option, which was fully vested at the effective time of the Merger, was assumed by New Eaton in the Merger and replaced with an option to purchase 237,400 ordinary shares of New Eaton for $41.565 per share with the same terms and conditions as the original Eaton stock option.

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