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| 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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 | | OMB APPROVAL | | OMB Number: | 3235-0104 | | Expires: | February 28, 2011 | | Estimated average burden | | hours per response | 0.5 |
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1. Name and Address of Reporting Person*
| EATON CENTER, 1111 SUPERIOR AVENUE | |
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year)
10/01/2008 | 3. Issuer Name and Ticker or Trading Symbol
EATON CORP
[ETN]
| 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable) | Director | | 10% Owner | | X | Officer (give title below) | | Other (specify below) | | Sr VP and Secretary |
| 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 |
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| Table I - Non-Derivative Securities Beneficially Owned |
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| 1. Title of Security (Instr.
4)
| 2.
Amount of Securities Owned (Instr.
4)
| 3. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
| 4. Nature of Indirect Beneficial Ownership (Instr.
5)
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No securities are beneficially owned.
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0
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D
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Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities) |
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| 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 Excercise Price of Derivative Security
| 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)
| 6. Nature of Indirect Beneficial Ownership (Instr. 5)
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
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| Explanation of Responses: |
| /s/Kathleen S. O'Connor, as Attorney-in-Fact | 10/03/2008 | | ** 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).
| | Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see Instruction 6 for procedure. | | Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS: That the undersigned has made, constituted and
appointed, and by this instrument does make, constitute and appoint, each of
MARK M. McGUIRE, EARL R. FRANKLIN, DAVID M. O'LOUGHLIN, LIZBETH L. WRIGHT,
SUZANNE K. HANSELMAN, JANET A. SPREEN AND KATHLEEN S. O'CONNOR, acting
individually, as his or her true and lawful attorney, for him or her, and in his
or her name, place and stead, to affix, as attorney-in-fact, the signature of
the undersigned to reports to the Securities and Exchange Commission on Forms 3,
4, 5 or 144 with respect to transactions or holdings by the undersigned in
equity securities issued by Eaton Corporation, an Ohio corporation, and to any
and all amendments to such reports, giving and granting unto each such
attorney-in-fact full power and authority to do and perform every act whatsoever
necessary to be done, as fully as the undersigned might or could do if
personally present, hereby ratifying and confirming all that each such
attorney-in-fact shall lawfully do or cause to be done by virtue hereof.
This Power of Attorney shall revoke any Power of Attorney previously executed by
the undersigned regarding the filing of Forms 3, 4, 5 or 144 with the Securities
and Exchange Commission for transactions in Eaton securities, but this
revocation does not invalidate any actions taken pursuant to any prior Powers of
Attorney.
This Power of Attorney shall expire on the date the undersigned is no longer
required to file Forms 3, 4, 5 or 144 reports with the Securities and Exchange
Commission with respect to holdings of and transactions in securities issued by
Eaton Corporation, unless revoked in writing by the undersigned prior thereto.
IN WITNESS WHEREOF, this Power of Attorney has been signed at Cleveland, Ohio,
this 24th day of September, 2008.
/s/Thomas E. Moran
Thomas E. Moran
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