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 *
CRITELLI MICHAEL J
  2. Issuer Name and Ticker or Trading Symbol
Eaton Corp plc [ETN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(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
Ordinary Shares 11/30/2012   A   91,158 A (1) 91,158 D  

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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
Stock Option $ 33.015 11/30/2012   A   7,408     (2) 01/25/2015 Ordinary Shares 7,408 (2) 7,408 D  
Stock Option $ 33.195 11/30/2012   A   7,296     (3) 01/24/2016 Ordinary Shares 7,296 (3) 7,296 D  
Stock Option $ 37.505 11/30/2012   A   6,504     (4) 01/23/2017 Ordinary Shares 6,504 (4) 6,504 D  
Stock Option $ 37.21 11/30/2012   A   6,450     (5) 01/22/2018 Ordinary Shares 6,450 (5) 6,450 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
CRITELLI MICHAEL J
EATON CENTER
1111 SUPERIOR AVE.
CLEVELAND, OH 44114
  X      

Signatures

 /s/ Elizabeth K. Riotte, 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 plc ("New Eaton") acquired in connection with the merger of a wholly-owned subsidiary of New Eaton with and into Eaton Corporation ("Eaton"), with Eaton surviving the merger as a wholly-owned subsidiary of New Eaton (the "Merger"), in exchange for common shares of Eaton. The Merger 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) This option to purchase 7,408 New Eaton ordinary shares for $33.015 per share, which is fully vested, was received in exchange for an option to purchase 7,408 Eaton common shares for $33.015 per share. This New Eaton stock option has the same terms and conditions as the original Eaton stock option.
(3) This option to purchase 7,296 New Eaton ordinary shares for $33.195 per share, which is fully vested, was received in exchange for an option to purchase 7,296 Eaton common shares for $33.195 per share. This New Eaton stock option has the same terms and conditions as the original Eaton stock option.
(4) This option to purchase 6,504 New Eaton ordinary shares for $37.505 per share, which is fully vested, was received in exchange for an option to purchase 6,504 Eaton common shares for $37.505 per share. This New Eaton stock option has the same terms and conditions as the original Eaton stock option.
(5) This option to purchase 6,450 New Eaton ordinary shares for $37.21 per share, which is fully vested, was received in exchange for an option to purchase 6,450 Eaton common shares for $37.21 per share. This New Eaton stock option has the same terms and conditions as the original Eaton stock option.

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