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 *
FEARON RICHARD H
  2. Issuer Name and Ticker or Trading Symbol
Eaton Corp plc [ETN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VC and CFO & Planning Officer
(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   285,069 A (1) 285,069 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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   A   3,126     (2)   (2) Ordinary Shares 3,126 (2) 3,126 D  
Restricted Stock Units $ 0 11/30/2012   A   18,200     (3)   (3) Ordinary Shares 18,200 (3) 18,200 D  
Restricted Stock Units $ 0 11/30/2012   A   8,250     (4)   (4) Ordinary Shares 8,250 (4) 8,250 D  
Restricted Stock Units $ 0 11/30/2012   A   11,925     (5)   (5) Ordinary Shares 11,925 (5) 11,925 D  
Stock Option $ 51.94 11/30/2012   A   44,100     (6) 02/21/2022 Ordinary Shares 44,100 (6) 44,100 D  
Stock Option $ 53.71 11/30/2012   A   44,000     (7) 02/22/2021 Ordinary Shares 44,000 (7) 44,000 D  
Stock Option $ 34.11 11/30/2012   A   68,400     (8) 02/22/2015 Ordinary Shares 68,400 (8) 68,400 D  
Stock Option $ 34.31 11/30/2012   A   60,000     (9) 02/21/2016 Ordinary Shares 60,000 (9) 60,000 D  
Stock Option $ 40.405 11/30/2012   A   64,000     (10) 02/27/2017 Ordinary Shares 64,000 (10) 64,000 D  
Stock Option $ 41.565 11/30/2012   A   67,600     (11) 02/26/2018 Ordinary Shares 67,600 (11) 67,600 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
FEARON RICHARD H
EATON CENTER
1111 SUPERIOR AVE.
CLEVELAND, OH 44114
      VC and CFO & Planning Officer  

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) These restricted stock units, which vest on February 24, 2013, were received exchange for 3,126 Eaton restricted stock units. The New Eaton restricted stock units have the same terms and conditions as the original Eaton restricted stock units.
(3) These restricted stock units, which vest in two equal annual installments beginning on February 23, 2013, were received in the Merger in exchange for 18,200 Eaton restricted stock units. These New Eaton restricted stock units have the same terms and conditions as the original Eaton restricted stock units.
(4) These restricted stock units, which vest in three equal annual installments beginning on February 22, 2013, were received in the Merger in exchange for 8,250 Eaton restricted stock units. These New Eaton restricted stock units have the same terms and conditions as the original Eaton restricted stock units.
(5) These restricted stock units, which vest in four equal annual installments beginning on February 21, 2013, were received in the Merger in exchange for 11,925 Eaton restricted stock units. These New Eaton restricted stock units have the same terms and conditions as the original Eaton restricted stock units.
(6) This option to purchase 44,100 New Eaton ordinary shares for $51.94 per share, which vests in three equal annual installments beginning on February 21, 2013, was received in the Merger in exchange for an option to purchase 44,100 Eaton common shares for $51.94 per share. This New Eaton stock option has the same terms and conditions as the original Eaton stock option.
(7) This option to purchase 44,000 New Eaton ordinary shares for $53.71 per share, which vests in two equal annual installments beginning on February 22, 2013, was received in the Merger in exchange for an option to purchase 44,000 Eaton common shares for $53.71 per share. This New Eaton stock option has the same terms and conditions as the original Eaton stock option.
(8) This option to purchase 68,400 New Eaton ordinary shares, which is fully vested, was received in the Merger in exchange for an option to purchase 68,400 Eaton common shares for $34.11 per share. This New Eaton stock option has the same terms and conditions as the original Eaton stock option.
(9) This option to purchase 60,000 New Eaton ordinary shares, which is fully vested, was received in the Merger in exchange for an option to purchase 60,000 Eaton common shares of New Eaton for $34.31 per share. This New Eaton stock option has the same terms and conditions as the original Eaton stock option.
(10) This option to purchase 64,000 New Eaton ordinary shares, which is fully vested, was received in the Merger in exchange for an option to purchase 64,000 Eaton common shares for $40.405 per share. This New Eaton stock option has the same terms and conditions as the original Eaton stock option.
(11) This option to purchase 67,600 New Eaton ordinary shares, which is fully vested, was received in the Merger in exchange for an option to purchase 67,600 Eaton common shares for $41.565 per share. This New Eaton stock option has the same terms and conditions as the original Eaton stock option.

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