Item 5.02. Departure of Directors or Certain Officers; Elections of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 27, 2009, Eaton Corporation (the "Company") announced that James E. Sweetnam, President - Truck Group, informed the Company and its Board of Directors that he will retire effective immediately. The Company is expected to name a successor to Mr. Sweetnam once its review is completed.
A copy of the press release issued by the Company on May 27, 2009 announcing Mr. Sweetnam's retirement is included as Exhibit 99.1 to this Report and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.

Number Exhibit

99.1 Press Release, issued on May 27, 2009 - included with this report.

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