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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D. C. 20549

                                     FORM 15

   Certification and Notice of Termination of Registration under Section 12(g)
    of Securities Exchange Act of 1934 or Suspension of Duty to File Reports
      Under Sections 13 and 15(d) of the Securities Exchange Act of 1934.

                         Commission File Number: 1-1396

                                Eaton Corporation
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             (Exact name of registrant as specified in its charter)

          1111 Superior Avenue, Cleveland, Ohio 44114, (216) 523-5000
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    (Address, including zip code, and telephone number, including area code,
                  of registrant's principal executive offices)

         Securities issuable under the following employee benefit plan:
  Eaton Corporation Lincoln Plant Share Purchase and Investment Plan and Trust
            (Title of each class of securities covered by this Form)

                         Eaton Corporation Common Shares
   Securities issuable under certain Eaton Corporation employee benefit plans

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           (Titles of all other classes of securities for which a duty
             to file reports under Sections 13(a) or 15(d) remains)

 Please place an X in the box(es) to designate the appropriate rule provision(s)
         relied upon to terminate or suspend the duty to file reports:

          Rule 12g-4(a)(1)(i)   [ ]             Rule 12h-3(b)(1)(ii)  [ ]
          Rule 12g-4(a)(1)(ii)  [ ]
          Rule 12g-4(a)(2)(i)   [ ]             Rule 12h-3(b)(2)(i)   [ ]
          Rule 12g-4(a)(2)(ii)  [ ]             Rule 12h-3(b)(2)(ii)  [ ]
          Rule 12h-3(b)(1)(i)   [ ]             Rule 15d-6            [X]

Approximate number of holders of record as of the certification or notice
date:   None
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     Pursuant to the requirements of the Securities Exchange Act of 1934 Eaton
Corporation has caused this certification/notice to be signed on its behalf by
the undersigned duly authorized person.


                                        EATON CORPORATION



DATE:  June 28, 2000                    BY: /s/ E. R. Franklin
                                           -----------------------------
                                            Secretary