Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

        Date of Report (Date of earliest event reported: January 24, 2005

                                EATON CORPORATION
             (Exact name of registrant as specified in its charter)

          Ohio                       1-1396                 34-0196300
     ----------------              ------------            ---------------
     (State or other               (Commission             (I.R.S. Employer
     jurisdiction of               File Number)          Identification No.)

                       Eaton Center
                     Cleveland, Ohio                                44114
            -----------------------------------------          ----------------
            (Address of principal executive offices)              (Zip Code)

                                 (216) 523-5000
              (Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

[] Written communications pursuant to Rule 425 under the Securities Act
   (17 CFR 230.425)

[] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
   (17 CFR 240.14a-12)

[] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
   Act (17 CFR 240.14d-2(b))

[] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
   Act (17 CFR 240.13e-4(c))

Section 2 - Financial Information
Item 2.02 Results of Operations and Financial Condition

On January 24, 2005, Eaton Corporation issued a press release announcing
financial results for the quarter ended December 31, 2004. A copy of this press
release is attached hereto as Exhibit 99.

Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits

(c) Exhibits:

99  Press release for fourth quarter 2004, furnished herewith.


Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                          Eaton Corporation

                                          /s/ R.H. Fearon
Date: January 24, 2005                    ------------------------------------
                                          R.H. Fearon
                                          Executive Vice President -
                                          Chief Financial and Planning Officer