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Page 5 EXHIBIT 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS: That each person whose name is signed
hereto has made, constituted and appointed, and does hereby make, constitute and
appoint, J. ROBERT HORST, EARL R. FRANKLIN, MARK HENNESSEY, DAVID M. O'LOUGHLIN
OR JANE W. GRISWOLD his or her true and lawful attorney, for him or her and in
his or her name, place and stead to affix, as attorney-in-fact, his or her
signature as director or officer or both, as the case may be, of Eaton
Corporation, an Ohio corporation (the "Corporation"), to any and all
registration statements and any amendments thereto filed with the Securities and
Exchange Commission for the purpose of registering the Corporation's Common
Shares and/or participation interests issuable or issued in connection with the
following employee benefit plan:
Eaton Corporation 401(k) Savings Plan
giving and granting unto each such attorney-in-fact full power and authority to
do and perform every act and thing whatsoever necessary to be done in the
premises, as fully as he or she might or could do if personally present, hereby
ratifying and confirming all that each such attorney-in-fact shall lawfully do
or cause to be done by virtue hereof.
This Power of Attorney shall not apply to any registration statement or
amendment filed after December 31, 2000.
IN WITNESS WHEREOF, this Power of Attorney has been signed at
Pittsburgh, Pennsylvania, this 26th day of April, 2000.
/s/ Stephen R. Hardis /s/ Alexander M. Cutler
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Stephen R. Hardis, Chairman and Alexander M. Cutler, President
Chief Executive Officer; and Chief Operating Officer;
Principal Executive Officer; Director Director
/s/ Adrian T. Dillon /s/ Billie K. Rawot
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Adrian T. Dillon, Executive Vice Billie K. Rawot, Vice
President--Chief Financial and Planning President and Controller;
Officer; Principal Financial Officer Principal Accounting Officer
/s/ Michael J. Critelli /s/ Ernie Green
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Michael J. Critelli, Director Ernie Green, Director
/s/ Deborah L. McCoy /s/ John R. Miller
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Deborah L. McCoy, Director John R. Miller, Director
/s/ Furman C. Moseley /s/ Victor A. Pelson
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Furman C. Moseley, Director Victor A. Pelson, Director
/s/ A. William Reynolds /s/ Gary L. Tooker
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A. William Reynolds, Director Gary L. Tooker, Director
