Eaton Signs Agreement to Purchase Specialized Differential and Clutch Manufacturer Tractech Holdings, Inc.

CLEVELAND--July 15, 2005--Diversified industrial manufacturer Eaton Corporation announced today it has reached agreement to purchase Tractech Holdings, Inc., a global manufacturer of specialized differentials and clutch components for the commercial vehicle markets, for a price of $54 million. The transaction is expected to close by the end of August.

Tractech had 2004 sales of $43 million and employs about 170 people. The business is headquartered in Madison Heights, Mich., and has manufacturing operations in Sligo, Ireland, northeast of Dublin. Tractech is owned by a shareholder group led by Edgewater Capital Partners, L.P., a Cleveland-based private equity group.

Tractech designs and manufactures highly specialized traction-modifying differentials and centrifugal clutches for the agricultural, construction, medium and heavy-duty truck, military, and specialty vehicle markets. Tractech also sells into the aftermarket of these markets.

"We are excited about the acquisition of Tractech, which has strong brands, a global presence and impressive design and engineering capabilities," said Stephen M. Buente, Eaton senior vice president and president - Automotive Group. "The acquisition will allow us to extend our existing differential product capabilities into a wide range of markets beyond our traditional light-vehicle applications."

Eaton Corporation is a diversified industrial manufacturer with 2004 sales of $9.8 billion. Eaton is a global leader in electrical systems and components for power quality, distribution and control; fluid power systems and services for industrial, mobile and aircraft equipment; intelligent truck drivetrain systems for safety and fuel economy; and automotive engine air management systems, powertrain solutions and specialty controls for performance, fuel economy and safety. Eaton has 56,000 employees and sells products to customers in more than 125 countries. For more information, visit www.eaton.com.