Unassociated Document
   
UNITED STATES
OMB APPROVAL
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
OMB Number: 3235-0101
Expires: December 31, 2009
Estimated average burden
hours per response . . . . 2.0
FORM 144
  
NOTICE OF PROPOSED SALE OF SECURITIES
PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
SEC USE ONLY
 
DOCUMENT SEQUENCE NO.
   
ATTENTION:   Transmit for filing 3 copies of this form concurrently with either placing an order with a broker to execute sale or executing a sale directly with a market maker.
CUSIP NUMBER
 
 
 
 
1 (a) NAME OF ISSUER (please type or print)
 
Ingersoll-Rand plc
(b) IRS IDENT. NO
 
98-0626632
(C) S.E.C. FILE NO.
 
001-34400
WORK LOCATION
1 (d) ADDRESS OF ISSUER          STREET
 
170/175 Lakeview Drive, Airside Business Park, Swords, Co.
CITY
 
Dublin
STATE
 
Ireland
ZIP CODE
 
(e) TELEPHONE NO.
AREA CODE
(353)
NUMBER
(0)-18707400
2 (a) NAME OF PERSON FOR WHOSE ACCOUNT THE SECURITIES ARE TO BE SOLD
 
Herbert L. Henkel
 
 
(b) RELATIONSHIP TO
ISSUER
 
Officer/Director
(c) ADDRESS STREET             CITY             STATE   ZIP CODE
 
170/175 Lakeview Drive, Airside Business Park, Swords, Co. Dublin Ireland
 

INSTRUCTION:  The person filing this notice should contact the issuer to obtain the I.R.S. Identification Number and the S.E.C. File Number.
 
3 (a)
(b)
SEC USE ONLY
(c)
(d)
(e)
(f)
(g)
  
Title of the
Class of
Securities
To Be Sold
 
Name and Address of Each Broker
Through Whom the
Securities are to be Offered
or Each Market Maker
who is Acquiring the Securities
 
Broker-Dealer
File Number
Number of Shares
or Other Units
To Be Sold
(See instr. 3(c))
Aggregate
Market
Value
(See instr. 3(d))
Number of Shares
or Other Units
Outstanding
(See instr. 3(e))
Approximate
Date of Sale
(See instr. 3(f))
(MO.   DAY   YR.)
Name of Each
Securities
Exchange
(See instr.
3(g))
  
Ordinary Shares
Morgan Stanley Smith Barney, LLC
485 Lexington Avenue, 11th Floor
New York, New York 10017
  
50,000
$1,740,500
(as of October 23, 2009)
 
319,200,181
(as of July 31, 2009)
10/26/2009
NYSE
  
Ordinary Shares
Morgan Stanley Smith Barney, LLC
485 Lexington Avenue, 11th Floor
New York, New York 10017
  
50,000
$1,740,500
 (as of October 23, 2009)
 
319,200,181
(as of July 31, 2009)
10/27/2009
NYSE
  
Ordinary Shares
Morgan Stanley Smith Barney, LLC
485 Lexington Avenue, 11th Floor
New York, New York 10017
  
50,000
$1,740,500
(as of October 23, 2009)
 
319,200,181
(as of July 31, 2009)
10/28/2009
NYSE
  
Ordinary Shares
Morgan Stanley Smith Barney, LLC
485 Lexington Avenue, 11th Floor
New York, New York 10017
  
50,000
$1,740,500
(as of October 23, 2009)
 
319,200,181
(as of July 31, 2009)
10/29/2009
NYSE
  
Ordinary Shares
Morgan Stanley Smith Barney, LLC
485 Lexington Avenue, 11th Floor
New York, New York 10017
  
50,000
$1,740,500
(as of October 23, 2009)
 
319,200,181
(as of July 31, 2009)
10/30/2009
NYSE
  
INSTRUCTIONS:
3.  (a)  Title of the class of securities to be sold
1. (a)  Name of issuer
(b)  Name and address of each broker through whom the securities are intended to be sold
(b)  Issuer’s I.R.S. Identification Number
(c)  Number of shares or other units to be sold (if debt securities, give the aggregate face amount)
(c)  Issuer’s S.E.C. file number, if any
(d)  Aggregate market value of the securities to be sold as of a specified date within 10 days prior to the filing of this notice
(d)  Issuer’s address, including zip code
(e)  Number of shares or other units of the class outstanding, or if debt securities the face amount thereof
(e)  Issuer’s telephone number, including area code
            outstanding, as shown by the most recent report or statement published by the issuer
 
(f)  Approximate date on which the securities are to be sold
2. (a)  Name of person for whose account the securities are to be sold
(g) Name of each securities exchange, if any, on which the securities are intended to be sold
(b)  Such person’s relationship to the issuer (e.g., officer, director, 
           10%stockholder, or member of immediate family of any of the
           foregoing)
  
(c)  Such person’s address, including zip code
  
 
Potential persons who are to respond to the collection of information contained in this form are not
required to respond unless the form displays a currently valid OMB control number.
 
 
 
 
TABLE I - SECURITIES TO BE SOLD
Furnish the following information with respect to the acquisition of the securities to be sold
and with respect to the payment of all or any part of the purchase price or other consideration therefor:
Title of
the Class
Date you Acquired
Nature of Acquisition Transaction
Name of Person from Whom Acquired
(If gift, also give date donor acquired)
Amount of Securities Acquired
Date of Payment
Nature of Payment
Ordinary Shares
Ordinary Shares
Ordinary Shares
Ordinary Shares
Ordinary Shares
10/26/2009
10/27/2009
10/28/2009
10/29/2009
10/30/2009
Exercise of Stock Options
Exercise of Stock Options
Exercise of Stock Options
Exercise of Stock Options
Exercise of Stock Options
Ingersoll-Rand plc
Ingersoll-Rand plc
Ingersoll-Rand plc
Ingersoll-Rand plc
Ingersoll-Rand plc
50,000
50,000
50,000
50,000
50,000
10/26/2009
10/27/2009
10/28/2009
10/29/2009
10/30/2009
Cash
Cash
Cash
Cash
Cash
 
INSTRUCTIONS:       If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.
       
 
TABLE II - SECURITIES SOLD DURING THE PAST 3 MONTHS
Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.
 
 
Name and Address of Seller
 
Title of Securities Sold
 
Date of Sale
Amount of
Securities Sold
Gross Proceeds
Herbert L. Henkel
c/o Ingersoll-Rand
One Centennial Avenue
Piscataway, NJ 08855`
 
Ordinary Shares
Ordinary Shares
Ordinary Shares
Ordinary Shares
 
09/21/2009
09/22/2009
09/23/2009
09/24/2009
25,000
25,000
25,000
25,000
$789,430.00
$795,365.00
$786,237.50
$766,245.00
REMARKS:
 


INSTRUCTIONS:
See the definition of “person” in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
  
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed.  If each person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
 
  
10/26/2009                        
DATE OF NOTICE
  
/s/ Kenneth H. Yi – Attorney-in-Fact
________________________________________________________(SIGNATURE)
  
 
_________________________________________________
DATE OF PLAN ADOPTION OR GIVING OF INSTRUCTION,
IF RELYING ON RULE 10B5-1
The notice shall be signed by the person for whose account the securities are to be sold.  At least one
copy of the notice shall be manually signed.  Any copies not manually signed shall bear typed o  printed signatures.

ATTENTION:  Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

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