SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Zafari Robert

(Last)

(First)

(Middle)

C/O INGERSOLL-RAND COMPANY,

ONE CENTENNIAL AVENUE

(Street)

PISCATAWAY

08854

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/01/2010

3. Issuer Name and Ticker or Trading Symbol
Ingersoll-Rand plc [ IR ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Senior Vice President

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares	4,030	D
Ordinary Shares (Restricted Share Units)⁽¹⁾	2,631	D
Ordinary Shares (Restricted Share Units)⁽²⁾	3,799	D
2009 - 2010 Performance Share Units⁽³⁾	9,931	D
2009 - 2011 Performance Share Units⁽⁴⁾	9,931	D
2010 - 2012 Performance Share Units⁽⁵⁾	6,331	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Appreciation Rights	⁽⁶⁾	01/01/2011	Ordinary Shares	2,400	$20.27	D
Stock Appreciation Rights	⁽⁷⁾	01/01/2012	Ordinary Shares	4,000	$20.9	D
Stock Appreciation Rights	⁽⁸⁾	02/03/2014	Ordinary Shares	13,240	$32.18	D
Stock Appreciation Rights	⁽⁹⁾	02/01/2015	Ordinary Shares	14,400	$38.69	D
Stock Appreciation Rights	⁽¹⁰⁾	01/31/2016	Ordinary Shares	7,500	$39.43	D
Stock Option (Right to Buy)	⁽¹¹⁾	02/06/2017	Ordinary Shares	13,910	$43.13	D
Stock Option (Right to Buy)	⁽¹²⁾	02/14/2018	Ordinary Shares	18,471	$39	D
Stock Option (Right to Buy)	⁽¹³⁾	02/11/2019	Ordinary Shares	19,730	$16.85	D
Stock Option (Right to Buy)	⁽¹⁴⁾	02/15/2020	Ordinary Shares	10,744	$31.59	D

Explanation of Responses:

1. Represents ordinary shares that may be issued upon the vesting of a like number of restricted share units granted on February 12, 2009. The restricted share units vest in three equal annual installments beginning on the first anniversary of the date of grant.

2. Represents ordinary shares that may be issued upon the vesting of a like number of restricted share units granted on February 16, 2010. The restricted share units vest in three equal annual installments beginning on the first anniversary of the date of grant.

3. Represents target number of Performance Shares. The actual number of shares to be issued, which could range from 0 to two times the initial target amount, will depend upon, among other things, the issuer's financial performance during the relevant performance period relative to companies in the S&P 500 Industrial Index. The shares, if any, will be issued in February 2011.

4. Represents target number of Performance Shares. The actual number of shares to be issued, which could range from 0 to two times the initial target amount, will depend upon, among other things, the issuer's financial performance during the relevant performance period relative to companies in the S&P 500 Industrial Index. The shares, if any, will be issued in February 2012.

5. Represents target number of Performance Shares. The actual number of shares to be issued, which could range from 0 to two times the initial target amount, will depend upon, among other things, the issuer's financial performance during the relevant performance period relative to companies in the S&P 500 Industrial Index. The shares, if any, will be issued in February 2013.

6. Stock appreciation rights, which have a ten-year term, became exercisable in three equal annual installments beginning on 01/02/2002.

7. Stock appreciation rights, which have a ten-year term, became exercisable in three equal annual installments beginning on 01/02/2003.

8. Stock appreciation rights, which have a ten-year term, became exercisable in three equal annual installments beginning on 02/04/2005.

9. Stock appreciation rights, which have a ten-year term, became exercisable in three equal annual installments beginning on 02/02/2006.

10. Stock appreciation rights, which have a ten-year term, became exercisable in three equal annual installments beginning on 02/01/2007.

11. The stock options, which have a ten-year term, vest in three equal installments beginning on 02/07/2008.

12. The stock options, which have a ten-year term, vest in three equal installments beginning on 02/15/2009.

13. The stock options, which have a ten-year term, vest in three equal installments beginning on 02/12/2010.

14. The stock options, which have a ten-year term, vest in three equal annual installments beginning on 02/16/2011.

Remarks:

	/s/ Kenneth H. Yi - Attorney-in-Fact	07/09/2010
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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