FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 1-812
CARRIER CORPORATION
REPRESENTED EMPLOYEE SAVINGS PLAN
(Full title of the plan)
UNITED TECHNOLOGIES CORPORATION
United Technologies Building
One Financial Plaza
Hartford, Connecticut 06101
(Name of issuer of the securities held pursuant to
the plan and the address of its principal executive office)
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FINANCIAL STATEMENTS OF THE CARRIER CORPORATION
REPRESENTED EMPLOYEE SAVINGS PLAN
REPORT OF INDEPENDENT ACCOUNTANTS
To the Pension Administration
and Investment Committee of
United Technologies Corporation
and Members of the Carrier Corporation
Represented Employee Savings Plan
In our opinion, the accompanying statements of financial condition and the
related statement of income and changes in plan equity present fairly, in all
material respects, the financial position of the Carrier Corporation Represented
Employee Savings Plan at November 30, 1993 and 1992, and the results of its
operations and the changes in its plan equity for the year ended November 30,
1993, in conformity with generally accepted accounting principles. These
financial statements are the responsibility of the Plan Administrator; our
responsibility is to express an opinion on these financial statements based on
our audits. We conducted our audits of these statements in accordance with
generally accepted auditing standards which require that we plan and perform the
audit to obtain reasonable assurance about whether the financial statements are
free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements,
assessing the accounting principles used and significant estimates made by
management, and evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for the opinion expressed
above.
PRICE WATERHOUSE
Hartford, Connecticut
May 19, 1994
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<TABLE><CAPTION>
CARRIER CORPORATION REPRESENTED EMPLOYEE SAVINGS PLAN
Statement of Financial Condition
November 30, 1993
(Thousands of Dollars, except unit values)
UTC Funds
Income Fund Equity Fund Stock Fund Combined
<S> <C> <C> <C> <C>
Assets:
Investments:
Beneficial interests in contracts issued by insurance
companies, at cost plus accrued interest $ 21,049 $ - $ - $ 21,049
Beneficial interests in Bankers Trust Company Pyramid
Equity Index Fund, at market - 3,391 - 3,391
United Technologies Corporation Common Stock, at market
plus accrued dividends ($5) - - 679 679
Temporary investments, at cost plus accrued interest 1 - 16 17
Total Investments 21,050 3,391 695 25,136
Contributions and fund transfers receivable - 84 14 98
Accrued investment sales - - 6 6
Total Assets 21,050 3,475 715 25,240
Less - Liabilities:
Contributions and fund transfers payable 323 - - 323
Total Liabilities 323 - - 323
Plan Equity $ 20,727 $ 3,475 $ 715 $ 24,917
Units of participation 4,532,248 384,589 150,848
Unit value $ 4.57 $ 9.04 $ 4.73
(See accompanying Notes to Financial Statements)
</TABLE>
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<TABLE><CAPTION>
CARRIER CORPORATION REPRESENTED EMPLOYEE SAVINGS PLAN
Statement of Financial Condition
November 30, 1992
(Thousands of Dollars, except unit values)
UTC Funds
Income Fund Equity Fund Stock Fund Combined
<S> <C> <C> <C> <C>
Assets:
Investments:
Beneficial interests in contracts issued by insurance
companies, at cost plus accrued interest $ 15,618 $ - $ - $ 15,618
Beneficial interests in Bankers Trust Company Pyramid
Equity Index Fund, at market - 2,331 - 2,331
United Technologies Corporation Common Stock, at market
plus accrued dividends ($4) - - 365 365
Temporary investments, at cost plus accrued interest 1 - 20 21
Total Investments 15,619 2,331 385 18,335
Contributions and fund transfers receivable 41 10 2 53
Total Assets 15,660 2,341 387 18,388
Less - Liabilities:
Fund transfers payable 1 - - 1
Accrued investment purchases - - 6 6
Total Liabilities 1 - 6 7
Plan Equity $ 15,659 $ 2,341 $ 381 $ 18,381
Units of participation 3,701,287 285,837 114,474
Unit value $ 4.23 $ 8.19 $ 3.33
(See accompanying Notes to Financial Statements)
</TABLE>
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<TABLE><CAPTION>
CARRIER CORPORATION REPRESENTED EMPLOYEE SAVINGS PLAN
Statement of Income and Changes in Plan Equity
Plan Year Ended November 30, 1993
(Thousands of Dollars)
UTC Funds
Income Fund Equity Fund Stock Fund Combined
<S> <C> <C> <C> <C>
Contributions:
Members $ 3,838 $ 765 $ 139 $ 4,742
Employer 1,444 280 46 1,770
Total Contributions 5,282 1,045 185 6,512
Investment Income:
Interest 1,365 - 1 1,366
Dividends - - 18 18
Total Investment Income 1,365 - 19 1,384
Unrealized appreciation of investments - 172 125 297
Gain on sale of investments - 95 46 141
Deduct:
Distributions to members:
In cash 1,655 190 26 1,871
In shares of United Technologies Corporation Common Stock - - 1 1
Earned and unapplied forfeitures 8 - - 8
Total Deductions 1,663 190 27 1,880
Inter-fund and inter-plan transfers 84 12 (14) 82
Net Increase in Plan Equity 5,068 1,134 334 6,536
Plan Equity November 30, 1992 15,659 2,341 381 18,381
Plan Equity November 30, 1993 $ 20,727 $ 3,475 $ 715 $ 24,917
(See accompanying Notes to Financial Statements)
</TABLE>
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CARRIER CORPORATION REPRESENTED EMPLOYEE SAVINGS PLAN
Notes to Financial Statements
NOTE 1 - DESCRIPTION OF THE PLAN
The Carrier Corporation Represented Employee Savings Plan (the Plan) is a
defined contribution savings plan sponsored by Carrier Corporation (Carrier), a
subsidiary of United Technologies Corporation (United). Employees of Carrier
are eligible to participate in the Plan if the employees have completed at least
one year of service and their employment is covered by a collective bargaining
agreement that provides that such employees may participate in the Plan. Below
is a brief description of the Plan. More complete information is provided in
the plan document which is available from the Plan sponsor.
Members may elect, through payroll deductions, to make after-tax contributions
of between $2 per week and a maximum amount as permitted by the related
collective bargaining agreement. Certain members, depending on their collective
bargaining agreement, may also make tax-deferred contributions. Member
contributions are fully vested at all times under the Plan. The employer will
make contributions with respect to each member generally equal in amount to 50
percent of the members contributions, up to specified limits. Generally,
employer contributions become fully vested two years after first joining the
Plan.
All contributions are credited to a member account maintained by the Plan
Administrator. Contributions will be invested, pursuant to each member's
direction, in one or more of the following funds: the Income Fund, the Equity
Fund, and the UTC Stock Fund. Members may elect to have 100 percent of their
contributions invested in one investment fund or may allocate their
contributions in multiples of 25 percent among two or more of the funds.
Members are permitted to transfer their accounts between investment funds once
per quarter (in multiples of 10 percent).
The Income Fund is invested in contracts issued by five insurance companies
designated by the Pension Investment Committee. Under these contracts, each
insurance company guarantees repayment in full of the principal amount invested
plus interest credited at a fixed rate for a specified period. Interest is
credited to each contract based on an annual interest rate set each year by the
individual insurance carriers. This rate, which differs among contracts, takes
into account any difference between prior year credited interest and the actual
amount of investment earnings allocable to the contract in accordance with the
established allocation procedures of the insurance carrier. The weighted
average rate set for the 1993 calendar year was 8.0 percent.
The Equity Fund may be invested in common or capital stocks of corporations,
bonds or securities convertible into such stocks, or shares of any federally
registered mutual fund or similar type of investment fund, including investment
in any commingled trust fund managed by the Trustee, Bankers Trust Company,
which is invested primarily in similar types of equity securities. During 1993
and 1992, the Equity Fund was invested principally in the Trustee's BT Pyramid
Equity Index Fund, which is a portfolio of common stocks replicating the
Standard & Poor's Composite Index of 500 stocks. Interest and dividends earned
by this investment are reinvested and increase market value.
The UTC Stock Fund consists principally of 10,882 and 8,050 shares of Common
Stock of United at November 30, 1993 and 1992, respectively.
Forfeitures of employer contributions are used to reduce employer contributions;
earned but unapplied forfeitures will be applied against future employer
contributions and are shown separately in the Statement of Income and Changes in
Plan Equity.
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Members who transfer to a new location of United which is covered by a different
savings plan have the option of transferring their account balances in
accordance with the provisions of the new savings plan, including available
investment funds. Transfer of balances to the new savings plan will be governed
by the terms of the collective bargaining agreements.
Employees participating in the Plan at year end were as follows:
<TABLE><CAPTION>
November 30,
1993 1992
<S> <C> <C>
Income Fund 4,151 4,079
Equity Fund 1,351 1,184
UTC Stock Fund 330 276
</TABLE>
The participants above may have investments in more than one of the investment
funds.
NOTE 2 - SUMMARY OF ACCOUNTING PRINCIPLES
United has entered into a master trust agreement with the Trustee. Under this
agreement, certain employee savings plans of United and its subsidiaries combine
their trust fund investments in the Master Trust. Participating plans purchase
units of participation in the investment funds based on their monthly
contribution to such funds and the unit value of the applicable investment fund
at the end of the month. The value of a unit in each fund is determined at the
end of each month by dividing the sum of uninvested cash, accrued income and the
current market value of investments by the total number of outstanding units in
such funds. The plans receive income from the funds' investments which increase
the unit values. Distributions reduce the number of participation units held by
the plans.
The investments of the Income Fund are valued at cost plus accrued interest.
The investments of the Equity Fund and UTC Stock Fund are valued at market as
determined by the Trustee by reference to published market data.
The expenses of operating the Plan are payable out of the funds held under the
Plan, unless the employer elects to pay such expenses. The expenses for the
1993 plan year were paid by the employer.
The Plan is not subject to federal income tax as the Plan and its related trust
are considered by United to satisfy the qualification and exemption requirements
of Section 401(a) and 501(a) of the Internal Revenue Code. United has received
a favorable determination letter (dated November 4, 1986) from the Internal
Revenue Service (IRS) to the effect that the Plan qualifies under Sections
401(a) and 501(a) of the Code. United intends to apply for a new determination
letter from the IRS indicating that the Plan, as amended since the date of the
most recent IRS determination letter, continues to be exempt from federal income
taxes under Sections 401(a) and 501(a) of the Code. Under these sections,
contributions by United, employees (at their election) and related earnings will
be tax deferred until such amounts are distributed. It is expected, given the
lack of substantive plan amendments, that a favorable determination will be
issued from the IRS, and accordingly, no provision is made for federal income
taxes.
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NOTE 3 - INSURANCE CONTRACTS
The following is a summary of the insurance contracts held in the Master Trust
Income Fund and the portion allocable to the Plan:
<TABLE><CAPTION>
November 30,
(Thousands of Dollars) 1993 1992
<S> <C> <C>
CIGNA $ 1,409,243 $ 1,327,089
Aetna 543,882 543,230
Travelers 455,988 465,195
Prudential 249,747 224,129
Metropolitan Life 328,543 219,295
$ 2,987,403 $ 2,778,938
Amount of the contracts allocable to the Plan $ 21,049 $ 15,618
</TABLE>
NOTE 4 - GAIN ON SALE OF INVESTMENTS
The Trustee uses the average cost method in determining the cost of securities
for purposes of calculating the gain or loss on the sale of securities. Gains
and losses of the Master Trust funds are allocated to the participating plans
based upon participation units at the month-end valuation date following the
sale. The gains recognized by the Master Trust funds and amounts allocable to
the Plan are as follows:
<TABLE><CAPTION>
UTC
(Thousands of Dollars) Equity Stock
Fund Fund
<S> <C> <C>
Proceeds from sale of securities $ 25,402 $ 22,566
Cost basis of securities sold 14,898 13,527
Gain on sale $ 10,504 $ 9,039
Amount of the gain allocable to the Plan $ 95 $ 46
</TABLE>
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NOTE 5 - REQUESTED DISTRIBUTIONS
The following is a summary of distributions requested by participants which had
not yet been paid at the respective plan year end:
<TABLE><CAPTION>
November 30, November 30,
1993 1992
(Thousands of Dollars) Dollars Units Dollars Units
<S> <C> <C> <C> <C>
Income Fund $ 402 87,838 $ 252 59,732
Equity Fund 58 6,445 27 3,305
UTC Stock Fund 7 1,479 3 916
</TABLE>
These amounts are reflected as liabilities in the Plan's Form 5500.
The November 30, 1992 Statement of Financial Condition has been restated in
order to reflect requested distributions in the plan year in which paid.
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SIGNATURES
The Plan, Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons who administer the employee benefit plan) have
duly caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.
CARRIER CORPORATION
REPRESENTED EMPLOYEE SAVINGS PLAN
Dated: May 19, 1994 By: Thomas F. O'Connor
Thomas F. O'Connor
Director, Retirement Programs
United Technologies Corporation
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CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Prospectus
constituting part of the Registration Statement on Form S-8 (No. 33-11255) of
our report dated May 19, 1994 appearing on page F-1 of Carrier Corporation
Represented Employee Savings Plan's Annual Report on Form 11-K for the year
ended November 30, 1993. We also consent to the reference to us under the
caption "Interests of Named Experts" in such Prospectus.
PRICE WATERHOUSE
Hartford, Connecticut
May 19, 1994
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