UNITED TECHNOLOGIES CORP /DE/
11-K, 1995-05-26
AIRCRAFT ENGINES & ENGINE PARTS
Previous: UNITED TECHNOLOGIES CORP /DE/, 11-K, 1995-05-26
Next: UNITED TECHNOLOGIES CORP /DE/, 11-K, 1995-05-26



<PAGE>


                                   FORM 11-K




                    ANNUAL REPORT PURSUANT TO SECTION 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


                          Commission File Number 1-812



                        UNITED TECHNOLOGIES CORPORATION
                             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)<PAGE>
<PAGE>





          FINANCIAL STATEMENTS OF THE UNITED TECHNOLOGIES CORPORATION
                             EMPLOYEE SAVINGS PLAN

                       REPORT OF INDEPENDENT ACCOUNTANTS



To the Pension Administration
  and Investment Committee of
  United Technologies Corporation
  and Members of the United Technologies
  Corporation 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 United Technologies Corporation
Employee Savings Plan  at November 30,  1994 and 1993,  and the  results of  its
operations and the changes in  its plan equity for  the year ended November  30,
1994, 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  LLP
Hartford, Connecticut
May 25, 1995<PAGE>
<PAGE>
<TABLE>
              UNITED TECHNOLOGIES CORPORATION EMPLOYEE SAVINGS PLAN
                        Statement of Financial Condition
                                November 30, 1994
                    (Thousands of Dollars, except unit value)
<CAPTION>
                                                                          UTC                                                Funds
                                           Income Fund  Equity Fund   Stock Fund    ESOP Fund   Global Fund   Loan Fund    Combined
<S>                                       <C>           <C>          <C>          <C>           <C>          <C>          <C>
Assets:
 Investments:
  Beneficial interests in contract
   issued by insurance companies, at
   cost plus accrued interest             $  2,755,250  $         -  $         -  $          -  $         -  $         -  $2,755,250
  Beneficial interests in Bankers Trust
   Company Pyramid Fixed Income Index
   Fund, at market                                   -            -            -             -       22,172            -      22,172
  Beneficial interests in Bankers Trust
   Company Pyramid Equity Index Fund,
   at market                                         -      301,467            -             -       24,378            -     325,845
  Beneficial interests in Bankers Trust
   Company Pyramid International
   Securities Index Fund, at market                  -            -            -             -       27,889            -      27,889
  United Technologies Corporation Common
   Stock, at market plus accrued
   dividends ($989)                                  -            -      117,338             -            -            -     117,338
  United Technologies Corporation ESOP
   Preferred Stock, at guaranteed value              -            -            -       887,045            -            -     887,045
  Participant loans, at cost plus
   accrued interest                                  -            -            -             -            -       51,036      51,036
  Temporary investments, at cost plus
   accrued interest                                  9            3        4,296            17           40            -       4,365
      Total Investments                      2,755,259      301,470      121,634       887,062       74,479       51,036   4,190,940

 Contributions and fund and plan
  transfers receivable                           1,024        1,936        9,681             -          293          281      13,215
 Accrued ESOP contribution receivable                -            -            -       131,791            -            -     131,791
 Accrued dividends on ESOP Preferred
  Stock                                              -            -            -        14,589            -            -      14,589
      Total Assets                           2,756,283      303,406      131,315     1,033,442       74,772       51,317   4,350,535

Less - Liabilities:
 Contributions and fund and plan
  transfers payable                              9,812            -            -             -        1,684            -      11,496
 Loans payable, net                              2,916          719          740             -          173          198       4,746
 Accrued interest on ESOP debt and
  notes payable                                      -            -            -        11,923            -            -      11,923
 ESOP debt                                           -            -            -       552,600            -            -     552,600
 Notes payable to United Technologies
  Corporation                                        -            -            -       131,935            -            -     131,935
 Accrued investment purchases                        -            -          430             -            -            -         430
      Total Liabilities                         12,728          719        1,170       696,458        1,857          198     713,130

Plan Equity                               $  2,743,555  $   302,687  $   130,145  $    336,984  $    72,915  $    51,119  $3,637,405

Units of participation                     557,633,130   33,096,835   28,199,425   227,193,128   48,413,029   51,119,000

Unit value                                $       4.92  $      9.15  $      4.62  $       1.48  $      1.51  $      1.00

         (See accompanying Notes to
           Financial Statements)
</TABLE>
<PAGE>

<PAGE>
<TABLE>
              UNITED TECHNOLOGIES CORPORATION EMPLOYEE SAVINGS PLAN
                        Statement of Financial Condition
                                November 30, 1993
                    (Thousands of Dollars, except unit value)
<CAPTION>
                                                                          UTC                                                Funds
                                           Income Fund  Equity Fund   Stock Fund    ESOP Fund   Global Fund   Loan Fund    Combined
<S>                                       <C>           <C>          <C>          <C>           <C>          <C>          <C>
Assets:
 Investments:
  Beneficial interests in contracts 
   issued by insurance companies, at
   cost plus accrued interest             $  2,620,323  $         -  $         -  $          -  $         -  $         -  $2,620,323
  Beneficial interests in Bankers Trust
   Company Pyramid Fixed Income Index
   Fund, at market                                   -            -            -             -       14,829            -      14,829
  Beneficial interests in Bankers Trust
   Company Pyramid Equity Index Fund,
   at market                                         -      281,926            -             -       18,878            -     300,804
  Beneficial interests in Bankers Trust
   Company Pyramid International
   Securities Index Fund, at market                  -            -            -             -       15,736            -      15,736
  United Technologies Corporation Common
   Stock, at market plus accrued
   dividends ($843)                                  -            -      114,183             -            -            -     114,183
  United Technologies Corporation ESOP
   Preferred Stock, at guaranteed value              -            -            -       809,895            -            -     809,895
  Participant loans, at cost plus
   accrued interest                                  -            -            -             -            -       48,636      48,636
  Temporary investments, at cost plus
   accrued interest                                 63            3        2,675         4,110        3,136            -       9,987
      Total Investments                      2,620,386      281,929      116,858       814,005       52,579       48,636   3,934,393

Contributions and fund and plan
 transfers receivable                              336        1,061           91             -          565          603       2,656
Accrued ESOP contribution receivable                 -            -            -       142,880            -            -     142,880
Accrued dividends on ESOP Preferred
 Stock                                               -            -            -        13,291            -            -      13,291
Accrued investment sales                             -            -          882             -            -            -         882
      Total Assets                           2,620,722      282,990      117,831       970,176       53,144       49,239   4,094,102

Less - Liabilities:
 Contributions and fund and plan
  transfers payable                              2,239            -          585             -            -            -       2,824
 Loans payable, net                                490          174            3             -            9        2,605       3,281
 Accrued interest on ESOP debt and
  note payable                                       -            -            -        12,103            -            -      12,103
 ESOP debt                                           -            -            -       586,500            -            -     586,500
 Note payable to United Technologies
  Corporation                                        -            -            -        98,933            -            -      98,933
      Total Liabilities                          2,729          174          588       697,536            9        2,605     703,641

Plan Equity                               $  2,617,993  $   282,816  $   117,243  $    272,640  $    53,135  $    46,634  $3,390,461

Units of participation                     572,460,112   31,296,082   24,763,454   197,765,611   36,657,462   46,634,000

Unit value                                $       4.57  $      9.04  $      4.73  $       1.38  $      1.45  $      1.00

         (See accompanying Notes to
           Financial Statements)
</TABLE>
<PAGE>

<PAGE>
<TABLE>
              UNITED TECHNOLOGIES CORPORATION EMPLOYEE SAVINGS PLAN
                 Statement of Income and Changes in Plan Equity
                        Plan Year Ended November 30, 1994
                             (Thousands of Dollars)
<CAPTION>
                                                                         UTC                                               Funds
                                          Income Fund  Equity Fund   Stock Fund    ESOP Fund  Global Fund   Loan Fund    Combined
<S>                                       <C>          <C>          <C>          <C>          <C>          <C>          <C>
Contributions:
 Members                                  $  101,511   $   29,278   $    6,558   $        -   $    8,922   $        -   $  146,269
 Employer                                        223           33            3       66,754           12            -       67,025
      Total Contributions                    101,734       29,311        6,561       66,754        8,934            -      213,294

Investment Income:
 Interest                                    195,679            7          167          124           33        3,445      199,455
 Dividends                                         -            -        3,586       65,845            -            -       69,431
      Total Investment Income                195,679            7        3,753       65,969           33        3,445      268,886

Repayments on loans                           17,634        4,089        1,104            -        1,007      (23,834)           -

Unrealized depreciation of investments             -     (114,760)      (6,879)           -         (696)           -     (122,335)

Gain on sale of investments                        -      118,333            -            -        2,780            -      121,113

Deduct:
 Distributions to members:
  In cash                                    144,463       14,787        4,899        9,938        3,072          498      177,657
  In shares of United Technologies
   Corporation Common Stock                        -            -          155            -            -            -          155
 Loans to participants                        19,050        3,743        1,363            -        1,227      (25,383)           -
 Interest expense                                  -            -            -       55,645            -            -       55,645
 Earned and unapplied forfeitures                 33            -            1          213            -            -          247
      Total Deductions                       163,546       18,530        6,418       65,796        4,299      (24,885)     233,704

Inter-fund and inter-plan transfers          (26,125)       1,421       14,781       (2,583)      12,021          (11)        (496)

Transfer from other plans                        186            -            -            -            -            -          186

Net Increase in Plan Equity                  125,562       19,871       12,902       64,344       19,780        4,485      246,944

Plan Equity November 30, 1993              2,617,993      282,816      117,243      272,640       53,135       46,634    3,390,461

Plan Equity November 30, 1994             $2,743,555   $  302,687   $  130,145   $  336,984   $   72,915   $   51,119   $3,637,405

         (See accompanying Notes to
           Financial Statements)
</TABLE>
<PAGE>
<PAGE>
             UNITED TECHNOLOGIES CORPORATION EMPLOYEE SAVINGS PLAN

                         Notes to Financial Statements


NOTE 1 - DESCRIPTION OF THE PLAN

The United  Technologies  Corporation Employee  Savings  Plan (the  Plan)  is  a
defined contribution savings plan  sponsored by United Technologies  Corporation
(United).  Generally, non-represented employees in participating business  units
of United  are  eligible to  participate  in the  Plan  after the  employee  has
completed one year of service.  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 to  contribute, through payroll deductions,  between 2 and  16
percent of their total compensation.   Under the Internal Revenue Code,  members
whose annual earnings totaled  no more than $64,245  could have elected to  have
tax-deferred contributions made on their behalf of up to 16 percent during  plan
year 1994 (subject to Internal Revenue Code limitations).  This threshold, which
is adjusted annually  for inflation, increased  to $66,000 for  plan year  1995.
Members whose earnings  exceeded that  amount could  have elected  to have  tax-
deferred contributions in  amounts up to  6 percent of  compensation subject  to
Internal Revenue Code  non-discrimination tests and  other limitations.   Member
contributions are fully vested at all times under the Plan.

The employer will make contributions with respect to each member equal in amount
to 60 percent of the members contributions, up to specified limits.  United  has
established an Employee Stock  Ownership Plan (ESOP) to  fund United's match  of
employee contributions.  The  ESOP Fund will be  invested primarily in stock  of
United and is currently invested primarily  in United Series A ESOP  Convertible
Preferred Stock,  having a  $4.80 dividend  per annum  (See Note  6).   Employer
contributions may not be directed to an investment fund other than the ESOP Fund
except for members eligible for early  retirement.  Members who have reached  at
least age 55  and have completed  at least 10  years of  continuous service  may
direct that up to 50 percent, in multiples of 25 percent, of their ESOP  account
balances and future employer contributions be  invested in the other  investment
funds offered through the Plan.  Generally, employer contributions become  fully
vested after two years of Plan participation.

All employee 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, the UTC Stock Fund, and  the Global Fund.  Members  may elect to have  100
percent of their contributions invested in  one investment fund or may  allocate
the contributions in any whole percentage (effective January 1, 1994) among  the
funds.  Prior  to January  1, 1994,  allocations were  made in  multiples of  25
percent.  Members are  permitted to transfer  their accounts between  investment
funds once per  quarter in  any whole  percentage (effective  January 1,  1994).
Prior to  January 1,  1994, transfers  between investment  funds were  generally
performed 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 1994 calendar year was 7.5 percent.<PAGE>
<PAGE>
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  1994
and 1993, 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 1,988,738 and  1,831,759 shares  of
Common Stock of United at November 30, 1994 and 1993, respectively.

The Global Fund will be invested in almost equal proportions in three  different
funds managed by  the Trustee:   the BT Pyramid  International Securities  Index
Fund, the BT Pyramid  Fixed Income Index  Fund and the  BT Pyramid Equity  Index
Fund (as described above).  The  International Securities Index Fund invests  in
four other international index funds managed  by the Trustee.  The Fixed  Income
Index Fund  invests primarily  in obligations  of the  U.S. Government  and  its
agencies and  other  publicly  traded,  high-grade  domestic  debt  instruments.
Interest and dividends earned by these  investments are reinvested and  increase
market value.

Members with at least two years of  plan participation are allowed to borrow  up
to 50 percent of their account balances (excluding the ESOP Fund).  Loan amounts
can range from  $1,000 to $50,000  and must be  repaid in 5  years or less  with
interest.

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.

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.

Number of participants in the Plan at year end were as follows:
<TABLE><CAPTION>
                                                                November 30,
                                                              1994         1993
<S>                                                    <C>          <C>
Income Fund                                                 47,776        48,098
Equity Fund                                                 18,625        15,503
UTC Stock Fund                                              10,673         6,488
ESOP Fund                                                   41,998        43,033
Global Fund                                                  7,235         4,379
</TABLE>
The participants above may have investments in more than one of the  investment
funds.<PAGE>
<PAGE>
NOTE 2 - SUMMARY OF ACCOUNTING PRINCIPLES

United has  entered  into a  master  trust  agreement with  Bankers  Trust  (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, the UTC Stock Fund, and the Global Fund  are
valued at market as determined by  the Trustee by reference to published  market
data.  The ESOP Preferred Stock is valued at its fair value, which is the higher
of the guaranteed value ($65) or the market value of United's Common Stock  (See
Note 6).

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
1994 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 Sections 401(a) and 501(a) of the Internal Revenue Code.  United has received
a favorable  determination letter  (dated November  3, 1990)  from the  Internal
Revenue Service (IRS) to the effect that the ESOP portion of 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  other provisions of  the
Plan, as amended since the date of the most recent IRS letter applicable to such
provisions (1986), continue to be tax exempt 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.<PAGE>
<PAGE>
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>
(Thousands of Dollars)                                          November 30,
                                                              1994         1993
<S>                                                    <C>          <C>
CIGNA                                                  $ 1,505,766   $ 1,409,243
Aetna                                                      529,588       543,882
Travelers                                                  449,496       455,988
Prudential                                                 237,500       249,747
Metropolitan Life                                          437,048       328,543
                                                       $ 3,159,398   $ 2,987,403

Amount of the contracts allocable to the Plan          $ 2,755,250   $ 2,620,323
</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, for the Plan year November 30, 1994, are as follows:
<TABLE><CAPTION>
(Thousands of Dollars)                                  Equity Fund  Global Fund
<S>                                                    <C>          <C>
Proceeds from sale of securities                       $   397,600   $    55,624
Cost basis of securities sold                              253,925        52,706
Gain on sale                                           $   143,675   $     2,918

Amount of the gain allocable to the Plan               $   118,333   $     2,780
</TABLE>

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,
                                1994                    1993
(Thousands of Dollars)   Dollars      Units      Dollars      Units
<S>                    <C>       <C>           <C>       <C>
Income Fund            $  23,243    4,725,942  $   8,900    1,946,163
Equity Fund                2,158      235,984        972      107,542
UTC Stock Fund               725      156,983        312       65,841
Global Fund                  450      298,768        187      129,034
Loan Fund                  2,158    2,158,000        255      255,000
</TABLE>
These amounts are reflected as liabilities in the Plan's Form 5500.<PAGE>

<PAGE>
NOTE 6 - EMPLOYEE STOCK OWNERSHIP PLAN

In conjunction with  the establishment of  the ESOP,  discussed above,  United's
Board of Directors authorized  20,000,000 shares of  preferred stock, par  value
$1.00 per share designated as Series A ESOP Convertible Preferred Stock,  having
an annual dividend of $4.80 per  share.  Each share  of ESOP Preferred Stock  is
convertible into one  share of United's  Common Stock.   On June  30, 1989,  the
Trustee acquired 10,153,847 shares of this new series of ESOP Preferred Stock at
an acquisition price of $65.00 per share and placed them in the Master Trust for
future allocation to participants.  On  March 30, 1990, the Trustee acquired  an
additional 2,900,000 shares  of this new  series of ESOP  Preferred Stock at  an
acquisition price of $69.77 per  share and placed them  in the Master Trust  for
future allocation to participants.  On February 9, 1994, the Trustee acquired an
additional 1,400,000 shares of ESOP Preferred  Stock at an acquisition price  of
$70.22 per share and placed  them in the Master  Trust for future allocation  to
participants.  The  ESOP financed  the purchase  of these  shares with  interest
bearing promissory notes.  United shall  contribute sufficient funds each  year,
when combined with quarterly  dividends on the ESOP  Preferred Stock, will  meet
the Trust's debt service requirements.

Participants in the ESOP  Fund accrue on a  monthly basis a beneficial  interest
equal to the employer contributions at the rate of 60% of members' participating
contributions.  This beneficial interest is represented by share equivalents  of
ESOP Preferred Stock, as calculated monthly at the higher of the month end price
of United Common Stock or the  $65.00 per share ESOP Preferred Stock  guaranteed
value.  ESOP Preferred Stock dividends, at  the annual rate of $4.80 per  share,
are attributed  to  these  ESOP  Preferred  Stock  share  equivalents  based  on
participants' beneficial interests in  such shares held as  of the record  dates
which are coincident with the payment dates.  As of November 30, 1994 and  1993,
participants in  the ESOP  Fund had  an aggregate  beneficial interest  in  ESOP
Preferred  Stock,   net,  and   attributed  dividends   totaling   approximately
$336,984,000 and $272,640,000,  respectively.   Shares of  ESOP Preferred  Stock
must be allocated  to participants' accounts  by the Trustee  at least once  per
Plan year, but are generally allocated on the last business day of each month.

Purchased shares of ESOP Preferred Stock are held by the Trustee with the number
of purchased shares allocated to each employee determined annually in accordance
with a method  approved by the  Internal Revenue Service.   To  the extent  that
allocated shares are  not sufficient  to meet  the matching  requirement of  the
Plan, United  will contribute  additional ESOP  Preferred Stock,  United  Common
Stock or cash.

Shares allocated  to  employees  generally may  not  be  distributed  until  the
employee's termination,  disability, retirement  or death.   Upon  distribution,
shares of ESOP  Preferred Stock  must be converted  into one  share of  United's
Common Stock or, if the value  of the Common Stock  is less than the  guaranteed
value, the Trustee may require United to repurchase the ESOP Preferred Stock for
the guaranteed value.

The Trustee accounts  for participants' beneficial  interests in  the ESOP  Fund
based upon units of participation and related unit value (see Note 2).

The ESOP Preferred Stock is  redeemable, in whole or  in part, generally at  the
option of United  at a redemption  price of $67.40  per share  plus accrued  and
unpaid dividends.  The  redemption price  decreases  annually until  it  reaches
$65.00. However, upon notice to the Trustee of United's intention to redeem, the
Trustee may elect to convert each ESOP preferred share into one share of  United
Common Stock if the value of United's Common Stock exceeds the redemption price.
<PAGE>
<PAGE>
NOTE 7 - ESOP DEBT

On February 1, 1990, the Master Trust  with United as guarantor executed a  Note
and Guaranty Agreement  to issue  $660,000,000 of  Series A,  B, C  and D  notes
(described below)  representing the  ESOP's permanent  financing.   Interest  is
payable quarterly on the 10th of March, June, September and December  coincident
with the dividend payment date on the ESOP Preferred Stock.  Principal  payments
are payable annually on the 10th of December.  The amounts outstanding under the
Agreement at November 30, 1994 are as follows:

<TABLE><CAPTION>
                     Principal     Rate of
Note Series           (000's)      Interest        Due
<S>               <C>          <C>           <C>
   A              $   216,000        7.24%         1999
   B                  286,600        7.68%         2008
   C                   17,300        7.68%         2008
   D                   32,700        7.68%         2009

                  $   552,600
</TABLE>
Required payments on these Notes, in aggregate, for the next five plan years are
$35.1 million  in 1995,  $35.9 million  in 1996,  $36.3 million  in 1997,  $36.4
million in 1998, and $36.3 million in 1999.


NOTE 8 - PURCHASE OF SERIES A ESOP CONVERTIBLE PREFERRED SHARES

On February 9, 1994, the Trustee acquired an additional 1,400,000 shares of ESOP
Preferred Stock at an acquisition price of  $70.22 per share and placed them  in
the Master Trust for future allocation  to participants.  The ESOP financed  the
purchase of these shares  with a 6.75% $98.3  million promissory note issued  to
United.


NOTE 9 - NOTES PAYABLE TO UNITED

The Notes Payable to United are promissory notes with interest payable quarterly
on the 10th of March, June, September and December coincident with the  dividend
payment date on  the ESOP  Preferred Stock.   Principal  payments are  generally
payable annually on the 10th of December.  The current amounts outstanding under
the agreements at November 30, 1994 are as follows:
<TABLE><CAPTION>
                         Principal     Rate of
   Issue Date             (000's)      Interest        Due
<S>                  <C>           <C>          <C>
   March 30, 1990     $   93,733        10.50%        2009
  February 9, 1994        38,202         6.75%        2009

                      $  131,935
</TABLE>
Required principal payments on the Note issued March 30, 1990 for the next  five
plan years are $5.5 million in 1995, $4.5 million in 1996, $4.5 million in 1997,
$4.6 million in 1998, and $4.6 million 1999.  Required principal payments on the
Note issued February 9, 1994 for the next  five plan years are $2.4 million  per
year.
<PAGE>
<PAGE>
NOTE 10 - PLAN AMENDMENTS

Effective January 1, 1994, the Plan  permits transfers between investment  funds
in any whole percentage.  Prior to January 1, 1994, transfers between investment
accounts were generally made through increments of 10%.

Effective January 1, 1994, the Plan permits future allocation of investment fund
contributions in any  whole percentage.   Prior to January  1, 1994,  investment
allocations were made in 25% increments.

Effective  January  1,  1994,  the  Plan  permits  participants  to  receive  an
installment distribution  upon attaining  age 55  with  five years  of  service.
Prior to January 1, 1994, the  Plan rules required age 55  with a minimum of  10
years of service.<PAGE>
<PAGE>

                                   SIGNATURES


The Plan (or persons who administer the employee benefit plan), pursuant to  the
requirements of the Securities Exchange Act of 1934, has duly caused this annual
report to be signed on its behalf by the undersigned hereunto duly authorized.


                          UNITED TECHNOLOGIES CORPORATION
                          EMPLOYEE SAVINGS PLAN



Dated:  May 25, 1995      By: /s/ Daniel P. O'Connell
                              Daniel P. O'Connell
                              Corporate Director, Employee Benefits and Human 
                              Resources Systems
                              United Technologies Corporation<PAGE>


<PAGE>
                                                                      Exhibit 23






                       CONSENT OF INDEPENDENT ACCOUNTANTS


We hereby  consent  to  the  incorporation  by  reference  in  the  Registration
Statement on Form S-8 (No. 33-26627)  of United Technologies Corporation of  our
report dated  May 25,  1995 appearing  in  the United  Technologies  Corporation
Employee Savings Plan's Annual Report on  Form 11-K for the year ended  November
30, 1994.



PRICE WATERHOUSE LLP
Hartford, Connecticut
May 25, 1995<PAGE>



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission