<PAGE>
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)<PAGE>
<PAGE>
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, 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>
CARRIER CORPORATION REPRESENTED 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 Global Fund Combined
<S> <C> <C> <C> <C> <C>
Assets:
Investments:
Beneficial interests in contracts issued by insurance
companies, at cost plus accrued interest $ 26,049 $ - $ - $ - $ 26,049
Beneficial interests in Bankers Trust Company Pyramid
Fixed Income Index Fund, at market - - - - -
Beneficial interests in Bankers Trust Company Pyramid
Equity Index Fund, at market - 4,422 - - 4,422
Beneficial interests in Bankers Trust Company Pyramid
International Securities Index Fund, at market - - - 1 1
United Technologies Corporation Common Stock, at
market plus accrued dividends ($7) - - 879 - 879
Temporary investments, at cost plus accrued interest - - 31 - 31
Total Investments 26,049 4,422 910 1 31,382
Contributions and fund transfers receivable - - 33 - 33
Total Assets 26,049 4,422 943 1 31,415
Less - Liabilities:
Contributions and fund transfers payable 155 31 2 - 188
Accrued investment purchases - - 3 - 3
Total Liabilities 155 31 5 - 191
Plan Equity $ 25,894 $ 4,391 $ 938 $ 1 $ 31,224
Units of participation 5,264,920 480,143 203,166 920
Unit value $ 4.92 $ 9.15 $ 4.62 $ 1.51
(See accompanying Notes to Financial Statements)
</TABLE>
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<TABLE>
CARRIER CORPORATION REPRESENTED 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 Global Fund Combined
<S> <C> <C> <C> <C> <C>
Contributions:
Members $ 4,148 $ 928 $ 197 $ 1 $ 5,274
Employer 1,535 333 65 - 1,933
Total Contributions 5,683 1,261 262 1 7,207
Investment Income:
Interest 1,652 - 1 - 1,653
Dividends - - 25 - 25
Total Investment Income 1,652 - 26 - 1,678
Unrealized depreciation of investments - (1,418) (57) - (1,475)
Gain sale of investments - 1,458 - - 1,458
Deduct:
Distributions to members:
In Cash 2,138 350 65 - 2,553
In Shares of United Technologies Corporation
Common Stock - - - - -
Earned and unapplied forfeitures 8 - - - 8
Total Deductions 2,146 350 65 - 2,561
Inter-fund and inter-plan transfers (22) (35) 57 - -
Net Increase in Plan Equity 5,167 916 223 1 6,307
Plan Equity November 30, 1993 20,727 3,475 715 - 24,917
Plan Equity November 30, 1994 $ 25,894 $ 4,391 $ 938 $ 1 $ 31,224
(See accompanying Notes to Financial Statements)
</TABLE>
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<TABLE>
CARRIER CORPORATION REPRESENTED 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 Global Fund Combined
<S> <C> <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
Fixed Income Index Fund, at market - - - - -
Beneficial interests in Bankers Trust Company Pyramid
Equity Index Fund, at market - 3,391 - - 3,391
Beneficial interests in Bankers Trust Company Pyramid
International Securities Index Fund, at market - - - - -
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 $ 1.45
(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). Union represented
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 relevant
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 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, UTC Stock Fund and the Global Fund, where permitted. 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%. 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 permitted 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.
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 14,903 and 10,882 shares of Common
Stock of United at November 30, 1994 and 1993, respectively.<PAGE>
<PAGE>
The Global Fund will be invested in almost equal proportion 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.
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. Transfer of balances to the new savings plan will be governed
by the terms of the collective bargaining agreements.
Number of participants in the Plan at year end were as follows:
<TABLE><CAPTION>
November 30,
1994 1993
<S> <C> <C>
Income Fund 4,268 4,151
Equity Fund 1,571 1,351
UTC Stock Fund 472 330
Global Fund 6 -
</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 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 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 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<PAGE>
<PAGE>
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.
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) 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 $ 26,049 $ 21,049
</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 $ 1,458 $ -
/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>
(Thousands of Dollars) November 30, November 30,
1994 1993
Dollars Units Dollars Units
<S> <C> <C> <C> <C>
Income Fund $ 259 52,677 $ 402 87,838
Equity Fund 28 3,011 58 6,445
UTC Stock Fund 12 2,500 7 1,479
Global Fund - - - -
</TABLE>
These amounts are reflected as liabilities in the Plan's Form 5500.
NOTE 6 - 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.
On September 22, 1994, the Plan was amended to allow certain participants to
invest in the Global Fund.<PAGE>
<PAGE>
SIGNATURES
The Plan (or other 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.
CARRIER CORPORATION
REPRESENTED 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. 33-11255) of United Technologies Corporation of our
report dated May 25, 1995 appearing in the Carrier Corporation Represented
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>
