<PAGE>
FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Plan year ended November 30, 1995
Commission File Number 1-812
UNITED TECHNOLOGIES CORPORATION
EMPLOYEE SAVINGS PLAN
(Full title of the plan)
UNITED TECHNOLOGIES CORPORATION
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 United Technologies Corporation
and Participants of the United Technologies
Corporation Employee Savings Plan
In our opinion, the accompanying statements of net assets available for benefits
with fund information and the related statement of changes in net assets
available for benefits with fund information present fairly, in all material
respects, the net assets available for benefits of the United Technologies
Corporation Employee Savings Plan at November 30, 1995 and 1994, and the changes
in net assets available for benefits for the year ended November 30, 1995, in
conformity with generally accepted accounting principles. These financial
statements are the responsibility of the Plan's management; 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 24, 1996<PAGE>
<PAGE>
<TABLE>
UNITED TECHNOLOGIES CORPORATION EMPLOYEE SAVINGS PLAN
Statement of Net Assets Available for Benefits With Fund Information
November 30, 1995
(Thousands of Dollars, except unit value)
<CAPTION>
UTC Funds
Income Fund Equity Fund Stock Fund Global Fund Loan Fund ESOP 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 $ 2,879,629 $ - $ - $ - $ - $ - $ 2,879,629
Beneficial interests in Bankers Trust
Company Pyramid Fixed Income Index
Fund, at market - - - 25,280 - - 25,280
Beneficial interests in Bankers Trust
Company Pyramid Equity Index Fund,
at market - 451,595 - 30,843 - - 482,438
Beneficial interests in Bankers Trust
Company Pyramid International
Securities Index Fund, at market - - - 28,906 - - 28,906
United Technologies Corporation Common
Stock, at market plus accrued
dividends ($1,066) - - 185,401 - - - 185,401
United Technologies Corporation ESOP
Preferred Stock, at market - - - - - 1,258,117 1,258,117
Participant loans, at cost - - - - 50,500 - 50,500
Temporary investments, at cost plus
accrued interest 109 4 2,640 257 - 10,080 13,090
Total Investments 2,879,738 451,599 188,041 85,286 50,500 1,268,197 4,923,361
Contributions and fund and plan
transfers receivable 542 18,852 9,900 2,986 324 - 32,604
Accrued ESOP contribution receivable - - - - - 111,911 111,911
Accrued dividends on ESOP Preferred
Stock - - - - - 14,348 14,348
Total Assets 2,880,280 470,451 197,941 88,272 50,824 1,394,456 5,082,224
Less - Liabilities:
Contributions and fund and plan
transfers payable 30,454 - - - - - 30,454
Loans payable, net 3,112 852 613 166 (146) - 4,597
Accrued interest on ESOP debt and
notes payable - - - - - 10,759 10,759
ESOP debt - - - - - 517,500 517,500
Notes payable to United Technologies
Corporation - - - - - 89,488 89,488
Total Liabilities 33,566 852 613 166 (146) 617,747 652,798
Net Assets Available for Benefits $ 2,846,714 $ 469,599 $ 197,328 $ 88,106 $ 50,970 $ 776,709 $ 4,429,426
Units of participation 539,445,273 37,377,051 26,186,677 48,496,808 50,970,000 171,351,758
Unit value $ 5.28 $ 12.56 $ 7.54 $ 1.82 $ 1.00 $ 4.53
</TABLE>
(See accompanying Notes to Financial Statements)
<PAGE>
<PAGE>
<TABLE>
UNITED TECHNOLOGIES CORPORATION EMPLOYEE SAVINGS PLAN
Statement of Net Assets Available for Benefits With Fund Information
November 30, 1994
(Thousands of Dollars, except unit value)
<CAPTION>
UTC Funds
Income Fund Equity Fund Stock Fund Global Fund Loan Fund ESOP 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 $ 2,755,250 $ - $ - $ - $ - $ - $ 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 - - - - 51,036 - 51,036
Temporary investments, at cost plus
accrued interest 9 3 4,296 40 - 17 4,365
Total Investments 2,755,259 301,470 121,634 74,479 51,036 887,062 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 74,772 51,317 1,033,442 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 1,857 198 696,458 713,130
Net Assets Available for Benefits $ 2,743,555 $ 302,687 $ 130,145 $ 72,915 $ 51,119 $ 336,984 $ 3,637,405
Units of participation 557,633,130 33,096,835 28,199,425 48,413,029 51,119,000 227,193,128
Unit value $ 4.92 $ 9.15 $ 4.62 $ 1.51 $ 1.00 $ 1.48
</TABLE>
(See accompanying Notes to Financial Statements)
<PAGE>
<PAGE>
<TABLE>
UNITED TECHNOLOGIES CORPORATION EMPLOYEE SAVINGS PLAN
Statement of Changes in Net Assets Available for Benefits With Fund Information
Plan Year Ended November 30, 1995
(Thousands of Dollars)
<CAPTION>
UTC Funds
Income Fund Equity Fund Stock Fund Global Fund Loan Fund ESOP Fund Combined
<S> <C> <C> <C> <C> <C> <C> <C>
Contributions:
Participants $ 92,593 $ 29,504 $ 7,070 $ 8,612 $ - $ - $ 137,779
Employer 187 23 4 8 - 64,559 64,781
Total Contributions 92,780 29,527 7,074 8,620 - 64,559 202,560
Investment Income:
Interest 198,306 3 201 10 3,601 301 202,422
Dividends - - 3,995 - - 65,014 69,009
Total Investment Income 198,306 3 4,196 10 3,601 65,315 271,431
Repayments on loans 17,927 4,505 1,334 1,110 (24,876) - -
Unrealized appreciation of investments - 112,127 59,337 12,036 - 375,018 558,518
Gain on sale of investments - 2,105 9,269 1,955 - 2,487 15,816
Deduct:
Distributions to participants:
In cash 162,908 16,458 5,861 4,067 3,265 13,416 205,975
In shares of United Technologies
Corporation Common Stock - - 699 - - - 699
Loans to participants 18,043 3,794 1,562 987 (24,386) - -
Interest expense - - - - - 50,416 50,416
Earned and unapplied forfeitures 5 - 4 - - 316 325
Total Deductions 180,956 20,252 8,126 5,054 (21,121) 64,148 257,415
Inter-fund and inter-plan transfers (25,182) 38,921 (5,910) (3,432) 1 (3,506) 892
Transfer (to) from other plans 284 (24) 9 (54) 4 - 219
Net Increase (Decrease) in Net
Assets Available for Benefits 103,159 166,912 67,183 15,191 (149) 439,725 792,021
Net Assets Available for Benefits
November 30, 1994 2,743,555 302,687 130,145 72,915 51,119 336,984 3,637,405
Net Assets Available for Benefits
November 30, 1995 $ 2,846,714 $ 469,599 $ 197,328 $ 88,106 $ 50,970 $ 776,709 $ 4,429,426
</TABLE>
(See accompanying Notes to Financial Statements)
<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
(UTC). The Plan is subject to the provisions of the Employee Retirement Income
Security Act of 1974 (ERISA). Generally, non-represented employees in
participating business units of UTC are eligible to participate in the Plan
after completing 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 UTC.
Participants may elect to contribute, through payroll deductions, between 2 and
16 percent of their total compensation. Under the Internal Revenue Code,
participants whose annual earnings totaled no more than $66,000 could have
elected to have tax-deferred contributions made on their behalf of up to 16
percent during the 1995 plan year (subject to Internal Revenue Code
limitations). This threshold, which is adjusted regularly for inflation,
remained at $66,000 for the 1996 plan year. Participants whose earnings
exceeded that amount could have elected to have tax-deferred contributions in
amounts up to 7 percent of compensation subject to Internal Revenue Code non-
discrimination tests and other limitations. Participant contributions are fully
vested at all times under the Plan.
UTC has established an Employee Stock Ownership Plan (ESOP Fund) to fund the
employer matching contributions to the Plan. The ESOP Fund is primarily invested
in UTC Series A ESOP Convertible Preferred Stock. UTC will match 60 percent of
a participant's contributions, up to specified limits, in ESOP Preferred Stock
(See Note 6). Generally, participants may not direct the employer matching
contributions to an investment fund other than the ESOP Fund. Participants who
have reached at least age 55 and have completed at least 10 years of continuous
service may direct up to 50 percent, in multiples of 25 percent, of their ESOP
Fund account balances and future employer contributions to be invested in the
other investment funds offered through the Plan. Generally, employer
contributions become fully vested after two years of Plan participation.
All participant contributions are credited to a participant account maintained
by UTC. Contributions are invested, pursuant to each participant's direction,
in one or more of the following funds: the Income Fund, the Equity Fund, the
UTC Stock Fund, and the Global Fund. Participants 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. Participants 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.
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 companies. 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 company. The weighted average rate set for the 1995 calendar year was
7.25 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 Bankers Trust Company (BT), the Trustee,
which is invested primarily in similar types of equity securities. During 1995
and 1994, the Equity Fund was invested principally in the 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 the
Equity Fund are reinvested and increase market value.
The UTC Stock Fund consists principally of 1,966,242 and 1,988,738 shares of
Common Stock of UTC at November 30, 1995 and 1994, respectively.
The Global Fund is 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 BT Pyramid International Securities Index Fund invests in
four other international index funds managed by the Trustee. The BT Pyramid
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.
Participants 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 Changes in Net Assets
Available for Benefits With Fund Information.
Participants who transfer to a new location of UTC 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.
The number of participants in the Plan at year end were as follows:
<TABLE><CAPTION>
November 30,
1995 1994
<S> <C> <C>
Income Fund 45,580 47,776
Equity Fund 19,716 18,625
UTC Stock Fund 11,191 10,673
Global Fund 7,785 7,235
ESOP Fund 40,944 41,998
</TABLE>
The participants above may have investments in more than one of the investment
funds.
NOTE 2 - SUMMARY OF ACCOUNTING PRINCIPLES
UTC has entered into a master trust agreement with the Trustee. Under this
agreement, certain employee savings plans of UTC 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<PAGE>
<PAGE>
such funds. The plans receive income from the funds' investments which increase
the unit values. Distributions to participants reduce the number of
participation units held by the plans.
The financial statements of the Plan are prepared under the accrual method of
accounting. Benefits are recorded when paid.
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 UTC'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
1995 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 UTC to satisfy the qualification and exemption requirements of
Sections 401(a) and 501(a) of the Internal Revenue Code. UTC has received a
favorable determination letter (dated November 3, 1990) from the Internal
Revenue Service (IRS) indicating that the ESOP portion of the Plan qualifies
under Sections 401(a) and 501(a) of the Code. UTC has applied 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 UTC, participants (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 Income Fund
and the portion allocable to the Plan:
<TABLE><CAPTION>
(Thousands of Dollars) November 30,
1995 1994
<S> <C> <C>
CIGNA $ 1,576,306 $ 1,505,766
Aetna 503,447 529,588
Travelers 437,101 449,496
Prudential 223,870 237,500
Metropolitan Life 578,573 437,048
$ 3,319,297 $ 3,159,398
Amount of the contracts allocable to the Plan $ 2,879,629 $ 2,755,250
/TABLE
<PAGE>
<PAGE>
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 ended November 30, 1995, are as follows:
<TABLE><CAPTION>
(Thousands of Dollars) UTC
Equity Fund Stock Fund Global Fund
<S> <C> <C> <C>
Proceeds from sale of securities $ 37,210 $ 71,256 $ 30,878
Cost basis of securities sold 34,648 61,393 28,803
Gain on sale $ 2,562 $ 9,863 $ 2,075
Amount of gain allocable to the Plan $ 2,105 $ 9,269 $ 1,955
</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, 1995 November 30, 1994
(Thousands of Dollars) Dollars Units Dollars Units
<S> <C> <C> <C> <C>
Income Fund $ 20,872 3,955,107 $ 23,243 4,725,942
Equity Fund 1,886 150,078 2,158 235,984
UTC Stock Fund 687 91,115 725 156,983
Global Fund 294 161,771 450 298,768
Loan Fund 331 331,000 2,158 2,158,000
</TABLE>
These amounts are reflected as liabilities in the Plan's Form 5500.
NOTE 6 - EMPLOYEE STOCK OWNERSHIP PLAN
In conjunction with the establishment of the ESOP, as discussed above, UTC'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 UTC'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. UTC is required to contribute sufficient funds each
year which, when combined with quarterly dividends on the ESOP Preferred Stock,
will meet the ESOP'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 percent of the
participants' 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 UTC 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
<PAGE>
share equivalents based on participants' beneficial interests in such shares
held as of the record dates which are coincident with the payment dates. Shares
of ESOP Preferred Stock must be allocated to participants' accounts by the
Trustee at least once per Plan year, but are generally allocated over the course
of the plan year.
Purchased shares of ESOP Preferred Stock are held by the Trustee with the number
of purchased shares allocated to each participant 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, UTC is required to contribute additional ESOP Preferred Stock, UTC
Common Stock or cash.
Shares allocated to participants generally may not be distributed until the
participant's termination, disability, retirement or death. Upon distribution,
shares of ESOP Preferred Stock must be converted into one share of UTC's Common
Stock or, if the value of the Common Stock is less than the guaranteed value,
the Trustee may require UTC 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 UTC at a redemption price of $66.92 per share plus accrued and unpaid
dividends. The redemption price decreases annually until it reaches $65.00.
However, upon notice to the Trustee of UTC's intention to redeem, the Trustee
may elect to convert each ESOP preferred share into one share of UTC Common
Stock if the value of UTC's Common Stock exceeds the redemption price.
Participants were credited with employer matching contributions representing
approximately 690,000 shares for the Plan year ended November 30, 1995, with a
market value of approximately $52.5 million. In addition, participants earned
dividends of approximately $27.0 million during the 1995 Plan year on the
allocated shares, representing approximately 333,000 shares. The difference of
approximately $15.0 million between the total value of shares earned by
participants, including dividends, and the total of employer contributions on
the Statement of Changes in Net Assets Available for Benefits With Fund
Information is due to UTC contributions in excess of debt service requirements.
The ESOP Fund's investment in ESOP Preferred Stock at year end is as follows:
<TABLE><CAPTION>
(Thousands of Dollars, November 30, 1995 November 30, 1994
except share amounts) Allocated Total Allocated Total
<S> <C> <C> <C> <C>
Number of Shares 5,916,548 13,419,914 5,100,671 13,646,850
Guaranteed Value $ 384,576 $ 872,294 $ 331,544 $ 887,045
Market $ 554,676 $ 1,258,117 $ 331,544 $ 887,045
/TABLE
<PAGE>
<PAGE>
As discussed above, market is represented by the higher of the guaranteed value
of $65 per share or the month end price of UTC's Common Stock. As such, the
market value of the ESOP Preferred Stock was $93.75 and $65.00 at November 30,
1995 and 1994, respectively. Further, the Net Assets Available for Benefits in
the ESOP Fund at November 30, 1995 includes unrealized appreciation of
approximately $385.8 million of which $215.7 million is on unallocated shares.
There was no unrealized appreciation included in the Net Assets Available for
Benefits in the ESOP Fund at November 30, 1994.
NOTE 7 - ESOP DEBT
On February 1, 1990, the Master Trust with UTC 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, 1995 are as follows:
<TABLE><CAPTION>
Principal Rate of
Note Series (000's) Interest Due
<S> <C> <C> <C>
A $ 180,900 7.24% 1995 - 1999
B 286,600 7.68% 2000 - 2008
C 17,300 7.68% 2008
D 32,700 7.68% 2009
$ 517,500
</TABLE>
Required payments on these Notes, in aggregate, for the next five plan years are
$35.9 million in 1995 (short year - see Note 12), $36.3 million in 1996, $36.4
million in 1997, $36.3 million in 1998 and $36.0 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
UTC.<PAGE>
<PAGE>
NOTE 9 - NOTES PAYABLE TO UTC
The Notes Payable to UTC 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, 1995 are as follows:
<TABLE><CAPTION>
Principal Rate of
Issue Date (000's) Interest Due
<S> <C> <C> <C>
March 30, 1990 $ 88,233 10.50% 1995 - 2009
February 9, 1994 1,255 6.75% 1995
$ 89,488
</TABLE>
Required principal payments on the Note issued March 30, 1990 for the next five
plan years are $4.5 million in 1995 (short year - see Note 12), $4.5 million in
1996, $4.6 million in 1997, $4.6 million in 1998 and $4.8 million in 1999. The
required principal payment on the Note issued February 9, 1994 is $1.3 million
in the 1995 short year.
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.
NOTE 11 - PLAN TERMINATION
Although it has not expressed any intent to do so, UTC has the right under the
Plan to discontinue its contributions at any time and to terminate the Plan
subject to the provisions of ERISA. In the event of Plan termination,
participants will become 100 percent vested in their accounts.
NOTE 12 - SUBSEQUENT EVENT
Effective December 1, 1995, the Plan year end was changed to the twelve month
period ending December 31.<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 28, 1996 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 24, 1996 appearing in the United Technologies Corporation
Employee Savings Plan's Annual Report on Form 11-K for the year ended November
30, 1995.
PRICE WATERHOUSE LLP
Hartford, Connecticut
May 28, 1996<PAGE>
