<PAGE>
FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Plan period ended December 31, 1996
Commission File Number 1-812
CARRIER CORPORATION
REPRESENTED 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 CARRIER CORPORATION
REPRESENTED EMPLOYEE SAVINGS PLAN
REPORT OF INDEPENDENT ACCOUNTANTS
To the Participants and Administrator
of the Carrier Corporation
Represented 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 Carrier Corporation
Represented Employee Savings Plan at December 31, 1996 and 1995, and the changes
in net assets available for benefits for the period ended December 31, 1996, 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
June 26, 1997<PAGE>
<PAGE>
CARRIER CORPORATION REPRESENTED EMPLOYEE SAVINGS PLAN
Statement of Net Assets Available for Benefits With Fund Information
December 31, 1996
(Thousands of Dollars, except unit value)
<TABLE>
<CAPTION>
UTC Funds
Income Equity Stock Global Loan Combined
Fund Fund Fund Fund Fund
<S> <C> <C> <C> <C> <C> <C>
Assets:
Investments:
Beneficial interests in
contracts issued by insurance
companies, at cost plus accrued $ 35,546 $ - $ - $ - $ - $ 35,546
interest
Beneficial interests in Bankers
Trust Company Pyramid Fixed
Income Index Fund, at market - - - 124 - 124
Beneficial interests in Bankers
Trust Company Pyramid Equity
Index Fund, at market - 12,917 - 145 - 13,062
Beneficial interests in Bankers
Trust Company Pyramid
International Securities Index
Fund, at market - - - 165 - 165
United Technologies Corporation
Common Stock, at market - - 4,443 - - 4,443
Participant loans, at cost - - - - 486 486
Temporary investments, at cost
plus accrued interest 1 - 1 - - 2
Total Investments 35,547 12,917 4,444 434 486 53,828
Contributions and fund
transfers receivable 11 4 8 2 3 28
Total Assets 35,558 12,921 4,452 436 489 53,856
Liabilities:
Contributions and fund
transfers payable 117 1 7 - - 125
Loans payable, net 43 23 24 1 (16) 75
Total Liabilities 160 24 31 1 (16) 200
Net Assets Available for
Benefits $35,398 $12,897 $ 4,421 $ 435 $ 505 $ 53,656
Units of participation 6,198,956 818,623 408,087 210,593 505,000
Unit value $ 5.71 $ 15.75 $ 10.83 $ 2.07 $ 1.00
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
<TABLE>
CARRIER CORPORATION REPRESENTED EMPLOYEE SAVINGS PLAN
Statement of Net Assets Available for Benefits With Fund Information
December 31, 1995
(Thousands of Dollars, except unit value)
<CAPTION>
UTC Funds
Income Equity Stock Global Loan Combined
Fund Fund Fund Fund Fund
<S> <C> <C> <C> <C> <C> <C>
Assets:
Investments:
Beneficial interests in
contracts issued by insurance
companies, at cost plus accrued
interest $ 31,777 $ - $ - $ - $ - $ 31,777
Beneficial interests in Bankers
Trust Company Pyramid Fixed
Income Index Fund, at market - - - 44 - 44
Beneficial interests in Bankers
Trust Company Pyramid Equity
Index Fund, at market - 8,454 - 56 - 8,510
Beneficial interests in Bankers
Trust Company Pyramid
International Securities Index
Fund, at market - - - 52 - 52
United Technologies Corporation
Common Stock, at market - - 1,929 - - 1,929
Participant loans, at cost - - - - 267 267
Temporary investments, at cost
plus accrued interest 1 - 47 - - 48
Total Investments 31,778 8,454 1,976 152 267 42,627
Contributions and fund
transfers receivable - 74 36 19 3 132
Total Assets 31,778 8,528 2,012 171 270 42,759
Liabilities:
Contributions and fund
transfers payable 321 14 - - - 335
Loans payable, net 7 - (1) - (8) (2)
Accrued investment purchases - - - 2 - 2
Total Liabilities 328 14 (1) 2 (8) 335
Net Assets Available for
Benefits $ 31,450 $ 8,514 $ 2,013 $ 169 $ 278 $ 42,424
Units of participation 5,924,141 665,730 264,094 90,592 278,000
Unit value $ 5.31 $ 12.79 $ 7.62 $ 1.86 $ 1.00
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
<TABLE>
CARRIER CORPORATION REPRESENTED EMPLOYEE SAVINGS PLAN
Statement of Changes in Net Assets Available for Benefits With Fund Information
Period Ended December 31, 1996
(Thousands of Dollars)
<CAPTION>
UTC Funds
Income Equity Stock Global Loan Combined
Fund Fund Fund Fund Fund
<S> <C> <C> <C> <C> <C> <C>
Additions to net assets
attributed to:
Investment Income:
Net appreciation in fair value
of investments $ - $ 2,195 $ 973 $ 36 $ - $ 3,204
Interest 2,421 - 3 - 28 2,452
Dividends - - 58 - - 58
Total Investment Income 2,421 2,195 1,034 36 28 5,714
Contributions:
Participants' 4,502 1,580 551 97 - 6,730
Employer's 1,587 514 179 33 - 2,313
Total Contributions 6,089 2,094 730 130 - 9,043
Repayments on loans 87 36 17 1 (141) -
Deductions from net assets
attributed to:
Cash distributions to
participants 2,679 632 200 7 36 3,554
Loans to participants 225 90 53 8 (376) -
Total Deductions 2,904 722 253 15 (340) 3,554
Inter-fund and inter-plan
transfers (1,745) 780 880 114 - 29
Net Increase 3,948 4,383 2,408 266 227 11,232
Net Assets Available for
Benefits December 31, 1995 31,450 8,514 2,013 169 278 42,424
Net Assets Available for
Benefits December 31, 1996 $ 35,398 $12,897 $ 4,421 $ 435 $ 505 $ 53,656
</TABLE>
The accompanying notes are an integral part of these financial statements.
CARRIER CORPORATION REPRESENTED EMPLOYEE SAVINGS PLAN
Notes to Financial Statements
NOTE 1 - DESCRIPTION OF THE PLAN
General. The Carrier Corporation Represented Employee Savings Plan (the Plan)
is a defined contribution savings plan administered by United Technologies
Corporation (UTC). It is subject to the provisions of the Employee Retirement
Income Security Act of 1974 (ERISA). Union represented employees of Carrier,
covered by a collective bargaining agreement that provides for Plan
participation, are eligible to participate in the Plan after completing at least
one year of service. The following is a brief description of the Plan. For
more complete information, participants should refer to the plan document which
is available from UTC.
Contributions and Vesting. All participants 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
participants, depending on their collective bargaining agreement, may also make
tax-deferred contributions. Participant contributions, plus actual earnings
thereon, are fully vested at all times under the Plan. The employer will
generally match 50 percent of the participant's contributions, up to specified
limits. Generally, employer contributions, plus actual earnings thereon, become
fully vested after two years of Plan participation.
Participant Accounts. Each participant's account is credited with the
participant's contributions and allocations of (a) UTC's contributions and (b)
Plan earnings. Allocations are based on participant earnings or account
balances, as defined. The benefit to which a participant is entitled is the
benefit that can be provided from the participant's vested account. Forfeited
balances of terminated participants' nonvested amounts are used to reduce future
employer contributions. For the period ended December 31, 1996, approximately $
8,300 of forfeitures were used to fund employer contributions.
Investment Options. Participants may elect to allocate the contributions in any
whole percentage among the following funds. Participants are permitted to
transfer their accounts between investment funds once per quarter in any whole
percentage.
. The Income Fund is invested in contracts issued by five insurance companies.
. The Equity Fund is principally invested in the BT Pyramid Equity Index Fund,
which is a commingled trust fund managed by Bankers Trust Company (BT), the
Trustee, and includes a portfolio of common stocks replicating the Standard &
Poor's Composite Index of 500 stocks.
. The UTC Stock Fund consists principally of 67,069 and 40,670 shares of UTC
Common Stock at December 31, 1996 and 1995, respectively. Share amounts
reflect the 2 for 1 stock split effective December 10, 1996.
. 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.
Participant Loans Receivable. Certain participants with at least two years of
plan participation are allowed to borrow up to 50 percent of their vested<PAGE>
<PAGE>
account balances. Loan amounts can range from $1,000 to $50,000 and must be
repaid within 5 years. The loans are secured by the balance in the
participant's account and bear interest at Bankers Trust's prime rate plus one
percent. Principal and interest are paid ratably through payroll deductions.
Payment of Benefits. Generally, benefits are paid in a lump sum to a
terminating participant. A participant terminating due to retirement may elect
to receive benefits in installments over two to fifteen years. At the
participant's election, the portion of a lump sum distribution attributable to
the UTC Stock Fund may be paid in shares of UTC Common Stock instead of cash.
There were no distributions in common stock for the period ended December 31,
1996.
Other. Participants who transfer to a new UTC location with a different savings
plan have the option of transferring their account balances in accordance with
the provisions of the new savings plan.
NOTE 2 - SUMMARY OF ACCOUNTING PRINCIPLES
Basis of Accounting. The financial statements of the Plan are prepared under
the accrual method of accounting. Benefits are recorded when paid.
Master Trust. The Plan's assets are kept in a Master Trust maintained by the
Trustee. Under the Master Trust agreement, the assets of certain employee
savings plans of UTC and its subsidiaries are combined. 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 unit value of each fund is determined at each
month end by dividing the sum of uninvested cash, accrued income and the current
value of investments by the total number of outstanding units in such funds.
Income from the funds' investments increases the plans' unit values.
Distributions to participants reduce the number of participation units held by
the plans.
Investment Valuation. Except for the Income Fund, the Plan's investments are
stated at fair value. The fair value of the Equity Fund, the UTC Stock Fund, and
the Global Fund is determined by the Trustee by reference to published market
data. The Income Fund's investment contracts are stated at contract value which
represents contributions plus earnings, less Plan withdrawals.
Plan Expenses. Plan expenses are payable out of Plan assets, unless paid by the
employer. The expenses for the 1996 plan year were paid by the employer.
Use of Estimates. The preparation of financial statements requires UTC to make
estimates and assumptions that affect the reported amounts in the financial
statements. Actual results could differ from those estimates.
NOTE 3 - INVESTMENT CONTRACTS
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 rates for 1996<PAGE>
<PAGE>
were 7.5% and 7.25%, respectively. The following is a summary of the investment
contracts held in the Income Fund and the portion allocable to the Plan:
<TABLE><CAPTION>
(Thousands of Dollars) December 31, December 31,
1996 1995
<S> <C> <C>
CIGNA $ 1,512,307 $ 1,566,944
Aetna 457,815 494,944
Travelers 388,845 432,342
Prudential 236,966 219,677
Metropolitan Life 782,764 587,847
$ 3,378,697 $ 3,301,754
Amount of the contracts allocable $ 35,546 $ 31,777
to the Plan
</TABLE>
NOTE 4 - 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 5 - RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following are reconciliations of net assets available for benefits and
benefits paid from the financial statements to Form 5500:
<TABLE><CAPTION>
December 31,
(Thousands of Dollars) 1996 1995
<S> <C> <C>
Net assets available for benefits
per the financial statements $ 53,656 $ 42,424
Amounts allocated to participant
withdrawals (836) (411)
Net assets available for benefits
per Form 5500 52,820 42,013
</TABLE>
Year Ended December
31, 1996
Benefits paid to participants per the
financial statements $ 3,554
Add: Amounts allocated to participant
withdrawals at December 31, 1996 836
Less: Amounts allocated to participant
withdrawals at December 31, 1995 (411)
Benefits paid to participants per Form
5500 $ 3,979
Amounts allocated to participant withdrawals are recorded on Form 5500 for
benefit claims that have been processed and approved for payment prior to
December 31 but not yet paid as of that date.<PAGE>
<PAGE>
NOTE 6 - TAX STATUS
The Internal Revenue Service has determined and informed UTC by letter dated
September 23, 1996 that the Plan and related trust are designed in accordance
with applicable sections of the Internal Revenue Code (IRC). The Plan has been
amended since receiving the determination letters. However, the Plan
administrator and tax counsel believe that the Plan is designed and currently
being operated in compliance with the applicable requirements of the IRC.
NOTE 7 - SUBSEQUENT EVENT
Effective January 1, 1997, Fidelity Institutional Retirement Services Company
assumed the participant account recordkeeping responsibilities from Bankers
Trust.<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: June 26, 1997 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 June 26, 1997 appearing in the Carrier Corporation Represented
Employee Savings Plan's Annual Report on Form 11-K for the period ended December
31, 1996.
PRICE WATERHOUSE LLP
Hartford, Connecticut
June 26, 1997<PAGE>
