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Previous: UNITED FIRE & CASUALTY CO, 8-K, 1998-06-30 |
Next: UNITED TECHNOLOGIES CORP /DE/, 11-K, 1998-06-30 |
<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, 1997
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, 1997 and 1996, and the changes
in net assets available for benefits for the period ended December 31, 1997, 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.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The fund information in the statement of
net assets available for benefits and the statement of changes in net assets
available for benefits is presented for purposes of additional analysis rather
than to present the net assets available for plan benefits and changes in net
assets available for benefits of each fund. The fund information has been
subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
PRICE WATERHOUSE LLP
Hartford, Connecticut
June 26, 1998<PAGE>
<PAGE>
<TABLE>
CARRIER CORPORATION REPRESENTED EMPLOYEE SAVINGS PLAN
Statement of Net Assets Available for Benefits With Fund Information
December 31, 1997
(Thousands of Dollars, except unit value)
<CAPTION>
Small UTC INVESCO
Company International Common Total
Income Equity Stock Index Equity Index Global Stock Return
Fund Fund Fund Fund Fund Fund Fund
<S> <C> <C> <C> <C> <C> <C> <C>
Assets:
Investments, at fair value:
Beneficial interests in Bankers Trust
Company Pyramid:
Large Capitalization Equity Index Fund $ - $ 18,072 $ - $ - $ 182 $ - $ -
Russell 2000 Equity Index Fund - - 257 - - - -
Daily Japanese Equity Index Fund - - - 14 - - -
Daily Non Japanese Equity Index Fund - - - 40 - - -
Government/Corporate Fixed Income
Index Fund - - - - 149 - -
Daily International Equity Index Fund - - - - 175 - -
United Technologies Corporation Common
Stock - - - - - 6,573 -
Shares of respective registered
investment companies - - - - - - 71
Investments, at contract value or cost:
Beneficial interests in investment
contracts, at contract value 35,463 - - - - - -
Participant loans, at cost - - - - - - -
Temporary investments, at cost plus
accrued interest - - - - - 99 -
Total Investments 35,463 18,072 257 54 506 6,672 71
Plan receivables 48 17 - - 1 24 -
Total Assets 35,511 18,089 257 54 507 6,696 71
Liabilities:
Accrued liabilities - - - - - 42 -
Loans payable, net - - - - - - -
Total Liabilities - - - - - 42 -
Net Assets Available for Benefits $ 35,511 $ 18,089 $ 257 $ 54 $ 507 $ 6,654 $ 71
Units of participation 5,755,430 860,566 21,273 5,160 212,926 550,816 2,439
Unit value $ 6.17 $ 21.02 $ 12.10 $ 10.53 $ 2.38 $ 12.08 $ 29.09
The accompanying notes are an integral part of these financial statements.
/TABLE
<PAGE>
<PAGE>
<TABLE>
CARRIER CORPORATION REPRESENTED EMPLOYEE SAVINGS PLAN
Statement of Net Assets Available for Benefits With Fund Information
December 31, 1997
(Thousands of Dollars, except unit value)
<CAPTION>
Putnam
Fidelity Putnam New SoGen
Growth & Fund for Fidelity Low- PBHG Opportun- Interna-
Income Growth Fidelity Priced Stock Growth ities tional
Portfolio and Income Contrafund Fund Fund Fund Fund, Inc.
<S> <C> <C> <C> <C> <C> <C> <C>
Assets:
Investments, at fair value:
Beneficial interests in Bankers Trust
Company Pyramid:
Large Capitalization Equity Index Fund $ - $ - $ - $ - $ - $ - $ -
Russell 2000 Equity Index Fund - - - - - - -
Daily Japanese Equity Index Fund - - - - - - -
Daily Non Japanese Equity Index Fund - - - - - - -
Government/Corporate Fixed Income
Index Fund - - - - - - -
Daily International Equity Index Fund - - - - - - -
United Technologies Corporation Common
Stock - - - - - - -
Shares of respective registered
investment companies 1,101 584 418 336 758 798 70
Investments, at contract value or cost:
Beneficial interests in investment
contracts, at contract value - - - - - - -
Participant loans, at cost - - - - - - -
Temporary investments, at cost plus
accrued interest - - - - - - -
Total Investments 1,101 584 418 336 758 798 70
Plan receivables 2 1 1 1 2 1 -
Total Assets 1,103 585 419 337 760 799 70
Liabilities:
Accrued liabilities - - - - - - -
Loans payable, net - - - - - - -
Total Liabilities - - - - - - -
Net Assets Available for Benefits $ 1,103 $ 585 $ 419 $ 337 $ 760 $ 799 $ 70
Units of participation 28,958 29,895 8,998 13,401 29,931 16,269 2,746
Unit value $ 38.10 $ 19.56 $ 46.63 $ 25.13 $ 25.39 $ 49.10 $ 25.45
The accompanying notes are an integral part of these financial statements.
/TABLE
<PAGE>
<PAGE>
<TABLE>
CARRIER CORPORATION REPRESENTED EMPLOYEE SAVINGS PLAN
Statement of Net Assets Available for Benefits With Fund Information
December 31, 1997
(Thousands of Dollars, except unit value)
<CAPTION>
Templeton
Templeton Developing
Foreign Markets
Fund I Trust I Loan Fund Total
<S> <C> <C> <C> <C>
Assets:
Investments, at fair value:
Beneficial interests in Bankers Trust
Company Pyramid:
Large Capitalization Equity Index Fund $ - $ - $ - $ 18,254
Russell 2000 Equity Index Fund - - - 257
Daily Japanese Equity Index Fund - - - 14
Daily Non Japanese Equity Index Fund - - - 40
Government/Corporate Fixed Income
Index Fund - - - 149
Daily International Equity Index Fund - - - 175
United Technologies Corporation Common
Stock - - - 6,573
Shares of respective registered
investment companies 162 65 - 4,363
Investments, at contract value or cost:
Beneficial interests in investment
contracts, at contract value - - - 35,463
Participant loans, at cost - - 1,628 1,628
Temporary investments, at cost plus
accrued interest - - - 99
Total Investments 162 65 1,628 67,015
Plan receivables - - - 98
Total Assets 162 65 1,628 67,113
Liabilities:
Accrued liabilities - - - 42
Loans payable, net - - - -
Total Liabilities - - - 42
Net Assets Available for Benefits $ 162 $ 65 $ 1,628 $ 67,071
Units of participation 16,301 5,001 1,628,000
Unit value $ 9.95 $ 12.94 $ 1.00
The accompanying notes are an integral part of these financial statements.
/TABLE
<PAGE>
<PAGE>
<TABLE>
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)
<CAPTION>
Income Equity UTC Common
Fund Fund Stock Fund Global Fund Loan Fund Total
<S> <C> <C> <C> <C> <C> <C>
Assets:
Investments, at fair value:
Beneficial interests in Bankers Trust
Company Pyramid:
Government/Corporate Fixed Income
Index Fund $ - $ - $ - $ 124 $ - $ 124
Large Capitalization Equity Index
Fund - 12,917 - 145 - 13,062
Daily International Equity Index Fund - - - 165 - 165
United Technologies Corporation Common
Stock - - 4,443 - - 4,443
Investments, at contract value or cost:
Beneficial interests in investment
contracts, at contract value 35,546 - - - - 35,546
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
Plan receivables 11 4 8 2 3 28
Total Assets 35,558 12,921 4,452 436 489 53,856
Liabilities:
Accrued liabilities 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
The accompanying notes are an integral part of these financial statements.
/TABLE
<PAGE>
<PAGE>
<TABLE>
CARRIER CORPORATION REPRESENTED EMPLOYEE SAVINGS PLAN
Statement of Changes in Net Assets Available for Benefits With Fund Information
Period Ended December 31, 1997
(Thousands of Dollars)
<CAPTION>
Small UTC INVESCO
Company International Common Total
Income Equity Stock Index Equity Index Global Stock Return
Fund Fund Fund Fund Fund Fund Fund
<S> <C> <C> <C> <C> <C> <C> <C>
Additions to net assets attributed to:
Investment Income:
Net appreciation (depreciation) in fair
value of investments $ - $ 4,299 $ 12 $ - $ 64 $ 399 $ 5
Interest 2,647 - - - - - -
Dividends - - - - - - 3
Total Investment Income 2,647 4,299 12 - 64 399 8
Contributions:
Participants' 4,091 1,809 15 10 123 978 22
Employer's 1,451 561 5 3 39 304 7
Total Contributions 5,542 2,370 20 13 162 1,282 29
Repayments on loans 223 98 - - 4 66 2
Deductions from net assets attributed to:
Distributions to participants 3,219 954 2 - 18 381 2
Loans to participants 779 398 5 1 10 255 1
Administrative expenses 10 2 - - - 1 -
Total Deductions 4,008 1,354 7 1 28 637 3
Net increase / (decrease) prior to
transfers 4,404 5,413 25 12 202 1,110 36
Inter-fund transfers (4,291) (221) 232 42 (130) 1,123 35
Net increase 113 5,192 257 54 72 2,233 71
Net Assets Available for Benefits
December 31, 1996 35,398 12,897 - - 435 4,421 -
Net Assets Available for Benefits
December 31, 1997 $ 35,511 $ 18,089 $ 257 $ 54 $ 507 $ 6,654 $ 71
The accompanying notes are an integral part of these financial statements.
/TABLE
<PAGE>
<PAGE>
<TABLE>
CARRIER CORPORATION REPRESENTED EMPLOYEE SAVINGS PLAN
Statement of Changes in Net Assets Available for Benefits With Fund Information
Period Ended December 31, 1997
(Thousands of Dollars)
<CAPTION>
Putnam
Fidelity Putnam New SoGen
Growth & Fund Fidelity Low- PBHG Opportun- Interna-
Income for Growth Fidelity Priced Stock Growth ities tional
Portfolio and Income Contrafund Fund Fund Fund Fund, Inc.
<S> <C> <C> <C> <C> <C> <C> <C>
Additions to net assets attributed to:
Investment Income:
Net appreciation (depreciation) in fair
value of investments $ 89 $ (14) $ 11 $ 16 $ 29 $ 77 $ (6)
Interest - - - - - - -
Dividends 40 72 34 18 - 17 7
Total Investment Income 129 58 45 34 29 94 1
Contributions:
Participants' 141 87 65 36 130 99 16
Employer's 38 23 17 11 36 26 4
Total Contributions 179 110 82 47 166 125 20
Repayments on loans 6 8 2 2 5 2 -
Deductions from net assets attributed to:
Distributions to participants 14 4 4 5 9 3 -
Loans to participants 12 12 2 2 6 6 1
Administrative expenses - - - - - - -
Total Deductions 26 16 6 7 15 9 1
Net increase / (decrease) prior to
transfers 288 160 123 76 185 212 20
Inter-fund transfers 815 425 296 261 575 587 50
Net increase 1,103 585 419 337 760 799 70
Net Assets Available for Benefits
December 31, 1996 - - - - - - -
Net Assets Available for Benefits
December 31, 1997 $ 1,103 $ 585 $ 419 $ 337 $ 760 $ 799 $ 70
The accompanying notes are an integral part of these financial statements.
/TABLE
<PAGE>
<PAGE>
<TABLE>
CARRIER CORPORATION REPRESENTED EMPLOYEE SAVINGS PLAN
Statement of Changes in Net Assets Available for Benefits With Fund Information
Period Ended December 31, 1997
(Thousands of Dollars)
<CAPTION>
Templeton
Templeton Developing
Foreign Markets
Fund I Trust I Loan Fund Total
<S> <C> <C> <C> <C>
Additions to net assets attributed to:
Investment Income:
Net appreciation (depreciation) in fair
value of investments $ (17) $ (21) $ - $ 4,943
Interest - - 81 2,728
Dividends 17 4 - 212
Total Investment Income - (17) 81 7,883
Contributions:
Participants' 26 10 - 7,658
Employer's 7 2 - 2,534
Total Contributions 33 12 - 10,192
Repayments on loans - - (418) -
Deductions from net assets attributed to:
Distributions to participants 1 - 31 4,647
Loans to participants 1 - (1,491) -
Administrative expenses - - - 13
Total Deductions 2 - (1,460) 4,660
Net increase / (decrease) prior to
transfers 31 (5) 1,123 13,415
Inter-fund transfers 131 70 - -
Net increase 162 65 1,123 13,415
Net Assets Available for Benefits
December 31, 1996 - - 505 53,656
Net Assets Available for Benefits
December 31, 1997 $ 162 $ 65 $ 1,628 $ 67,071
The accompanying notes are an integral part of these financial statements.
/TABLE
<PAGE>
<PAGE>
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 based on
a percentage of the participant's contribution and (b) Plan earnings based on
account balances. 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, 1997, approximately
$10,800 forfeitures were used to fund employer contributions.
Trustee and Recordkeeper. All of the Plan's assets are held by Bankers Trust
Company, the Plan Trustee. As of January 1, 1997, Fidelity Institutional
Retirement Services Company assumed the participant account recordkeeping
responsibilities.
Investment Options. On January 1, 1997, investment options increased to sixteen
from the previous four. Participants may elect to allocate their contributions
in any whole percentage among the following funds. Participants are permitted
to transfer their accounts between investment funds daily in any whole
percentage or whole dollar amount. The investment funds are as follows:
. The Income Fund invests in contracts issued by five insurance companies. See
Note 3.
. The Equity Fund invests in a portfolio of common stocks replicating the
Standard & Poor's Composite Index of 500 stocks (S&P 500).
. The Small Company Stock Index Fund invests in a portfolio of common stocks
replicating the Russell 2000 Index.
. The International Equity Index Fund invests in the equities of a mix of stock
markets outside the U.S.
. The Global Fund invests in both U.S. and foreign investments to replicate the
performance, in approximately equal portions, of three indices: the S&P 500,
the EAFE Index (an international stock index of large companies in Europe,<PAGE>
<PAGE>
Australia and the Far East), and the Lehman Brothers Government/Corporate
Index.
. The UTC Common Stock Fund consists principally of 90,276 and 67,069 shares of
UTC Common Stock at December 31 1997 and 1996, respectively.
. The INVESCO Total Return Fund invests in shares of a registered investment
company that principally invests in both equity and fixed or variable income
securities to achieve a moderate total return from capital appreciation and
current income.
. The Fidelity Growth & Income Portfolio invests in shares of a registered
investment company that principally invests in U.S. and foreign equity
securities that pay current dividends and show potential earnings growth.
. The Putnam Fund for Growth and Income invests in shares of a registered
investment company that principally invests in equity securities of companies
that pay regular dividends to shareowners.
. The Fidelity Contrafund invests in shares of a registered investment company
that principally invests in equity securities of U.S. and foreign companies
believed to be undervalued or out of favor.
. The Fidelity Low-Priced Stock Fund invests in shares of a registered
investment company that principally invests in equity securities of companies
believed to be undervalued, overlooked or out of favor, which are generally
priced at $35 or less.
. The PBHG Growth Fund invests in shares of a registered investment company
that principally invests in equity securities of companies believed to have
an outlook for strong earnings growth.
. The Putnam New Opportunities Fund invests in shares of a registered
investment company that principally invests in equity securities of companies
in certain emerging industry groups.
. The SoGen International Fund, Inc. invests in shares of a registered
investment company that invests in U.S. and foreign equity, fixed income and
gold-related securities and cash.
. The Templeton Foreign Fund I invests in shares of a registered investment
company that principally invests in equity securities of companies in
developed and developing countries outside the U.S.
. The Templeton Developing Markets Trust I invests in shares of a registered
investment company that principally invests in equity securities of companies
in developing countries.
Participant Loans. Certain participants with at least two years of plan
participation are allowed to borrow up to 50 percent of their vested 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 twenty years. At the
participant's election, the portion of a lump sum distribution attributable to
the UTC Common 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, 1997.<PAGE>
<PAGE>
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
contribution to such funds and the unit value of the applicable investment fund
at the end of the trading day in which a transaction occurs. The unit value of
each fund is determined at the close of each day 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.
At December 31, 1997, the Plan's interest in the Master Trust comprised
9,188,110 units of the 1,012,560,383 total units of participation, or 0.91%. At
December 31, 1996, the Plan's interest in the Master Trust comprised 8,141,259
units of the total 1,062,864,802 units of participation, or 0.77%.
Investment Valuation. The Income Fund's investment contracts are stated at
contract value which represents contributions plus earnings, less Plan
withdrawals. All other funds are stated at fair value, as determined by the
Trustee, typically by reference to published market data.
Plan Expenses. Plan administrative expenses, including Trustee and recordkeeper
fees were paid directly by the employer in 1997. The employer also paid certain
investment management fees for the Bankers Trust managed funds. All other
administrative and investment expenses were paid out of Plan assets.
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 interest rates earned for 1997 and 1996 were 8.1% and
7.5%, respectively. The following is a summary of the investment contracts
held in the Income Fund and the portion allocable to the Plan:<PAGE>
<PAGE>
<TABLE>
<CAPTION>
(Thousands of Dollars) December 31, December 31,
1997 1996
<S> <C> <C>
CIGNA $ 1,456,404 $ 1,512,307
Aetna 437,582 457,815
Travelers 367,509 388,845
Prudential 231,133 236,966
Metropolitan Life 780,096 782,764
$ 3,272,724 $ 3,378,697
Amount of the contracts allocable to the Plan $ 35,463 $ 35,546
</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 the Form 5500:
<TABLE>
<CAPTION>
(Thousands of Dollars) December 31,
1997 1996
<S> <C> <C>
Net assets available for benefits
per the financial statements $ 67,071 $ 53,656
Amounts allocated to participant
withdrawals - (836)
Net assets available for benefits
per Form 5500 $ 67,071 $ 52,820
</TABLE>
<TABLE>
<CAPTION>
Year Ended
December 31,
1997
<S> <C> <C>
Benefits paid to participants per the
financial statements $ 4,647
Add: Amounts allocated to participant
withdrawals at December 31, 1997 -
Less: Amounts allocated to participant
withdrawals at December 31, 1996 (836)
Benefits paid to participants per Form
5500 $ 3,811
</TABLE>
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.<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, 1998 By: /s/ Daniel P. O'Connell
Daniel P. O'Connell
Corporate Director, Employee Benefits and Human
Resources Systems
United Technologies Corporation<PAGE>
<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, 1998 appearing in the Carrier Corporation Represented
Employee Savings Plan's Annual Report on Form 11-K for the period ended December
31, 1997.
PRICE WATERHOUSE LLP
Hartford, Connecticut
June 26, 1998<PAGE>
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