<PAGE> 1
Filed Pursuant to Rule 424(b)(3)
Registration No. 333-26331
PROSPECTUS SUPPLEMENT
(TO PROSPECTUS DATED MAY 1, 1997)
UNITED TECHNOLOGIES CORPORATION
SHAREOWNER DIVIDEND REINVESTMENT AND STOCK PURCHASE PLAN
------------------------
THIS DOCUMENT SUPPLEMENTS AND MUST BE USED IN CONJUNCTION WITH THE PROSPECTUS
DATED MAY 1, 1997. YOU SHOULD KEEP THIS PROSPECTUS SUPPLEMENT FOR FUTURE
REFERENCE.
Effective as of June 22, 1999, we have revised the United Technologies
Corporation Shareowner Dividend Reinvestment and Stock Purchase Plan to change
the treatment of cash dividends paid on shares of United Technologies
Corporation common stock held in book-entry form in your account under the plan.
Under the original plan, all cash dividends paid on shares held in a
participant's book-entry plan account were automatically reinvested in
additional shares under all of the three investment options. Under the revised
plan, the plan administrator will no longer automatically reinvest the dividends
paid on such book-entry plan account shares, unless the participant has selected
the "FULL DIVIDEND REINVESTMENT" option.
We have also changed the "PARTIAL DIVIDEND REINVESTMENT" and "VOLUNTARY
CASH PAYMENTS ONLY" options available under the plan.
- Under the revised "PARTIAL DIVIDEND REINVESTMENT" option you may specify
a whole number of shares for which you wish to receive cash dividends
paid directly to you. This whole number can include both shares held in
your book-entry plan account as well as shares held in certificate form
by you. Under this revised option, the administrator will reinvest the
cash dividends on your remaining shares directly in additional shares.
This revised option will allow participants to receive directly a fixed
amount of cash dividends each quarter (assuming that the amount and
timing of the dividend remains the same).
- Under the revised "VOLUNTARY CASH PAYMENTS ONLY" option, participants
will now receive cash dividends paid directly on all shares.
- You may also continue to have all of your cash dividends reinvested under
the "FULL DIVIDEND REINVESTMENT" option.
This supplement describes the changes to the description of the original
plan in the May 1, 1997 prospectus to reflect these revisions. Except as
described in this supplement, the plan has not changed. Although the plan
contemplates the continuation of quarterly dividend payments, United
Technologies' payment of future dividends will depend on its future earnings,
its financial condition and other factors.
------------------------
The date of this Prospectus Supplement is June 22, 1999
<PAGE> 2
Under the revised plan, participants may choose one of the following
options:
- "FULL DIVIDEND REINVESTMENT." If a participant chooses this option, the
administrator will, as under the original plan, reinvest all the cash
dividends on shares held by the participant in certificate form and in
the participant's book-entry plan account in additional shares. In order
to take advantage of this option, a participant must have a total of ten
shares held in the participant's name and/or in the participant's plan
account.
- "PARTIAL DIVIDEND REINVESTMENT." If a participant chooses this revised
option, the participant may specify the number of whole shares for which
the participant wishes to receive cash dividends directly. The
administrator will reinvest the cash dividends on the remaining shares in
additional shares. The number of whole shares the participant specifies
cannot exceed the total number of shares held by the participant and in
the participant's plan account, less a 10 share minimum required for
reinvestment under this option.
- "VOLUNTARY CASH PAYMENTS ONLY (NO DIVIDEND REINVESTMENT)." If a
participant chooses this option the participant may, as under the
original plan, make voluntary cash payments for the purchase of
additional shares which will be credited to the participant's plan
account. Each cash payment must be at least $100 and the total cash
payments for each calendar year cannot be more than $120,000. Under this
option in the revised plan, the participant will now receive the cash
dividends directly on all shares held in certificate form by the
participant and/or in the participant's book-entry plan account.
As under the original plan, participants who select the "FULL DIVIDEND
REINVESTMENT" or the "PARTIAL DIVIDEND REINVESTMENT" option, may also, at any
time, make voluntary cash payments of at least $100 each up to the $120,000
annual maximum for the purchase of additional shares.
A participant can change his or her choice of options (including to change
the number of shares for which the participant wishes to receive cash dividends)
at any time by calling or writing the plan administrator at the number and
address written at the end of this prospectus supplement. In order for a change
to be effective for any particular cash dividend declared by United
Technologies, the administrator must receive your notice prior to the record
date for that dividend.
Because the administrator will no longer be automatically reinvesting cash
dividends on shares held in participants' book-entry plan accounts, we are
making the following changes to the responses included in the original
prospectus (otherwise, the responses in the original prospectus have not
changed):
Question 2. What are the advantages of the plan? As stated in the
original prospectus, full investment of funds is still possible under the
plan, however, under the revised plan cash dividends on shares held in the
participant's book-entry plan account will be reinvested only to the extent
the participant so elects.
Question 3. Who administers the plan for participants? In describing
the role of the administrator of the plan, the original prospectus stated
that the plan administrator, as the record holder of shares held in a
participant's account under the plan, received all of the cash dividends
paid on those shares and reinvested the dividends in additional shares.
Under the revised plan, participants may elect to receive cash dividends on
some or all of their shares including shares held in their book-entry plan
accounts.
2
<PAGE> 3
Question 6. Is partial participation possible under the
plan? Partial participation is still possible under the plan. Instead of
specifying the number of shares for which dividends should be reinvested,
participants should specify the number of shares for which cash dividends
should be paid directly under the "PARTIAL DIVIDEND REINVESTMENT" option.
The administrator will reinvest the dividends paid on the remaining shares.
Question 8. What does the Enrollment Authorization Form provide? The
Enrollment Authorization Form now provides for the investment options
described above in this supplement.
Question 19. Will participants be credited with dividends on
fractions of shares? As in the original plan, dividends will be paid on
both whole and fractional shares held in a participant's book-entry plan
account but the administrator will reinvest these dividends in additional
shares only to the extent the participant elects.
Question 24. Will the plan administrator accept a participant's
underlying certificates for safekeeping? Participants may still deposit
share certificates registered in the participant's name with the plan
administrator. Under the original plan, all cash dividends paid on the
deposited shares were reinvested. Now, participants can elect to receive
cash dividends directly on some or all of the participant's shares,
including shares deposited for safekeeping in the participant's book-entry
plan account.
Question 25. What happens when a participant sells or transfers a
portion of the shares registered in the participant's name? Under the
original plan, if a participant sold or transferred some of the shares held
in the participant's name, the administrator continued to reinvest
dividends on the remaining shares held by the participant in certificate
form and enrolled in the plan for which the participant had elected to
reinvest dividends and on all shares in the participant's book-entry plan
account. Now, the plan administrator will no longer automatically reinvest
dividends on all shares in the participant's plan account and dividends
will only be reinvested to the extent elected by the participant. If the
participant sells or transfers shares, the administrator will deduct the
number of shares sold or transferred first from the participant's shares
for which dividends are being reinvested.
IF YOU WOULD LIKE TO RECEIVE AN ADDITIONAL COPY OF THE ORIGINAL PROSPECTUS
DATED MAY 1, 1997, PLEASE CONTACT: First Chicago Trust Company of New York,
P.O. Box 2598, Jersey City, NJ 07303-2598, Telephone Number: 1-800-519-3111
(Please mention United Technologies Corporation in all correspondence.)
3
